HomeMy WebLinkAbout13443RESOLUTION NO. 13443
A RESOLUTION APPROVING AN EMPLOYMENT
AGREEMENT BETWEEN PUEBLO, A MUNICIPAL
CORPORATION AND CORDELIA J & COMPANY, INC., A
COLORADO CORPORATION, RELATING TO A JOB
CREATING CAPITAL IMPROVEMENT PROJECT,
AUTHORIZING THE PRESIDENT OF THE COUNCIL TO
EXECUTE SAID AGREEMENT AND TRANSFERRING
$37,500 FROM THE 1992-2021 SALES AND USE TAX
CAPITAL IMPROVEMENT PRJOECTS FUND
BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that:
SECTION 1.
The City Council finds and determines that the expenditure of $37,500 for the job
creating capital improvement project with Cordelia J & Company, Inc., a Colorado
corporation (“Company”) described in the attached Employment Agreement, meets and
complies with the criteria and standards established by Section 14-4-85 of the Pueblo
Municipal Code and will create employment opportunities justifying the expenditure of
public funds.
SECTION 2.
The Employment Agreement dated April 25, 2016 between Pueblo, a Municipal
Corporation and the Company relating to a job creating capital improvement project, a
copy of which is attached hereto (“Employment Agreement”), 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 Employment Agreement in the name of the City and
the City Clerk is directed to affix the seal of the City thereto and attest same.
SECTION 3.
Funds in the aggregate amount of $37,500 are hereby authorized to be transferred,
expended and made available out of the 1992-2021 Sales and Use Tax Capital
Improvement Projects Fund for the sole purpose of creating the capital improvement
project authorized herein and in the manner described in the attached Employment
Agreement. The funds hereby authorized to be transferred and expended shall be
released, disbursed and paid by the Director of Finance as specified in the Employment
Agreement.
SECTION 4.
The officers and staff of the City are directed and authorized to perform any and
all acts consistent with the intent of this Resolution and the attached Employment
Agreement which are necessary and desirable to effectuate the transactions described
therein.
SECTION 5.
This Resolution shall become effective immediately upon final passage.
INTRODUCED: May 23, 2016
BY: Ray Aguilera
City Clerk’s Office Item # Q-1
Background Paper for Proposed
Resolution
COUNCIL MEETING DATE: May 23, 2016
TO: President Stephen G. Nawrocki and Members of City Council
CC: Sam Azad, City Manager
VIA: Gina Dutcher, City Clerk
FROM: Daniel C. Kogovsek, City Attorney
SUBJECT: A RESOLUTION APPROVING AN EMPLOYMENT AGREEMENT BETWEEN
PUEBLO, A MUNICIPAL CORPORATION AND CORDELIA J & COMPANY, INC.,
A COLORADO CORPORATION, RELATING TO A JOB CREATING CAPITAL
IMPROVEMENT PROJECT, AUTHORIZING THE PRESIDENT OF THE
COUNCIL TO EXECUTE SAID AGREEMENT AND TRANSFERRING $37,500
FROM THE 1992-2021 SALES AND USE TAX CAPITAL IMPROVEMENT
PRJOECTS FUND
SUMMARY:
Attached is a proposed Resolution approving and authorizing the President of City Council to sign
an Employment Agreement with Cordelia J & Company, Inc. (the “Company”).
PREVIOUS COUNCIL ACTION:
None.
BACKGROUND:
The Company’s business plan is centered on the manufacture of small batch bath and body
products for distribution outside of Pueblo County, with some minimal level of sales in Pueblo
County.
FINANCIAL IMPLICATIONS:
In the attached Employment Agreement, the City has agreed to transfer $37,500 from the 1992-
2021Sales and Use Tax Capital Improvement Projects Fund to the Company for the purchase of
manufacturing equipment for the Company. This business expansion will result in the creation of
3 new jobs. The Company has agreed to a 7-year employment commitment for a total of 9 jobs
beginning April 1, 2019.
The City’s economic incentive payment is secured by a first secured position in the Company’s
new equipment and existing equipment. In addition, the Company’s Owner, Anthony Lee Hill,
has agreed to sign a personal and unconditional guaranty of payment of the Company’s
obligations. Additionally, the Company has agreed to purchase a life insurance policy, with the
face amount of $37,500, insuring Mr. Hill’s life until the conclusion of Company’s employment
commitment which is currently estimated to be March 31, 2026.
BOARD/COMMISSION RECOMMENDATION:
Not applicable to this Resolution.
