HomeMy WebLinkAbout10542RESOLUTION NO. 10542
A RESOLUTION APPROVING AMENDMENT NO. 1 TO THE OPERATING AGREEMENT AND
LAND LEASE BETWEEN THE CITY OF PUEBLO, A MUNICIPAL CORPORATION, AND SILVER
STATE HELICOPTERS, L.L.C. AND AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO
EXECUTE SAME
WHEREAS, the City of Pueblo, a Municipal Corporation, and Fred B. Phillips entered into
an Operating Agreement and Land Lease on October 14, 1986; and
WHEREAS, Fred B. Phillips assigned his interest in the Operating Agreement and Land
Lease to Silver State Helicopters, L.L.C., who is the successor in interest in and to the Operating
Agreement and Land Lease as Lessee; and
WHEREAS, Silver State Helicopters, L.L.C. and the City desire to amend the provisions of
the Operating Agreement and Land Lease; now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that:
SECTION 1.
A certain Amendment No. 1 to the Operating Agreement and Land Lease, a copy of which
is attached hereto and made a part hereof by reference, after having been approved as to form by
the City Attorney, by and between the City of Pueblo, a Municipal Corporation, and Silver State
Helicopters, L.L.C. relating to a fixed base operation at the Pueblo Memorial Airport, is hereby
approved, subject to the conditions as set forth in said Amendment No. 1.
SECTION 2.
The President of City Council is hereby authorized to execute said Amendment No. 1 on
behalf of the City of Pueblo, a Municipal Corporation, and the City Clerk shall affix the Seal of the
City thereto and attest the same.
INTRODUCED October 24, 2005
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BY Randy Thurston
Councilperson
Background Paper for Proposed
RESOLUTION
P 14 , C0 1 ' - iosva
AGENDA ITEM # 8
DATE: October 24, 2005
DEPARTMENT: AVIATION - DANIEL E. CENTA, P.E.
TITLE
A RESOLUTION APPROVING AMENDMENT NO. 1 TO THE OPERATING
AGREEMENT AND LAND LEASE BETWEEN THE CITY OF PUEBLO, A
MUNICIPAL CORPORATION, AND SILVER STATE HELICOPTERS, L.L.C. AND
AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO EXECUTE SAME
ISSUE
Should City Council approve an Amendment to the Operating Agreement and Land
Lease between the City and Silver State Helicopters, L.L.C.
RECOMMENDATION
Approval of this Resolution.
BACKGROUND
City Council consented to an assignment of Fred B. Phillips' Operating Agreement and
Land Lease on December 13, 2004 to Silver State Helicopters, L.L.C. Silver State
Helicopters now desires to lease a fuel tank to store aviation fuel for their helicopters.
FINANCIAL IMPACT
Silver State will pay $.06 per gallon for fuel delivered to the fuel tank and a proportional
share of the cost for storage tank pollution liability insurance.
Pueblo Memorial Airport
Silver State Helicopters, L.L.C.
Amendment NO. 1
THIS AMENDMENT NO. 1 is made and entered this 24th day of October, 2005 by and between
the City of Pueblo (the "Lessor'), a Municipal Corporation and Silver State Helicopters, L.L.C. (the
"Lessee',
WITNESSETH:
WHEREAS, Lessor consented to the assignment of the Pueblo Memorial Airport Operating
Agreement and Land Lease (hereinafter the "Lease' between the Lessor and Fred B. Phillips relating
to a fixed base operation at Pueblo Memorial Airport to Lessee on December 13, 2004,
WHEREAS, the Lease, assuming all obligations imposed on Lessee under Lease are met, will
expire on October 31, 2006, and
WHEREAS, both the Lessor and Lessee desire to amend the Lease,
NOW, THEREFORE, in consideration of the mutual covenants contained herein, the Lessor
and Lessee agree as follows:
1. Lessor hereby leases to Lessee Avgas Tank "C" identified on attached map ( herinafter the
"fuel tank' at Lessor's fuel farm located at the Airport (hereinafter the "fuel farm') for the
exclusive purpose of storing aviation fuel to be dispensed on the leased premises to the fleet
of helicopters owned and operated by Lessee.
2. Paragraph 2(b) of the Lease shall be amended to read:
Lessee shall also pay as rent and for the privilege to dispense aviation fuel from the leased
premises a monthly fuel flow fee of six cents ($.06) starting with October 24, 2005
and each month thereafter for each gallon of aviation fuel delivered, or caused to be
delivered by Lessee to the fuel tank.
