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HomeMy WebLinkAbout14149RESOLUTION NO. 14149 A RESOLUTION AWARDING AND APPROVING A LEASE AND MANAGEMENT AGREEMENT BETWEEN THE CITY OF PUEBLO, A MUNICIPAL CORPORATION, AND SOUTHERN COLORADO MOTOCROSS PROMOTIONS, LLC. FOR THE OPERATION, MANAGEMENT, AND PROMOTION OF THE HONOR FARM PARK & OPEN SPACE MOTOCROSS TRACK AREA AND AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO EXECUTE THE SAME BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1: The Lease and Management Agreement dated January 28, 2019 between the City of Pueblo, a Municipal Corporation and Southern Colorado Motocross Promotions, LLC, a copy of which is attached hereto, having been approved as to form by the City Attorney, is hereby approved. SECTION 2: The President of the City Council is authorized to execute the Lease and Management Agreement on behalf of the City of Pueblo, and the Acting City Clerk shall affix the Seal of the City thereto and attest same. SECTION 3: The officers and staff of the City are directed and authorized to perform any and all acts consistent with the intent of the Resolution and the attached agreement to effectuate the transaction described therein. SECTION 4. This Resolution shall become effective immediately upon passage and approval. INTRODUCED January 28, 2019 BY: Ed Brown MEMBER OF CITY COUNCIL APPROVED: PRESIDENT OF CITY COUNCIL ATTESTED BY: ACTING CITY CLERK City Clerk’s Office Item # M-4 BACKGROUND PAPER FOR PROPOSED RESOLUTION COUNCIL MEETING DATE: January 28, 2019 TO: President Dennis E. Flores and Members of City Council CC: Sam Azad, City Manager VIA: Brenda Armijo, Acting City Clerk FROM: Steven Meier, Parks and Recreation Director SUBJECT: A RESOLUTION AWARDING AND APPROVING A LEASE AND MANAGEMENT AGREEMENT BETWEEN THE CITY OF PUEBLO, A MUNICIPAL CORPORATION, AND SOUTHERN COLORADO MOTOCROSS PROMOTIONS, LLC. FOR THE OPERATION, MANAGEMENT, AND PROMOTION OF THE HONOR FARM PARK & OPEN SPACE MOTOCROSS TRACK AREA AND AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO EXECUTE THE SAME SUMMARY: This Resolution approves a Lease and Management Agreement between the City of Pueblo and Southern Colorado Motocross Promotions, LLC, for the operation, management, and promotion of events at the motocross track area located within the Honor Farm Park & Open Space with a term of three (3) years. PREVIOUS COUNCIL ACTION: There has been no previous Council Action. BACKGROUND: In 1974, the 4,100-acre area known as the Honor Farm property was leased to the City of Pueblo for 20 years. The lease was renewed in 1994 and continued until 2001. In 2001, the City purchased 2,373 acres of the northern portion of the property leased from the State of Colorado. In 2009, the City of Pueblo established the Honor Farm Enterprise responsible for the operation, management, and improvement of the 2,373-acre Honor Farm property. The Honor Farm Enterprise, by City Ordinance, is required to be operated and managed without subsidy from the City’s General Fund. The existing motocross racing facility contains approximately 29 acres that include a motocross track, pit parking, racing tower, and parking lot. Requests for Proposals to maintain and operate the motocross track area within the Honor Farm Park & Open Space was advertised in December of 2017. The Southern Colorado Motocross Promotions, LLC was considered qualified to fulfil the scope of this proposal. FINANCIAL IMPLICATIONS: In accordance with the specifications as described in the RFP and proposal, the Southern Colorado Motocross Promotions, LLC agrees to pay to the Honor Farm Enterprise the following: Base Rent All American Motorcyclist Association (AMA) Sanctioned events at $500.00 per event All events not sanctioned by the AMA at $250.00 per event In addition to the base rent, the Operator will also provide one dollar ($1) per each spectator in the general admission grandstand area or other attendees for all events directly hosted or administered by the Operator. Operator will be responsible for paying all utilities, including, but not limited to, electric, gas, sewage, water, trash, cable, and internet. It is expected that the City will be responsible for various expenses each year, depending upon required repairs to the motocross track facility and its infrastructure. The Operator may enter into sponsorship contracts for less than $20,000.00. Any sponsorship contract over $20,000.00 or involving the naming of the whole, or any portion of, the leased premises must be approved by the City. BOARD/COMMISSION RECOMMENDATION: The Honor Farm Enterprise Advisory Committee has recommended that this Agreement be approved as submitted. STAKEHOLDER PROCESS: Public discussions during regularly scheduled Honor Farm Enterprise Advisory Committee meetings led to the RFP process for this facility. ALTERNATIVES: If this Resolution is not approved, the motocross track facility will remain closed indefinitely and no improvements will be made. RECOMMENDATION: Approval of the Resolution. Attachments: Lease and Management Agreement A LEASE AND MANAGEMENT AGREEMENT BETWEEN THE CITY OF PUEBLO, A MUNICIPAL CORPORATION, AND SOUTHERN COLORADO MOTOCROSS PROMOTIONS, LLC FOR CERTAIN FACILITIES AT THE HONOR FARM PARK AND OPEN SPACE MOTOCROSS TRACK This Agreement ("Agreement") is made and entered into this twenty-eighth day of January 2019 ("Effective Date"),by and between the City of Pueblo acting by and through its Honor Farm Properties Enterprise(hereinafter referred to as "City"), and the Southern Colorado Motocross Promotions, LLC (hereinafter referred to as "Operator") (each individually a "Party" and together the "Parties"). RECITALS WHEREAS,the City owns certain real property known as the Honor Farm Park&Open Space Motocross Track Area, located at 3933 North Pueblo Boulevard, Pueblo, Colorado 81008 (the "Track"); and WHEREAS, Operator has experience managing and conducting motor sports events and desires to lease the Track and manage, use, and operate certain facilities at the Track for the purpose of conducting motor sports events; and WHEREAS, City is willing to enter into this Agreement to permit Operator to lease the Track and manage, use and operate certain facilities at the Track for the purpose of conducting motor sports events at the Honor Farm Park & Open Space Motocross Track Area in accordance with and subject to the terms and conditions of this Agreement; NOW, THEREFORE, in consideration of the mutual promises and agreements of the parties hereto, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows: TERMS AND CONDITIONS 1. DEFINITIONS. As used herein, the following words and phrases shall have the following meanings: (a) "Director" means the City's Director of Parks and Recreation, or any person that the Director of Parks and Recreation may authorize to act in his or her stead. (b) "Leased Premises" means and includes all of the facilities, tracks, buildings, and land included within that area of the Track outlined in red on the map and/or aerial photo attached to this Agreement as Exhibit A. No event shall be conducted outside the leased boundary on the Honor Farm property without the prior written approval of the City. (c) "Physical Facilities" shall mean the buildings, parking lots, tracks, plumbing system, heating system, and electrical system located on the Leased Premises. (d) "Profit" shall mean adjusted gross income reported on Operator's annual Federal Tax Return. (e) "Sponsorship Contract" means any contractual arrangement in which a third-party business pays for the right to have its product used or sold at the Leased Premises, or to place advertising signs, banners, and other materials at the Leased Premises. 2. EXHIBITS TO AGREEMENT. (a) The following exhibits are attached and incorporated hereto as part of this Agreement: Exhibit A: Area Map with marked perimeter designating the Leased Premises, Honor Farm Map, Motocross Track Facility Map Exhibit B: Request for Proposal for Project No. 18-004 Exhibit C: Certificates of Insurance Exhibit D: PERA Questionnaire Exhibit E: Conservation Easement (b) In the event of any conflict between the terms of this Agreement and any Exhibit made a part of this Agreement, these Terms and Conditions of the Agreement shall take precedence and control over all Exhibits. 