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HomeMy WebLinkAbout13625 RESOLUTION NO. 13625 A RESOLUTION AUTHORIZING AND APPROVING FUNDING OF A PORTION OF THE REGIONAL TOURISM PROJECT AND APPROVING AN AMENDMENT TO A COOPERATION AGREEMENT AND OTHER RELATED DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH AND TRANSFERRING $14.4 MILLION FROM THE 1992-2021 SALES AND USE TAX CAPITAL IMPROVEMENT PROJECTS FUND WHEREAS, the City of Pueblo, in the County of Pueblo and State of Colorado (the “City”), is a municipal corporation duly organized and existing as a home rule city pursuant to Article XX of the Constitution of the State of Colorado and the home rule charter of the City (the “Charter”); and WHEREAS, the City is authorized, pursuant to the Charter and relevant laws of the State of Colorado, to acquire, hold, lease, and dispose of property including entering into cooperation agreements in order to provide lands and facilities for governmental purposes; and WHEREAS, the Colorado Economic Development Commission (the “Commission”) approved the application of the City for a regional tourism project described as the Pueblo Professional Bull Riders University and the Heritage of Heroes Project (the “RTA Project”) pursuant to the Colorado Regional Tourism Act, Part 3 of Article 46, Title 24, C.R.S. (the “Act”); and WHEREAS, the City entered into an agreement entitled Cooperation Agreement Pueblo Professional Bull Riders University and Heritage of Heroes Project dated February 25, 2013 (the “Agreement”), with the Pueblo Urban Renewal Authority (“PURA”) and the Historic Arkansas Riverwalk of Pueblo Authority (“HARP”) to comply with requirements related to the RTA Project pursuant to the Act; and WHEREAS, in order to generate moneys to finance the design, construction, equipping and improvement of Phase 1 and a part of Phase 2 of the RTA Project consisting generally of (i) the expansion of the Pueblo Convention Center with the addition of approximately 45,000 square feet (including enhancements to the Medal of Honor/Walk of Valor and construction of an approximately 18,000 square foot arena to be connected to the Convention Center to be called the Pueblo Professional Bull Riders University Arena); (ii) construction of an approximately 15,000 square foot Gateway Center (but excluding the boathouse facility) with an outdoor plaza to be called the Heritage Event Plaza; and (iii) installation and construction of surface parking, infrastructure and other ancillary items (collectively, the “Financed Project”) pursuant to the Act, the City Council of the City (the “City Council”) has determined that it is in the best interests of the City and its residents that the City (a) enter into that certain Amendment to Cooperation Agreement (“Amendment No. 1”), between the City and PURA and HARP establishing the terms and conditions related to financing between the City and PURA for the purpose of funding the Financed Project, (b) making $14.4 million available to PURA for the purpose of funding the Financed Project and (c) securing repayment of the $14.4 million by PURA to the City by requiring PURA to execute and deliver to the City two promissory notes and deed of trust in substantially the form attached to this Resolution and made available to the City Council prior to this meeting; and WHEREAS, the City Council has been presented with forms of the Amendment No. 1, the two Promissory Notes and Deed of Trust pursuant to which the City shall loan PURA $14.4 million; and WHEREAS, the City Council desires to authorize and otherwise proceed with the financing of the Financed Project; BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO that: Section 1. Ratification of Prior Actions .All actions heretofore taken (not inconsistent with the provisions of this Resolution) by the City Council or the officers or employees of the City, directed toward the financing of the Financed Project are hereby ratified, approved and confirmed. Section 2. Finding and Determination .The City Council hereby finds and determines, pursuant to the provisions of the Charter, that providing the funding for a portion of the RTA Project under the terms and provisions set forth in the Amendment No. 1 to the Cooperation Agreement is necessary, convenient, efficient and economical, and in furtherance of the governmental purposes of the City, and is in the best interests of the City and its residents; and the City Council hereby authorizes such transactions. Section 3. Approval of Cooperation Agreement. The Amendment No. 1 to Cooperation Agreement in substantially the forms presented to the City and made available to the City Council prior to this meeting and with substantially the same content, are in all respects approved, authorized and confirmed, and the President of the City Council is authorized and directed to affix his or her signature to the Amendment No. 1 to Cooperation Agreement in substantially the form and with substantially the same content as presented to this meeting of the City Council, for and on behalf of the City, but with such minor changes, modifications, additions or deletions therein as the President of the City Council and the City Attorney shall deem necessary, desirable or appropriate, the execution thereof to constitute conclusive evidence of their approval of any and all changes, modifications, additions or deletions therein from the forms and content of the Amendment No. 1 to Cooperation Agreement presented to the City and made available to the City Council prior to this meeting. Section 4. Consent and Approval of Promissory Note and Deed of Trust .The City Council hereby approves and acknowledges the two Promissory Notes and Deed of Trust in substantially the form presented to the City and made available to the City Council prior to this meeting of the City Council and with substantially the same content but with such minor changes, modifications, additions or deletions therein as the President of the City Council and the City Attorney shall deem necessary, desirable or appropriate, the execution thereof to constitute conclusive evidence of their approval of any and all changes, modifications, additions or deletions therein from the forms and content of the two Promissory Notes and Deed of Trust presented to the City and made available to the City Council prior to this meeting. Section 5. Other Actions in Furtherance of this Ordinance .The City Clerk is hereby authorized and directed to attest all signatures and acts of any official of the City Council or the City in connection with the matters authorized by this Resolution, and to place the seal of the City on the Amendment No. 1 to Cooperation Agreement authorized and approved by this Resolution. The President of the City Council and other officials of the City Council or the City are hereby authorized to execute and deliver for and on behalf of the City any and all additional certificates, documents and other papers and to perform all other acts that they may deem necessary or appropriate in order to implement and carry out the transactions and other matters authorized and contemplated by this Resolution. The appropriate officers of the City Council or the City are authorized to execute on behalf of the City agreements concerning the deposit and investment of funds in connection with the transactions contemplated