HomeMy WebLinkAbout08646ORDINANCE NO. 8646
AN ORDINANCE APPROVING MEMORANDA OF
UNDERSTANDING BETWEEN THE COUNTY OF
PUEBLO, THE CITY OF PUEBLO AND THE PUEBLO
ZOOLOGICAL SOCIETY, PUEBLO ANIMAL SERVICES,
THE HISTORIC ARKANSAS RIVERWALK OF PUEBLO
AUTHORITY, THE COLORADO STATE FAIR
FOUNDATION, THE NATURE & RAPTOR CENTER OF
PUEBLO, AND THE SANGRE DE CRISTO ARTS AND
CONFERENCE CENTER REGARDING THE BALLOT
ISSUE FOR THE NOVEMBER 2013 GENERAL ELECTION
PROPOSING AN INCREASE TO THE EXISTING
COUNTYWIDE SALES TAX AND USE TAX RATE TO
DIRECTLY FUND IMPROVEMENTS TO THE PUEBLO
COMMUNITY
WHEREAS, the Pueblo County Board of County Commissioners approved
Resolution No. 13-185 certifying ballot issue 1A for the November 2013 General
Election for the purpose of proposing an increase to the existing countywide Sales Tax
and Use Tax rate to directly fund improvements to the Pueblo Community; and
WHEREAS, City Council believes that it is in the best interest of the Pueblo
Community, the County and City, and the entities that will receive funding from the
passage of ballot issue 1A to document the mutual commitments of the County, the City
and the various entities to the funding arrangements and benefits to the Pueblo
Community that will result from voter approval of ballot issue 1A; and
WHEREAS, City Council desires to enter into Memoranda of Understanding
(“MOU’s”) which spell out the agreed upon duties and responsibilities consistent with
Resolution No. 13-185 of the County of Pueblo (“County”), the City of Pueblo (“City”)
and The Pueblo Zoological Society, Pueblo Animal Services, The Historic Arkansas
Riverwalk of Pueblo Authority, The Colorado State Fair Foundation, The Nature &
Raptor Center of Pueblo, and the Sangre de Cristo Arts and Conference Center
regarding the ballot issue to be placed before Pueblo County voters as part of the
November 5, 2013 coordinated election seeking an increase in the Pueblo County sales
and use tax to fund the six (6) entities.
BE IT ORDAINED BY THE CITY COUNCIL OF PUEBLO, that:
SECTION 1.
The six (6) separate Memoranda of Understanding between the County of
Pueblo, Colorado and the City of Pueblo, Colorado and the following entities: The
Pueblo Zoological Society; Pueblo Animal Services; The Historic Arkansas Riverwalk of
Pueblo Authority; The Colorado State Fair Foundation; The Nature & Raptor Center of
Pueblo; and the Sangre de Cristo Arts and Conference Center, which are attached
hereto and incorporated into this Ordinance by reference, having been approved as to
form by the City Attorney, are hereby approved.
SECTION 2.
The President of the City Council is hereby authorized to execute and deliver the
MOU’s in the name of the City and the City Clerk is directed to attest same and affix the
Seal of the City thereto.
SECTION 3.
The officers and staff of the City are directed and authorized to perform any and
all acts consistent with the intent of this Ordinance and the attached MOU’s to
effectuate the transactions described therein.
SECTION 4.
This Ordinance shall become effective immediately upon final passage and
approval.
INTRODUCED: October 15, 2013
BY: Sandy Daff
PASSED AND APPROVED: October 28, 2013
Background Paper for Proposed
ORDINANCE
DATE: October 15, 2013 AGENDA ITEM # R-2
DEPARTMENT: LAW DEPARTMENT
DANIEL C. KOGOVSEK, CITY ATTORNEY
TITLE
AN ORDINANCE APPROVING MEMORANDA OF UNDERSTANDING BETWEEN THE
COUNTY OF PUEBLO, THE CITY OF PUEBLO AND THE PUEBLO ZOOLOGICAL SOCIETY,
PUEBLO ANIMAL SERVICES, THE HISTORIC ARKANSAS RIVERWALK OF PUEBLO
AUTHORITY, THE COLORADO STATE FAIR FOUNDATION, THE NATURE & RAPTOR
CENTER OF PUEBLO, AND THE SANGRE DE CRISTO ARTS AND CONFERENCE CENTER
REGARDING THE BALLOT ISSUE FOR THE NOVEMBER 2013 GENERAL ELECTION
PROPOSING AN INCREASE TO THE EXISTING COUNTYWIDE SALES TAX AND USE TAX
RATE TO DIRECTLY FUND IMPROVEMENTS TO THE PUEBLO COMMUNITY
ISSUE
Should City Council approve Memoranda of Understanding (“MOU’s”) with the County of Pueblo
and the six (6) entities which will receive financial assistance from Pueblo County should County
Ballot Issue 1A be adopted?
RECOMMENDATION
Approve the Ordinance.
BACKGROUND
The Pueblo County Board of County Commissioners approved Resolution No. 13-185 certifying
ballot issue 1A for the November 2013 General Election for the purpose of proposing an
increase to the existing countywide Sales Tax and Use Tax rate to directly fund improvements
to the Pueblo Community. The MOU’s spell out the agreed upon duties and responsibilities of
the County, City and the six (6) entities which will receive funding should County Ballot Issue 1A
be adopted by the voters on November 5, 2013.
FINANCIAL IMPACT
.
None. The MOU’s do not place any financial obligation on the City
MEMORANDUM OF UNDERSTANDING
BETWEEN
THE COUNTY OF PUEBLO, COLORADO,
THE CITY OF PUEBLO, COLORADO
AND
THE HISTORIC ARKANSAS RIVERWALK OF PUEBLO AUTHORITY
This agreement is entered into on the 25th day of September, 2013
between The Historic Arkansas Riverwalk of Pueblo Authority, the County of
Pueblo, Colorado and the City of Pueblo, Colorado, (hereinafter the Parties). It is
entered into for the purpose of setting forth the agreement of the Parties with
respect to the rights and responsibilities of each of them with respect to a ballot
measure to be submitted to the registered electors in Pueblo County. The rights
and responsibilities become effective on the successful passage of the ballot
measure described below and this agreement is null and void, and of no effect if
the ballot measure is not submitted to, or is not approved by the registered electors
in Pueblo County on November 5, 2013.
I. Description of Partner Agency.
The Historic Arkansas Riverwalk of Pueblo Authority ( "HARP ") is a
governmental entity formed pursuant to Article XIV, Section 18(2)(a) and (b)
of the Colorado Constitution and Section 29 -1 -201, C.R.S for the purpose
of promoting, managing, supervising, operating, developing and
maintaining a Riverwalk attraction in Pueblo that is accessible to the
public free of charge. The Historic Arkansas Riverwalk of Pueblo (the
"RIVERWALK ") serves the community by transforming a blighted
segment of downtown Pueblo into an attractive area for the benefit of the
citizens of Pueblo, new businesses, tourism, and recreation.
II. History of collaborative relationship.
HARP has served the Pueblo Community from its creation in 1997.
HARP receives funding for the operation and maintenance of the
RIVERWALK from the City of Pueblo, the County of Pueblo, the Pueblo
Conservancy District, and the Pueblo Urban Renewal Authority. In
2012, HARP received $200,000 from Pueblo County and $241,600 from
the City of Pueblo. The combined support for HARP by both entities in
2012 was $441,600.
III. Purpose of Memorandum of Understanding.
This Memorandum of Understanding (MOU) spells out the agreed upon
duties and responsibilities of the City of Pueblo ( "City "), the County of
Pueblo ( "County ") and HARP, regarding a ballot issue to be placed
before Pueblo County voters as part of the November 5, 2013 election
seeking an increase in the Pueblo County sales tax to fund six (6) entities,
which operate public facilities, including the RIVERWALK.
