HomeMy WebLinkAbout11938RESOLUTION NO. 11938
A RESOLUTION APPROVING A LEASE BETWEEN
PUEBLO, A MUNICIPAL CORPORATION AND TRINITY
PACKAGING CORPORATION DATED JULY 26, 2010
RELATING TO LOT 40, PUEBLO MEMORIAL AIRPORT
INDUSTRIAL PARK SUBDIVISION
BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that:
SECTION 1.
The Lease dated July 26, 2010 between Pueblo, a Municipal Corporation and
Trinity Packaging Corporation, a Delaware Corporation (“Lease”) relating to Lot 40,
Pueblo Memorial Airport Industrial Park Subdivision, a copy of which is attached hereto,
having been approved as to form by the City Attorney, is hereby approved. The
President of the City Council is authorized to execute and deliver the Lease in the name
of the City and the City Clerk is directed to affix the seal of the City thereto.
SECTION 2.
This Resolution shall become effective immediately upon passage and approval.
INTRODUCED: July 26, 2010
BY: Vera Ortegon /COUNCILPERSON
Background Paper for Proposed
RESOLUTION
DATE: AGENDA ITEM # M-6
July 26, 2010
DEPARTMENT:
Law Department
Thomas J. Florczak, City Attorney
Pueblo Economic Development Corporation
Dan Centa, President
TITLE
A RESOLUTION APPROVING A LEASE BETWEEN PUEBLO, A MUNICIPAL
CORPORATION AND TRINITY PACKAGING CORPORATION DATED JULY 26, 2010
RELATING TO LOT 40, PUEBLO MEMORIAL AIRPORT INDUSTRIAL PARK
SUBDIVISION
ISSUE
Should City Council approve a lease of the former "Universal Boiler" building and
property located at 31841 Excellence avenue to Trinity Packaging Corporation ("Trinity")
RECOMMENDATION
PEDCO recommends approval.
BACKGROUND
The City owns a vacant building at 31841 Excellence Avenue, Pueblo, Colorado, which
was previously used by Universal Boiler. The building consists of approximately 26,400
square feet suitable for warehouse use.
Trinity Packaging Corporation acquired the Pueblo assets of PCL Packaging and
operates a manufacturing plant at 33500 Lockheed Avenue where it produces plastic
bags and similar products. Trinity currently employs 68 employees at this location, their
smallest facility.
In order to retain the existing facility and expand employment, Trinity requires
inexpensive warehouse space. Consequently, lease of the Excellence Avenue property
for five years rent free will enable the company to remain in Pueblo. The Lease also
contains an option for a 5-year renewal term for which company would pay $26,400 in
annual rent. Under the Lease, the company is also responsible for payment of all
property taxes, insurance and utilities.
As consideration for the 5-year period of free rent, the company has agreed to install
improvements estimated to cost approximately $100,000. These include an expansion
of the loading dock and loading dock door(s), installation of a fire sprinkler system, and
storage facilities. These will be owned by the City at Lease termination or expiration.
FINANCIAL IMPACT
During the original term of the Lease, the City will receive no rent. Should the Lease be
renewed, the City will receive $26,400 rent per year. The continued manufacturing
operation by Trinity will retain and possibly expand employment in Pueblo with positive
indirect effects on City revenue.
Reception 1850339
08/16/2010 03:39:32 PM
Resolutiion 11938
LEASE
THIS LEASE entered into as of July 26, 2010 ( "Effective Date ") by and between Pueblo, a
Municipal Corporation (the "Lessor ") and Trinity Packaging Corporation, a Delaware corporation
(the "Lessee "), WITNESSETH:
WHEREAS, Lessor is the owner of Lot 40, Pueblo Memorial Airport Industrial Park
Subdivision, Pueblo County, Colorado, commonly known as 31841 Excellence Avenue, Pueblo,
Colorado, 81001, consisting of an industrial building ( the "Building ") of approximately 26,400
square feet located on approximately 4.71 acres of land (the Building, land and improvements
thereon together being the "Leased Premises "), and
WHEREAS, Lessee is desirous of leasing the Leased Premises and Lessor is willing to lease
the Leased Premises to Lessee upon the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the foregoing recitals and the mutual promises,
covenants and conditions contained herein, Lessor and Lessee hereby agree as follows:
Article 1. Leased Premises.