3. GRANT OF EXCLUSIVE RIGHT TO OCCUPY AND OPERATE LEASED PREMISES. (a) City grants to Operator the exclusive right to occupy, use, manage, and operate the Leased Premises in order to conduct motor sports events, subject to: (1) The City's right to enter the Leased Premises with or without notice to Operator to inspect the premises,and to perform major repairs.City will use good faith efforts to notify Operator of its need to enter the Leased Premises. (2) The City's right to review and approve any and all Sponsorship Contracts as set forth in Section 9 of this Agreement; (3) The City's right to inspect the Operator's records, including but not limited to sales receipts,inventory lists,equipment logs,third party Release Agreements,purchase orders,payroll, financial records, tax returns and bank statements, or any subcontractor contracted by Operator to work, manage, or operate all or a portion of the Leased Premises. Any subcontractor agreement must include a provision reserving this right to the City; (4) Operator holding, operating and/or managing a guaranteed minimum number of one (1) racing event (motorcycle or auto) on the Leased Premises, and Operator notifying City at least fourteen (14) days prior to any event. 4. TERM. (a) The initial Term of this Agreement shall commence on January 1, 2019 and end on December 31, 2022 ("Term") unless sooner terminated pursuant to the terms of this Agreement. (b) This Agreement may be extended for additional two-year terms, following the Term or any subsequent renewal term, upon the mutual agreement of the parties in writing within one hundred and twenty (120) days prior to the expiration of the then current term. Any extension beyond the term of this Agreement is contingent upon the parties negotiating in good faith any changes to the terms of this Agreement. No extension shall be effective until it is reduced to writing and signed by both parties. The parties may renegotiate the rental rates at the time of renewal. 5. RENT. (a) Base Rent.Operator shall pay to the City without notice,offset,or deduction a rent for the Leased Premises as follows, except as provided in paragraph 13(b) herein: (1) Per-Use Rental Rates: A. American Motorcyclist Association ("AMA") Sanctioned Events: $500.00 per Event B. Events not sanctioned by the AMA: $250.00 per Event (2) Rent shall be made payable to Honor Farm Enterprise and delivered to the Director at the place designated in this Agreement for Notice to the City. Rent shall be paid into the Honor Farm Properties Enterprise. Rent shall be due without notice, offset or deduction at least fourteen(14)days prior to Operator's use of the Leased Premises for any event. (b) Additional Rent. In addition to the Base Rent, Operator will remit to the City one dollar ($1.00) per spectator in the general admission grandstands or other attendee, for all events directly hosted or administered by Operator. Pit area and rider entries shall be excluded from this Additional Rent. (c) Additional Rent, if any, shall be due and payable within sixty (60) days following the conclusion of an event. Any and all Additional Rent shall be made payable to the Honor Farm Enterprise and delivered to the Director at the place designated in this Agreement for Notice to the City.The City shall use seventy-five percent (75%) of all Additional Rent paid by Operator to maintain, repair, and/or upgrade the Leased Premises. The City shall consider recommendations from Operator with regards to the maintenance, repairs, and/or upgrades desired on the Leased Premises or access thereto; however, the City shall have sole and absolute discretion in all final decisions regarding the expenditure of the Additional Rent. Unexpended Additional Rent shall be carried over from one year to the next on an ongoing basis and shall not be refundable to Operator. (d) Late Fees. Operator shall pay to City a late fee in the amount of five percent(5%) of the applicable Base Rent, for any Base Rent payment thirty (30)or more days overdue. Operator shall pay to City a late fee in the amount of five percent (5%) of the Additional Rent, for any rent payment thirty (30) or more days overdue. 6. UTILITIES. Operator shall pay, before delinquent, all charges for utilities, including but not limited to gas, sewage, phone, trash, cable, and internet. Water and electric utilities shall be provided by City to Operator immediately prior to, during, and immediately following an event at no additional charge. 7. SECURITY DEPOSIT. (a) Operator shall pay to City and City shall retain a deposit in the sum of Five Hundred Dollars ($500.00) to ensure performance of Operator's obligations under this Agreement. Operator shall pay one half of the Security Deposit($250.00)upon execution of this Agreement.Operator shall pay the balance of the Security Deposit($250.00) no later than seven (7) business days after Operator holds its first revenue generating event. In the event that Operator fails, neglects or refuses to pay any rent, fee, or other sum due under this Agreement, or fails to perform any obligation under this Agreement, then City may, in its sole and absolute discretion, draw from this security deposit to remedy Operator's default.Nothing contained in this Agreement shall require City to remedy Operator's default in this manner, and City may instead, in its sole and absolute discretion, refuse to remedy Operator's default by drawing on the security deposit, and instead pursue other remedies for default provided in this Agreement or by law. (b) In the event that City draws from this security deposit to remedy Operator's default, City shall notify Operator in writing and require Operator to replenish the deposit to its original level. Failure of Operator to comply with this section shall constitute a material breach of this Agreement. (c) Within sixty (60) days after the Term of this Agreement, or any extension thereof, expires or terminates, City shall refund to Operator the security deposit, less any portion of the security deposit that City has applied to remedy any of Operator's defaults under this Agreement, including but not limited to unpaid rent, other sums due under this Agreement, and any damages or cleaning that may be required, whether discovered during the term of this Agreement or afterward. 8. CITY TO PROVIDE CERTAIN CAPITAL IMPROVEMENTS AND EQUIPMENT. No capital improvements or equipment will be provided to Operator per the term of this Agreement. 9. SPONSORSHIP CONTRACTS AND WEBSITE. (a) Sponsorship Contracts. Operator may enter into sponsorship contracts for less than Twenty Thousand Dollars ($20,000.00) without the prior written consent of the City; however, the City reserves the right to require Operator to discontinue any sponsorship contracts and/or advertising that the City believes, in its sole and absolute discretion, is not within the City's best interests. Any sponsorship contract over Twenty Thousand Dollars ($20,000.00) or involving the naming of the whole, or any portion of the Leased Premised must be approved by the City in writing, which approval may be withheld at the sole and absolute discretion of the City.Operator may not enter into sponsorship contracts where the sponsorship or advertising is related to marijuana, or any activity prohibited by Colorado or municipal law. (b) Website. Operator must work with the City and provide necessary information to the City in order to update the Honor Farm & Open Space website at all times during the Term of this Agreement and any extension thereof.Operator must insure a proper link from the Honor Farm&Open Space website to the City of Pueblo website at all times during the Term of this Agreement. The City has the right to require Operator to discontinue any advertising on the Honor Farm & Open Space website that the City believes, in its sole and absolute discretion, is not within the City's best interests. 