by this Resolution. Section 6. Home Rule Powers Invoked .In authorizing and approving the actions herein set forth, it is the intent of the City Council of the City to exercise the home rule powers of the City granted pursuant to the Colorado Constitution and the Charter, and the City Council of the City hereby finds, determines and declares that the matters herein referred to are matters of local or municipal concern and are appropriate for the exercise of the home rule powers of the City. Section 7. Severability .If any section, paragraph, clause or provision of this Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining provisions of this Resolution. Section 8. Repealer .All bylaws, orders and ordinances, or parts thereof, inconsistent with this Resolution or with any of the documents hereby approved, are hereby repealed only to the extent of such inconsistency. This repealer shall not be construed as reviving any bylaw, order or ordinance, or part thereof. INTRODUCED February 27, 2017 BY: Robert Schilling City Clerk’s Office Item # Q-1 Background Paper for Proposed Resolution COUNCIL MEETING DATE: February 27, 2017 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 AUTHORIZING AND APPROVING FUNDING OF A PORTION OF THE REGIONAL TOURISM PROJECT AND APPROVING AN AMENDMENT TO A COOPERATION AGREEMENT AND OTHER RELATED DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH AND TRANSFERRING $14.4 MILLION FROM THE 1992-2021 SALES AND USE TAX CAPITAL IMPROVEMENT PROJECTS FUND SUMMARY: Attached is a proposed Resolution authorizing the expenditure of $14.4 million of Half Cent Sales Tax funds for the Regional Tourism Act (“RTA”) Project. PREVIOUS COUNCIL ACTION: On December 8, 2014, by Ordinance No. 8804, City Council amended the Half-Cent Sales Tax Criteria Ordinance to authorize the loan of half-cent sales tax funds to the Pueblo Urban Renewal Authority (“PURA”) to support the RTA Project. BACKGROUND: This Resolution authorizes the expenditure of Half Cent Sales Tax funds for the RTA Project because of the economic development potential of the RTA Project. This Resolution also approves and authorizes the President of the City Council to sign an Amendment to the February 25, 2013 Cooperation Agreement to provide that the $14.4 million shall be repaid to the City by PURA. FINANCIAL IMPLICATIONS: Up to $14.4 million of Half Cent Sales Tax Funds will be subsequently spent for the RTA Project. BOARD/COMMISSION RECOMMENDATION: The Pueblo Economic Development Corporation does not oppose this Resolution. STAKEHOLDER PROCESS: Members of the public are the primary stakeholders affected by the proposed Resolution. The issue of RTA Project funding has been discussed at numerous public Council meetings and work sessions. ALTERNATIVES: If the Resolution is not approved, the RTA Project will not receive Half Cent Sales Tax funding to be repaid in full later by PURA. RECOMMENDATION: Approve this Resolution. Attachments: Proposed Resolution; Amendment No. 1 to the Cooperation Agreement; Promissory Note; Deed of Trust; AMENDMENT NO. 1 TO COOPERATION AGREEMENT PUEBLO PROFESSIONAL BULL RIDERS UNIVERSITY AND HERITAGE OF HEROES PROJECT 1.0 PARTIES. This Amendment to Cooperation Agreement ("Amendment No. 1"), is made and entered into as of February 27, 2017, by and among the CITY OF PUEBLO, a home-rule municipality and political subdivision of the State of Colorado(the"City");the PUEBLO URBAN RENEWAL AUTHORITY,a body corporate and politic of the State of Colorado (the"Authority") and THE HISTORIC ARKANSAS RIVERWALK OF PUEBLO AUTHORITY, 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 ("HARP"). The parties are sometimes referred to herein collectively as the "Parties" and individually as a"Party". 2.0 RECITALS. The following recitals are incorporated in and made a part of this Amendment No. 1. 2.1 Cooperation Agreement. The Parties entered into an agreement entitled Cooperation Agreement Pueblo Professional Bull Riders University and Heritage of Heroes Project dated February 25, 2013 (the "Agreement"), to comply with requirements related to a regional tourism project described as the Pueblo Professional Bull Riders University and Heritage of Heroes Project(the "Project")pursuant to the Colorado Regional Tourism Act, Part 3 of Article 46, Title 24, C.R.S. (the "Act"). 2.2 Purpose of Amendment No. 1. The Parties are entering into this Amendment No. 1 to establish terms and conditions related to the financing between the City and the Authority for the purpose of funding the design and construction of certain improvements in Phase I and Phase II of the Project. 3.0 AGREEMENT. In consideration of the mutual covenants, agreements, and promises in this Amendment No. 1 and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the Parties agree as set forth in this Amendment No. 1. 4.0 DEFINITIONS. Unless otherwise stated herein, all capitalized terms in this Amendment No. 1 shall have the meaning set forth in the Agreement. 5.0 PHASE I and PHASE II CONSTRUCTION FINANCING. Subject to the terms and conditions set forth in this Amendment No. 1, the City agrees to provide construction financing in the amount of Fourteen Million Four Hundred Thousand Dollars($14,400,000)(the"Construction Financing") to finance the design, construction, equipping and improvement of Phase I and a part of Phase II of the RTA Project consisting generally of(i) the 45,000 square foot expansion of the Pueblo Convention Center including: enhancements to the Medal of Honor/Walk of Valor; construction of the Pueblo Professional Bull Riders University which includes an Arena, a Sports Performance Facility, and a Professional Bull Rider Fan Zone; and construction of the Gateway Center(but excluding the boathouse facility) (ii) construction oftwo outdoor plazas to be 1 called the Heritage Plaza and Gateway Plaza; and (iii) installation and construction of surface parking, infrastructure and other ancillary items pursuant to the Colorado Regional Tourism Act (collectively, the "Construction Project") from funds on deposit with the City in its Sales and Use Tax Capital Improvements Projects Fund (the "1/2 Cent Fund"). 5.1 Oversight Committee and Construction Committee. In the event that the Construction Project does not begin actual physical construction by November 1, 2017, and once commenced does not continue expeditiously to completion, the Parties agree that, to the extent allowable under the Act, the Construction Project and the release of proceeds of the Construction Financing to pay Eligible Costs will be subject to supervision and oversight by a five-member committee(the"Oversight Committee"). The composition and role of the Oversight Committee is set forth in Exhibit A, attached to and made a part hereof. The Oversight Committee shall be responsible for the prompt and orderly administration of the Construction Project, including payment of Eligible Costs as defined in Section 5.4 hereof. In addition to the Oversight Committee an additional committee (the "Construction Committee"), composed of the parties described in Exhibit A, shall review all applications for payment of Eligible Costs in accordance with the cost certification and payment procedures described in Exhibit A. 5.2 Construction Financing Documents. The final and complete terms and conditions applicable to the Construction Financing shall be