1.01 Effective on the date first above written, Lessor leases to Lessee and Lessee leases
from Lessor the Leased Premises, upon and subject to the covenants, provisions and conditions
herein.
1.02. This Lease and Lessee's use of the Leased Premises are subject to the easements,
rights of way, covenants, conditions, restrictions, reservations and limitations appearing of record,
and all applicable zoning and land use laws, ordinances, codes and regulations governing and
regulating the Leased Premises and its use.
Article 2. Term.
2.01 The Term of this Lease shall be five (5) years commencing on July 26, 2010 and
ending on July 25, 2015 (the "Original Term "), unless sooner terminated as herein provided.
2.02 If Lessee is not in default under this Lease and Lessee has continuously conducted its
business on the Leased Premises and met and complied with Article 3 hereof, Lessee shall have the
option of extending the Lease for one (1) additional five (5) year term ( the "Renewal Term "), upon
the terms and conditions set forth herein. Lessee may exercise the option to extend for the Renewal
Term by giving written notice to City of renewal not less than ninety (90) days before the expiration
of the Original Term.
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Article 3. Rent.
3.01 Lessee shall pay to Lessor as rent for the full Original Term the sum of U.S.
$0.00.
3.02 Lessee acknowledges and agrees that the primary purpose of City entering into this
Lease and the sole benefit to the City for reducing or waiving rent during the Original Term of this
Lease is the maintenance of Lessor's existing employment in Pueblo and the creation of additional
jobs at the Lessee's existing operation at 33500 Lockheed Avenue, Pueblo, Colorado and the Leased
Premises (collectively, the "Pueblo Facilities "). Therefore, Lessee represents, covenants and agrees
that, during the second through fifth years of the Original Term, Lessee shall make reasonable
efforts to increase the number of Annual Employees at the Pueblo Facilities from the current 68
Annual Employees.
3.03 In the event that Lessee ceases to employ at least thirty (30) Annual Employees at the
Pueblo Facilities in any Lease year, City may elect to terminate the Lease upon ninety (90) days
prior written notice to Lessee.
3.04 Annual rent during the additional term, if any, shall be $26,400 per year, payable in
advance.
3.05 It is the intent of the parties hereto that this Lease is a "triple net" lease with Lessor
incurring no obligation, monetary or otherwise, hereunder.
3.06 Annual rent and other payments required to be made by Lessee hereunder which
remain unpaid fifteen (15) days after their due dates shall bear interest at the rate of ten percent
(10 %) per annum until paid.
3.07 Lessee's obligation to pay rent to Lessor hereunder is absolute and unconditional and
rent shall not be offset, abated, reduced or withhold for any reason whatsoever, except in strict
accordance with the provisions of this Article.
Article 4. Use of Leased Premises.
4.01 The Leased Premises shall be used and occupied by Lessee as a warehouse in
conjunction with its manufacturing facility located at 33500 Lockheed Avenue, Pueblo, Colorado,
81001. Lessor represents that the Leased Premises are zoned for the permitted use.
4.02 Lessee shall use the Leased Premises in a careful, safe and proper manner in
compliance with all laws and regulations applicable to the Leased Premises and Lessee's use thereof.
Lessee shall not cause, maintain or permit any nuisance or waste in, on, or about the Leased
Premises.
4.03 Lessee shall not abandon or cease to conduct business upon the Leased Premises for
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any period longer than 90 consecutive days.
Article 5. Condition of Premises.