IV. Statement of mutual interests and benefits.
It is in the mutual interest of all signatories to this MOU that an adequate
and constant source of funding for HARP be established so that HARP
may continue to serve our community, expand and improve services and
so that the relevant government entities may know that a devoted source
of tax revenue exists reflecting voter approval of the continuing existence
of HARP.
V. Roles and Responsibilities of Partners.
A. Roles /Responsibilities of City and County:
The County of Pueblo will take action to place on the November
5, 2013 ballot a measure, "Improving Our Community" which, if
passed, will increase the sales and use tax in both the city and
county by one -half (.5) of one percent. The tax will be imposed
for a period of five (5) years, commencing January 1, 2014 and the
measure will sunset on December 31, 2018.
Of the revenue to be generated by the one -half percent sales tax
increase, Pueblo County agrees to distribute eighteen (18) percent
to HARP. The funds will be distributed to HARP by the Pueblo
County Treasurer on a monthly basis, not later than three (3) days
following their receipt.
If the "Improving Our Community" measure passes, the City and
County will no longer financially support HARP as set forth in the
Amended and Restated Historic Arkansas Riverwalk of Pueblo
2
Authority Intergovernmental Agreement dated May 19, 2008 (the
IGA), or in any other manner for the five (5) year period
commencing January 1, 2014 and through December 31, 2018.
The City and County acknowledge and agree that this MOU
modifies the budget procedures as set forth in Article IV Budget of
the IGA as more fully referenced in Part VII, Section 14, below.
The City and County will conduct annual financial and
performance examinations of HARP either through Community
Services Advisory Commission (CSAC) or through some other
mutually agreed upon entity.
The City and County and HARP agree that if HARP fails two (2)
annual examinations during the period this tax is in place, they will
be removed as a recipient from the ballot issue when it is returned
to the voters for renewal.
B. Roles/Responsibilities of HARP:
HARP agrees that ninety (90) percent of any money generated by
the passage of the ballot measure over and above $441,600
annually must be spent on new capital construction, new
initiatives, new equipment, replacement of worn or failed
equipment, expanded hours of operation or new programs and shall
not be used on salary increases or operating expenses beyond those
associated with such new programs, new or expanded facilities or
expanded hours.
HARP shall provide to City and County a written annual report
and describe and explain the written report during separate work
sessions with the City Council and with the Board of County
Commissioners.
HARP agrees that in return for being funded through the
"Improving our Community" ballot initiative, HARP will cease to
be eligible for funding through CSAC upon the effective day of the
"Improving our Community" ballot initiative, should the measure
pass.
3
HARP agrees that the funds generated by the "Improving Our
Community" measure are for the operation and improvement of
the RIVERWALK and if HARP ceases to operate or otherwise
ceases to exist, the funds from HARP's portion of the "Improving
Our Community" measure will be distributed as provided in
Section 9.7 of the IGA.
VI. Duration of MOU.
This MOU will remain in effect for the effective duration of the ballot
measure and will cease to be in effect when the tax measure sunsets on
December 31, 2018.
VII. Miscellaneous Provisions.
1.0 APPROPRIATION OF FUNDS. This Agreement is expressly made
subject to the annual appropriation of funds by County for its
continuance and upon failure of County to appropriate funds for this
Agreement, said Agreement shall be terminated without liability to either
party.
2.0 ADDITIONAL DOCUMENTS OR ACTION. The Parties agree to
execute such additional documents or take additional actions as may be
reasonably required to carry out this Agreement.
3.0 INTEGRATION AND AMENDMENT. This Agreement represents
the entire agreement between the Parties with respect to the tax measure
and there are no oral or collateral agreements or understandings with
respect to the tax measure. This Agreement may be amended only by an
instrument in writing signed by the Parties. If any other provision of this
Agreement is held invalid or unenforceable, no other provision hereof
shall be affected by such holding, and all of the remaining provisions of
this Agreement shall continue in full force and effect.
4.0 WAIVER OF BREACH. A waiver by any Party to this Agreement of
the breach of any term or provision of this Agreement shall not operate or
be construed as a waiver of any subsequent breach by any Party.
4
5.0 GOVERNING LAW; VENUE. This Agreement shall be governed by
the laws of the State of Colorado, and venue shall be in the District Court
in Pueblo County, Colorado.
6.0 BINDING EFFECT. This Agreement shall inure to the benefit of and
be binding upon the Parties and their respective legal representatives,
successors, heirs, and assigns, provided that nothing in this paragraph
shall be construed to permit the assignment of this Agreement except as
otherwise expressly authorized herein.
7.0 EXECUTION IN COUNTERPARTS. This Agreement may be
executed in several counterparts, each of which shall be deemed an
original and all of which shall constitute but one and the same
instrument.
8.0 NO THIRD -PARTY BENEFICIARIES. This Agreement is intended
to describe the rights and responsibilities only as to the Parties hereto.
This Agreement is not intended and shall not be deemed to confer any
rights on any person or entity not named as a Party hereto.
9.0 NO PRESUMPTION. The Parties to this Agreement and their
attorneys have had a full opportunity to review and participate in the
drafting of the final form of this Agreement. Accordingly, this
Agreement shall be construed without regard to any presumption or other
rule of construction against the Party causing the Agreement to be
drafted.
10.0 SEVERABILITY. If any provision of this Agreement as applied to
any Party or to any circumstance shall be adjudged by a court to be void
or unenforceable, the same shall in no way affect any other provision of
this Agreement, the application of any such provision in any other
circumstances or the validity, or enforceability of the Agreement as a
whole.
11.0 EXECUTION REQUIRED. This Agreement shall not be binding
upon any Party hereto unless and until the Parties have each executed and
delivered to the other this Agreement.
12.0 DAYS. If the day for any performance or event provided for herein
is a Saturday, a Sunday, a day on which national banks are not open for
5
the regular transactions of business, or a legal holiday pursuant to Section
C.R.S. § 24- 11- 101(1), such day shall be extended until the next day on
which such banks and state offices are open for the transaction of
business.
13.0 GOOD FAITH OF PARTIES. In the performance of this Agreement
or in considering any requested approval, acceptance, or extension of
time, the Parties agree that each will act in good faith and will not act
unreasonably, arbitrarily, capriciously, or unreasonably withhold,
condition, or delay any approval, acceptance, or extension of time
required or requested pursuant to this Agreement.
14.0 PARTIES NOT PARTNERS. Notwithstanding any language in this
Agreement or any other agreement, representation, or warranty to the
contrary, the Parties shall not be deemed to be partners or joint venturers,
and no Party shall be deemed to be partners or joint venturers, and no
Party shall be responsible for any debt or liability of the other Party.
15.0 Nothing in this Memorandum of Understanding between the County
of Pueblo, Colorado, The City of Pueblo, Colorado and HARP shall be
construed or interpreted as amending or modifying the IGA, except as
this MOU modifies the provisions of Article IV, sections 4.1 through 4.7
of the IGA.
IN WITNESS WHEREOF, the parties hereto have entered into this
Agreement the day and year first written above.