contained in financing documents (the "Construction Financing Documents") to be prepared by the City Attorney and approved by the Authority and the City. Unless the City and the Authority agree otherwise in writing, the Construction Financing Documents shall contain the provisions described in Section 5.3, herein 5.3 Interest Rate, Term, and Other Terms of Construction Financing, The Authority agrees to sign and deliver to the City two Promissory Notes in connection with the Construction Financing as follows: 5.3.1 $12.2 Million Promissory Note: The first promissory note shall bear interest (i) from the date of the first draw from the 1/2 Cent Fund to pay Eligible Costs until December 31, 2022, at the rate of two percent (2%) per annum; and (ii) commencing January 1, 2023 until the Maturity Date of the Promissory Note at the rate of three percent (3%) per annum and shall be repaid within ten (10) years (including an anticipated balloon payment in year ten) ("Construction Financing Term"). Among other provisions, the first Promissory Note shall provide that the Authority may pre-pay the Construction Financing in whole or in part at any time without penalty. Upon repayment in full of the Construction Financing by the Authority, the City shall release its Deed of Trust to the Property. 5.3.2 $2.2 Million Promissory Note: The second promissory note shall not accrue interest and the principal balance of$2.2 million shall be repaid by the Maturity Date set forth in said promissory note. Among other provisions,the second Promissory Note shall provide that the Authority may pre-pay the Construction Financing in whole or in part at any time without penalty. Upon repayment in full of the Construction Financing by the Authority, the City shall release its Deed of Trust to the Property. It is expressly agreed by the Parties that no part of the 2 second promissory note in shall be paid by the Authority using the Percentage of State Sales Tax Increment Revenue. 5.4 Eligible Costs. The proceeds of the Construction Financing shall be used to pay for the certified costs of work, material, and service related to construction of the Convention Center/Exposition Hall Expansion, Pueblo Professional Bull Riders University Arena Facility, Heritage Plaza, and Gateway Plaza portions of Phase I and Phase II of the Project. The procedure for certifying and paying the Eligible Costs is set forth in Exhibit A and shall conform with the requirements of Resolution No. 1. 6.0 REVISION OF SECTION 5.5. The Parties agree Section 5.5 of the Agreement is deleted in its entirety and replaced by the following: 5.5 Phase II Improvements. The Parties shall cooperate to obtain the necessary financing for completion of Phase I improvements and the Phase II improvements from any available source, public and private. HARP shall be the primary responsible Party for design of the following Eligible Improvements on Exhibits E, G and H to Resolution No. 1: Boathouse Facility, Heritage Plaza and Gateway Plaza. The City and the Authority shall cooperate to provide the other Eligible Improvements and Ineligible Improvements shown on Exhibit E to Resolution No. 1. 7.0 REVISION OF SECTION 6.5. The Parties agree that the ultimate ownership and maintenance of the Eligible Improvements may change with the passage of time as agreed in writing by the Parties. Accordingly, Section 6.5 of the Agreement is deleted in its entirety and replaced by the following. 6.5 Certification of Eligible Costs and Ownership/Maintenance of Eligible Improvements. Except as provided in Section 5.4 of Amendment No. 1, all Eligible Costs shall be certified by the Authority in accordance with the Act and Resolution No. 1. It is the intention of the Parties and the Commission that all Eligible Costs shall be paid to or reimbursed to the Authority from Percentage of State Sales Tax Increment Revenue or City loan proceeds to the extent that such revenue is available for such support. It is expressly agreed by the Parties that no part of the second promissory note in the amount of $2.2 million shall be paid by the Authority using the Percentage of State Sales Tax Increment Revenue. All Authority Advances shall be certified to the Authority in accordance with Resolution No. 1 and reimbursed in accordance with Resolution No 1. Except as may be otherwise provided herein or agreed in writing by the Parties, the Authority shall have the authority to design (except as provided in Section 5.5 of the Agreement, as the same is amended, above), construct, own, and operate and maintain the Eligible Improvements. As provided in Sections 5.4, 5.5, and 5.6 of the Agreement or as otherwise agreed by the Parties in writing, the Authority shall have the additional authority to cause the Eligible Improvements to be designed, constructed, owned or maintained, in such combination as the Authority shall determine, by others in accordance with all applicable laws, ordinances, standards,policies and specifications,including those of the City. If the Authority elects, 3 upon conveyance of any of the Eligible Improvements to the City or any other special district, utility company or other entity, Eligible Improvements so conveyed shall be subject to maintenance by the City or other entity to which the Eligible Improvements are conveyed, pursuant to any applicable written agreements with the City or any other entity. The Parties shall cooperate to maintain any existing agreements and enter into any such additional agreements as may be required to carry out the Project as set forth in Resolution No. 1. 8.0 POLICE STATION ANNEX. To facilitate construction of improvements to carry out the Project, the City and Authority agree that the City has completed vacation and relocation of staff and personal property from the existing Police Station Annex building and site (the"Police Annex Site"). The Authority shall pay the cost of demolishing and clearing such improvements from the Police Annex Site so that it can be used temporarily as construction staging area to facilitate construction of the Project and subsequently redeveloped and used as surface parking to serve the needs of the Project. It is further agreed that the cost of demolishing and clearing the Police Annex Site is not an Eligible Cost of the Project and that no Percentage of State Sales Tax Increment Revenue shall be expended in connection therewith. 9.0 EFFECT OF AMENDMENT. 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. 