10. MAINTENANCE OF LEASED PREMISES AND EQUIPMENT. (a) Operator shall operate, staff, manage, clean, repair, keep clean and sanitary, and maintain the Leased Premises and equipment. Operator shall perform these duties with reasonable care according to the highest standards in the industry. (b) Operator shall use and maintain the Leased Premises in a clean, safe, and orderly manner, in compliance with all federal, state, and municipal laws and regulations and all rules and polices promulgated by the Director. Operator shall not allow any drifting events or military training on the race tracks within the Leased Premises. Operator shall obtain prior written permission from Director prior to hosting any special or non-standard event. (c) Operator shall develop and follow a maintenance schedule to control the growth of natural vegetation on the Leased Premises. This program shall include a regular schedule for weeds and other vegetation to be sprayed and mowed, or otherwise eliminated. Operator shall ensure that all natural vegetation in the vicinity of the racetrack and spectator areas shall not exceed five inches (5") in height, or otherwise as approved by Director. City will provide support to Operator as available to assist in the control of natural vegetation on the Leased Premises, which may include supplying information, guidance, or chemicals. (d) Operator shall not set any portion of the Park on fire, nor use any incendiary or explosive devices without the prior written approval of the Fire Department and Director and after obtaining all required permits from the City. (e) Operator shall repair and restore the Leased Premises and all its tracks and facilities to pre-event condition within a reasonable time after each Operator event. Operator shall report to the Director any major damage to the Leased Premises within one (1) business day after the damage occurs. (1) Operator shall provide dust control during its use of off-road areas when necessary, to the extent and degree determined by City in its sole and absolute discretion, which shall include the use of equipment to spray the tracks when using off-road areas. (g) Operator shall immediately clean up oil spills or any other fluid spills on the Leased Premises, including but not limited to the tracks, pits and staging areas. Operator will comply with all federal, state, and local laws, rules and regulations pertaining to the clean-up and disposal of oil, chemicals, and other waste. (h) The City may inspect the Leased Premises at any time to determine if any additional cleaning is necessary, including but not limited to fluid spills, major debris, screws, and glass. If so directed by the City after inspection of the Leased Premises, Operator shall perform all necessary additional clean-up at its sole expense. (I) Operator shall be responsible, at its sole expense, for all routine maintenance of the Physical Facilities. (j) City may, but is not required to, make major repairs to or to replace the Physical Facilities. If the City decides to make major repairs to or to replace Physical Facilities, Operator shall pay the first one thousand five hundred dollars($1,500.00) of each repair or replacement. Thereafter, the City shall pay any and all remaining amounts necessary to repair or replace the Physical Facilities, so long as the repair or replacement is not necessitated by the negligence of Operator, its employees, agents, subcontractors, guests and/or invitees; except that the City may, within its sole and absolute discretion, choose not to repair if it determines the repairs are not necessary to the operation of the Leased Premises. Should the repair or replacement be necessitated by the negligence of Operator, its employees,agents,subcontractors,guests or invitees,Operator shall bear sole and exclusive liability for the repair or replacement. All invoices provided to Operator for maintenance, repair, and/or replacement of Physical Facilities, shall be paid within forty-five (45) days of the invoice. 11. CONSERVATION EASEMENT; KEYS; AND PYROTECHNICS. (a) Conservation Easement. Operator understands and agrees that this Agreement and Operator's use of the Leased Premises is subject to the conditions and limitations of the Conservation Easement recorded July 2, 2001 as Reception No. 1390542 in the records of the Pueblo County Clerk and Recorder("Easement") (attached herein as Exhibit E). Operator acknowledges receipt of a copy of the Easement. City makes no representation or warranty that Operator's intended use of the Park or the provisions of this Agreement are approved uses or allowed under the Easement. Prior to any new construction, Operator shall prepare a notice containing the details of such construction, which the City shall then send to the State of Colorado. Operator shall defend and indemnify City against any claim that the Conservation Easement was violated through an action or inaction of Operator. (b) Special Events.Operator shall notify the Director in writing of its intent to host special events upon the Leased Premises at least forty-five (45) days prior to the event date. Director shall evaluate each request and shall notify Operator of his approval or disapproval in writing at least thirty (30) days prior to the event date. For the purposes of this Agreement, "special events" shall be those that require the relocation, modification, or removal of a structure or improvement on the Leased Premises, or a physical modification to a feature or surface configuration of any land area within the Leased Premises, including but not limited to digging mud pits, holes, or other cavities. (c) Police Department Use. Operator shall negotiate in good faith with the Pueblo Police Department to allow the Police Department use of the Leased Premises for training purposes. Operator shall be responsible for any damage that occurs during Pueblo Police Department or other law enforcement use of the Leased Premises, unless otherwise provided by written agreement. (d) Keys. Operator must provide access to the Leased Premises upon request by City, including but not limited to any buildings, facilities, and tracks. In the event that Operator changes any locks to any buildings, gates, or facilities, Operator must within twenty-four (24) hours provide a copy of all new keys to the Director. Every key should be marked or otherwise identify the purpose and/or location within the Leased Premises to which each key pertains. (e) No Pyrotechnic Devices. Operator shall under no circumstance use pyrotechnic devices, explosives, fireworks, or incendiary devices of any kind anywhere in the Park without prior written approval from the Fire Department and the Director, and after obtaining all required permits. 12. INSURANCE,INDEMNITY,AND RELEASES. (a) Insurance and Proof of Insurance. Operator shall, at least ten (10) days prior to any event or use of the Leased Premises, obtain the following insurance coverages and provide to the City the following Certificates of Insurance showing that Operator has obtained the following insurance coverages. Operator shall maintain all such insurance coverages at all times during all AMA sanctioned or non-sanctioned events, and at any other time Operator, its employees, representatives, contractors, volunteers, invitees, or other known person is to be on the Leased Premises: (1) Workers' Compensation Insurance, including Occupational Disease Provisions fully complying with the provisions of the Workers' Compensation Act, as amended, of the State of Colorado. Such insurance shall be obtained notwithstanding that Operator may have no employees as defined under said Act or that Operator might otherwise avail itself of an exemption under the Act from any legal requirement to obtain such coverage. Such insurance shall cover all employees of Operator performing work on the project irrespective of whether such employees may be shareholders, managers, partners or owners of Operator or exempt employees under the Act. If any class of employees engaged in hazardous work under this Agreement at the Leased Premises is not protected by the Workers' Compensation statute, the Operator shall provide, and similarly shall cause each subcontractor to provide, special insurance for the protection of such employees not otherwise protected. The Workers' Compensation Insurance policy shall contain an endorsement waiving subrogation against the City. (2) Commercial General Liability Insurance issued to and covering the liability of Operator with respect to all work and events performed by Operator and its subcontractors under this Agreement, to be written on a Commercial General Liability policy form. This insurance shall be written in amounts not less than $1,000,000.00 for each occurrence or person and $3,000,000.00 aggregate. This policy of insurance shall be endorsed naming the City of Pueblo, its