5.01 IT IS UNDERSTOOD AND AGREED THAT THE LEASED PREMISES ARE
LEASED "AS IS, WHERE IS, WITH ALL ITS FAULTS" AND THAT LESSOR IS NOT
MAKING AND HAS NOT AT ANY TIME MADE ANY WARRANTY OR REPRESENTATION
OF ANY KIND OR CHARACTER, EXPRESS OR IMPLIED, WITH RESPECT TO THE
LEASED PREMISES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OR
REPRESENTATION AS TO HABITABILITY, MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, TITLE (OTHER THAN THE COVENANT OF QUIET POSSESSION
SET FORTH IN ARTICLE 16), ZONING (OTHER THAN THAT THE LEASED PREMISES ARE
ZONED FOR THE PERMITTED USE), PHYSICAL OR ENVIRONMENTAL CONDITIONS,
UTILITIES, GOVERNMENTAL APPROVALS, THE COMPLIANCE OF THE LEASED
PREMISES WITH GOVERNMENTAL AND ENVIRONMENTAL LAWS AND REGULATIONS,
THE TRUTH, ACCURACY OR COMPLETENESS OF ANY DOCUMENT OR OTHER
INFORMATION PROVIDED TO LESSEE BY LESSOR OR ANY OTHER PERSON, OR ANY
OTHER MATTER OR THING REGARDING THE LEASED PREMISES NOT CONTAINED
HEREIN.
5.02 The taking of possession of the Leased Premises by Lessee on Commencement Date
shall be conclusive evidence that the Lessee accepts the Leased Premises in its then present
condition and that the Leased Premises are in good and satisfactory condition at the time such
possession was taken.
Article 6. Alterations and Improvements.
6.01 Lessee shall not make any additions, alterations or improvements in or to the Leased
Premises ( "Alterations ") without Lessor's prior written consent which consent shall not be
unreasonably withheld, conditioned or delayed. Lessee shall not, to the extent Lessee receives
knowledge of same, permit or allow any lien to be filed or recorded against the Leased Premises or
Lessor's or Lessee's interest therein, and Lessee shall fully cooperate with Lessor in obtaining the
protection afforded Lessor under Section 38 -22 -105, C.R.S. All Alterations made in or to the
Leased Premises by Lessee with Lessor's consent shall become part of the Leased Premises and be
surrendered with the Leased Premises at the termination of this Lease. All other alterations shall, at
the option of Lessor (and with Lessor's direction to Lessee), be removed by Lessee at its cost and
expense.
6.02 All personal property, equipment, fixtures and improvements of a detachable or
temporary nature installed or placed upon the Leased Premises by Lessee (except for those described
in Section 6.03), including trade fixtures, shall remain the property of Lessee, subject to Lessee's
right, at its option, to remove same at any time but not later than thirty (3 0) days after termination of
this Lease. Lessee shall repair all damage ( except reasonable wear and tear) to the Leased Premises
caused by such removal. The failure of Lessee to remove its equipment, fixtures and detachable
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improvements within thirty (30) days after termination of this Lease shall, at the option of Lessor, be
deemed an abandonment of such property and Lessor may dispose of such property as the Lessor, in
its sole discretion, may determine.
6.03 Subject to the requirements of Section 6.01, and in consideration of the waiver of
rent during the Original Term as provided in Section 3.01, Lessee agrees to construct and install
permanent improvements to the Leased Premises, consisting generally of expansion of the loading
dock and associated loading door, installation of a fire sprinkler system, in accordance with
applicable building codes, and installation of storage facilities. Within sixty (60) days of completion
of said improvements, Lessee shall file with the City's Director of Finance a statement of the costs of
the improvements certified by an officer of the Lessee to be true and correct, which shall be
accompanied by supporting documentation consisting of true copies of paid invoices.
Article 7. Repairs and Maintenance.