STAKEHOLDER PROCESS:
Not applicable to this Resolution.
ALTERNATIVES:
If this Resolution is not approved, the Company will not be able to expand its operations in the
City of Pueblo.
RECOMMENDATION:
The Pueblo Economic Development Corporation recommends approval of this Resolution.
Attachments:
Proposed Resolution and Employment Agreement.
AMENDMENT NO. 1 TO
EMPLOYMENT AGREEMENT
This Agreement ("Amendment No. 1") is made this 7 day of September, 2016, by and
between Pueblo, a Municipal Corporation (the "City") and Cordelia J & Company, Inc., a
Colorado corporation(the "Company").
RECITAL
The parties entered into an Employment Agreement dated April 25, 2016 (the
"Agreement"). The parties wish to modify the Agreement in accordance with this Amendment
No. 1.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing, the parties agree as follows:
1. Section 2(a) of the Agreement is hereby amended as follows:
(a) City funds will be disbursed by City for the acquisition of Equipment by
Company at fair market value either by (i) direct payment of an invoice from a reputable
vendor in an arms-length transaction, or (ii) reimbursement to the Company of
Company's costs for the acquisition of Equipment, from a reputable vendor in an arms-
length transaction. Company shall grant to City a perfected first security interest in all
Equipment currently used by Company at the Facility and all Equipment for which
Company receives reimbursement, and all Equipment acquired by Company pursuant to
this Agreement.
2. The City Manager of the City signs this Amendment No. 1 pursuant to authority
granted to him in P.M.C. 1-5-2(2)(f).
3. Except as modified by this Amendment No. 1, the provisions of the Agreement
shall remain unchanged and in full force and effect and fully binding on the parties, their
successors and assigns, and the Agreement and this Amendment No. 1 shall be construed
together as a single integrated document.
Executed at Pueblo, Colorado, the day and year first above written.
PUEBLO, A MUNI IPAL CORPORATION
By .
Sam Azad, Manager
COMPANY:
CORDEL < & OMPANY,
a Col, .do Co,•oration
B
Anthony Lee Hill, Its President
STATE OF COLORADO )
) ss.
COUNTY OF PUEBLO )
Subscribed and sworn to before me this day of September 2016 by Anthony Lee
Hill as President of Cordelia J&Company, Inc., a Colorado Corporation.
Witness my hand and official seal.
My commission expire : I. Ab. ./
119 r - �
Notary 'ublic
CRYSTAL ANN ROMERO
NOTARY PUBLIC
STATE OF COLORADO
�T NOTARY ID 20114054697
Q , v ' COMMISSION EXPIRES AUG.29,2019
5,��
"Facility" means the small batch bath and body products manufacturing facility to be
located at 107 S. Grand Ave., Pueblo, CO 81003 or otherwise located within the City of Pueblo or
the Pueblo Memorial Airport Industrial Park.
"Full-Time Employee" means a person who actually performs work at the Facility for not
less than thirty-five (35) hours per week whether employed by Company or by an outside entity
acting as an agency to provide Full-Time Employees for Company. The term "Full-Time
Employee" does not include independent contractors nor employees of independent contractors
except employees performing work at the Facility who are employees of an independent contractor
acting as an agency to provide Full-Time Employees for Company.
"Quarter" means three consecutive calendar months commencing January 1, April 1,
July 1 and October 1 of each calendar year.
"Quarterly Employees" means the sum of the aggregate number of Full-Time Employees
on each business day of a Quarter, divided by the sum of the aggregate business days in such
Quarter.
"Security Agreement"has the meaning set forth in Section 6 of this Agreement as reflected
in the Security Agreement attached hereto.
2. If Company is not in default hereunder, City will, after the Effective Date,disburse,
for the benefit of Company, funds in an amount not to exceed Thirty Seven Thousand Five
Hundred U.S. Dollars ($37,500) ("City Funds"); subject to and contingent upon the following
conditions and covenants which Company agrees to perform and comply with:
(a) City Funds will be disbursed by City to Company solely for reimbursement
for the acquisition of Equipment by Company at fair market value from a reputable vendor in an
arms-length transaction. Company shall grant to City a perfected first security interest in all
Equipment currently used by Company at the Facility and all Equipment for which Company
receives reimbursement from City by execution of a Security Agreement which identifies the
Equipment in accordance with Section 6 of this Agreement.