Enterprises, controlled Nonprofit Corporations, their officers, agents, and employees as additional insured. The policy shall also provide coverage for contractual liability assumed by Operator under the provisions of this Agreement, and "Completed Operations and Projects Liability" coverage. The Commercial General Liability Insurance policies shall contain a waiver of subrogation. (3) Comprehensive Automobile Liability Insurance written with limits of liability for injury to one person in any single occurrence of not less than$350,000.00 and for any injury to two or more persons in any single occurrence of not less than $1,000,000.00.This policy of insurance shall be endorsed naming the City of Pueblo, its Enterprises, controlled Nonprofit Corporations, their officers, agents, and employees as additional insured. This insurance shall include uninsured/underinsured motorist coverage and shall protect Operator from any and all claims arising from the use both on and off the Basic Services site of motor vehicles, including any automobiles,trucks,tractors,backhoes and similar equipment whether owned, leased, hired or used by Operator. The Comprehensive Automobile Liability Insurance policies shall contain a waiver of subrogation. (a) Notices to City in Policies. Every insurance policy and certificate of insurance specified in subsection (a) of this Section shall contain a provision and/or special endorsement requiring that the Insurer notify the City in writing, in the manner provided in this Agreement,ten(10) days prior to any formal action being taken in the event that any such policy or coverage is revoked, terminated, rescinded, or lapsed. (b) Releases and Claims Waiver. Operator forever releases and waives any and all claims, known and unknown, presently existing or arising in the future, and any suit or action in law or equity against the City, its Enterprises, controlled Nonprofit Corporations, their officers, agents, independent contractors,and employees("Released Parties") in any court or tribunal,based on tort, statute, violation of civil rights, or any other legal theory, for any physical injury, psychological injury, death, or property damage or loss that Operator, its officers, agents, independent contractors, or employees may suffer, related to or caused by the Released Parties, or any vehicle, object, thing, or activity in any building or facility owned, leased, operated or controlled by the Released Parties. (c) Operator Covenants Not to Sue.Operator shall not file, pursue or prosecute any suit, action or proceeding, in law or in equity, in any court or tribunal, against the Released Parties, based on tort,statute, violation of civil rights,or any other legal theory, for any physical injury, psychological injury, death,or property damage or loss that Operator, its officers,agents, independent contractors, or employees may suffer related to or caused by the Released Parties, or any vehicle, object, thing, or activity in any building or facility owned, leased, operated or controlled by the Released Parties. (d) Operator Indemnifies.Operator shall indemnify, defend and hold harmless the Released Parties against any liability for any damages, attorney's fees, and restitution that may be imposed by any court or tribunal in any suit,action or proceeding in law or equity filed by any person or entity based on tort,statute,violation of civil rights,or any other legal theory,for any physical injury,psychological injury, death, property damage or loss, breach of contract, or other loss that any such third person may suffer as a result of any cause, including related to or caused by the Released Parties, or any vehicle, object, thing, or activity in any building or facility owned, leased, operated or controlled by the Released Parties. (e) Operator Must Obtain Releases from Third Parties. Prior to entering the park on any event day, all Operator employees and agents, and event participants MUST sign a Release and Waiver of Liability, Assumption of Risk and Indemnity Agreement ("Release Agreement"), the language of which must be approved by the Director, in the presence of Operator personnel and all executed Release Agreements shall be maintained and kept on file by Operator for at least three (3) years from the execution date of the Release Agreements. Originals or copies of the Release agreements shall be delivered to the City upon its request. Operator's obligation to maintain these records and provide them to the City upon request shall survive termination or expiration of this Agreement. Operator shall bear sole responsibility for full compliance with this Section. Entry into the park by any Operator employee or agents, or event participants during an event prior to the execution of a Release Agreement by such individual, shall constitute a material breach of this Agreement by Operator. 13. IMPROVEMENTS. (a) Operator Fuel Storage Facility. If Operator decides to utilize fuel storage at this facility it shall utilize and maintain the system in compliance with all federal, state and municipal ordinances and laws, specifically including all City fire ordinances and regulations. Any other fuel vendor hired by Operator shall also meet with the City Fire Department prior to selling fuel to ensure they are in compliance with all federal,state and municipal ordinances and laws. Operator shall obtain Director's approval prior to installation of any fuel storage on the Leased Premises. (b) Costs of Improvements; Approval Required. All costs associated with the development, installation, construction, and maintenance of any improvements shall be the sole responsibility of the Operator, unless City and Operator mutually agree to an offset or reduction in rent as provided herein. Operator shall submit to City a written proposal for all proposed improvements that includes the estimated value of the improvements and anticipated cost of development, installation, construction, and maintenance. Operator must obtain the prior written approval of the Director and City Manager/Mayor for any proposed improvements and a certificate from the Pueblo Regional Building Department approving any proposed improvements. All improvements must be approved in writing by the City prior to installation or construction. Any proposed changes must meet all building permit regulations and be constructed, installed, maintained, and operated in compliance with all local, state, and federal laws and regulations. Operator shall maintain the improvements in good and safe condition, appearance, and state of repair regardless of the cause or need for maintenance and repair. City and Operator may negotiate to offset or reduce the rental rates provided in paragraph 5(a)(1) by the cost of site improvements installed or constructed by Operator. All offsets or reductions in rent shall be mutually agreed upon by Operator, Director, and City Manager and be reduced to a writing signed by both Parties prior to any work being performed.To receive a reduction or offset, Operator must submit a copy of a final invoice and proof of payment to Director in order to receive credit for any reduction in rent. If an improvement is not performed or completed, or Operator's payment for the same is not completed, rejected,or dishonored for any reason, rent shall be paid according to the provisions of Section 5. (c) Improvements Become City Property Upon Termination of Agreement. All improvements shall become the property of the City, at the option of the City, upon termination or expiration of this Agreement. 14. MAINTENANCE OF ACCOUNTS AND RECORDS. Operator shall keep and maintain accurate and complete accounts and records of all activities and transactions conducted by Operator on, from, or with regards to the Leased Premises, including without limitation sales receipts, inventory lists,equipment logs,third party Release Agreements, purchase orders, payroll, financial records, tax returns and bank statements, or any subcontractor contracted by Operator to work, manage, or operate all or a portion of the Leased Premises, in accordance with generally accepted accounting principles, which accounts and records shall be available for inspection, copy and audit by City during normal business hours. Operator shall retain all such accounts and records during the term of this agreement and for a minimum period of three (3) years after termination of this Agreement. 