7.01 Lessor shall not be obligated to repair, maintain or alter the Leased Premises or any
part thereof, except for damage caused by Lessor or its employees, invitees, agents or
representatives. Lessee, at its expense, shall keep and maintain the Leased Premises, including,
without limitation, the building and other improvements on the Leased Premises, in good working
condition and repair, and in a good, clean and safe condition at all times during the effective term of
this Lease and return the same to Lessor upon termination in good condition and state of repair.
7.02 If Lessee becomes obligated to make repairs by an occurrence covered by the
insurance described in Article 11, the net proceeds of such insurance shall be used by Lessee to
offset the cost of repairs.
Article 8. Right of Entry.
Lessor, or Lessor' s officers, employees, agents and representatives, as the case may be, may
enter the Leased Premises during normal business hours upon reasonable notice to Lessee, except
that in the case of any emergency or possible casualty involving the Leased Premises, entry may be
made at any time without notice to Lessee.
Article 9. Assignment.
Lessee shall not voluntarily or by operation of law assign or sublet all or any part of the
Leased Premises or Lessee's interest therein without the express written consent of Lessor, which
consent will not be unreasonably withheld. Lessor may withhold its consent if, in Lessor's absolute
opinion, the proposed assignee's financial condition and responsibility may be insufficient to assure
compliance with the terms of this Lease. The assignment shall also be conditional upon the assignee
executing an assumption agreement acceptable to Lessor. Any assignment or attempted assignment
or subletting of the Leased Premises or any interest herein by Lessee without Lessor's express
written consent shall be null and void. No such assignment or subletting nor Lessor's consent
thereto shall release or discharge Lessee from any obligation or liability under this Lease
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Article 10. Insurance and Indemnification.
10.01 Lessee shall indemnify and hold Lessor, its officers, employees and agents, harmless
from and defend them against any and all claims and liability, including cost of defense and
reasonable attorney fees, for any injury or damage to Lessee or its officers, agents or employees, or
to Lessee's property, or to any third person, or to the property of any third person: (a) occurring in,
on or about the Leased Premises or any part thereof during the Term including, without limitation,
the building, by or from any cause whatsoever; or (b) arising out of or resulting, during the Term,
from the Leased Premises, or any condition thereon, or from Lessee's use and occupancy of the
Leased Premises, or any of Lessee's equipment thereon or appurtenances thereto, or any activity
conducted thereon by Lessee or Lessee's employees, invitees, agents or representatives; all of the
above with exception of any injury or damage caused by the acts of Lessor, its officers, employees,
invitees or agents.
10.02 Lessee shall secure and maintain in full force and effect, at its expense, during the
effective term of this Lease, (a) commercial general liability insurance including coverage for
personal injury (including death), property damage and contractual coverage in the minimum
amount of $1,000,000 combined single limit naming Lessor, its officers, employees or agents as
additional insureds, and (b) Colorado Workers' Compensation insurance or other similar coverage in
the statutorily mandated amounts. Neither party shall be liable to the other party for any claim, loss
or casualty covered by such insurance and each party waives any claim therefore against the other
party whether by way of subrogation or otherwise.
10.03 A copy of each insurance policy, or certificate thereof, issued by an association or
company authorized to issue such policy or policies under the laws of the State of Colorado
containing a provision prohibiting cancellation or material modification of the insurance except after
no less than (10) days' notice to Lessor, shall be delivered to the Lessor within thirty (30) days after
the Effective Date of this Lease, and thereafter the Lessee will furnish to Lessor evidence of the
continuance of the insurance coverage required herein within a reasonable time after the same has
been issued.
Article 11. Fire and Extended Coverage Insurance.