(b) Company shall file in the office of the City Clerk copies of the following:
(i) Company's certificate or other evidence of authority to transact business in the State of
Colorado issued by the Colorado Secretary of State, together with Company's certificate of good
standing issued by the governmental jurisdiction of Company's formation, (ii) certified copy of
the resolution of the governing board of Company approving this Agreement and the Lease and
authorizing its officers to execute and deliver this Agreement and related documents in the name
of Company, (iii)this Agreement executed by authorized officers of Company, (iv) Continuing
Guaranty signed by Anthony Lee Hill and (v) evidence reasonably satisfactory to City that
Company will commence manufacturing operations at the Facility. The date of the last to occur of
the filings required under (i), (ii), (iii), (iv) and (v) of this Section 2(b) shall be referred to herein
as "Closing". If either the Effective Date or Closing does not occur on or before November 1,
2016, or such later date as Company and City shall mutually agree, the Company and the City,
each, at its sole option, may terminate this Agreement and City and Company shall thereafter be
released and discharged from all obligations hereunder.
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(c) As conditions precedent to the disbursement of City Funds for the purchase
of Equipment, Company shall file with the City's Director of Finance periodic written requests for
payment, certified to be true and correct by an employee of Company, representing that the
amounts included in the request for payment have not been included in any prior request for
payment and are for the actual cost of Equipment, identifying the specific Equipment for which
payment is sought, including paid invoices therefore and certificates of delivery and installation in
the Facility. Company shall not submit requests for payment which exceed in the aggregate U.S.
$37,500. The City agrees to disburse funds within thirty(30)days of submission of the Company's
written request for payment, accompanied by supporting documentation as set forth herein.
(d) As a further condition precedent to the disbursement of City funds for the
purchase of Equipment, Company shall produce a life insurance policy, having a face value in the
amount of at least $37,500, insuring the loss of life of Anthony Lee Hill, from any cause of death
whatsoever. The City shall be the owner and sole beneficiary of said life insurance policy and said
policy shall be obtained by the Company from a reputable life insurance company authorized to
transact business in the State of Colorado. Company agrees to pay the premiums for and to keep
said life insurance policy in effect until the conclusion of the Company's Employment
Commitment which is currently estimated to be March 31, 2026. In the event of the death of
Anthony Lee Hill prior to the termination of the Company's Employment commitment,City agrees
to use the life insurance policy proceeds to pay the balance of the Company's Repayment
Obligation. Excess life insurance policy proceeds, if any, shall be paid by the City to the Estate of
Anthony Lee Hill.
3. City and Company stipulate and agree that the total economic incentives provided
by City to Company under this Agreement shall not exceed U.S. $37,500 (the "Total Economic
Incentives").
4. (a) Company acknowledges and agrees that the primary purpose of City in
entering into this Agreement and the sole benefit to the City for making the Total Economic
Incentives available to Company hereunder is the creation of additional jobs within the City.
Therefore, Company represents, covenants, and agrees that Company will continuously conduct
its business operations at the Facility and employ the number of Full-Time Employees set forth
below (collectively, the "Employment Commitment"):
Employment Commitment Dates Minimum Number of Employees
4-1-19 through 3-31-26 9
As of the date of this Agreement,the Company currently has 6 Full Time Employees. The average
annual salary of the 3 new Full Time Employees to be hired by Company as of the Employment
Commitment date shall be no less than $29,000. During the term of the Company's Employment
Commitment, the average annual salary of all Full Time Employees of the Company shall be no
less than $35,000.
(b) Company will use good faith efforts in accordance with its sound business
practices to (i) employ residents of the City of Pueblo or (ii) residents of the County of Pueblo as
3
Full-Time Employees including, without limitation, engaging in reasonable programs and posting
of employment openings in the City of Pueblo.
5. Notwithstanding anything contained in this Agreement to the contrary, if Company
shall for any reason default in its Employment Commitment, Company shall repay to City a pro-
rata share of the Total Economic Incentives based upon the number of Full-Time Employees
employed by Company at the Facility (the "Repayment Obligation"), as follows:
(a) During the seven (7) year period starting on the Employment Commitment
Date and ending eighty-four(84)months thereafter(the "Repayment Period"), Company shall pay
to City a compensating amount for each Quarter in the Repayment Period calculated by subtracting
the number of Quarterly Employees actually employed at the Facility from the employment
commitment stated in Section 4 supra. and then multiplying the result by $148.81. For example,
if for the second quarter of 2018 the number of Quarterly Employees is 6, the amount payable by
Company to City on or before the fifteenth (15th) day of the next calendar month would be (9 - 6
x $148.81)U.S. $446.43. In no event will Company's repayment obligation exceed the amount of
the economic incentive paid to Company.