10.0 MINOR CHANGES. The Parties executing this Amendment No. 1 are authorized to make non-substantive corrections to this Agreement as the Parties mutually consider necessary. [SIGNATURE PAGE FOLLOWS] 4 IN WITNESS WHEREOF,this Amendment No. 1 is executed by the Parties hereto in their respective names as of the date first above written. THE PUEBLO URBAN RENEWAL AUTHORITY ATTEST: ill , Chair Secretar, PUEBLO, A MUNICIPAL CORPORATION ATTEST: i en ity Council City rk Approved by: City Attorney THE HARP AUTHORITY ATTEST: Chairperson ,e4A7 'V 44, " ecretary° rr 5 Page 1 of 2 Exhibit A Role of the Oversight Committee and Construction Committee CONTRACT REVIEW The Pueblo Urban Renewal Authority (PURA) will be the contracting entity for the construction of the expansion of the Pueblo Convention Center with the addition of an approximately 45,000 square foot Pueblo Professional Bull Riders University /Exposition Hall/Gateway Center facility; Surface Parking Lot and other Ancillary Items; Heritage Plaza;and Gateway Plaza portions of Phase 1 and Phase 2 of the Pueblo Professional Bull Riders University and Heritage of Heroes Project (the "Project"). The Oversight Committee, a five-member committee consisting at all times of the current Chair of PURA, the current Chair of the Historic Arkansas Riverwalk of Pueblo(HARP)Authority Board,and three members of the City Council of the City of Pueblo(City)appointed to the Oversight Committee by the President of City Council, will be responsible for the supervision and oversight of the $14.4 million Construction Financing package and will review all contacts associated with the Project that will be funded with any portion of the $14.4 million prior to PURA entering into any contract. The Oversight Committee will determine whether the activities undertaken through the contract are an appropriate expenditure of the funds. COST CERTIFICATION AND PAYMENT PROCEDURES Contractor's Application for Payment for Eligible Project costs shall be completed in accordance with the Schedule of Values and shall be submitted to the Architect, who shall take same to the Construction Committee for approval. The Construction Committee, comprised of the PURA Construction manager; and two appointees each from PURA, HARP, and the City. The PURA Construction Manger shall be the chairperson of the Committee. The Construction Committee will review the Application for Payment with the Architect.The Construction Committee, with the guidance of the Architect, will review the Contractors itemized application for Payment of Eligible Project costs for operations completed in accordance with the schedule of values, including any work, material or service; and any work covered by change orders. Following the review, the Construction Committee will either authorize the Architect to issue a Certificate for Payment to the Oversight Committee, or withhold certification in whole or in part and notify the Oversight Committee and Contractor in writing the reasons for the action. The City shall designate who will be the responsible party for delivery of the Certificate of Payment. The Oversight Committee shall be responsible for the prompt and orderly administration of and certifying payment of Eligible Costs. The Oversight Committee will review the Certificate of Payment and if it finds that the cost therein are eligible costs in accordance with the Contract Sum and all authorized Change Orders, the Oversight Committee shall forward the Certificate of Payment to the appropriate City Department for submittal to the City of Pueblo's Finance Department for payment in the manner and within the time provided within the contract. Applications for Payment for Contracts which are not under the responsibility of the Architect, shall be submitted to the PURA Construction Manager for review by the Construction Committee. Applications for Payment shall be itemized using the appropriate and agreed upon schedule of values, including any work, material, or service. Change Orders to the contract will be reviewed by the Construction 1 Page 2 of 2 Committee for cost reasonableness before any addition or deletion to the contract; provided, however, if the total of all change orders approved by the Construction Committee increases the Contract Sum (as defined in the prime contract) by 3.5%or more, all subsequent change orders shall be forwarded to the Oversight Committee for approval. Pay requests shall be processed by the Construction committee as specified above before forwarding to the Oversight Committee for review and Certification of Payment. CHANGE ORDERS The Construction Committee may authorize change orders, based upon guidelines established by mutual agreement between the Oversight Committee and the Construction Committee at the time of the review of each contract by the Oversight Committee. Changes in the Work may be accomplished after execution of the contract by change order; provided, however, if the total of all change orders approved by the Construction Committee increases the Contract Sum (as defined in the prime contract) by 3.5%or more,all subsequent change orders shall be forwarded to the Oversight Committee for approval. Change orders may include: 1) a change in scope of work; 2) a change in the Contract Sum; 3) a change in the contract time. All change orders shall be brought to the Construction Committee by the Architect and be authorized based upon a written agreement among the PURA Construction Manager, Contractor, and Architect. All authorized change orders will subsequently be delivered to the Oversight Committee at their next regularly scheduled meeting. MINOR CHANGES IN WORK The Architect, with the concurrence of the PURA Construction Manager, will have the authority to order minor changes in the Work not involving adjustment in the Contract Sum or extension of the contract Time and not inconsistent with the intent of the contract Documents. The architect and Construction manager will document all Minor Changes in Work and make the Construction Committee aware of same at the next meeting of the Construction Committee. 2 PUEBLO URBAN RENEWAL AUTHORITY PUEBLO, COLORADO PROMISSORY NOTE Dated as of: March 14, 2017 Maturity Date: December 31, 2027 PAYEE: City of Pueblo, Colorado PRINCIPAL AMOUNT: Twelve Million Two Hundred Thousand Dollars ($12,200,000) FOR VALUE RECEIVED, the undersigned, Pueblo Urban Renewal Authority, a body corporate and politic of the State of Colorado ("Authority"), promises to pay to the City of Pueblo, at One City Hall Place, Pueblo, Colorado, on or before the Maturity Date stated above, the Principal Amount authorized pursuant to City Resolution, dated February 27, 2017 stated above, together with interest (i) from the date of the first draw from the 1/2 Cent Fund to pay Eligible Costs until December 31, 2022, at the rate of two percent (2%) per annum; and (ii) commencing January 1, 2023 until the maturity date at the rate of three percent (3%) per annum on the unpaid balance until paid. Interest shall be computed for actual days elapsed on the basis of a 360-day year consisting of twelve thirty-day months. Accrued interest shall be paid semi- annually on June 1 and December 1 of each year until December 31, 2027, at which time the entire principal balance, together with accrued but unpaid interest thereon, shall be due and payable, provided however, the undersigned shall have the unilateral right to extend the Maturity Date to December 31, 2037. Such monies are to be used by the Authority to finance the design, construction and improvement of an approximately 45,000 square foot expansion to the Pueblo Convention Center Exhibition Hall and an approximately 18,000 square foot attached facility on the real property more particularly described in Exhibit A attached hereto, and by this reference incorporated herein. This note may be prepaid in whole or in part without premium or penalty. The Authority waives demand, presentment, protest and notice of nonpayment and protest. The Authority agrees to pay all costs of collection, including reasonable attorney fees. This Note is secured by and subject to the terms of a Deed of Trust of even date made by the Authority to the Public Trustee of Pueblo County, Colorado, for the benefit