15. INTELLECTUAL PROPERTY. This Agreement is solely for access to and use of the Leased Premises. Operator shall not photograph, film, or broadcast any event or any part thereof without first obtaining the prior written consent of the City. In addition, no footage or images obtained from City access granted herein may be reproduced, sold, broadcast, commercially exploited, or distributed without a separate written license agreement from the City authorizing such use. 16. NO REPRESENTATION OR WARRANTY OF CONDITION OR FITNESS.THE LEASED PREMISES IS PROVIDED ON AN "AS IS" "WITH ALL ITS FAULTS" BASIS, AND CITY MAKES NO REPRESENTATION OR WARRANTY AS TO THE CONDITION OR FITNESS OF THE LEASED PREMISES FOR OPERATOR'S EVENTS OR FOR ANY PARTICULAR USE OR PURPOSE. Accordingly,Operator is hereby advised that Operator shall be solely responsible for personally inspecting the Leased Premises before execution of this Agreement and commencement of any event. Operator's execution of this Agreement or commencement of any event shall constitute an express acknowledgement by Operator that the Leased Premises is safe and adequate for Operator's permitted use. Operator shall have exclusive control of the Leased Premises during the pendency of this Agreement, subject to the City's right of access,and shall be responsible for all equipment and adequate safeguards for the protection of Operator, its employees, agents, independent contractors, subcontractors, and representatives, and persons engaged in any activity on the Leased Premises. Notwithstanding any provision in this Agreement to the contrary or which may be construed to the contrary, City assumes no obligation or responsibility to keep or maintain the Leased Premises or any track or facility thereon in good and safe condition, appearance, or state of repair, regardless of cause of need for maintenance and repair. 17. MINORS.No individual under the age of eighteen(18)years shall be allowed in any restricted area of the Leased Premises (which shall include the track surface, starting line area, garage areas, staging lanes, run-off areas, trackside communications stations, and any other location as defined in generally accepted policies of liability coverage for motorsports entities), without a (1) Release and Waiver of Liability, Assumption of Risk and Indemnity Agreement ("Release Agreement"), and(2) a Parental Consent to the Release and Waiver of Liability, Assumption of Risk and Indemnity Agreement ("Parental Consent Agreement") executed by each minor and the minor's parent or legal guardian. The language of the Release Agreement and Parental Consent Agreement must be approved by the Director. These documents must be signed in the presence of Operator personnel and are required before said minor's entrance into the restricted areas of the Leased Premises. All executed documents shall be delivered maintained and kept on file by Operator for three (3) years from the execution date of the Release Agreements and Parental Consent Agreements. Originals and/or copies of the Release Agreements and Parental Consent Agreements shall be delivered to the City upon request.Operator's obligation to maintain these records and provide them to the City upon request shall survive termination or expiration of this Agreement. Operator shall bear sole responsibility for full compliance with this Section. Entry by any individual to a restricted area prior to the execution of the Agreements listed above in this Section by the proper party shall constitute a material breach of this Agreement by Operator. 18. TERMINATION AND DEFAULT. (a) Default and Correction. If either party is in default hereunder, the non-defaulting party may give written notice describing the default to the defaulting party. If the defaulting party does not correct such default within twenty(20)days after receipt of said notice, or if the default cannot be corrected within said twenty (20) day period and the defaulting party fails to commence action to correct the default within said twenty(20)day period and thereafter diligently pursue corrective action, the non-defaulting party may upon an additional five (5) days' notice given to the defaulting party terminate this Agreement. (b) Termination for Breach.Notwithstanding the foregoing, if Operator commits a breach of any term of this contract, City may terminate this Agreement upon fourteen (14) days' prior written notice to Operator specifying the breach and the date of termination. Except for accrued rights and liabilities and those covenants which survive termination hereunder,upon such termination each party shall be released from all future duties and obligations hereunder. (c) Termination Without Cause. Notwithstanding the foregoing, either party may terminate this agreement without cause by providing sixty (60) days written notice to the other party. No premature termination of this Agreement shall affect any right of either party accruing prior to such termination,whether such right is conferred by the terms of this Agreement or arises under general principles of law. 19. NOTICE.Any notice required or permitted to be given hereunder shall be in writing and delivered personally or by certified mail, postage prepaid, as follows: (a) If to City: Director of Parks and Recreation, City of Pueblo, 800 Goodnight Ave., Pueblo, Colorado 81005;and City Manager,City of Pueblo,#1 City Hall Place,2nd Floor, Pueblo,Colorado, 81003. (b) If to Operator: Southern Colorado Motocross Promotions, LLC, 9 Baybridge Ct, Pueblo, Colorado 81001. 20. STATE-IMPOSED MANDATES PROHIBITING ILLEGAL ALIENS FROM PERFORMING WORK. (a) At or prior to the time for execution of this Agreement, Operator shall submit to the Purchasing Agent of City its certification that it does not knowingly employ or contract with an illegal alien who will perform work under this Agreement and that Operator will participate in either the "E-Verify Program" created in Public Law 208, 104th Congress, as amended and expanded in Public Law 156, 108th Congress, as amended, that is administered by the United States Department of Homeland Security or the "Department Program" established pursuant to §8-17.5-102(5)(c) C.R.S. that is administered by the Colorado Department of Labor and Employment in order to confirm the employment eligibility of all employees who are newly hired for employment to perform work under this Agreement. (b) Operator shall not: (1) Knowingly employ or contract with an illegal alien to perform work under this Agreement; (2) Enter into an Agreement with a subcontractor that fails to certify to Operator that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. (c) The following state-imposed requirements apply to this Agreement: (1) Operator shall confirm the employment eligibility of all employees who are newly hired for employment to perform work under this Agreement through participation in either the E-Verify Program or Department Program. (2) Operator is prohibited from using either the E-Verify Program or Department Program procedures to undertake pre-employment screening of job applicants while this Agreement is being performed. (3) If Operator obtains actual knowledge that a sub-contractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Operator shall: A. Notify the subcontractor and the City's Purchasing Agent within three (3) days that Operator has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and B. Terminate the subcontract with the subcontractor if within three (3) days of receiving the notice required pursuant to subparagraph (c)(3)A above the subcontractor does not stop employing or contracting with the illegal alien; except that Operator shall not terminate the Agreement with the subcontractor if,during such three(3)days,the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. (4) Operator is required to comply with any reasonable request by the Colorado Department of Labor and Employment("CDLE") made in the course of an investigation that CDLE is undertaking pursuant to its authority under §8-17.5-102(5),C.R.S. (d) Violation of this Section by Operator shall constitute a breach of Agreement and grounds for termination. In the event of such termination,Operator shall be liable for City's actual and consequential damages. (e) As used in this Section, the term "subcontractor" shall mean any subcontractor of Operator rendering services within the scope of this Agreement. 