(b) Company's Quarterly Payments, if any, shall be paid to the City without
notice, demand, deduction or setoff on or before the fifteenth (15th) day of the month following
the end of each Quarter during the Repayment Period at the office of the Director of Finance of
City, 1 City Hall Place, 2nd Floor, Pueblo, Colorado, 81003, or such other person or location as the
City may designate. All past due Company's Quarterly Payments shall bear interest at the rate of
eight percent (8%)per annum ("Default Interest") until paid.
(c) Within fifteen(15)days after the end of each Quarter after the Employment
Commitment Date and for one calendar quarter after the Repayment Period, Company will submit
to City's Director of Finance Company's statements showing the Quarterly Employees for the
preceding Quarter and their annual Salary, together with the basis upon which Quarterly
Employees and Company's Quarterly Payment, if any, were computed, certified by an employee
of Company to be true and correct. For purposes of verifying Company's employment and salary,
for a period of three (3) years after receipt of a Quarterly Statement from the Company, City shall
have access to and the right to audit Company's records relating to Company's employees
employed at the Facility.
(d) If Company defaults in any of its obligations under this Agreement
including, without limitation, its Repayment Obligation, and such default is not cured within thirty
(30) days after written notice specifying the default is given by City to Company, then in such
event, the entire balance of Company's Repayment Obligation shall become due and payable,
without notice, notice being hereby expressly waived, together with Default Interest from the date
of default. City may accelerate payment of Company's repayment payments and Company shall
pay to City in a lump sum the amount of all repayment payments which have become due and
would have become due during the remainder of the Repayment Period, calculated based upon
there being no Quarterly Employees for the duration of the Repayment Period. Company's
Repayment Obligation is absolute and unconditional and shall not be abated, reduced, diminished,
modified, withheld or otherwise offset for any cause or reason whatsoever.
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6. Company's Repayment Obligation under this Agreement shall be deemed to be a
debt of Company payable to City until Company performs and discharges its obligations hereunder
including, without limitation, its Repayment Obligation. Company's obligations under this
Agreement including its Repayment Obligation shall be secured by a perfected first security
interest in the Equipment, which Equipment shall have a fair market value of not less than the
amount of the City Funds requested for reimbursement for Equipment at the time placed in the
Facility. Prior to any disbursement of funds by City for Equipment, Company shall execute and
deliver to City, Company's Security Agreement, Financing Statement and other documents
required to perfect a first security interest in the Equipment all in form and content approved by
City's Attorney (the "Security Agreement"). Company may be permitted from time to time to
substitute items of replacement Equipment for items of Equipment removed from the Facility,
provided that an amended Security Agreement meeting the requirements of this section is executed
and delivered identifying the substitute items of Equipment and deleting the item of Equipment
being replaced. Company's obligations under this Agreement including its Repayment Obligation
shall be further secured by a Continuing Guarantee to be signed by Anthony Lee Hill. A copy of
the Continuing Guarantee to be signed by Anthony Lee Hill is attached to this Agreement.
7. (a) Prior to instituting any proceeding to enforce Company's Repayment
Obligation, City shall notify Company in writing of its intention to institute such proceedings.
Company may request relief from its Repayment Obligation by delivering to City within twenty
(20) days after the date of City's notice, Company's written request for relief specifying the
grounds upon which such relief is sought together with documents supporting said grounds. Within
ninety (90) days after receipt of Company's request, City will schedule a meeting with the City
Council of City ("City Council") at which meeting Company may appear. City will notify
Company of the time and place of the meeting. Failure of Company to timely deliver its complete
written request for relief or to appear at the scheduled meeting with the City Council shall entitle
City to immediately institute proceedings to enforce Company's Repayment Obligation.
(b) City Council may or may not, in its sole and absolute discretion, relieve
Company, in whole or in part, from Company's Repayment Obligation. Any action taken by the
City Council relating to a request for relief shall be final and binding on Company, and not subject
to judicial review. Any such action by City Council is, and shall constitute, a legislative measure.
Nothing contained in this section 7 shall grant or be construed to grant to Company any right or
claim to relief from its Repayment Obligation or hearing with respect thereto.