of Payee and the maturity hereof is subject to acceleration as therein set forth. The Pueblo Urban Renewal Authority Attest: By: Donald J. B er, Chairman d►•;i/ Jerry `a hec,, Secretary PUEBLO URBAN RENEWAL AUTHORITY PUEBLO, COLORADO PROMISSORY NOTE Dated as of: March 14, 2017 Maturity Date: December 31, 2027 PAYEE: City of Pueblo, Colorado PRINCIPAL AMOUNT: Two Million Two Hundred Thousand Dollars ($2,200,000) FOR VALUE RECEIVED, the undersigned, Pueblo Urban Renewal Authority, a body corporate and politic of the State of Colorado ("Authority"), promises to pay to the City of Pueblo, at One City Hall Place, Pueblo, Colorado, on or before the Maturity Date stated above, the Principal Amount authorized pursuant to City Resolution, dated February 27, 2017 stated above. The entire principal balance shall be due and payable on or before December 31, 2027, provided however, the undersigned shall have the unilateral right to extend the Maturity Date to December 31, 2037. Such monies are to be used by the Authority to finance the design, construction and improvement of an approximately 45,000 square foot expansion to the Pueblo Convention Center Exhibition Hall and an approximately 18,000 square foot attached facility on the real property more particularly described in Exhibit A attached hereto, and by this reference incorporated herein. This note may be prepaid in whole or in part without premium or penalty. The Authority waives demand, presentment, protest and notice of nonpayment and protest. The Authority agrees to pay all costs of collection, including reasonable attorney fees. No part of this promissory note shall be paid by the Authority using the Percentage of State Sales Tax Increment Revenue. This Note is secured by and subject to the terms of a Deed of Trust of even date made by the Authority to the Public Trustee of Pueblo County, Colorado, for the benefit of Payee and the maturity hereof is subject to acceleration as therein set forth. The Pueblo Urban Renewal Authority Attest: By: _ mom„"`— -� Donald J. Banner, hairman Jerry . he o, Secretary re: Resolution 13625 Reception 2066012 03/29/2017 02:15:29 PM DEED OF TRUST THIS INDENTURE is made and entered into this 14th day of March, 2017, between THE PUEBLO URBAN RENEWAL AUTHORITY, a body corporate and politic of the State of Colorado ("Grantor"), whose address is 115 E. Riverwalk, Suite 410, Pueblo, CO 81003, and the Public Trustee of Pueblo County, Colorado ("Trustee"). WITNESSETH: WHEREAS, Grantor has executed two promissory notes ("Note")bearing even date herewith for the principal sums of TWELVE MILLION TWO HUNDRED THOUSAND DOLLARS ($12,200,000)and TWO MILLION TWO HUNDRED THOUSAND DOLLARS ($2,200,000)respectively,payable to the order of the CITY OF PUEBLO, COLORADO, ("Beneficiary"),whose address is One City Hall Place, Pueblo, CO 81003 with interest thereon as provided in the Note and with the balance of principal and interest due and payable in full on December 31, 2027, unless the Maturity Date of the promissory note is extended as set forth in said promissory note; and WHEREAS, Grantor is desirous of securing to Beneficiary,their successors and assigns, the payment of the principal and interest becoming due under the Note,together with any and all advances made, expenditures authorized, costs and attorneys' fees incurred, or any other additional sums as provided for herein or in the Note secured hereby which are expended or incurred by Beneficiary(all of which shall collectively hereinafter sometimes be referred to as the "Secured Indebtedness"); NOW, THEREFORE, Grantor, in consideration of the premises and for the purpose of securing payment of the Note and the other Secured Indebtedness, does hereby grant, bargain, sell, and convey unto Trustee, in trust forever, that real property("Property"), whether now owned or hereafter acquired by Grantor, situated in the County of Pueblo, State of Colorado ("Property") and more particularly described in Exhibit A, attached hereto. TOGETHER with all and singular the tenements, hereditaments, easements, rights-of- way, licenses, and appurtenances thereunto belonging or in any wise appertaining, whether now owned or hereafter acquired by Grantor, and any and all rights of ingress and egress to and from adjoining property(whether such rights now exist or subsequently arise),together with the rents, issues,profits and other income thereof, and also the entire estate,right, title, interest, claim, and demand whatsoever of Grantor of, in, and to the same and of, in, and to every part and parcel thereof; and TOGETHER with any and all easements, rights-of-way, and licenses used in connection therewith; and TOGETHER with all drains and drainage rights appurtenant to, located on, under, or above, or used in connection with the Property, and 2066012 TD 03/29/2017 02:15:29 PM Page: 2 of 9 R 53.00 D 0.00 T 53.00 Gilbert Ortiz Clerk/Recorder; Pueblo County. Co III II10F.: MI#111.141 hi 11P:f1I'Mr Al,kw TOGETHER with any and all awards or payments, including interest thereon, and the right to receive the same, resulting from the exercise of any right of eminent domain, the alteration of the grade of any road or street, or other injury to, taking of, or decrease in the value of the Property; and TOGETHER with all right, title and interest of Grantor, if any, in and to the land lying in the bed of any street, road, avenue or alley whether open, proposed or vacated, in front of or adjoining the property; and TOGETHER with all other or greater rights and interests of every nature in the foregoing property and Grantor's rights to the possession or use thereof and income therefrom, whether now owned or subsequently acquired by Grantor. ALL OF THE FOREGOING property is sometimes hereinafter collectively referred to as the "Mortgaged Property." IN TRUST NEVERTHELESS, and time being of the essence hereof, that in the event of any default by Grantor as defined herein, Beneficiary or the legal holder of the Note may file notice with Trustee declaring such default and their election and demand that the Mortgaged Property be advertised for sale and sold in accordance with the statutes of the State of Colorado; and thereupon, Trustee shall sell and dispose of the Mortgaged Property (en masse or in separate parcels, as Trustee deems best), and all the right, title, and interest of Grantor, its successors and assigns, in and to the Mortgaged Property, at public auction, at the location as may be specified in the notice of such sale, for the highest and best price the same will bring in cash, after public notice having been previously given of the time and place of such sale in accordance with the statutes of the State of Colorado by advertisement weekly in some newspaper of general circulation at that time published in said county in Colorado wherein the Mortgaged Property is situated; copies of said notice shall be mailed in accordance with the statutes of the State of Colorado governing sales of real estate by Trustee, and Trustee shall make and give to the purchaser of the Mortgaged Property at said sale a Certificate of Purchase, describing such Mortgaged Property sold, the sum paid therefor, and the time when the purchaser (or other persons entitled thereto) shall be entitled to a deed therefor, unless the same shall be redeemed as provided by law; and Trustee shall, upon