ATTEST: PUEBLO • NTY, OLORAt O
By "% . By
Clerk to the oard Chairman, Board of County
Commissioners
Date: -as , )
6
ATTEST: CITY OF PUEBLO,
A MUNICIPAL CORPORATION
By: B , le
President o City Council
Date: (D- 2$- /3
ATTEST: THE HISTORIC ARKANSAS
RIVERWALK OF PUEBLO
AUTHORITY
B B
y y
Title: V
Date: /o • 3i • /3
7
MEMORANDUM OF UNDERSTANDING
BETWEEN
THE COUNTY OF PUEBLO, COLORADO,
THE CITY OF PUEBLO, COLORADO
AND
THE COLORADO STATE FAIR AUTHORITY
This agreement is entered into on the 25th day of September, 2013
between The Colorado State Fair Authority, the County of Pueblo, Colorado and
the City of Pueblo, Colorado, (hereinafter the Parties). It is entered into for the
purpose of setting forth the agreement of the Parties with respect to the rights and
responsibilities of each of them with respect to a ballot measure to be submitted to
the registered electors in Pueblo County. The rights and responsibilities become
effective on the successful passage of the ballot measure described below and this
agreement is null and void, and of no effect if the ballot measure is not submitted
to, or is not approved by the registered electors in Pueblo County on November 5,
2013.
I. Description of Partner Agency.
The Colorado State Fair has been a major part of Colorado history since
1872. It has undergone a number of organizational changes over the
years, and in 1983 the General Assembly created the Colorado State Fair
Authority ( "CSFA ") as a separate political subdivision of the State. The
Authority operates on approximately 80 acres of land which is owned by
the State. The State Fair held on the State Fairgrounds is host to one of
the largest professional rodeos in the country. Horse shows, parades,
concerts, art exhibits, a carnival and other amusements are features of the
State Fair. Additionally, the fairgrounds are used throughout the year for
countless celebrity concerts, special events and community celebrations.
II. History of collaborative relationship.
CSFA has received funding from both the City of Pueblo and the County
of Pueblo for many years. In 2012, CSFA received $175,000 from
Pueblo County and $265,000 from the City of Pueblo. The combined
support for CSFA by both entities in 2012 was $440,000.
III. Purpose of Memorandum of Understanding.
This Memorandum of Understanding (MOU) spells out the agreed upon
duties and responsibilities of the City of Pueblo ( "City "), the County of
Pueblo ( "County ") and CSFA, regarding a ballot issue to be placed
before Pueblo County voters as part of the November 5, 2013 election
seeking an increase in the Pueblo County sales tax to fund six (6) entities,
which operate public facilities, including CSFA.
IV. Statement of mutual interests and benefits.
It is in the mutual interest of all signatories to this MOU that an adequate
and constant source of funding for CSFA be established so that CSFA
may continue to serve our community, expand and improve services and
so that the relevant government entities may know that a devoted source
of tax revenue exists reflecting voter approval of the continuing existence
of CSFA.
V. Roles and Responsibilities of Partners.
A. Roles/Responsibilities of City and County:
The County of Pueblo will take action to place on the November
5, 2013 ballot a measure, "Improving Our Community" which, if
passed, will increase the sales and use tax countywide by one -half
(.5) of one percent. The tax will be imposed for a period of five
(5) years, commencing January 1, 2014 and the measure will
sunset on December 31, 2018.
Of the revenue to be generated by the one -half percent sales tax
increase, Pueblo County agrees to distribute eighteen (18) percent
to CSFA. The funds will be distributed to CSFA by the Pueblo
County Treasurer on a monthly basis, not later than three (3) days
following their receipt.
If the "Improving Our Community" measure passes, the City and
County will no longer financially support CSFA in any other
manner.
2
The City and County will conduct annual financial and
performance examinations of CFSA either through Community
Services Advisory Commission (CSAC) or through some other
mutually agreed upon entity.
The City and County and CSFA agree that if CSFA fails two (2)
annual examinations during the period this tax is in place, they will
be removed as a recipient from the ballot issue when it is returned
to the voters for renewal.
B. Roles/Responsibilities of CSFA:
CSFA agrees that ninety (90) percent of any money generated by
the passage of the ballot measure over and above $440,000
annually must be spent on new capital construction, new initiatives
and new programs and shall not be used on salary increases or
operating expenses generated by current levels of operations.
CSFA shall provide to City and County a written annual report and
describe and explain the written report during separate work
sessions with the City Council and with the Board of County
Commissioners.
CSFA agrees that in return for being funded through the
"Improving our Community" ballot initiative, CSFA will cease to
be eligible for funding through CSAC upon the effective day of the
"Improving our Community" ballot initiative (should the measure
pass).
CSFA agrees that the funds generated by the "Improving Our
Community" measure are for the operation and improvement of
CSFA and if ceases to operate CSFA or otherwise ceases to exist,
the funds from CSFA's portion of the "Improving Our
Community" measure will be distributed to the successor entity
that operates or provides a similar service. If a successor entity
does not exist, CSFA's portion of the tax measure will be held by
the City and County to be spent for the operation of CSFA.
3
VI. Duration of MOU.
This MOU will remain in effect for the effective duration of the ballot
measure and will cease to be in effect when the tax measure sunsets on
December 31, 2018.
VII. Miscellaneous Provisions.
1.0 APPROPRIATION OF FUNDS. This Agreement is expressly made
subject to the annual appropriation of funds by County for its
continuance and upon failure of County to appropriate funds for this
Agreement, said Agreement shall be terminated without liability to either
party.
2.0 ADDITIONAL DOCUMENTS OR ACTION. The Parties agree to
execute such additional documents or take additional actions as may be
reasonably required to carry out this Agreement.
3.0 INTEGRATION AND AMENDMENT. This Agreement represents
the entire agreement between the Parties with respect to the subject
matter and there are no oral or collateral agreements or understandings
with respect to the subject matter. This Agreement may be amended only
by an instrument in writing signed by the Parties. If any other provision
of this Agreement is held invalid or unenforceable, no other provision
hereof shall be affected by such holding, and all of the remaining
provisions of this Agreement shall continue in full force and effect.
4.0 WAIVER OF BREACH. A waiver by any Party to this Agreement
of the breach of any term or provision of this Agreement shall not operate
or be construed as a waiver of any subsequent breach by any Party.
5.0 GOVERNING LAW; VENUE. This Agreement shall be governed
by the laws of the State of Colorado, and venue shall be in the District
Court in Pueblo County, Colorado.
6.0 BINDING EFFECT. This Agreement shall inure to the benefit of and
be binding upon the Parties and their respective legal representatives,
successors, heirs, and assigns, provided that nothing in this paragraph
shall be construed to permit the assignment of this Agreement except as
otherwise expressly authorized herein.
4
7.0 EXECUTION IN COUNTERPARTS. This Agreement may be
executed in several counterparts, each of which shall be deemed an
original and all of which shall constitute but one and the same
instrument.
8.0 NO THIRD -PARTY BENEFICIARIES. This Agreement is intended
to describe the rights and responsibilities only as to the Parties hereto.
This Agreement is not intended and shall not be deemed to confer any
rights on any person or entity not named as a Party hereto.
9.0 NO PRESUMPTION. The Parties to this Agreement and their
attorneys have had a full opportunity to review and participate in the
drafting of the final form of this Agreement. Accordingly, this
Agreement shall be construed without regard to any presumption or other
rule of construction against the Party causing the Agreement to be
drafted.
10.0 SEVERABILITY. If any provision of this Agreement as applied to
any Party or to any circumstance shall be adjudged by a court to be void
or unenforceable, the same shall in no way affect any other provision of
this Agreement, the application of any such provision in any other
circumstances or the validity, or enforceability of the Agreement as a
whole.
11.0 EXECUTION REQUIRED. This Agreement shall not be binding
upon any Party hereto unless and until the Parties have each executed and
delivered to the other this Agreement.
12.0 DAYS. If the day for any performance or event provided for herein
is a Saturday, a Sunday, a day on which national banks are not open for
the regular transactions of business, or a legal holiday pursuant to Section
C.R.S. § 24- 11- 101(1), such day shall be extended until the next day on
which such banks and state offices are open for the transaction of
business.