(c) No delay by the City in scheduling a meeting, or failure by City to exercise
its right to enforce this Agreement, including Company's Repayment Obligation, and no partial or
single exercise of that right, shall constitute a waiver of that right.
8. In the event of any litigation arising under this Agreement, the court shall award to
the prevailing party its costs and reasonable attorney fees. Exclusive venue for any such litigation
shall be Pueblo County, Colorado. All such litigation shall be filed in the District Court in and for
the County of Pueblo, State of Colorado and each party submits to the jurisdiction of such District
Court. To the extent allowed by law, each party hereby waives its right to a jury trial.
9. This Agreement expresses the entire understanding of the parties and supersedes
and abrogates any and all prior dealings and commitments, whether oral or written, with respect
5
to the subject matter of this Agreement and may not be amended or modified except in writing
signed by City and Company. Any waiver of any provision of this Agreement must be in writing
and signed by the party whose rights are being waived. No waiver of any breach of any provision
hereof shall be or be deemed to be a waiver of any preceding or subsequent breach of the same or
any other provision of this Agreement. The failure of any party to enforce or seek enforcement of
the terms of this Agreement following any breach shall not be construed as a waiver of such breach.
10. This Agreement shall be construed in accordance with and be governed by the laws
of the State of Colorado without regard to conflict of law principles.
11. Any notices hereunder shall be sufficiently given if given in writing personally or
mailed by first class, registered, or certified mail, postage prepaid, addressed:
(a) if to City, City Manager, City of Pueblo, 1 City Hall Place, 2nd Floor,
Pueblo, CO, 81003 with a copy to City Attorney, 1 City Hall Place, 3rd Floor, Pueblo, CO 81003;
(b) if to Company, 107 S. Grand Ave., Pueblo CO 81003;
or to such other person or address as either party shall specify in written notice given to the other
party pursuant to the provisions of this section 11.
12. Time is of the essence hereof. This Agreement shall be binding upon and inure to
the benefit of the parties and their respective successors and assigns, provided Company may not
assign this Agreement or any interest herein without the express written consent of City, which
consent shall not be unreasonably withheld. Any assignment or attempted assignment of this
Agreement by Company without such consent shall be null and void. No such assignment nor
City's consent thereto shall release or discharge Company from any obligation or liability under
this Agreement.
13. The persons signing this Agreement in the name of and on behalf of Company and
City each represent and warrant that they have the requisite power and authority on behalf of their
respective entity to enter into, execute, and deliver this Agreement, and that this Agreement is a
valid legally binding obligation of Company and City enforceable in accordance with its terms.
14. (a) Company represents and warrants that no person,entity, or organization has
been employed or retained or will receive or be paid, directly or indirectly, any commission,
percentage, contingent fee or any other remuneration, payment or receipt of which is contingent
upon approval of this Agreement or City providing the Total Economic Incentives hereunder, or
any part thereof For breach or violation of this warranty, City shall have the right to terminate this
Agreement, or recover the full amount of such commission, percentage, contingent fee or other
remuneration, and/or to seek such other remedies legally available to City, which remedies shall
be cumulative.
(b) Company agrees to indemnify,defend and hold City, its officers, agents and
employees harmless from and against all claims and actions arising from the purchase, installation
or use of the Equipment at the Facility.
6
15. In no event shall City, its officers, agents or employees be liable to Company for
damages, including without limitation, compensatory, punitive, indirect, special or consequential
damages,resulting from or arising out of or related to this Agreement or the performance or breach
thereof by City or the failure or delay of City in the performance of any covenant or provision
under this Agreement on its part to be performed. In consideration of City entering into this
Agreement, Company hereby waives and discharges City, its officers, agents and employees from
all claims for any and all such damages. Except for the City's disbursement of City Funds for the
benefit of Company as provided in Section 2 above, no breach, default, delay or failure of City
under this Agreement shall be or be construed to be a waiver, discharge or release of Company's
Repayment Obligation.
16. If any provision of this Agreement is declared by a court of competent jurisdiction
to be invalid or unenforceable, such determination shall not affect the other provisions of this
Agreement which shall remain in full force and effect.
17. None of the parties shall be, or hold itself out as, agent of any other party or as a
partner or joint venturer under this Agreement.
18. Each party acknowledges that this Agreement was fully negotiated by the parties
and, therefore, no provision of this Agreement shall be interpreted against any party because such
party or its legal representative drafted such provision.
19. The provisions of this Agreement are for the exclusive benefit of the parties hereto
and their successors and permitted assigns, and no third party shall be a beneficiary, or have any
rights by virtue of this Agreement.