3. Add Paragraph 2(I) to read:
Lessee shall pay annually to Lessor, on the anniversary dates of the commencement date, a
proportional share of Lessor's cost for storage tank pollution liability insurance.
Lessee's portion of such charges shall be in the ratio that the gallon capacity of fuel
tank Lessee leases hereunder bear to the total gallon capacity of the fuel tanks in
Lessor's fuel farm being used by Lessor, Lessee and other parries.
4. Add Paragraph 28 to read:
Fuel Tanlc
A. The fuel tank and accessory equipment, including, but not limited to, pump, motor
and fuel meter calibration for each tank, is being leased "AS IS" "WITH ALL ITS
FAULTS," without warranty or representation, express or implied, including, but
not limited to, any warranties of merchantability or fitness for a particular purpose
or condition or usability in their present condition.
B. Lessor has registered the above ground storage tank located in its fuel farm with the
Director of the Colorado Division of Oil and Public Safety pursuant to C.RS. 8-20-
.5 -105 and updated its Spill Prevention Control and Countermeasure (SPCC) Plan as
required by law. Lessor shall continue to maintain compliance with those
requirements.
C. Lessee shall be responsible for quality control of fuel, loading and unloading fuel to
and from the fuel tank and compliance with the SPCC Plan for the fuel farm and
leased fuel tank. Lessee shall properly train its employees in the use of the fuel
farm, fuel tanks and the SPCC Plan.
D. Except for structural repairs not caused by the acts or omissions of Lessee, its
officers, agents, employees, contractors, or fuel suppliers, Lessee shall be
responsible to maintain and keep in good and safe repair and working condition the
fuel tank and accessory equipment, ordinary wear and tear excepted. Lessee will not
be responsible for any reconstruction, remodeling, alteration or modification of the
fuel tanks of fuel farm required to meet environmental standards not currently
satisfied unless caused by the acts or omissions of Lessee, its officers, agents,
employees, contractors or fuel suppliers. If any such activity is required by the
Lessor or if Lessor is required to make structural or other repairs to or replace the
fuel tank or any other fuel tanks located at the fuel farm for any reason, including
fire or other casualty, or if Lessor is required to remediate or remove any
contamination or hazardous materials (including petroleum products) at or from the
fuel farm, Lessor may, at its sole option, either (1) complete, at its cost, the required
activities, replacement, or repairs, (2) negotiate a cost - sharing arrangement with
Lessee to complete the required activities, replacement, and repairs, or (3) upon
thirty (30) days prior written notice, terminate the fuel tank lease and Lessee's right
to store aviation fuel in the fuel tank
E. Lessee shall
(1) maintain fuel meter calibration on the fuel tank and provide semi - annual
testing and copies thereof to the Lessor.
(2) provide filters, hoses and nozzles required for the fuel tank.
(3) immediately notify the Lessor of any fuel release or spills during the loading
or unloading of the fuel storage tank or when fueling or maintaining
aircraft. Lessee shall be responsible for clean up to the satisfaction of
Lessor of any such fuel releases or spills whether caused by Lessee, its
officers, agents, employees, contractors, or fuel suppliers.
Lessor shall maintain storage tank pollution liability insurance covering the fuel
tanks located within its fuel farm which are being used by Lessor, Lessee and other
parries. Lessee shall be named as an additional insured with respect to the fuel tank
it leases under this Lease. Such insurance shall be in limits of $1 million each
incident, $1 million aggregate, with a $10,000 deductible.
G. Lessee's mobile refuelers (fuel trucks) and Lessee's use thereof shall meet and
comply with all applicable EPA spill prevention control and countermeasure
regulations including, if required, drafting and implementing SPCC Plan therefor.
5. Add Paragraph 29 to read:
Fuel Tank Lease
Notwithstanding any provision of this Amendment to the contrary, this Amendment and all
its applicable provisions shall become effective upon date hereof with respect to and for the
fuel tank. This Amendment with respect to and for the fuel tank may be terminated by
either party upon ninety (90) days prior written notice given to the other party specifying the
date of termination.
6. The Pueblo Memorial Airport Operating Agreement and Land Lease as modified and
amended by this Amendment No. 1 shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed as of the
day and year first above written.
LESSOR:
City of Pueblo,
a Municipal Corporation
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Title: President of City Council
Attest: l�lu�91�
City k
Approved as to form:
City Attorney
LESSEE:
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