11.01 Lessee shall, at its expenses, during the Term of this Lease, secure and maintain in
full force and effect "All- Risk" casualty insurance (including, without limitation, fire, extended
coverage and boiler insurance) upon the Leased Premises. Such insurance shall be in an amount not
less than the full replacement value of the Building and improvements (without deduction for
physical depreciation), and issued by an insurance company or association authorized to issue such
policies under the laws of the State of Colorado and approved by Lessor, shall contain a deductible
of not more than $15,000.00 and a standard Colorado mortgagee /landlord clause in favor of Lessor,
and shall not be subject to cancellation, reduction or modification upon less than ten (10) days'
written notice to Lessor. Such insurance, by its terms or by endorsement, shall waive any right of
subrogation of the insurer against Lessor, its officers, agents and employees, for any loss or damage
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resulting from covered perils. Lessee will furnish to Lessor evidence of such insurance and its
continuance during the Term of this Lease.
11.02 Lessee shall, at its expense, secure and maintain fire and extended coverage insurance
on all fixtures, equipment and improvements installed by Lessor on the Leased Premises. Such
insurance, by its terms or by endorsement, shall waive any right of subrogation of the insurer against
Lessor, its officers, agents and employees, for any loss or damage resulting from covered perils.
Article 12. Taxes and Assessments.
12.01 Lessee shall promptly pay and discharge, as they become due and before delinquency,
any and all property taxes, assessments, charges, liens, levies or excises, whether general or special
or ordinary or extraordinary, of every name, nature and kind whatsoever, including all governmental
charges of whatsoever name, nature or kind, which may be levied, charged or imposed, or which
may become a lien or charge on or against the Leased Premises or any part thereof, the leasehold
interest of Lessor or Lessee herein, or the improvements situated on the Leased Premises during the
effective period of this Lease. In the event Lessee desires to contest the valuation for assessment of
property taxes on the Leased Premises, Lessor agrees to cooperate with Lessee, provided that such
cooperation does not require Lessor to incur any cost or expense.
12.02 Lessee shall pay before delinquency any and all property taxes levied or charged
against any of the personal property belonging to it and situated on the Leased Premises or used in
connection with the operation and maintenance of the building located on the Leased Premises.
12.03 Lessee shall furnish Lessor within thirty (30) days after any amount is payable by
Lessee under this Article 11, official receipts of the appropriate taxing authority or other proof
satisfactory to Lessor evidencing such payments as are required under this Article.
12.04 Lessor shall, to the extent it is aware of or receives the same, promptly and timely
forward all correspondence, notices, bills and the like from any government, regulatory, utility
company or taxing authority with respect to the Leased Premises, or any matter affecting the same,
to Lessee.
Article 13. Utilities.
Lessee shall pay, before delinquent, City of Pueblo's combined service fee and all charges
for sewer, water, gas, electricity, telephone and all other utility services furnished to or used in or
supplied to the Leased Premises. Lessor shall not be obligated to furnish or provide any utilities,
facilities or services of any kind.
Article 14. Damage to or Destruction of Premises.
14.01 If, during the Term of this Lease, the Leased Premises shall be damaged to such an
extent that the repair of such damage and the restoration of the Leased Premises can be
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accomplished, with reasonable diligence, within one hundred eighty (180) days after such damage
(provided such damage was not caused by Lessor or its employees, invitees, agents or
representatives, in which event Lessor shall make such repairs), Lessee shall promptly repair such
damage and cause the Leased Premises to be restored to their condition prior to the event causing the
damage. If, during the Term of this Lease, the Leased Premises shall be destroyed or damaged to
such an extent that the repair of such destruction or damage and the restoration of the Leased
Premises cannot be accomplished, with reasonable diligence, within one hundred eighty (180) days
after destruction or damage, then, to the extent Lessee has knowledge of the same, Lessee shall
promptly notify Lessor in writing of such fact within forty -five (45) days after the date of such
destruction or damage, and Lessee shall thereafter have the right, during a period of thirty (30) days
following such notification, to terminate this Lease by written notice to the Lessor, declaring this
Lease to be terminated provided, however, that, as a condition precedent to such termination, all
proceeds of insurance required to be maintained by Lessee under Article 11.01 shall be paid to
Lessor (to the extent any proceeds are collected and only up to the amount required to repair the
Leased Premises), or, if Lessee fails to maintain the insurance required to be maintained by Lessee
under Article 11.01, an amount equal to the insurance proceeds which would have been available but
for such failure shall be paid by Lessee to Lessor. Unless such notice of immediate termination shall
be given within such 30 -day period and the applicable amount of proceeds of insurance are paid to
Lessor, this Lease shall continue in full force and effect and Lessee shall promptly repair such
destruction or damage and cause the Leased Premises to be restored to their condition prior to the
event causing the destruction or damage. In the event the Leased Premises are destroyed or
damaged, or partially destroyed or damaged, the monthly rent payable by Lessee shall be abated
proportionately according to the floor area of the Leased Premises which is useable by Lessee. Such
abatement shall continue for the period commencing with such damage or destruction and ending
when Lessee or Lessor, as may be applicable, completes repair work or reconstruction. Lessee or
Lessor, as applicable, shall diligently commence and expeditiously complete the repair work or
reconstruction.