20. This Agreement may be executed in any number of counterparts, and each such
counterpart shall be deemed for all purposes to be an original, and all such counterparts shall
together constitute but one and the same original.
Executed at Pueblo, Colorado, the day and year first above written.
[SEAL]
Attest: 9.J1 Puebl• : v . icipal Corp• ;e n
City rk
'resident of the City Council
COMPANY:
CORDELIA J & COMPANY, INC.
A Colorado corporation
7
By: thong ee Hill
Its•
STATE OF COLORADO )
) ss
COUNTY OF PUEBLO )
Subscribed and sworn to before me, 114ig �1 dayfof._ VI , 2016 by Anthony
Lee Hi 1. CRYSTAL ANN ROMERO f
NOTARY PUBLIC
STATE OF COLORADO
NOTARY ID 20114054697 ' tc, 417114( 976
COMMISSION EXPIRES AUG.29,2019 Notajy Public
My commission expires. y ,A_
8
EXHIBIT A
EQUIPMENT
Item: Description Serial Number
1 2016 Viper FY25 Lift Truck 216010151
2 30"x84"5/5 work table w/casters 3084-1/28-1295-1
3 30"x72"S/S work table w casters 3072-1/28-129S-2
4 30"x72" S/S work table w casters 3072-2/28-1295-3
5 30"x72" S/S work table w casters 3072-3/28-1295-4
6 30"x72" S/S work table w casters 3072-4/28-129S-5
7 30"x72" S/S work table w casters 3072-5/28-1295-6
8 30"x72" 5/S work table w casters 3072-6/28-129S-7
9 30"x72" S/S work table w casters 3072-7/28-129S-8
10 30"x72" S/S work table w casters 3072-8/28-129S-9
AWRK20-1/PRC-1/ABNP-1,ABNP-
2,ABNP-3,ABNP-4,ABNP-5,ABNP-6,ABNP-
7,ABNP-8,ABNP-9,ABNP-10,ABNP-
11,ABN P-12,ABN P-13,ABN P-14,ABN P-
15,ABNP-16,ABNP-17,ABNP-18,ABNP-
11 Sheet Pan Rack Full Height w/cover& pans 19,ABNP-20
AWRK20-2/ PRC-2/ABNP-21,ABNP-
22,ABN P-23,ABN P-24,ABN P-25,ABN P-
26,ABN P-27,ABN P-28,ABN P-29,ABN P-
30,ABN P-31,ABN P-32,ABN P-33,ABN P-
34,ABNP-35,ABNP-36,ABNP-37,ABNP-
12 Sheet Pan Rack Full Height w/cover& pans 38,ABNP-39,ABNP-40,ABNP-41
AWRK20-3/ PRC-3/ABNP-42,ABNP-
43,ABN P-44,ABN P-45,AB N P-46,ABN P-
47,ABN P-48,ABN P-49,ABN P-50,ABN P-
51,ABNP-52,ABNP-53,ABNP-54,ABNP-
55,ABNP-56,ABNP-57,ABNP-58,ABNP-
13 Sheet Pan Rack Full Height w/cover& pans 59,ABNP-60,ABNP-61,ABNP-62
AWRK20-4/ PRC-4/ABNP-63,ABNP-
64,ABN P-65,ABN P-66,ABN P-67,ABN P-
68,ABN P-69,ABN P-70,ABN P-71,ABN P-
72,ABNP-73,ABNP-74,ABNP-75,ABNP-
76,ABNP-77,ABNP-78,ABNP-79,ABNP-
14 Sheet Pan Rack Full Height w/cover& pans 80,ABNP-81,ABNP-82,ABNP-83
AWRK20-5/PRC-5/ABNP-84,ABNP-
85,ABN P-86,AB N P-87,ABN P-88,ABN P-
89,ABN P-90,ABN P-91,ABN P-92,ABN P-
93,ABNP-94,ABNP-95,ABNP-96,ABNP-
97,ABN P-98,ABN P-99,ABN P-100,ABN P-
15 Sheet Pan Rack Full Height w/cover& pans 101,ABNP-102,ABNP-103,ABNP-104
16 Bunn full size pans ABNP-105,ABNP-106,ABNP-107,ABNP-108
17 2 COMP SINK 12345678
18 FAUCET 8" W/ 12" NOZZLE (8-12)
19 OPTIONAL SUPPLY KIT KIT-1
20 36"X36"WORK TABLE NO UNDERSHELF 3636-1
21 27 CU FT REFRIGERATOR TBD
22 CART UTILITY 300LB 97320-1, 97320-2
23 CART 2 SHELF 500 LB FG450089-1, FG450089-2
74-1,74-2,74-3,74-4/1848-1,1848-2,1848-
24
4-1,74-2,74-3,74-4/1848-1,1848-2,1848-