demand by the party holding the said Certificate of Purchase, the time for redemption having expired, make, execute, and deliver to such party a deed to the Mortgaged Property purchased in accordance with the statutes of the State of Colorado; and Trustee shall, out of the proceeds of said sale, after first paying and retaining all fees, charges, and costs incident to such foreclosure sale, including, without limiting the generality of the foregoing, all attorneys' fees and court costs and charges of every character, pay to Beneficiary or the legal holder of the Note the principal, interest, and additional sums due on the Note, including, without limiting the generality of the foregoing, late charges, default interest charges, and fees due under the Note, according to the tenor and effect thereof, and all monies advanced by Beneficiary or the legal holder of the Note for insurance, fees, mechanics' liens or any other liens on the Mortgaged Property of whatever nature, or for the payment of Grantor's debts, and any other Secured Indebtedness with interest thereof from the date of the foreclosure sale to the date of such payment by Trustee at an interest rate per annum equal to the default interest rate set forth in the Note, rendering the overplus, if any, first unto any subsequent lienors 2 2066012 TD 03/29/2017 02:15:29 PM Page: 3 of 9 R 53.00 D 0.00 T 53,00 Gilbert Ortiz Clerk/Recorder. Pueblo County, Co ■III RIFIIRIXIMIlrilt',C IIF1fl114 uahll�l ��CI lit in accordance with the statutes of the State of Colorado, and then unto Grantor, which sale and deed so made shall be a perpetual bar, both in law and equity, against Grantor and all other persons claiming the Mortgaged Property, or any part thereof, by, from, through, or under Grantor, or any of them. It shall be specifically authorized herein that Beneficiary or the legal holder of the Note or their representatives may bid at the foreclosure sale held by Trustee or by Order of Court and any bid by Beneficiary or the legal holder of the Note may take into consideration anticipated taxes, assessments, insurance premiums, utilities, maintenance expense, management costs, repairs, title expense, and the then going real estate agent's commission, all or any of which may be incurred during the period of redemption or in order to subsequently sell or otherwise dispose of the Mortgaged Property after the issuance of the Public Trustee's deed, and such amounts shall not be deemed an overplus distributable to junior lienors or Grantor. This Deed of Trust shall secure, as a part of the Secured Indebtedness, without limiting the generality of the foregoing, any additional advances and any expenditures made by Beneficiary or the legal holder of the Note (as determined in their sole discretion) for all sums due under this Deed of Trust, which sums Beneficiary and/or the legal holder of the Note elect to pay in order to protect their security interest in the Mortgaged Property, together any other expenditures made or charges incurred by Beneficiary and/ or the legal holder of the Note, with interest thereon from the date of such expenditure at an interest rate per annum equal to the interest rate set forth in the Note, all of which sums may be added to Beneficiary's or the legal holder of the Note's bid at any foreclosure sale held pursuant hereto. Grantor hereby assigns to Beneficiary and the legal holder of the Note any right Grantor may have by reason of any prior encumbrance on the Mortgaged Property or by law or otherwise to cure any default under said prior encumbrance, and further assigns to Beneficiary and the legal holder of the Note any right Grantor may have by reason of contract or by law or otherwise to make any or all of the payments described in this paragraph or which Beneficiary or the legal holder of the Note is permitted to make on behalf of Grantor by the terms of this Deed of Trust. Further, it shall be lawful for the holder of the Certificate of Purchase covering the Mortgaged Property to make any of the foregoing expenditures, and upon filing receipts evidencing payment of the same with Trustee or the Sheriff or other person lawfully conducting said sale and issuing said Certificate of Purchase, such payments or expenditures shall thereupon become an additional claim or indebtedness in favor of the holder of such Certificate of Purchase and against the Mortgaged Property so sold. Before redemption can be made from such foreclosure sale, the party redeeming shall be required to pay, in addition to the amounts specified in said Certificate of Purchase, with interest thereon as provided herein, the further and additional amounts represented by the foregoing expenditures, together with interest thereon from the date of such expenditure at an interest rate per annum equal to the interest rate set forth in the Note. In the event of default or foreclosure and if, in the opinion of Beneficiary or the legal holder of the Note, it is necessary to preserve, protect, or prevent waste, Beneficiary shall have the right to proceed as it deems advisable and Grantor does hereby appoint Beneficiary as its attorney-in-fact to do such things as are hereby provided, and this power of attorney is coupled with an interest in the Mortgaged Property and is irrevocable. 3 2066012 TD 03/29/2017 02:15:29 PM Page: 4 of 9 R 53.00 D 0.00 T 53.00 Gilbert Ortiz Clerk/Recorder. Pueblo County. Co liiI Fa ill NSC 110E4 ; fein riON JAN!?M'���,I AND, Grantor represents, warrants, and covenants to Beneficiary, their successors and assigns, that Grantor has good right, full power and lawful authority to grant, bargain, sell, convey, transfer, assign and mortgage the Mortgaged Property. To the extent lawfully possible, Grantor hereby fully and absolutely waives and/or subordinates all rights and claims it may have in or to the Mortgaged Property under or by virtue of any federal, state, or local law now or hereafter in effect. This waiver includes but is not limited to the homestead exemption. Grantor further warrants that the Mortgaged Property is free and clear of all liens, security interests, encumbrances and other title matters, including, without limitation, mechanics' liens, materialmen's liens and liens for special assessments for work completed or under construction on the date hereof; and that Grantor will warrant and forever defend the title to the Mortgaged Property against the claims of all persons whomsoever claiming or to claim the same or any part thereof, and the Mortgaged Property in the quiet and peaceable possession of said Trustee, his successors and assigns, against all and every person or persons lawfully claiming or to claim the whole or any part thereof, the Grantor shall and will warrant and forever will defend. The Warranty of Title contained herein shall survive the foreclosure of this Deed of Trust and shall inure to the benefit of and be enforceable by any person who may acquire title to the Mortgaged Property pursuant to foreclosure. GRANTOR further represents, warrants and covenants to Beneficiary, its successors and assigns, that Grantor is duly organized and validly existing and in good standing under the laws of the State of Colorado with the power to own the Mortgaged Property; that the Note, this Deed of Trust and all other documents or instruments securing payment of the Note constitute the legal, valid, and binding obligations of Grantor, and any other party thereto and are enforceable in accordance with their terms; that Grantor's execution and delivery of, and performance under, the Note, this Deed of Trust, and all other documents or instruments securing payment of the Note have been duly authorized by all requisite action by Grantor's governing body. GENERAL COVENANTS THE GRANTOR FURTHER COVENANTS AND AGREES AS FOLLOWS: 1. Existence. Grantor will continuously maintain its existence as a body corporate and politic of the State of Colorado as currently constituted. 