13.0 GOOD FAITH OF PARTIES. In the performance of this
Agreement or in considering any requested approval, acceptance, or
extension of time, the Parties agree that each will act in good faith and
will not act unreasonably, arbitrarily, capriciously, or unreasonably
5
withhold, condition, or delay any approval, acceptance, or extension of
time required or requested pursuant to this Agreement.
14.0 PARTIES NOT PARTNERS. Notwithstanding any language in this
Agreement or any other agreement, representation, or warranty to the
contrary, the Parties shall not be deemed to be partners or joint venturers,
and no Party shall be deemed to be partners or joint venturers, and no
Party shall be responsible for any debt or liability of the other Party.
IN WITNESS WHEREOF, the parties hereto have entered into this
Agreement the day and year first written above.
ATTEST: PUEBLO COU TY, CO ORADO
Clerk to the Board /" Chairm. -, oars of County ,
Commissioners
Date: q-D5 -/(
ATTEST: CITY OF PUEBLO,
A MUNICIPAL CORPORATION
BY: 13, • 1111.11r
President of the City Council
Date: /o'
ATTEST: THE COLORADO STATE FAIR
AUTHORITY
By: By: _ Title:
Date: dAt
6
MEMORANDUM OF UNDERSTANDING
BETWEEN
THE COUNTY OF PUEBLO, COLORADO,
THE CITY OF PUEBLO, COLORADO
AND
THE SANGRE DE CRISTO ARTS AND CONFERENCE CENTER, INC.
This agreement is entered into on the 25th day of September, 2013
between the Sangre De Cristo Arts and Conference Center, Inc., the County of
Pueblo, Colorado and the City of Pueblo, Colorado, (hereinafter the Parties). It is
entered into for the purpose of setting forth the agreement of the Parties with
respect to the rights and responsibilities of each of them with respect to a ballot
measure to be submitted to the registered electors in Pueblo County. The rights
and responsibilities become effective on the successful passage of the ballot
measure described below and this agreement is null and void, and of no effect if
the ballot measure is not submitted to, or is not approved by the registered electors
in Pueblo County on November 5, 2013.
I. Description of Partner Agency.
The Sangre De Cristo Arts and Conference Center, Inc. ( "SDAC ") is a
nonprofit corporation organized under the laws of the State of Colorado
whose mission is to promote educational and cultural activities of all
kinds related to the fine arts and the management of convention facilities
and sponsorship of conventions. SDAC has served the Pueblo
Community from its creation in 1972.
II. History of collaborative relationship.
On or about December 24, 1973, the County and SDAC entered into a
lease agreement whereby the County leased to SDAC property
commonly referred to as the "Sangre De Cristo Arts and Conference
Center." Pursuant to said lease agreement, for a nominal fee, Pueblo
County provides SDAC with: all major maintenance, repairs and
replacement to any parts of the leased premises of a capital nature and
which are not of a recurring nature; the performance of any acts that may
be necessary in order for the Center to carry out its purpose; and
personnel sufficient to maintain and repair the leased premises and assist
the program of the SDAC as it may be developed from time to time under
the Director of SDAC. Furthermore, pursuant to the 1973 lease, the
building and the maintenance of the building are the responsibility of the
County, and maintenance personnel are employees of the County. The
County also maintains liability, fire and extended insurance coverage on
the subject property.
In 2012, the cost of providing the above - described services and other
financial support to SDAC by the County totaled $1,150,345. The City
of Pueblo provided $66,347 to the SDAC. The combined support for
SDAC by both entities in 2012 was $1,216,692.
III. Purpose of Memorandum of Understanding.
This Memorandum of Understanding (MOU) spells out the agreed upon
duties and responsibilities of the City of Pueblo ( "City "), the County of
Pueblo ( "County ") and SDAC, regarding a ballot issue to be placed
before Pueblo County voters as part of the November 5, 2013 election
seeking an increase in the Pueblo County sales tax to fund six (6) entities,
which operate public facilities, including SDAC.
IV. Statement of mutual interests and benefits.
It is in the mutual interest of all signatories to this MOU that an adequate
and constant source of funding for SDAC be established so that SDAC
may continue to serve our community, expand and improve services and
so that the relevant government entities may know that a devoted source
of tax revenue exists reflecting voter approval of the continuing existence
of SDAC.
V. Roles and Responsibilities of Partners.
A. Roles/Responsibilities of City and County:
The County of Pueblo will take action to place on the November
5, 2013 ballot a measure, "Improving Our Community" which, if
passed, will increase the sales and use tax countywide by one -half
(.5) of one percent. The tax will be imposed for a period of five
(5) years, commencing January 1, 2014 and the measure will
sunset on December 31, 2018.
2
Of the revenue to be generated by the one -half percent sales tax
increase, Pueblo County agrees to distribute eighteen (18) percent
to SDAC. The funds will be distributed to SDAC by the Pueblo
County Treasurer on a monthly basis, not later than three (3) days
following their receipt.
If the "Improving Our Community" measure passes, the City and
County will no longer financially support SDAC in any other
manner for the five (5) year period commencing January 1, 2014
and through December 31, 2018. Specifically, upon passage of the
"Improving Our Community" measure, on January 1, 2014 the
County will cease to provide the following services and materials
to SDAC:
1. Landscaping and grounds maintenance including mowing,
fertilizing and sprinkler maintenance;
2. Day -to -day building maintenance including cosmetic
repairs, painting, fountain cleaning, caulking, sealing, etc.;
3. Janitorial services including trash removal, vacuuming,
carpet shampooing, glass cleaning, restroom cleaning, etc.;
4. HVAC repairs, filters, greasing, motors, belts, etc.;
5. Plumbing repairs, snaking, parts replacement, etc.;
6. Elevator inspection and maintenance;
7. Fire suppression inspections and maintenance;
8. Security monitoring;
9. Backflow inspections at buildings and landscaping;
10. Pest control;
11.Trash service;
12. Grease Interceptor maintenance;
13. Set -up and tear -down for special events and parties;
14.Site/parking lot upgrades and regular maintenance including
snow removal.
Upon passage of the "Improving Our Community" measure, the
1973 lease agreement between the County and SDAC and its
amendments shall terminate on January 1, 2014, and SDAC agrees
to waive any rights under said lease agreement. Should the
"Improving Our Community" measure pass, however, the County
will continue to lease the subject property to SDAC and provide
major maintenance, repairs or replacement to any parts of the
3
leased premises of a capital nature and which are not of a recurring
nature. Additionally, upon the passage of the tax measure, the
County and SDAC shall renegotiate a new lease agreement subject
to the terms detailed in this MOU prior to December 15, 2013.
The City and County will conduct annual financial and
performance examinations of SDAC either through Community
Services Advisory Commission (CSAC) or through some other
mutually agreed upon entity.
The City and County and SDAC agree that if SDAC fails two (2)
annual examinations during the period this tax is in place, they will
be removed as a recipient from the ballot issue when it is returned
to the voters for renewal.
B. Roles /Responsibilities of SDAC:
SDAC agrees that ninety (90) percent of any money generated by
the passage of the ballot measure over and above $1,216,692
annually must be spent on new capital construction, new initiatives
and new programs and shall not be used on salary increases or
operating expenses generated by current levels of operations.
SDAC shall provide to City and County a written annual report
and describe and explain the written report during separate work
sessions with the City Council and with the Board of County
Commissioners.
•
SDAC agrees that in return for being funded through the
"Improving our Community" ballot initiative, SDAC will cease to
be eligible for funding through CSAC upon the effective day of the
"Improving our Community" ballot initiative (should the measure
pass).
SDAC agrees that the funds generated by the "Improving Our
Community" measure are for the operation and improvement of
HARP and if ceases to operate SDAC or otherwise ceases to exist,
the funds from SDAC's portion of the "Improving Our
Community" measure will be distributed to the successor entity
that operates or provides a similar service. If a successor entity
4
does not exist, SDAC's portion of the tax measure will be held by
the City and County to be spent for the operation of SDAC.