24 74"tall 5x 18"x48"shelf unit with casters 3,1848-4,1848-5/CAST-1
74-5,74-6,74-7,74-8/1848-6,1848-7,1848-
25 74"tall 5x 18"x48" shelf unit with casters 8,1848-9,1848-10/CAST-2
74-9,74-10,74-11,74-12/1848-11,1848-
26 74"tall 5x 18"x48"shelf unit with casters 12,1848-13,1848-14,1848-15,CAST-3
74-13,74-14,74-15,74-16,/1848-16,1848-
27
4-13,74-14,74-15,74-16,/1848-16,1848-
27 74"tall 5x 18"x48" shelf unit with casters 17,1848-18,1848-19,1848-20,CAST-4
74-17,74-18,74-19,74-20/1848-21,1848-
28 74"tall 5x 18"x48"shelf unit with casters 22,1848-23,1848-24,1848-25/CAST-5
74-21,74-22,74-23,74-24/1848-26,1848-
29 74"tall 5x 18"x48" shelf unit with casters 27,1848-28,1848-29,1848-30/CAST-6
74-25,74-26,74-27,74-28/1848-31,1848-
30 74"tall 5x 18"x48"shelf unit with casters 32,1848-33,1848-34,1848-35/CAST-7
74-29,74-30,74-31,74-32/1848-36,1848-
31 74"tall 5x 18"x48"shelf unit with casters 37,1848-38,1848-39,1848-40/CAST-8
74-33,74-34,74-35,74-36/1848-41,1848-
32 74"tall 5x 18"x48" shelf unit with casters 42,1848-43,1848-44,1848-45/CAST-9
74-37,74-38,74-39,74-40/1848-46,1848-
33 74"tall 5x 18"x48" shelf unit with casters 47,1848-48,1848-49,1848-50/CAST-10
74-41,74-42,74-43,74-44/1848-51,1848-
34
4-41,74-42,74-43,74-44/1848-51,1848-
34 74"tall 5x 18"x48"shelf unit with casters 52,1848-53,1848-54,1848-55/CAST-11
74-45,74-46,74-47,74-48/1848-56,1848-
35
4-45,74-46,74-47,74-48/1848-56,1848-
35 74"tall 5x 18"x48" shelf unit with casters 57,1848-58,1848-59,1848-60/CAST-12
74-49,74-50,74-51,74-52/1848-61,1848-
36 74"tall 5x 18"x48"shelf unit with casters 62,1848-63,1848-64,1848-65/CAST-13
74-53,74-54,74-55,74-56/1848-66,1848-
37
4-53,74-54,74-55,74-56/1848-66,1848-
37 74"tall 5x 18"x48" shelf unit with casters 67,1848-68,1848-69,1848-70/CAST-14
74-57,74-58,74-59,74-60/1848-71,1848-
38 74"tall 5x 18"x48"shelf unit with casters 72,1848-73,1848-74,1848-75/CAST-15
t F }
CONTINUING GUARANTY
FOR VALUABLE CONSIDERATION, the receipt and sufficiency of which is hereby
acknowledged, and as inducement to the City of Pueblo, a municipal corporation (the "City") to
enter into the attached Employment Agreement dated April 25, 2016 between City and Cordelia J
& Company, Inc., a Colorado corporation (the "Company") (the "Agreement") the undersigned
Anthony Lee Hill (the "Guarantor"), individually and unconditionally guarantees and promises to
pay to City, or order, on demand, in lawful money of the United States, the full amount of
Company's Repayment Obligation described in and in accordance with the terms and provisions
of Paragraph 4 of the Agreement (the "Indebtedness").
The liability of Guarantor under this Guaranty shall not exceed at any one time the principal
sum of$37,500. This is a continuing irrevocable guaranty relating to the Indebtedness, including
successive transactions which shall either continue the Indebtedness or from time to time modify
or renew it. Any payment by Guarantor shall reduce their maximum obligation hereunder.