21. MISCELLANEOUS. (a) Additional Documents.The parties agree to execute any additional documents or take any additional action that may be necessary to carry out this Agreement. (b) Force majeure. Any delays in or failure of performance by any party of its obligations under this Agreement shall be excused if such delays or failure are a result of acts of God, fires not caused by a breach of this Agreement, floods, storms, lightning strikes, labor strikes, labor disputes, accidents, regulations or orders of civil or military authorities, shortages of labor or materials,or other causes, similar or dissimilar, which are beyond the control of such party. (c) Binding Effect. This Agreement shall inure to the benefit of, and be binding upon, the parties, their respective legal representatives, successors, and assigns; provided, however,that nothing in this paragraph shall be construed to permit the assignment of this Agreement except as otherwise expressly authorized herein. (d) Section Captions. The captions of the paragraphs are set forth only for the convenience and reference of the parties and are not intended in any way to define, limit or describe the scope or intent of this Agreement. (e) Integrations, Severability, Amendment, and Counterparts. This Agreement represents the entire agreement between the parties and supersedes all prior discussions and written agreements or understandings. This Agreement may be amended only by an instrument in writing signed by the parties. If any provision of this Agreement is held invalid or unenforceable, no other provision shall be affected by such holding, and all of the remaining provisions of this Agreement shall continue in full force and effect. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, and all of which together constitute one and the same agreement. (f) No Third-Party Beneficiaries; No Waiver of Immunities. Nothing in this Agreement is intended, nor should it be construed, to create any rights, claims, or benefits or assume any liability for or on behalf of any third-party, or to waive any immunities or limitations conferred under federal or state law, including but not limited to the Colorado Governmental Immunity Act, § 24-10-101 et seq.,C.R.S. (g) Waiver of Breach.A waiver by any party to this Agreement of the breach of any term or provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach by either party. Any waiver must be provided for in a signed writing. (h) Authority of Signers. Each person signing this Agreement on behalf of a party represents and warrants that he or she has the requisite power and authority to enter into, execute, and deliver this Agreement on behalf of such party and that this Agreement is a valid and legally binding obligation of such party enforceable against it in accordance with its terms. (i) Attorney's Fees and Costs of Collections. In the event that it becomes necessary for the City to bring any action or proceeding to collect unpaid utilities, rent, damages,janitorial fees, costs, or other sums due under this Agreement, to enforce any provision of this Agreement, to recover damages for Operator's breach of this Agreement, or to seek specific performance of this Agreement, the City shall be entitled to collect its reasonable attorney fees, costs of suit, and costs of collection as part of the judgment in such action or proceeding. (j) No Multi-Year Fiscal Obligation on City. This Agreement is expressly made subject to the limitations of the Colorado Constitution. Nothing herein shall constitute, nor deemed to constitute, the creation of a debt or multi-year fiscal obligation or an obligation of future appropriations by the City Council of Pueblo, contrary to Article X, § 20 Colorado Constitution or any other constitutional, statutory or charter debt limitation. Notwithstanding any other provision of this Agreement, with respect to any financial obligation of the City which may arise under this Agreement in any fiscal year, in the event the budget or other means of appropriations for any such year fails to provide funds in sufficient amounts to discharge such obligation, such failure shall not constitute a default or breach of this Agreement, including any sub-agreement, attachment, schedule, or exhibit thereto, by the City. (k) PERA Liability. Operator shall reimburse the City for the full amount of any employer contribution required to be paid by the City of Pueblo to the Public Employees' Retirement Association ("PERA") for salary or other compensation paid to a PERA retiree performing contracted services for the City under this Agreement. The Operator shall fill out the questionnaire attached as Exhibit D and submit the completed form to City as part of the signed Agreement. (I) Certain Provisions Survive Expiration and Termination. The provisions of this Agreement pertaining to insurance, releases, indemnification, payments to the City, and liability shall survive the expiration of the term of this Agreement and termination of this Agreement and continue in effect for a period of five (5) years following the termination of this Agreement and for such further time as it may take to completely and finally negotiate, settle, or litigate any claim or suit concerning the same. (m) Governing Law and Venue. This Agreement shall be governed by the laws of the State of Colorado. Venue for any action arising under this Agreement or for the enforcement of this Agreement shall be in a state court with jurisdiction located in Pueblo County,Colorado. (n) Assignment and Subcontracting. This Agreement shall not be reassigned by Operator without the prior written consent of the City, which consent may be granted, denied, or conditioned in City's sole and absolute discretion. Responsibilities of Operator under this Agreement may not be subcontracted by Operator without the prior written consent of the City, which consent may be granted, denied, or conditioned in City's sole and absolute discretion. Operator must have a written agreement with any subcontractor performing work. Operator shall indemnify, defend and hold harmless the Released Parties against any liability for any damages, attorney's fees,and restitution that may be imposed by any court or tribunal in any suit, action or proceeding in law or equity filed by any subcontractor based on tort, statute, violation of civil rights, or any other legal theory, for any physical injury, psychological injury, death, property damage or loss, breach of contract, or other loss that any such third person may suffer as a result of any cause, including related to or caused by the Released Parties, or any vehicle, object, thing, or activity in any building or facility owned, leased, operated or controlled by the Released Parties. (o) Equal Opportunity. The Operator shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, ancestry, disability, age or national origin. The Operator will take affirmative action in all areas of employment to ensure that applicants for employment are employed, and that employees are treated during employment, without regard to race, color, religion, sex, sexual orientation, ancestry, disability, age or national origin. Areas of employment shall mean and include, but shall not be limited to, the following: initial employment, upgrading, demotion, transfer, recruitment, recruitment advertising, layoffs, terminations, rates of pay, terms of compensation and selection for training, including apprenticeship. The Operator will post in conspicuous places, available to employees and applicants for employment, notices to be provided by the City setting forth the provisions of this nondiscrimination and equal employment opportunity paragraph. (1) The Operator will, in all solicitations or advertisements for employees placed by or on behalf of the Operator, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, ancestry, disability, age or national origin. (2) In the event of Operator's noncompliance with the nondiscrimination and equal employment requirements, the contract may be immediately cancelled, terminated or suspended in whole or in part and the Operator may be declared ineligible for further contracts with the City. (3) The Operator will include these Equal Opportunity provisions in every subcontract in excess of ten thousand dollars ($10,000.00) entered into by the Operator to provide and furnish work, services, supplies or materials under a contract. (4) Federal requirements govern. Whenever the provisions and requirements of this section conflict in any way or to any degree with the nondiscrimination and equal employment opportunity requirements of the United States, such requirements of the United States shall govern and control. IN WITNESS WHEREOF,the parties hereto have executed and delivered on this Effective Date. SOUTHERN COLORADO CITY OF PUEBLO, MOTOCROSS PROMOTIONS, LLC A MUNICIPAL CORPORATION / /in By: By: Sout -rn Co orado Motocross Promotions, LLC President of ty Council Jeffery S. Greenwood, President and CEO Dennis E. Flores ATTEST: A-1,41/1Af Acting City Clerk APPROVED AS TO FORM: City Attorney EXHIBIT A AREA MAP WITH MARKED PERIMETER DESIGNATING THE LEASED PREMISES, HONOR FARM MAP, MOTOCROSS AREA MAP ....., ,,,. tor .V,tilit,+7*-57, +.