VI. Duration of MOU.
This MOU will remain in effect for the effective duration of the ballot
measure and will cease to be in effect when the tax measure sunsets on
December 31, 2018.
VII. Miscellaneous Provisions.
1.0 APPROPRIATION OF FUNDS. This Agreement is expressly made
subject to the annual appropriation of funds by County for its
continuance and upon failure of County to appropriate funds for this
Agreement, said Agreement shall be terminated without liability to either
party.
2.0 ADDITIONAL DOCUMENTS OR ACTION. The Parties agree to
execute such additional documents or take additional actions as may be
reasonably required to carry out this Agreement.
3.0 INTEGRATION AND AMENDMENT. This Agreement represents
the entire agreement between the Parties with respect to the tax measure
and there are no oral or collateral agreements or understandings with
respect to the tax measure. This Agreement may be amended only by an
instrument in writing signed by the Parties. If any other provision of this
Agreement is held invalid or unenforceable, no other provision hereof
shall be affected by such holding, and all of the remaining provisions of
this Agreement shall continue in full force and effect.
4.0 WAIVER OF BREACH. A waiver by any Party to this Agreement
of the breach of any term or provision of this Agreement shall not operate
or be construed as a waiver of any subsequent breach by any Party.
5.0 GOVERNING LAW; VENUE. This Agreement shall be governed
by the laws of the State of Colorado, and venue shall be in the District
Court in Pueblo County, Colorado.
6.0 BINDING EFFECT. This Agreement shall inure to the benefit of and
be binding upon the Parties and their respective legal representatives,
5
successors, heirs, and assigns, provided that nothing in this paragraph
shall be construed to permit the assignment of this Agreement except as
otherwise expressly authorized herein.
7.0 EXECUTION IN COUNTERPARTS. This Agreement may be
executed in several counterparts, each of which shall be deemed an
original and all of which shall constitute but one and the same
instrument.
8.0 NO THIRD -PARTY BENEFICIARIES. This Agreement is intended
to describe the rights and responsibilities only as to the Parties hereto.
This Agreement is not intended and shall not be deemed to confer any
rights on any person or entity not named as a Party hereto.
9.0 NO PRESUMPTION. The Parties to this Agreement and their
attorneys have had a full opportunity to review and participate in the
drafting of the final form of this Agreement. Accordingly, this
Agreement shall be construed without regard to any presumption or other
rule of construction against the Party causing the Agreement to be
drafted.
10.0 SEVERABILITY. If any provision of this Agreement as applied to
any Party or to any circumstance shall be adjudged by a court to be void
or unenforceable, the same shall in no way affect any other provision of
this Agreement, the application of any such provision in any other
circumstances or the validity, or enforceability of the Agreement as a
whole.
11.0 EXECUTION REQUIRED. This Agreement shall not be binding
upon any Party hereto unless and until the Parties have each executed and
delivered to the other this Agreement.
12.0 DAYS. If the day for any performance or event provided for herein
is a Saturday, a Sunday, a day on which national banks are not open for
the regular transactions of business, or a legal holiday pursuant to Section
C.R.S. § 24 -11- 101(1), such day shall be extended until the next day on
which such banks and state offices are open for the transaction of
business.
6
13.0 GOOD FAITH OF PARTIES. In the performance of this
Agreement or in considering any requested approval, acceptance, or
extension of time, the Parties agree that each will act in good faith and
will not act unreasonably, arbitrarily, capriciously, or unreasonably
withhold, condition, or delay any approval, acceptance, or extension of
time required or requested pursuant to this Agreement.
14.0 PARTIES NOT PARTNERS. Notwithstanding any language in this
Agreement or any other agreement, representation, or warranty to the
contrary, the Parties shall not be deemed to be partners or joint venturers,
and no Party shall be deemed to be partners or joint venturers, and no
Party shall be responsible for any debt or liability of the other Party.
IN WITNESS WHEREOF, the parties hereto have entered into this
Agreement the day and year first written above.
ATTEST: PUEBLO COUNTY, COLORADDO,
a
O
By: B
Clerk to the Board Chairman, Board of County
Commissioners
Date: 9- a5 - /3
ATTEST: CITY OF PUEBLO,
A MUNICIPAL CORPORATION
BY: if:r.ggii\A:e-9e4LA., By: L_
Presi • ent of the City Council
Date: / o - 2 c? / 3
ATTEST: SANGRE DE CRISTO ARTS AND
CON CE C TER, INC.
By: / / _ �L. / f/,
Title •_!. rMi
Date: b X
MEMORANDUM OF UNDERSTANDING
BETWEEN
THE COUNTY OF PUEBLO, COLORADO,
THE CITY OF PUEBLO, COLORADO
AND
PUEBLO ANIMAL SERVICES
This agreement is entered into on the 25th day of September, 2013
between Pueblo Animal Services, the County of Pueblo, Colorado and the City of
Pueblo, Colorado, (hereinafter the Parties). It is entered into for the purpose of
setting forth the agreement of the Parties with respect to the rights and
responsibilities of each of them with respect to a ballot measure to be submitted to
the registered electors in Pueblo County. The rights and responsibilities become
effective on the successful passage of the ballot measure described below and this
agreement is null and void, and of no effect if the ballot measure is not submitted
to, or is not approved by the registered electors in Pueblo County on November 5,
2013.
I. Description of Partner Agency.
Pueblo Animal Services ( "PAS ") is a non - profit corporation that
maintains a shelter and animal control operations in Pueblo. PAS rescues
and cares for nearly 8,000 animals a year, including those that are lost,
injured, and surrendered. In addition to reuniting lost pets with their
owners and finding permanent homes for abandoned animals, PAS
enforces licensing and animal ordinances.
II. History of collaborative relationship.
PAS has served the Pueblo Community since 2002. PAS has received
funding from both the City of Pueblo and the County of Pueblo for many
years. In 2012, PAS received $423,845 from Pueblo County and
$520,000 from the City of Pueblo. The combined support for PAS by
both entities in 2012 was $943,845.
III. Purpose of Memorandum of Understanding.
This Memorandum of Understanding (MOU) spells out the agreed upon
duties and responsibilities of the City of Pueblo ( "City "), the County of
Pueblo ( "County ") and PAS, regarding a ballot issue to be placed before
Pueblo County voters as part of the November 5, 2013 election seeking
an increase in the Pueblo County sales tax to fund six (6) entities, which
operate public facilities, including PAS.
IV. Statement of mutual interests and benefits.
It is in the mutual interest of all signatories to this MOU that an adequate
and constant source of funding for PAS be established so that PAS may
continue to serve our community, expand and improve services and so
that the relevant government entities may know that a devoted source of
tax revenue exists reflecting voter approval of the continuing existence of
PAS.
V. Roles and Responsibilities of Partners.
A. Roles /Responsibilities of City and County:
The County of Pueblo will take action to place on the November
5, 2013 ballot a measure, "Improving Our Community" which, if
passed, will increase the sales and use tax countywide by one -half
(.5) of one percent. The tax will be imposed for a period of five
(5) years, commencing January 1, 2014 and the measure will
sunset on December 31, 2018.
Of the revenue to be generated by the one -half percent sales tax
increase, Pueblo County agrees to distribute twenty -two (22)
percent to PAS. The funds will be distributed to PAS by the
Pueblo County Treasurer on a monthly basis, not later than three
(3) days following their receipt.
If the "Improving Our Community" measure passes, the City and
County will no longer financially support PAS in any other
manner.
The City and County will conduct annual financial and
performance examinations of PAS either through Community
Services Advisory Commission (CSAC) or through some other
mutually agreed upon entity.