14.02 If Lessee shall make the repairs, such repairs, restoration or rebuilding shall be
conducted as expeditiously as possible in accordance with plans and specifications submitted to and
reasonably approved in writing by Lessor and in compliance with all applicable laws, regulations
and codes.
Article 15. Holding Over.
Subject to Section 6.02, there shall be no holding over under this Lease. Upon termination,
Lessee shall immediately vacate the Leased Premises and immediately surrender possession thereof
to Lessor.
Article 16. Quiet Possession.
Lessee may peacefully have, hold and enjoy the Leased Premises, subject to the other terms
of this Lease, provided that Lessee performs all of Lessee's covenants and agreements contained
herein.
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Article 17. Default.
17.01 In the event of default at any time by Lessee or Lessor in the performance of any of
its covenants and obligations herein contained, and such default is not cured within thirty (30) days
after written notice specifying the default is given by the non - defaulting party to the defaulting party,
then, in such event, in addition to all other rights, the non - defaulting party shall have the right, upon
ten (10) days' notice in writing to the defaulting party specifying the date of termination, to
terminate this Lease and Lessor may at such time reenter and take possession of the Leased
Premises.
17.02 In the event the parties hereto become involved in litigation arising out of this Lease,
or the performance or breach thereof, the Court shall award costs, expenses, and reasonable attorney
fees to the substantially prevailing party.
17.03 If Lessee or Lessor violates any of the terms and provisions of this Lease or defaults
in any of its obligations hereunder, such violation may be restrained or such obligation enforced by
injunction at the instance and request of Lessor or Lessee, as applicable, without the showing of any
special damages or an inadequate remedy at law.
Article 18. Waiver and Time of Essence.
No waiver of any breach or breaches of any provision, covenant or condition of this Lease
shall be construed to be a waiver of any preceding or succeeding breach of such provision, covenant
or condition, or of any other provision, covenant or condition.
Article 19. Notices.
All notices, demands or communications of any kind which may be required or desired to be
served, given or made by Lessee upon or to Lessor, under the terms of or in connection with this
Lease, shall be sufficiently served, given or made (as an alternative to personal service upon Lessor)
if such notice, demand or communication is sent by overnight courier or certified United States mail,
addressed to:
City Manager
City of Pueblo
1 City Hall Place
Pueblo, Colorado 81003
with a copy to:
City Attorney
503 N. Main Street, Suite 203
Pueblo, CO 81003
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(or to such other person or address as may hereafter from time to time be designated for this purpose
by Lessor to Lessee in writing). All notices, demands or communications of any kind which may be
required or desired to be served, given or made by Lessor upon or to Lessee, under the terms of or in
connection with this Lease, shall be sufficiently served, given or made (as an alternative to personal
service upon Lessee) if such notice, demand or communication is sent by overnight courier or
certified United States mail, addressed to:
Trinity Packaging Corporation
33500 Lockheed Drive
Pueblo, CO 81001
Attention:
(or to such other person or address as may hereafter from time to time be designated for this purpose
by Lessee to Lessor in writing).