‘ -..,,m4,,,-,,,1,7;,,,,,,4•VoRtf:,49104.,,,..-....,;•,, .''teisfil ,fr.." 1,. '' . '" ,.. ,.. ( , CV ri., . . 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',/." ill (..) : , , ,-1141.-* f.,,.)14/'*.) --<'. r6t,,,l'''' ' - ' ;t-'-=.: ) ,.."''' f--,i,, ,,-..(4,4 :',14•S 7 „to tr, ,,,.•-f., 0 , 2,/:.f.E, ) I!.4.4. yi v gi ', --- ..1':.1% 4•,,,,,,,1,,,,1-, -.1' '-'•.4..'-':!'-1.-..t.,-* i',,.,...-... - ...i. 74,41r../ „,- -- 2[ 4 lilt-4 L '-- .4, f .‘, ‘z '' -2'.-..„--- .., ---,%.-,, -Y... .,,44,- ' -'....t•-tx , -=-..,,.c 4= ," ' •,' " E ': Aft', s.,-=,. .isti - "..r, / v' .'''. - 4' '1.44' , - ', S.''.:::, ':-5! .7- t+'I''' e:' ' ' ';''-....;-- • i= "--4., -...t-P- ,+-; C '- '" , •, ',4,, ., .--j 1..--- ' ' , ,,,,rivr , et ‘ ,,,, t•Vi"...,',r,4*--1"....-.2**, "....„__,7-. .,7 ,* ,14.,,t,st '....•'* ,...„..,',.-' J 1 ' *'-* * '''`''''''V . -.:.,,4-...` 3* `'4104,-4 1 ;:t, '4# 'r.-''',‘'•7;'..-. +:::rt.": , r IA- ,,-,'. -- ,,..:} , 4.,-,- , -, 1. v ,.=. --.' -, .---------- ft' r - 1 I , -- , , .- _ ,,,..„- s --,.°- - i . - -- - a) ••411 ,., r• -,-.,..- ....0,.,---- --_,;.-:---v- ---ir, .: 1 i //.. 4* - '-' '.- • * 2 Li ,,,,, ..-, ,- ... - , ,,,, , .• .1„: our , , .,i,„111.t. . . ..,-'....r.--4.,*'- 4.:-'w,..' -fs...*'`.•,4-.' - , ' '1 ...' -,•'' +. . - •Ali*? e.,.. 2.: _.... , _.,-__-_...--,---_-_,-,----..-7:7---- EXHIBIT B REQUEST FOR PROPOSAL FOR PROJECT NO. 18-004 S Fr)._ REQUEST FOR PROPOSAL puEBLO COVER SHEET & SIGNATURE PAGE Date: December 22,2017 Project Number: 18-004 Project Name: Operation,Management and Promotion of the Motocross Track at the Honor Farm Property (Project No.and Name must be shown on outside of submittal package and on any email correspondence) Submit Sealed City of Pueblo Purchasing Naomi Hedden, CPPO Proposals to: Purchasing Department Contact: Director of Purchasing 230 S. Mechanic Street purchasing@pueblo.us Pueblo,CO 81003 www.pueblo.us/purchasing 719-553-2350 PRE- There will be a Pre-Proposal Meeting at 2:00 PM on January 9, 2018,at the Parks and Recreation PROPOSAL Administration office located in City Park at 800 Goodnight Avenue, Pueblo, CO(this is not a MEETING: mandatory meeting). RFP January 18,2018 at 2:00 PM(MT) Project Manager: Steven Meier Submission Note: Late submittals will not be accepted. smeier@pueblo.us Deadline: Purchasing Office hours are 7:00 AM to 4:00 PM. Proposers are responsible to ensure timely receipt within that time. Number of Eight(8) hard copies: One unbound and untabbed copy, seven (7) bound and tabbed copies(do Copies To be not email or fax copies) submitted: Purpose of Request for Proposal The purpose of this solicitation is to solicit qualification and priced-based proposals from interested parties for the operation, management,and promotion of the Motocross Track at the City of Pueblo's Honor Farm Park and Open Space Property located at 3933 North Pueblo Blvd., Pueblo, Colorado, 81008, in accordance with all the terms and conditions addressed more specifically in Section 3 -Scope of Service. The Proposer will be required to conduct and operate racing events at the existing Motocross Track(see Exhibit B—Map). Such events may include,but not be limited to,motocross, ATV,bicycle,and radio remote vehicles. Proposer shall furnish all personnel, supervision, management, insurance, labor, parts, tools, equipment, materials, building improvements, track improvements, fencing, utilities, and/or transportation, necessary to perform these services and racing events. A scored evaluation will be conducted for each submittal and award will be made to the Proposer whose proposal is determined to be the most advantageous to the City of Pueblo considering the evaluation factors set forth in Section 2. Please be advised that electronic submissions (i.e. fax, emails, etc.) will not be accepted as a sealed proposal. Proposers are urged to read the attached solicitation documents thoroughly before submitting a proposal. The City of Pueblo (City) reserves the right to reject any and all proposals for any or all items covered in the Request for Proposal,to waive informalities or defects in proposals or to accept any submittal as it shall deem to be in the best interest of the City. The procurement of these services shall be contingent upon appropriation of the necessary funds,and only after final approval and execution of an Agreement. The City of Pueblo (City) provides all non-construction solicitations for interested parties to download free of charge via the Rocky Mountain E-Purchasing System(RMEPS)and on the City's website,www.pueblo.us/purchasing. Consultants can also choose to register with RMEPS to get notifications automatically emailed to them for a nominal annual fee. Additionally, Request for Proposal 18-004 RFP Cover Sheet&Signature Page interested parties may visit the Purchasing Office during normal working hours and request hardcopies of any current solicitation at the same cost allowed for CORA requests. If the Proposer cannot verify that the RFP documents were obtained from either of these two websites or our office,we cannot guarantee the validity of the document and their proposal may be rejected. Please confirm how your document was obtained: Downloaded from RMEPS or City Purchasing Website ; Hardcopy or email from Purchasing Office The undersigned,having carefully read and considered the Request for Proposal(RFP)for the above referenced project,does hereby offer to provide such goods and services on behalf of the City in the manner described and subject to the terms and conditions set forth in the attached RFP.All Services will be provided at the rates set forth in submitted proposal or as negotiated by all involved parties. Proposer acknowledges that the company is qualified to provide these types of Services. At any time during the selection and award process,the City may request information substantiating the indicated requirements.Failure to provide this information may result in a Consultant's proposal being declared non-responsive. Proposer acknowledges and accepts that all components of and responses to this RFP will be included and become a part of the final agreement by reference. The undersigned further states that this Proposal is made in good faith and that the prices offered were independently developed and are not founded on, or in consequence of, any collusion, agreement or understanding between themselves or any other interested party. By signing below, Proposer certifies that he/she is an officer or duly authorized agent of the Proposer's firm with full power and authority to submit binding offers for the goods or services as specified. MANDATORY— RETURN BOTH PAGES WITH YOUR RESPONSE. UNSIGNED PROPOSALS WILL BE CONSIDERED NON-RESPONSIVE AND REJECTED. RESPONDER MUST ATTACH A CERTIFICATE OF GOOD STANDING FROM THE STATE WHEREIN RESPONDER WAS ORGANIZED. (FOR COLORADO THE CERTIFICATE CAN BE DOWNLOADED AT: https://www.sos.state.co.us/bizBusinessEntity Criteria.do.) Authorized Signature(required) Company Name Printed Name Address Title City, State,Zip Office Phone Number Cell Phone Number Company Email Address Fax Number For clarification of this Proposal contact: (If different from above) Contact Name Email Address Phone Number Request for Proposal 18-004 RFP Cover Sheet&Signature Page TABLE OF CONTENTS SECTION 1. ADMINISTRATIVE REQUIREMENTS & INFORMATION 1 1.1 Proposal Information, Requests for Clarification, and