2
The City and County and PAS agree that if PAS fails two (2)
annual examinations during the period this tax is in place, they will
be removed as a recipient from the ballot issue when it is returned
to the voters for renewal.
B. Roles /Responsibilities of PAS:
PAS shall provide to City and County a written annual report and
describe and explain the written report during separate work
sessions with the City Council and with the Board of County
Commissioners.
PAS agrees that in return for being funded through the "Improving
our Community" ballot initiative, PAS will cease to be eligible for
funding through CSAC upon the effective day of the "Improving
our Community" ballot initiative (should the measure pass).
PAS agrees that the funds generated by the "Improving Our
Community" measure are for the operation and improvement of
PAS and if ceases to operate PAS or otherwise ceases to exist, the
funds from PAS's portion of the "Improving Our Community"
measure will be distributed to the successor entity that operates or
provides a similar service. If a successor entity does not exist,
PAS's portion of the tax measure will be held by the City and
County to be spent for the operation of PAS.
VI. Duration of MOU.
This MOU will remain in effect for the effective duration of the ballot
measure and will cease to be in effect when the tax measure sunsets on
December 31, 2018.
VII. Miscellaneous Provisions.
1.0 APPROPRIATION OF FUNDS. This Agreement is expressly made
subject to the annual appropriation of funds by County for its
continuance and upon failure of County to appropriate funds for this
Agreement, said Agreement shall be terminated without liability to either
party.
3
2.0 ADDITIONAL DOCUMENTS OR ACTION. The Parties agree to
execute such additional documents or take additional actions as may be
reasonably required to carry out this Agreement.
3.0 INTEGRATION AND AMENDMENT. This Agreement represents
the entire agreement between the Parties with respect to the subject
matter and there are no oral or collateral agreements or understandings
with respect to the subject matter. This Agreement may be amended only
by an instrument in writing signed by the Parties. If any other provision
of this Agreement is held invalid or unenforceable, no other provision
hereof shall be affected by such holding, and all of the remaining
provisions of this Agreement shall continue in full force and effect.
4.0 WAIVER OF BREACH. A waiver by any Party to this Agreement
of the breach of any term or provision of this Agreement shall not operate
or be construed as a waiver of any subsequent breach by any Party.
5.0 GOVERNING LAW; VENUE. This Agreement shall be governed
by the laws of the State of Colorado, and venue shall be in the District
Court in Pueblo County, Colorado.
6.0 BINDING EFFECT. This Agreement shall inure to the benefit of and
be binding upon the Parties and their respective legal representatives,
successors, heirs, and assigns, provided that nothing in this paragraph
shall be construed to permit the assignment of this Agreement except as
otherwise expressly authorized herein.
7.0 EXECUTION IN COUNTERPARTS. This Agreement may be
executed in several counterparts, each of which shall be deemed an
original and all of which shall constitute but one and the same
instrument.
8.0 NO THIRD -PARTY BENEFICIARIES. This Agreement is intended
to describe the rights and responsibilities only as to the Parties hereto.
This Agreement is not intended and shall not be deemed to confer any
rights on any person or entity not named as a Party hereto.
9.0 NO PRESUMPTION. The Parties to this Agreement and their
attorneys have had a full opportunity to review and participate in the
drafting of the final form of this Agreement. Accordingly, this
4
Agreement shall be construed without regard to any presumption or other
rule of construction against the Party causing the Agreement to be
drafted.
10.0 SEVERABILITY. If any provision of this Agreement as applied to
any Party or to any circumstance shall be adjudged by a court to be void
or unenforceable, the same shall in no way affect any other provision of
this Agreement, the application of any such provision in any other
circumstances or the validity, or enforceability of the Agreement as a
whole.
11.0 EXECUTION REQUIRED. This Agreement shall not be binding
upon any Party hereto unless and until the Parties have each executed and
delivered to the other this Agreement.
12.0 DAYS. If the day for any performance or event provided for herein
is a Saturday, a Sunday, a day on which national banks are not open for
the regular transactions of business, or a legal holiday pursuant to Section
C.R.S. § 24- 11- 101(1), such day shall be extended until the next day on
which such banks and state offices are open for the transaction of
business.
13.0 GOOD FAITH OF PARTIES. In the performance of this
Agreement or in considering any requested approval, acceptance, or
extension of time, the Parties agree that each will act in good faith and
will not act unreasonably, arbitrarily, capriciously, or unreasonably
withhold, condition, or delay any approval, acceptance, or extension of
time required or requested pursuant to this Agreement.
14.0 PARTIES NOT PARTNERS. Notwithstanding any language in this
Agreement or any other agreement, representation, or warranty to the
contrary, the Parties shall not be deemed to be partners or joint venturers,
and no Party shall be deemed to be partners or joint venturers, and no
Party shall be responsible for any debt or liability of the other Party.
5
IN WITNESS WHEREOF, the parties hereto have entered into this
Agreement the day and year first written above.
ATTEST: PUF BL COUNTY, COLORADO
/ 4-4) qtft
By:
to the Board /"� Chairman, Board o Count}`
Commissioners
Date: Q - -13
ATTEST: CITY OF PUEBLO,
A MUNICIPAL CORPORATION
By: ":011111111 _
-- President of the City Council
Date: / o -,2 g - /3
ATTEST: PUEBLO ANIMAL SERVICES
, I
By: By: rt
Title: PN), + CU
Date: kb-3k- 1/4
6
MEMORANDUM OF UNDERSTANDING
BETWEEN
THE COUNTY OF PUEBLO, COLORADO,
THE CITY OF PUEBLO, COLORADO
AND
THE NATURE & RAPTOR CENTER OF PUEBLO
This agreement is entered into on the 25th day of September, 2013
between The Nature & Raptor Center of Pueblo, the County of Pueblo, Colorado
and the City of Pueblo, Colorado, (hereinafter the Parties). It is entered into for the
purpose of setting forth the agreement of the Parties with respect to the rights and
responsibilities of each of them with respect to a ballot measure to be submitted to
the registered electors in Pueblo County. The rights and responsibilities become
effective on the successful passage of the ballot measure described below and this
agreement is null and void, and of no effect if the ballot measure is not submitted
to, or is not approved by the registered electors in Pueblo County on November 5,
2013.
I. Description of Partner Agency.
The Nature & Raptor Center of Pueblo ( "NRCP ") is a non - profit
corporation organized under the laws of the State of Colorado in 1983
that operates a nature and raptor park in Pueblo. NRCP serves the Pueblo
community by preserving an area along the Arkansas River where the
community could observe, explore and enjoy nature. Additionally,
NRCP engages in wildlife rehabilitation, specifically injured and
orphaned birds, and provides education programs to increase the
community's awareness, appreciation and support of our natural
environment.
II. History of collaborative relationship.
NRCP has received funding from both the City of Pueblo and the County
of Pueblo for many years. The combined support for NRCP by both
entities in 2012 was $90,000.
III. Purpose of Memorandum of Understanding.
This Memorandum of Understanding (MOU) spells out the agreed upon
duties and responsibilities of the City of Pueblo ( "City "), the County of
Pueblo ( "County ") and NRCP, regarding a ballot issue to be placed
before Pueblo County voters as part of the November 5, 2013 election
seeking an increase in the Pueblo County sales tax to fund six (6) entities,
which operate public facilities, including NRCP.
IV. Statement of mutual interests and benefits.
It is in the mutual interest of all signatories to this MOU that an adequate
and constant source of funding for NRCP be established so that NRCP
may continue to serve our community, expand and improve services and
so that the relevant government entities may know that a devoted source
of tax revenue exists reflecting voter approval of the continuing existence
of NRCP.