2. Payment. Grantor will make prompt payment of principal, interest, and other charges becoming due under the Note or this Deed of Trust. 3. Possession of the Property--Appointment of Receiver. In the case of any default or breach under the terms and covenants of the Secured Indebtedness or this Deed of Trust, the Beneficiary shall at once become entitled to the possession, use and enjoyment of the Mortgaged Property and to the rents, issues and profits therefrom, from the date of the accruing of such right and continuing during the pendency of foreclosure proceedings including any period of redemption. Such possession shall at once be delivered to the Beneficiary or the holder of the Certificate of Purchase upon demand. Upon refusal, the delivery of such possession may be enforced by the Beneficiary or the holder of the Certificate of Purchase by an appropriate civil 4 2066012 TD 03/29/2017 02:15:29 PM Page: 5 of 9 R 53.00 D 0.00 T 53.00 Gilbert Ortiz Clerk/Recorder. Pueblo County Co Ell PO F.4111110LIIVI suit or proceeding. The Beneficiary or the holder of the Certificate of Purchase shall be entitled to appointment of a receiver for the Mortgaged Property to receive the rents, issues and profits therefrom from and after any such default, including the time covered by foreclosure proceedings and the period of redemption, as a matter of right without regard to the solvency or insolvency of the Grantor or of the then owner of said Property and without regard to the value of the Mortgaged Property. Such receiver may be appointed by any court of competent jurisdiction upon ex-parte application and without notice, notice being hereby expressly waived. All rents, issues, profits, income and revenue from said Mortgaged Property shall be applied by such receiver to the payment first of the fees and costs of such receivership proceeding and then to the Secured Indebtedness. The balance remaining, if any, shall be disposed of in accordance with the orders and directions of the court. The fees of any such receiver, attorneys' fees incurred in appointment of the receiver and administration of the receivership estate and all costs, including court costs, shall be the liability of the Grantor, its successors and assigns, shall be due and payable upon demand and shall become so much additional indebtedness secured hereby. Failure to pay said fees and costs upon demand shall be in breach of the terms of this Deed of Trust. The rights of Beneficiary under this paragraph shall be in addition to and not in lieu of any rights existing by virtue of a separate Assignment of Leases, Rents and Other Income. 4. Alienation or Encumbrance of the Mortgaged Property. In the event the Grantor shall sell, convey, alienate or dispose of the Mortgaged Property described in this Deed of Trust, any part thereof or any interest therein (including, but not limited to, outright conveyance; conveyance or alienation of any interest in the Mortgaged Property or any part thereof by land installment contract or contract for deed; and alienation of any interest in the Mortgaged Property by lease or rental agreement with option to purchase) the entire Secured Indebtedness, irrespective of the maturity dates expressed therein, shall, at the option of the Beneficiary and without delay or notice, immediately become due and payable. If the Beneficiary does not accelerate the obligation, the Beneficiary, as a condition precedent to their waiver of their right to accelerate the obligation, (a) may require the party to whom the Mortgaged Property or any part thereof is alienated to assume the Mutual Encumbrance and Secured Indebtedness; (b) may charge a transfer fee (which shall be in addition to title insurance, abstracting, credit reports, surveys, attorneys' fees and other charges pertaining to the transfer or sale); and/or (c) may increase the interest rate on the Secured Indebtedness to a rate in excess of the rate set forth in the Note secured by this Deed of Trust. If the Secured Indebtedness is accelerated by reason of sale, conveyance, alienation or disposal of the Property or any part thereof, the indebtedness as accelerated shall include as a part of the principal balance and interest accrued at the rate set forth in said Note, the equity participation amount, if any, as set forth in the said Note. In the event the Grantor shall further encumber the Mortgaged Property described in this Deed of Trust by creation of a lien or encumbrance junior to the lien of this Deed of Trust without the prior written consent of the Beneficiary hereunder, the entire Secured Indebtedness secured by this Deed of Trust, irrespective of the maturity dates expressed therein, shall at the option of the Beneficiary and without delay or notice become immediately due and payable. The consent of the Beneficiary to such further encumbrance shall not be unreasonably withheld. Nothing in this paragraph shall, however, limit the ability of the Beneficiary hereunder to withhold consent to alienation of the Mortgaged Property as set forth in the paragraph immediately above. 5 2066012 TD 03/29/2017 02:15:29 PM Page: 6 of 9 R 53.00 D 0.00 T 53.00 Gilbert Ortiz Clerk/Recorder, Pueblo County: Co 11111 lerA1,11J,l1fi'I19.1' 5. Time of the Essence. Time is of the essence of this Deed of Trust and in the event the Grantor or the Grantor's successors or assigns fail to pay Beneficiary any and all sums due according to the terms of the Note and this Deed of Trust and fail to observe and perform any of the covenants and agreements contained in said Note or this Deed of Trust, Beneficiary may, at its option, declare said Note and the remaining indebtedness owing thereunder due and payable, and any tax assessments, insurance premiums, or other advances made or paid by said Beneficiary and not repaid by the Grantor shall become an additional indebtedness hereunder and secured by this Deed of Trust. 