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Home My WebLink About13971RESOLUTION NO. 13971 AN RESOLUTION APPROVING AMENDMENT NO. 2 TO THE COOPERATION AGREEMENT FOR THE PUEBLO PROFESSIONAL BULL RIDERS UNIVERSITY AND HERITAGE OF HEROES PROJECT AND AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO EXECUTE SAME BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PUEBLO, that: SECTION 1. Amendment No. 2 to the Cooperation Agreement for the Pueblo Professional Bull Riders University and Heritage of Heroes Project (“Amendment No. 2”), dated May 14, 2018, a copy of which is attached hereto, having been approved as to form by the City Attorney, is hereby approved. The President of City Council is authorized to execute and deliver Amendment No. 2 in the name of the City and the Acting City Clerk is directed to affix the seal of the City thereto and attest same. SECTION 2. The officers and staff of the City are authorized and directed to perform any and all acts consistent with this Resolution and the attached Amendment No. 2, which are necessary or appropriate to implement the transactions described therein. SECTION 3. This Resolution shall become effective immediately upon final passage. INTRODUCED May 14, 2018 BY: Dennis Flores MEMBER OF CITY COUNCIL APPROVED: PRESIDENT OF CITY COUNCIL ATTESTED BY: ACTING CITY CLERK City Clerk’s Office Item # Q-1 Background Paper for Proposed Resolution COUNCIL MEETING DATE: May 14, 2018 TO: Christopher A. Nicoll and Members of City Council VIA: Brenda Armijo, Acting City Clerk FROM: Sam Azad, City Manager SUBJECT: A RESOLUTION APPROVING AMENDMENT NO. 2 TO THE COOPERATION AGREEMENT FOR THE PUEBLO PROFESSIONAL BULL RIDERS UNIVERSITY AND HERITAGE OF HEROES PROJECT AND AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO EXECUTE SAME SUMMARY: Attached is a proposed Resolution approving Amendment No. 2 to the Cooperation Agreement concerning the Pueblo Professional Bull Riders University and Heritage of Heroes Project (“RTA Project”). PREVIOUS COUNCIL ACTION: On February 25, 2013, the City entered into an agreement entitled Cooperation Agreement for Pueblo Professional Bull Riders University and Heritage of Heroes Project (the “Agreement”) to comply to 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, C.R.S. 24-6-46-301, et seq. On February 27, 2017, the City entered into an Amendment No.1 to the Agreement to establish terms and conditions related to the financing between the City and the Pueblo Urban Renewal Authority (“PURA”) and the Historic Arkansas Riverwalk of Pueblo Authority (“HARP”) for the purpose of funding the design and construction of certain improvements in Phase I and Phase II of the Project. BACKGROUND: On August 22, 2016 the City entered into a grant Agreement and on April 23, 2018 the City entered into an Amendment No. to the Grant Agreement with the U.S. Department of Commerce, Economic Development Administration, relating to infrastructure for expansion of the Pueblo Convention Center Exhibition Hall (the “EDA Grant”). Certain proceeds from the $2.2 million loan from the City to PURA, authorized by Amendment No. 1, have been pledged as the local match for the EDA Grant. The purpose of Amendment No. 2 to the Agreement is to establish terms and conditions relating to the financing between the City, HARP and PURA of the design and engineering costs associated with the EDA funded portion of the RTA Project known as Gateway Plaza. FINANCIAL IMPLICATIONS: Design and engineering costs in the amount of $258,954.00 associated with the EDA grant- funded portion of Gateway Plaza shall initially be paid by the City and shall be reimbursed by PURA by utilizing the remaining funds from the $2.2 million loan for the RTA Project. BOARD/COMMISSION RECOMMENDATION: Not applicable to this Resolution. STAKEHOLDER PROCESS: City staff has collaborated with the staffs of PURA and HARP to negotiate Amendment No. 2 to the Agreement. ALTERNATIVES: If this Resolution is not approved, there will be ambiguity and uncertainty concerning the payment of design and engineering costs associated with the EDA Grant-funded portion of Gateway Plaza. RECOMMENDATION: Approve this Resolution. Attachments: Proposed Resolution; proposed Amendment No. 2 AMENDMENT NO. 2 TO COOPERATION AGREEMENT PUEBLO PROFESSIONAL BULL RIDERS UNIVERSITY AND HERITAGE OF HEROES PROJECT 1.0 PARTIES. This Amendment to Cooperation Agreement ("Amendment No. 2"), is made and entered into as of May 14, 2018, by and among the CITY OF PUEBLO, a Colorado municipal corporation and a home-rule municipality (the "City"); the PUEBLO URBAN RENEWAL AUTHORITY, a body corporate and politic of the State of Colorado (the "Authority" or "PURA")) 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. 2. 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 Amendment No. 1 to Cooperation Agreement. On February 27, 2017, the Parties are entered into an Amendment No. 1 to the Agreement (the "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. 