V. Roles and Responsibilities of Partners.
A. Roles/Responsibilities of City and County:
The County of Pueblo will take action to place on the November
5, 2013 ballot a measure, "Improving Our Community" which, if
passed, will increase the sales and use tax countywide by one -half
(.5) of one percent. The tax will be imposed for a period of five
(5) years, commencing January 1, 2014 and the measure will
sunset on December 31, 2018.
Of the revenue to be generated by the one -half percent sales tax
increase, Pueblo County agrees to distribute six (6) percent to
NRCP. The funds will be distributed to NRCP by the Pueblo
County Treasurer on a monthly basis, not later than three (3) days
following their receipt.
If the "Improving Our Community" measure passes, the City and
County will no longer financially support NRCP in any other
manner.
The City and County will conduct annual financial and
performance examinations of NRCP either through Community
Services Advisory Commission (CSAC) or through some other
mutually agreed upon entity.
2
The City and County and NRCP agree that if NRCP fails two (2)
annual examinations during the period this tax is in place, they will
be removed as a recipient from the ballot issue when it is returned
to the voters for renewal.
B. Roles/Responsibilities of NRCP:
NRCP agrees that ninety (90) percent of any money generated by
the passage of the ballot measure over and above $90,000
annually must be spent on new capital construction, new initiatives
and new programs and shall not be used on salary increases or
operating expenses generated by current levels of operations.
NRCP shall provide to City and County a written annual report and
describe and explain the written report during separate work
sessions with the City Council and with the Board of County
Commissioners.
NRCP agrees that in return for being funded through the
"Improving our Community" ballot initiative, NRCP will cease to
be eligible for funding through CSAC upon the effective day of the
"Improving our Community" ballot initiative (should the measure
pass).
NRCP agrees that the funds generated by the "Improving Our
Community" measure are for the operation and improvement of
NRCP and if ceases to operate NRCP or otherwise ceases to exist,
the funds from NRCP's portion of the "Improving Our
Community" measure will be distributed to the successor entity
that operates or provides a similar service. If a successor entity
does not exist, NRCP's portion of the tax measure will be held by
the City and County to be spent for the operation of NRCP.
VI. Duration of MOU.
This MOU will remain in effect for the effective duration of the ballot
measure and will cease to be in effect when the tax measure sunsets on
December 31, 2018.
3
VII. Miscellaneous Provisions.
1.0 APPROPRIATION OF FUNDS. This Agreement is expressly made
subject to the annual appropriation of funds by County for its
continuance and upon failure of County to appropriate funds for this
Agreement, said Agreement shall be terminated without liability to either
party.
2.0 ADDITIONAL DOCUMENTS OR ACTION. The Parties agree to
execute such additional documents or take additional actions as may be
reasonably required to carry out this Agreement.
3.0 INTEGRATION AND AMENDMENT. This Agreement represents
the entire agreement between the Parties with respect to the subject
matter and there are no oral or collateral agreements or understandings
with respect to the subject matter. This Agreement may be amended only
by an instrument in writing signed by the Parties. If any other provision
of this Agreement is held invalid or unenforceable, no other provision
hereof shall be affected by such holding, and all of the remaining
provisions of this Agreement shall continue in full force and effect.
4.0 WAIVER OF BREACH. A waiver by any Party to this Agreement
of the breach of any term or provision of this Agreement shall not operate
or be construed as a waiver of any subsequent breach by any Party.
5.0 GOVERNING LAW; VENUE. This Agreement shall be governed
by the laws of the State of Colorado, and venue shall be in the District
Court in Pueblo County, Colorado.
6.0 BINDING EFFECT. This Agreement shall inure to the benefit of and
be binding upon the Parties and their respective legal representatives,
successors, heirs, and assigns, provided that nothing in this paragraph
shall be construed to permit the assignment of this Agreement except as
otherwise expressly authorized herein.
7.0 EXECUTION IN COUNTERPARTS. This Agreement may be
executed in several counterparts, each of which shall be deemed an
original and all of which shall constitute but one and the same
instrument.
4
8.0 NO THIRD -PARTY BENEFICIARIES. This Agreement is intended
to describe the rights and responsibilities only as to the Parties hereto.
This Agreement is not intended and shall not be deemed to confer any
rights on any person or entity not named as a Party hereto.
9.0 NO PRESUMPTION. The Parties to this Agreement and their
attorneys have had a full opportunity to review and participate in the
drafting of the final form of this Agreement. Accordingly, this
Agreement shall be construed without regard to any presumption or other
rule of construction against the Party causing the Agreement to be
drafted.
10.0 SEVERABILITY. If any provision of this Agreement as applied to
any Party or to any circumstance shall be adjudged by a court to be void
or unenforceable, the same shall in no way affect any other provision of
this Agreement, the application of any such provision in any other
circumstances or the validity, or enforceability of the Agreement as a
whole.
11.0 EXECUTION REQUIRED. This Agreement shall not be binding
upon any Party hereto unless and until the Parties have each executed and
delivered to the other this Agreement.
12.0 DAYS. If the day for any performance or event provided for herein
is a Saturday, a Sunday, a day on which national banks are not open for
the regular transactions of business, or a legal holiday pursuant to Section
C.R.S. § 24- 11- 101(1), such day shall be extended until the next day on
which such banks and state offices are open for the transaction of
business.
13.0 GOOD FAITH OF PARTIES. In the performance of this
Agreement or in considering any requested approval, acceptance, or
extension of time, the Parties agree that each will act in good faith and
will not act unreasonably, arbitrarily, capriciously, or unreasonably
withhold, condition, or delay any approval, acceptance, or extension of
time required or requested pursuant to this Agreement.
14.0 PARTIES NOT PARTNERS. Notwithstanding any language in this
Agreement or any other agreement, representation, or warranty to the
contrary, the Parties shall not be deemed to be partners or joint venturers,
5
and no Party shall be deemed to be partners or joint venturers, and no
Party shall be responsible for any debt or liability of the other Party.
IN WITNESS WHEREOF, the parties hereto have entered into this
Agreement the day and year first written above.
ATTEST: PUEBLO COUNTY, COLORAD�OQ
4 .'IJV v Ki
By"'.. % By: �e
Clerk to the Board / Chairman; Bodrd of County
Commissioners
Date:
ATTEST: CITY OF PUEBLO,
A MUNICIPAL CORPORATION
By: g kiti��
President of the City Council
Date: /a - 2 3
ATTEST: NATURE AND RAPTOR CENTER
OF PUEBLO
By: 0
By:
Tit1 : D/V ov2
Dat . )6 —
6
MEMORANDUM OF UNDERSTANDING
BETWEEN
THE COUNTY OF PUEBLO, COLORADO,
THE CITY OF PUEBLO, COLORADO
AND
THE PUEBLO ZOOLOGICAL SOCIETY
This agreement is entered into on the 25th day of September, 2013
between the Pueblo Zoological Society, the County of Pueblo, Colorado and the
City of Pueblo, Colorado, (hereinafter the Parties). It is entered into for the
purpose of setting forth the agreement of the Parties with respect to the rights and
responsibilities of each of them with respect to a ballot measure to be submitted to
the registered electors in Pueblo County. The rights and responsibilities become
effective on the successful passage of the ballot measure described below and this
agreement is null and void, and of no effect if the ballot measure is not submitted
to, or is not approved by the registered electors in Pueblo County on November 5,
2013.
I. Description of Partner Agency.
The Pueblo Zoological Society ( "Zoo ") is a non - profit corporation
organized under the laws of the State of Colorado that operates a
zoological park in Pueblo, Colorado. The Pueblo Zoo began serving the
Pueblo community after its construction between 1933 and 1940 by the
Public Works Administration, Civilian Conservation Corps and Work
Progress Administration. The Pueblo Zoo is a public facility, owned by
the City of Pueblo and managed by the Pueblo Zoological Society.