Article 20. Environmental Provisions.
20.01 For the purpose of this Lease, "Hazardous Materials" means any hazardous or toxic
substance, material or waste which is or becomes regulated by any local government authority, the
State of Colorado or the United States government and shall include, but not be limited to (1)
substances defined as "hazardous waste ", "restricted hazardous waste ", "hazardous substance" or
"hazardous material" under any applicable federal, state or local law or regulation ("Environmental
Regulations "), (2) asbestos - containing materials, (3) PCBs, (4) petroleum or petroleum based
products, and (5) lead.
20.02 Lessee will comply with Environmental Regulations that are applicable to the Lessee
and its use of the Leased Premises. No activity shall be undertaken by the Lessee, its employees,
agents, licensees, invitees, contractors or subcontractors, on all or any portion of the Leased
Premises which would cause or permit:(i) the presence, use, generation, release, discharge, storage
or disposal of any Hazardous Material in, on, under, about, or from the Leased Premises or any part
thereof in violation of any Environmental Regulations; (ii) any portion of the Leased Premises to
become a hazardous waste treatment, storage or disposal facility without receiving proper
governmental authorization, and in compliance with all Environmental Regulations; or (iii) the
discharge of pollutants or effluents into any water source or system, or the discharge into the air of
any emissions without receiving proper governmental authorization, and in compliance with all
Environmental Regulations, including, without limitation, the Federal Water Pollution Control Act,
U.S.C. Section 1251 et m. and the Clean Air Act, 42 U.S.C. Section 7401 et seg.
20.03 Lessee agrees to defend, indemnify and forever hold harmless the Leased Premises
and Lessor, and its officers, employees, agents, successors, and assigns, as their interest may appear,
from all claims, losses, damages, penalties, expenses and costs, including, but not limited to,
attorneys' fees, characterization, remediation and cleanup costs, incurred by reason of the use,
storage, generation, release, discharge, maintenance, disposal, or removal of Hazardous Materials in,
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on, under, about, or from the Leased Premises, or any part thereof, by Lessee, its employees, agents,
licensees, invitees, contractors and subcontractors. The provisions of this Article 20 and Article
10.01 shall expressly survive the expiration of the Term or other termination of this Lease.
Article 21. Miscellaneous Provisions.
21.01 Colorado Law. This Lease shall be governed by the laws of the State of Colorado
and shall be construed in accordance therewith without reference to such State's choice of law
and/or conflict of law principles.
21.02 Writing for Waiver or Modification. No provision of this Lease may be waived or
modified except by an agreement in writing signed by the waiving party. A waiver of any term or
provision shall not be construed as a waiver of any other term or provision.
21.03 Binding Effect. This Lease sets forth the entire and complete understanding and
agreement of the parties hereto with respect to the subject matter hereof. Lessee acknowledges and
agrees that it has not relied upon any statements, representations, agreements or warranties of Lessor
except such as are expressed herein. This Lease shall be binding on the parties, their successors and
approved assigns.
21.04 Construction. Throughout this Lease, the singular shall include the plural; the plural
shall include the singular; and the masculine and neuter shall include the feminine, wherever the
context so requires.
21.05 Text to Control. The headings of sections are included solely for convenience of
reference. If any conflict between any heading and the text of this Lease exists, the text shall
control.
21.06 Severability. If any provisions of this Lease is declared by any court of competent
jurisdiction to be invalid for any reason, such invalidity shall not effect the remaining provisions.
On the contrary, such remaining provisions shall be fully severable, and this Lease shall be
construed and enforced as if such invalid provisions had never been inserted in the Lease.
21.07 Venue and Jury Trial. Lessor and Lessee agree that exclusive venue for all actions or
causes of action relating to this Lease or the Leased Premises shall be Pueblo County, Colorado. All
such actions shall be filed in the District Court in and for the County of Pueblo, State of Colorado
and Lessor and Lessee submit to the jurisdiction of that Court. To the extent allowed by law, each
party waives its right to a jury trial.