2.3 Federal Economic Development Administration Grant. On August 22, 2016, City entered into a Grant Agreement and on April 23, 2018, City entered into an Amendment No. 1 to the Grant Agreement with the U.S. Department of Commerce, Economic Development Administration relating to infrastructure for expansion of the Pueblo Convention Center Exposition Hall Award No. 05-01-05793 (the "EDA Grant"). Certain proceeds from the $2.2 million loan from the City to the Authority,authorized by Amendment No. 1, have been pledged as the local match for the EDA Grant. 2.4 Amendment No. 2 to Cooperation Agreement. The purpose of this Amendment No. 2 (the "Amendment No. 2") to the Agreement is to establish terms and conditions relating to the financing between the City, HARP and the Authority of the design and engineering costs associated with the EDA funded portion of the RTA project known as the Gateway Plaza. 3.0 AGREEMENT. In consideration of the mutual covenants, agreements, and promises in this Amendment No. 2 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. 2. 1 4.0 DEFINITIONS. Unless otherwise stated herein, all capitalized terms in this Amendment No. 2 shall have the meaning set forth in the Agreement and Amendment No. 1. 5.0 REVISION OF PHASE I and PHASE II CONSTRUCTION FINANCING. The Parties agree that the following sections shall be added to Amendment No 1: 5.3.3 Design Costs for Gateway Plaza. Design and engineering costs for Gateway Plaza improvements as generally identified in the attached Site Plan (Exhibit A) from the project's Construction Documents (minor plan changes may be required to obtain EDA's approval), dated April 6, 2018 complying with the EDA Grant requirements, shall be paid as follows: (a) Design and engineering costs in the amount of$258,954.00 (per PURA and Matrix urban design and civil engineering Professional Services Agreements, both dated 10-9-17) and including any approved"Extra Work" orders associated with for the EDA Grant-funded portion of Gateway Plaza shall be initially paid by the City, as set forth in in subsection (b)below and shall be reimbursed by the Authority as set forth in subsection(c) below. (b) Design and engineering costs for Gateway Plaza initially paid by the City shall be paid from the 2018 General Fund—fund balance (City Council general fund designated reserves)and shall not be paid using EDA Grant funds (including the local match) in compliance with Section 6 of EDA Award No. 05-01-05793. (c)After the EDA-funded Project is completed, and after the EDA grant funds have been paid to the City, the Authority shall reimburse the City's General Fund for the design and engineering costs for the EDA Grant-funded portion of Gateway Plaza, in the amount of $258,954.00, by utilizing any remaining monies from the $2.2 million loan for the RTA Project, in accordance with the Authority's Promissory Note to the City. (d)After reimbursing the City's General Fund—fund balance(City Council general fund designated reserves) for the design and engineering costs for the EDA Grant-funded portion of the Gateway Plaza ($258,954.00), in accordance with subsection(c) above, the Authority shall be allowed to utilize any remaining monies from the $2.2 million loan for the RTA Project, in accordance with the Authority's Promissory Note to the City. 5.3.4 Allocation of Costs. (a) By the signing of this document,the Parties acknowledge that the staff of the City,the staff of the Authority and the staff of HARP have reviewed and approved the Site Plan (Exhibit A) and all associated contract documentation for improvements to be constructed pursuant to the EDA Grant. No changes shall be made without the approval by the staff of the City, the staff of the Authority and the staff of HARP. (b)The staff of the City, the staff of the Authority and the staff of HARP shall approve in writing the bid award to the contractor, all invoices as submitted by the contractor and all allocations of costs between the EDA Grant funds and the $2.2 million loan from the City to the Authority. Each invoice will indicate as to how much of the invoice will be 2 paid for out of the $2.2 million loan for the RTA Project. 6.0 EFFECT OF AMENDMENT. Except as modified by this Amendment No. 2, the provisions of the Agreement and Amendment No. 1 shall remain unchanged and in full force and effect and fully binding on the Parties,their successors and assigns, and the Agreement, Amendment No. 1 and this Amendment No. 2 shall be construed together as a single integrated document. 7.0 MINOR CHANGES. The Parties executing this Amendment No. 2 are authorized to make non-substantive corrections to this Agreement as the Parties mutually consider necessary. IN WITNESS WHEREOF, this Amendment No. 2 is executed by the Parties hereto in their respective names as of the date first above written. THE PUEBLO URBAN RENEWAL AUTHORITY Chair Secreta CITY OF ' . : 6, A MUNICIPAL CORP►• '�, ' p.. ATTEST: PreIrrit oft e City Council izic_h,-Ki City Clerk Approved as to form by: Vic• / , City Attorney THE HARP • UTHORITY ATTEST: are air Secretary 3 4,3 i. w > .pQ � 5,__':-'; $ 3 z ZJ W12 Z Wo rt NQ W/2 'QO zI--15 >i' �3m > / X b NN O — �i 3'.11N61 30N,6M3 V ® �• Inl-3' U s'IOJ–6Y /// �.® s 0 O Ei U O 1� _ - 4I _ w a c — CD' ® L',,,,..? ;.6 W 't. 3° '1S OINb'H03W N n isissV-,- — It' K vi //�� V. # ski u / /- ///� 0 �+N F g/ to A[ /^ j ,-',„-::,., , C„) 0 , 0,...2 )1 - 1 u: �'" � . s I,o 2 s11 „` /0' f�,. a 0 2 0 % y Coir. 4 e 4";r: ''' I r`f _I®.. 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