II. History of collaborative relationship.
The Pueblo Zoo has served the Pueblo community from its inception in
1940. The Pueblo Zoo has received funding from both the City of Pueblo
and the County of Pueblo for many years. In 2012, the Zoo received
$143,750 from the County of Pueblo and $662,000 from the City of
Pueblo. The combined support for the Zoo by both entities in 2012 was
$805,750.
III. Purpose of Memorandum of Understanding.
This Memorandum of Understanding (MOU) spells out the agreed upon
duties and responsibilities of the City of Pueblo ( "City "), the County of
Pueblo ( "County ") and the Zoo, regarding a ballot issue to be placed
before Pueblo County voters as part of the November 5, 2013 election
seeking an increase in the Pueblo County sales tax to fund six (6) entities,
which operate public facilities, including the Zoo.
IV. Statement of mutual interests and benefits.
It is in the mutual interest of all signatories to this MOU that an adequate
and constant source of funding for the Zoo be established so that the Zoo
may continue to serve our community, expand and improve services and
so that the relevant government entities may know that a devoted source
of tax revenue exists reflecting voter approval of the continuing existence
of the Zoo.
V. Roles and Responsibilities of Partners.
A. Roles/Responsibilities of City and County:
The County of Pueblo will take action to place on the November
5, 2013 ballot a measure, "Improving Our Community" which, if
passed, will increase the sales and use tax countywide by one -half
(.5) of one percent. The tax will be imposed for a period of five
(5) years, commencing January 1, 2014 and the measure will
sunset on December 31, 2018.
Of the revenue to be generated by the one -half percent sales tax
increase, Pueblo County agrees to distribute eighteen (18) percent
to the Zoo. The funds will be distributed to the Zoo by the Pueblo
County Treasurer on a monthly basis, not later than three (3) days
following their receipt.
If the "Improving Our Community" measure passes, the City and
County will no longer financially support the Zoo in any other
manner.
2
The City and County will conduct annual financial and
performance examinations of the Zoo either through Community
Services Advisory Commission (CSAC) or through some other
mutually agreed upon entity.
The City and County and the Zoo agree that if the Zoo fails two (2)
annual examinations during the period this tax is in place, they will
be removed as a recipient from the ballot issue when it is returned
to the voters for renewal.
B. Roles/Responsibilities of THE ZOO:
The Zoo agrees that ninety (90) percent of any money generated by
the passage of the ballot measure over and above $805,750
annually must be spent on new capital construction, new initiatives
and new programs and shall not be used on salary increases or
operating expenses generated by current levels of operations.
The Zoo shall provide to City and County a written annual report
and describe and explain the written report during separate work
sessions with the City Council and with the Board of County
Commissioners.
The Zoo agrees that in return for being funded through the
"Improving our Community" ballot initiative, the Zoo will cease to
be eligible for funding through CSAC upon the effective day of the
"Improving our Community" ballot initiative (should the measure
pass).
The Zoo agrees that the funds generated by the "Improving Our
Community" measure are for the operation and improvement of
the Zoo and if ceases to operate the Zoo or otherwise ceases to
exist, the funds from the Zoo's portion of the "Improving Our
Community" measure will be distributed to the successor entity
that operates or provides a similar service. If a successor entity
does not exist, the Zoo's portion of the tax measure will be held by
the City and County to be spent for the operation of the Zoo.
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VI. Duration of MOU.
This MOU will remain in effect for the effective duration of the ballot
measure and will cease to be in effect when the tax measure sunsets on
December 31, 2018.
VII. Miscellaneous Provisions.
1.0 APPROPRIATION OF FUNDS. This Agreement is expressly made
subject to the annual appropriation of funds by County for its
continuance and upon failure of County to appropriate funds for this
Agreement, said Agreement shall be terminated without liability to either
party.
2.0 ADDITIONAL DOCUMENTS OR ACTION. The Parties agree to
execute such additional documents or take additional actions as may be
reasonably required to carry out this Agreement.
3.0 INTEGRATION AND AMENDMENT. This Agreement represents
the entire agreement between the Parties with respect to the subject
matter and there are no oral or collateral agreements or understandings
with respect to the subject matter. This Agreement may be amended only
by an instrument in writing signed by the Parties. If any other provision
of this Agreement is held invalid or unenforceable, no other provision
hereof shall be affected by such holding, and all of the remaining
provisions of this Agreement shall continue in full force and effect.
4.0 WAIVER OF BREACH. A waiver by any Party to this Agreement
of the breach of any term or provision of this Agreement shall not operate
or be construed as a waiver of any subsequent breach by any Party.
5.0 GOVERNING LAW; VENUE. This Agreement shall be governed
by the laws of the State of Colorado, and venue shall be in the District
Court in Pueblo County, Colorado.
6.0 BINDING EFFECT. This Agreement shall inure to the benefit of and
be binding upon the Parties and their respective legal representatives,
successors, heirs, and assigns, provided that nothing in this paragraph
shall be construed to permit the assignment of this Agreement except as
otherwise expressly authorized herein.
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7.0 EXECUTION IN COUNTERPARTS. This Agreement may be
executed in several counterparts, each of which shall be deemed an
original and all of which shall constitute but one and the same
instrument.
8.0 NO THIRD -PARTY BENEFICIARIES. This Agreement is intended
to describe the rights and responsibilities only as to the Parties hereto.
This Agreement is not intended and shall not be deemed to confer any
rights on any person or entity not named as a Party hereto.
9.0 NO PRESUMPTION. The Parties to this Agreement and their
attorneys have had a full opportunity to review and participate in the
drafting of the final form of this Agreement. Accordingly, this
Agreement shall be construed without regard to any presumption or other
rule of construction against the Party causing the Agreement to be
drafted.
10.0 SEVERABILITY. If any provision of this Agreement as applied to
any Party or to any circumstance shall be adjudged by a court to be void
or unenforceable, the same shall in no way affect any other provision of
this Agreement, the application of any such provision in any other
circumstances or the validity, or enforceability of the Agreement as a
whole.
11.0 EXECUTION REQUIRED. This Agreement shall not be binding
upon any Party hereto unless and until the Parties have each executed and
delivered to the other this Agreement.
12.0 DAYS. If the day for any performance or event provided for herein
is a Saturday, a Sunday, a day on which national banks are not open for
the regular transactions of business, or a legal holiday pursuant to Section
C.R.S. § 24- 11- 101(1), such day shall be extended until the next day on
which such banks and state offices are open for the transaction of
business.
13.0 GOOD FAITH OF PARTIES. In the performance of this
Agreement or in considering any requested approval, acceptance, or
extension of time, the Parties agree that each will act in good faith and
will not act unreasonably, arbitrarily, capriciously, or unreasonably
5
•
withhold, condition, or delay any approval, acceptance, or extension of
time required or requested pursuant to this Agreement.
14.0 PARTIES NOT PARTNERS. Notwithstanding any language in this
Agreement or any other agreement, representation, or warranty to the
contrary, the Parties shall not be deemed to be partners or joint venturers,
and no Party shall be deemed to be partners or joint venturers, and no
Party shall be responsible for any debt or liability of the other Party.
IN WITNESS WHEREOF, the parties hereto have entered into this
Agreement the day and year first written above.
ATTEST: PUEBLO CO TX, COLORADO
j V✓
By: '", ''4i By:
►' ad
Clerk to the Board / Chairman, Board of Count y Ii0 Y" r
Commissioners
Date: q- a5-- /3
ATTEST: CITY OF PUEBLO,
A MUNICIPAL CORPORATION
By: `LZt-m- A- By
Pr- - -nt o e City Council
Date: / n - z S - / 3
ATTEST: PUEBLO ZOOLOGICAL SOCIETY
of
By: By: , 4111
Title:
Date: X 0 1 3A `k.3
6