21.08 Warranties. The persons signing this Lease on behalf of each of the parties represent
and warrant that such persons and Lessee or Lessor, as applicable, have the requisite power and
authority to enter into, execute and deliver this Lease and that this Lease is a valid, legally binding
obligation of Lessee or Lessor, as applicable, enforceable against such party in accordance with its
terms.
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21.09 Time of Essence. Time shall be and is of the essence as to the performance of all
terms, conditions and obligations under this Lease.
21.10 Third Parties. The provisions of this Lease are and will be for the benefit of Lessor
and Lessee only and not for the benefit of any third party, and accordingly, no third party shall have
any right or remedy hereunder or the right to enforce any provision of this Lease.
IN WITNESS WHEREOF, Lessor and Lessee, by their duly authorized representatives, have
executed this Lease on the day_.^ andyear"first,above written.
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By I � ,. i ` .' � i ' ` vt By „,A,
y residentydt th {uh�i1 i, - `” ` `, ". Name: f;T�- (� . '-n- 5,.,.1.10
3 , �.. . l : c � � 0 Title: rl,4s , 0 i.v-
Attest: n t . y� �. a .. I , ,
City 44 l u . r .- - 4,:, , o ft t rc v o l A ;, I /, i 1 -I- •
Name: 7016110110 ' i al
Approved as to formic ; � ' ` Title: () 1 CP . l'A(1Cl Pr
City Attorn
{00083631.DOC; 1}
11
ASSUMPTION OF LEASE AGREEMENT
THIS AGREEMENT is entered into this,4�ay of October, 2013, by and between the
City of Pueblo, Colorado, a municipal corporation ( "City") 200 South Main Street, Pueblo,
Colorado 81003 and Trinity Packaging Corporation ( "TPC ") 33500 Lockheed Drive, Pueblo,
Colorado 81001.
Recitals
WHEREAS, City and TPC are parties to a Lease dated July 26, 2010 for the real property
described as Lot 40 Pueblo Memorial Airport Industrial Park Sub and commonly known as
31841 Excellence Avenue, Pueblo, Colorado 81001 (the "Lease ");
WHEREAS, the Lease may not be assigned by TPC without the express written consent
of the City and is conditioned upon the assignee executing an assumption agreement;
WHEREAS, Trinity Plastics, Inc. ( "Trinity ") acquired the Lewistown, PA and Pueblo,
CO plants from TPC, effective August 1, 2013; and
WHEREAS, TPC desires to assign, and Trinity desires to assume the Lease;
NOW, THEREFORE in consideration of the foregoing recitals and the terms, conditions
and mutual promises set forth in this agreement, the parties agree as follows:
1. Trinity hereby assumes the Lease and agrees to be bound by the terms and
conditions set forth therein. Except as modified herein, all of the terms and conditions of the
Lease shall remain in full force and effect.
2. The City hereby consents to the assumption of the Lease by Trinity.
3. Each person signing this Agreement on behalf of a party represents and warrants
that he or she has the requisite power and authority to enter into, execute, and deliver this
Agreement on behalf of such party and that this Agreement is a valid and legally binding
obligation of such party enforceable against it in accordance with its terms.
4. In the event that it becomes necessary for the City to bring any action or
proceeding to collect damages, fees, costs, or other sums due under this Agreement, to enforce
any provision of this Agreement, to recover damages for Trinity's breach of this Agreement, or
to seek specific performance of this Agreement, the City shall be entitled, in addition to any
remedies provided for in the Lease, to collect its reasonable attorneys fees, costs of suit, and
costs of collection as part of the judgment in such action or proceeding.
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Entered into as of the date first written above.
City of Pueblo, a Municipal Corporation Trinity Plastics, Inc.
By: _
Sam , City Manager /
Its: l„.y%a.t 4 / ,E1.c�/I
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