The obligations of Guarantor hereunder are independent of the obligations of Company,
and a separate action or actions may be brought and prosecuted against Guarantor, individually,
whether action is brought against Company or whether Company be joined in any such action or
actions. Guarantor acknowledges that the payment of the Indebtedness may extend beyond six(6)
years from the date of this Agreement. Guarantor hereby waives any defense to the enforcement
of this Guaranty based upon laches or any statutory or other period of limitation, provided,
however,that any such action to enforce this Guaranty shall be commenced on or before December
31, 2030.
Guarantor authorizes the City, without notice or demand and without affecting his liability
hereunder, from time to time to(a)renew,compromise, extend, accelerate or otherwise change the
time for payment of, or otherwise change or modify the terms of the Indebtedness or any part
thereof; (b)take and hold security for the payment of this Guaranty or the Indebtedness guaranteed,
and exchange, enforce, waive and release any such security; and(c) apply such security and direct
the order or manner of sale thereof as City in its sole discretion may determine. City may without
notice assign this Guaranty in whole or in part.
Guarantor waives any right to require City to (a) proceed against Company; (b) proceed
against or exhaust any security held from Company;or(c)pursue any other remedy in City's power
whatsoever. Guarantor waives any defense arising by reason of any disability or other defense of
Company or by reason of the cessation from any cause whatsoever of the liability of Company.
Until the Indebtedness of Company to City shall have been paid in full, Guarantor shall have no
right of subrogation, and waives any right to enforce any remedy which City now has or may
hereafter have against Company, and waives any benefit of, and any right to participate in any
security now or hereafter held by City. Guarantor waives all presentments, demands for
performance, notices of non-performance, protests, notices of protest, notice of dishonor, and
notices of acceptance of this Guaranty.
Any debts or other financial obligations of Company now or hereafter held by Guarantor
are hereby subordinated to the Indebtedness of Company to City and such debts or other financial
obligations of Company to Guarantor, if City so requests, shall be collected, enforced and received
by Guarantor as trustee for City and be paid over to City on account of the Indebtedness of Company
to City but without reducing or affecting in any manner the liability of Guarantor under the other
provisions of this Guaranty.
Guarantor agrees that it is not necessary for City to inquire into the powers of Company or
the officers, directors,or agents acting or purporting to act on its behalf,and the Indebtedness made
or created in reliance upon the professed exercise of such powers is guaranteed hereunder.
Guarantor agrees to pay a reasonable attorneys' fee and all other costs and expenses which
may be incurred by City in the enforcement of this Guaranty.
Guarantor agrees that this Guaranty is a contract entered into and to be performed in Pueblo
County, Colorado. The District Court for the County of Pueblo, State of Colorado shall have
exclusive jurisdiction over any suit or action which involves this Guaranty and exclusive venue for
any such suit or action shall be Pueblo County, Colorado. Guarantor consents to the personal
jurisdiction of that Court and agrees that service of process may be made upon Guarantor either
within or without the State of Colorado. To the extent permitted by law, Guarantor hereby waives
all rights to jury trial.
Any notice hereunder shall be sufficiently given if given personally or mailed by certified
mail, postage prepaid, addressed:
(a) if to City,City Manager, City of Pueblo, 1 City Hall Place,2"Floor,Pueblo,
CO 81003, with a copy to City Attorney, 1 City Hall Place, 3rd Floor, Pueblo, CO 81003, or
(b) if to Guarantor, 107 S. Grand Ave., Pueblo, CO 81003
or to such other addresses as any party hereto shall specify in written notice to the other parties.
Time is of the essence hereof. This Guaranty shall be binding upon and inure to the benefit
of City and Guarantor and their respective heirs, personal representatives, successors and assigns.
The plural shall include the singular.
IN WITNEU WHEREOF the undersigned Guarantor has executed this Guaranty in Pueblo,
Colorado this day of ,/ , 2016.
GUARANTOR:
Signa - _III:
Anthony Lee Hill
2
STATE OF COLORADO )
) ss.
COUNTY OF PUEBLO )
•The foregoing instrument was acknowledged before me this /Cd?v4-ay of �(� 9 ,
2016 by Anthony Lee Hill. - d"
Witness my hand and official seal.
My commission expirebb) ,,, . /-.)
7. ,4AiP- 4_i„
' CRYSTAL ANN ROMERO /7 ,}
[SEAL] NOTARY PUBLIC f ( (Lim Irl 4`1 )
_ STATE OF COLORADO --'Noilary Public
NOTARY ID 20114054697 1/
COMMISSION EXPIRES AUG.29,2019
3