6. Forebearance; Substitution of Collateral; Partial Releases. It is understood and agreed that the Beneficiary may, at any time, without notice to any person, grant to the Grantor any indulgences of forebearance, grant any extension of time for payment of any indebtedness secured hereby, or allow any change or changes, substitution or substitutions, of or for any of the Property described in this Deed of Trust or any other collateral which may be held by Beneficiary; provided, however, under no circumstances shall the Grantor take any action or grant any such substitution of collateral that impairs or otherwise adversely affects any outstanding bonds or other prior obligations of the Grantor other than the Property, it being the understanding of the Beneficiary and successor in interest to the Beneficiary, that the sole and only security for payment of the Note is the Property described in this Deed of Trust. Beneficiary's action in so doing shall in no way affect the liability of the Grantor, any endorsers of the indebtedness secured hereby, or any other person liable for the payment of said indebtedness, nor shall it in any way affect or impair the lien of this Deed of Trust upon the remainder of the Property and upon other collateral which is not changed or substituted. It is also understood and agreed that the Beneficiary and the Trustee may, at any time, without notice to any person, release any portion of the Property described in this Deed of Trust or any other collateral which may be held as security for the payment of the Secured Indebtedness either with or without consideration for such release or releases. Such releases shall not in any manner affect the liability of the Grantor, all endorsers and all other persons who are or shall be liable for the payment of said indebtedness, nor shall said releases in any manner affect, disturb or impair the validity and priority of this Deed of Trust, for the full amount of the indebtedness remaining unpaid together with all interest and advances which shall become payable, upon the remainder of the Property and other collateral which is unreleased. It is distinctly understood and agreed by the Grantor and the Beneficiary that any release or releases may be made by the Beneficiary and the Trustee without the consent or approval of any person or persons whomsoever. 7. Prosecution or Defense of Actions Affecting Obligation or Lien. If Grantor fails to perform the covenants and agreements contained in this Deed of Trust or if any action or proceeding is commenced which affects Beneficiary's interest in the Mortgaged Property or the validity of the Note secured hereby including, but not limited to, actions by parties claiming an interest senior and paramount to the lien of this Deed of Trust, or if it becomes necessary for Beneficiary to file an action to uphold or defend the lien of this Deed of Trust, then Beneficiary shall have the right to employ its own legal counsel to defend, pursue, compromise, negotiate, or prevent any such litigation and all sums expended by Beneficiary including reasonable attorneys' fees and other costs in connection with any such legal action shall become so much additional indebtedness secured by this Deed of Trust. The failure of the Grantor to pay to Beneficiary all 6 • 2066012 TD 03/29/2017 02:15:29 PM Page: 7 of 9 R 53.00 D 0.00 T 53.00 Gilbert Ortiz Clerk/Recorder, Pueblo County. Co 11111 EIFI O WPC L 'Miti9LI61,1ii ii L'i1 ',51 1 Mhiiii'rr such sums expended immediately upon demand shall entitle the Beneficiary, at its option, to declare the entire indebtedness to be at once due and payable. 8. Foreclosure and Attorneys' Fees. In the case of default in any of the payments of principal or interest, according to the tenor and effect of the Note secured hereby, or of a breach or violation of any of the covenants or agreements contained herein, or incorporated herein, then the whole of said principal sum secured hereby, all interest thereon, and the equity participation amount, if any, set forth in the Note secured hereby, may at once or at any time thereafter, at the option of the Beneficiary, become due and payable. If foreclosure is performed by the Public Trustee, attorneys' fees of a reasonable amount for services in the supervision of said foreclosure proceedings together with all other costs of said foreclosure proceedings and as provided herein shall be added by the Public Trustee to the indebtedness secured hereby to be satisfied from the proceeds of the sale of said Mortgaged Property. If foreclosure is made through the courts, reasonable attorneys' fees shall be taxed by the court as a part of the costs of such foreclosure proceedings and such fees and costs shall be treated as a part of the indebtedness secured hereby to be satisfied from the proceeds of the sale of said Mortgaged Property. 9. Severability; Governing Law; Forum. In the event that any provision or clause of this Deed of Trust conflicts with applicable law, such conflicts shall not affect or invalidate other provisions of this Deed of Trust which can be given effect without the conflicting provision. To this end, the provisions of this Deed of Trust are declared to be severable. The laws of the State of Colorado shall govern the interpretation, construction and enforcement of this Deed of Trust and the Note it secures. The District Court of Pueblo County, of the State of Colorado shall be the exclusive forum within which any and all issues of fact and law concerning the said Note and this Deed of Trust shall be resolved. Grantor and Beneficiary hereby agree to be subject to the personal jurisdiction of said Court. To the full extent permitted by applicable law, Grantor and Beneficiary hereby expressly waive their rights to a jury trial. 10. Successors Bound; Terms; Captions. The covenants herein contained shall bind, and the benefits and advantages hereof shall inure to the respective heirs, executors, administrators, successors and assigns of the parties hereto. Whenever used herein, the singular number shall include the plural and conversely, and the use of any gender shall be applicable to all genders. Whenever the term "Beneficiary" is used herein, it shall include the legal holder or holders of the Note or of the indebtedness secured hereby or, where applicable, the holder of a Certificate of Purchase. Assignment or negotiation of the Note secured hereby shall also be an assignment of the Beneficiary's interest under this Deed of Trust. In particular, without limitations, the word "Note" or the words "Promissory Note" shall be singular or plural as the case may be. The captions and headings of this Deed of Trust are for convenience only and are not to be used to interpret or define the terms of this document. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK. SIGNATURE PAGE FOLLOWS] 7 • , • 2066012 TD 03/29/2017 02:15:29 PM Page: 8 of 9 R 53.00 D 0.00 T 53.00 Gilbert Ortiz Clerk/Recorder, Pueblo County. Co VIII k��.rtLX1 N. �'IfrtiF�t Viiii,11rti16111110e;L iy, IN WITNESS WHEREOF,this Deed of Trust has been executed by the Grantor as of the day and year first above written. GRANTOR: PUEBLO URBAN RENEWAL AUTHORITY Atte Donald J. Bann r, Chair Jerry P h co, Secretary State of Colorado ) ) ss. County of Pueblo ) The foregoing instrument was acknowledged before me this 14th day of March 2017, by Donald J. Banner as Chair and Jerry Pacheco as Secretary of the Pueblo Urban Renewal Authority, a body corporate and politic of the State of Colorado. Witness my hand and official seal. 3 12,9 IM commission ex ires: [SEAL] .)-(21\ALObLLrJ rERRI RODRIGUES Notary Public NOTARY PUBLIC STATE OF COLORADO NOTARY ID 19934003776 mY .:OMMISSION EXPIRES MARCH 29,2017 8 • 2066012 TD 03/29/2017 02:15:29 PM Page: 9 of 9 R 53.00 D 0.00 T 53.00 Gilbert Ortiz Clerk/Recorder. Pueblo County. Co liiI 14.r1Kal i%IgI Pi EKI r5 EXHIBIT A LEGAL DESCRIPTION OF THE PUEBLO CONVENTION CENTER A Portion of Lots 1, 2 and all of Lot 3, Block 1, Pueblo Center Subdivision Filing No. 3, A/K/A Parcel B, Rearrangement of Property Boundary, Reception No. 1152144, containing approximately 4.29 acres, Formerly known as Assessor Parcel Nos. 05-361-67-001 through 003, now known as Assessor Schedule 536167006 9