Addenda 1.2 Allegation of Misunderstanding 1.3 Omissions 1 1.4 Written Agreement 1 1.5 Colorado PERA 1.6 State-Imposed Mandates Prohibiting Illegal Aliens from Performing Work I 1.7 Rejection of Proposal 2 1.8 Proposal Ownership/Confidentiality 2 1.9 Debarment 2 1.10 Equal Opportunity 2 1.11 Statement of Noncomm fitment 2 1.12 Preparation of Proposals 3 1.13 Insurance Requirements 4 SECTION 2. EVALUATION, SELECTION OF SUCCESSFUL PROPOSAL AND CONTRACT AWARD 5 SECTION 3. OBJECTIVE, SCOPE OF SERVICE, AND MANDATORY REQUIREMENTS 6 SECTION 4. PROPOSAL FORMAT AND REQUIRED RESPONSES 7 EXHIBITS A - PERA Questionnaire 10 B—Map 11 Request for Proposal 18-004 Table of Content SECTION 1. ADMINISTRATIVE REQUIREMENTS& INFORMATION 1.1 Proposal Information, Requests for Clarification,and Addenda All proposal solicitation documents are posted on the City's Purchasing Department website and on Rocky Mountain E-Purchasing System. Any changes or revisions to our published solicitation documents will be through written addendum posted on both of these websites. It is entirely the Proposer's responsibility to check the City Purchasing website(www.pueblo.us/purchasing) for any Addenda that may be available. It is also the Proposer's responsibility to make email, written or fax inquiries concerning this solicitation to obtain clarification of requirements; however, inquiries made by electronic mail are preferred. All inquiries must be made to the Purchasing Contact(with a"cc"to the Project Manager) listed on the first page of the RFP at least four(4)business days prior to the date of submittal openings and must indicate the Project Number on the subject line. 1.2 Allegation of Misunderstanding Proposers shall inform themselves of the conditions of the project site and the requirements of the project's scope of work before submitting their proposal. No allowances shall be made by reason of any matter or thing concerning which they might not have been fully informed prior to the bidding. No Proposer will be heard after the opening of proposals to assert that there was any misunderstanding as to the nature of the operation expected in this solicitation. If a pre-bid meeting is held, Proposers should make every effort to attend. If the pre-bid meeting is mandatory and the Proposer cannot attend,it is imperative that someone else attend as a representative of the company, otherwise their proposal will not be accepted at the time of solicitation opening. 1.3 Omissions Should the City omit anything from the RFP which is necessary for a clear understanding of the work,or should it appear that various instructions are in conflict,the Proposer submitting the Proposal shall secure clarification from the Project Manager or Purchasing Contact at least four(4)business days prior to the time of the opening date given above. 1.4 Written Agreement The selected firm shall be required to enter into an agreement with the City after the successful selection and award. Such agreement will be in a form either written or approved by the City's Law Department. The firm will be required to comply with all applicable Federal and State Standards,orders and regulations. Signature on the RFP Response Cover Sheet&Signature Page shall serve as an acknowledgement that the proposer is willing to enter into the referenced agreement with the City of Pueblo if their Proposal is accepted. 1.5 Colorado PERA Questionnaire The Proposer shall fill out the questionnaire attached as Exhibit A and submit the completed form to the City as part of the proposal whether PERA applies to them or not. In accordance with this PERA form, and if this applies to the Proposer,the Proposer shall reimburse the City for the full amount of any employee contribution required to be paid by the City of Pueblo to the Public Employees' Retirement Association("PERA")for salary or other compensation paid to a PERA retiree performing contracted services for the City under this Agreement. 1.6 State-Imposed Mandates Prohibiting Illegal Aliens From Performing Work By signing the Request for Proposal Cover Sheet and Signature Page,the Proposer acknowledges that they have read the following information and agrees that they are in compliance with these provisions. 1.6.1 At or prior to the time for execution of this Contract, Proposer shall submit to the Purchasing Agent of the City its certification that it does not knowingly employ or contract with an illegal alien who will perform work under this Contract and that the Proposer will participate in either the "E-Verify Program" created in Public Law 208, 104th Congress,as amended and expanded in Public law 156, 108th Congress, Request for Proposal 18-004 Page 1 as amended,that is administered by the United States Department of Homeland Security or the"Department "Program" established pursuant to §8-17.5-102(5)(c), C.R.S. that is administered by the Colorado Department of Labor and Employment in order to confirm the employment eligibility of all employees who are newly hired for employment to perform work under this Contract. 1.6.2 Proposer shall not: 1.6.2.1 Knowingly employ or contract with an illegal alien to perform work under this Contract; 1.6.2.2 Enter into a contract with a subcontractor that fails to certify to Proposer that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Contract. 1.6.3 The following state-imposed requirements apply to this Contract: 1.6.3.1 The Proposer shall have confirmed the employment eligibility of all employees who are newly hired for employment to perform work under this Contract through participation in either the E-Verify Program or Department Program. 1.6.3.2 The Proposer is prohibited from using either the E-Verify Program or Department Program procedures to undertake pre-employment screening of job applicants while this contract is being performed. 1.6.3.3 If the Proposer obtains actual knowledge that a subcontractor performing work under this Contract knowingly employs or contracts with an illegal alien to perform work under this Contract,the Proposer shall be required to: a) Notify the subcontractor and the Purchasing Agent of the City within three(3) days that the Proposer has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and b) Terminate the subcontract with the subcontractor if, within three(3) days of receiving the notice required pursuant to subparagraph 1.8.3.3 (a)above, the subcontractor does not stop employing or contracting with the illegal alien; except that the Proposer shall not terminate the contract with the subcontractor if, during such three(3)days, the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. c) The Proposer is required to comply with any reasonable request by the Colorado Department of Labor and Employment(hereinafter referred to as"CDLE") made in the course of an investigation that CDLE is undertaking pursuant to its authority under §8-17.5-102(5),C.R.S. 1.6.3.4 Violation of this Section by the Proposer shall constitute a breach of contract and grounds for termination. In the event of such termination, the Proposer shall be liable for City's actual and consequential damages. 1.6.3.5 Nothing in this Section shall be construed as requiring the Proposer to violate any terms of participation in the E-Verify Program. 1.7 Rejection of Proposal No Proposal shall be accepted from,or contract awarded to,any person,company or corporation that is in arrears to the City, upon debt or contract or that is a defaulter, as surety or otherwise, upon any obligation to the City, or that may be deemed irresponsible or unreliable by the City. Proposers may be required to submit satisfactory Request for Proposal 18-004 Page 2 evidence that they have the necessary financial resources and experience to perform and complete the work outlined in this RFP. The City reserves the right to request any additional information as needed to make a sound evaluation decision. 1.8 Proposal Ownership/Confidentiality All Proposals, including inquiries, correspondence, attachments, supplementary materials, addenda, etc. shall become the property of the City and will not be returned to the Proposer. The Proposer must state specifically what elements of the proposal are to be considered confidential or proprietary and must state the statutory basis for the request under the Public (open) Records Act. (Section 24-72-201 et seq., C.R.S.). Confidential or Proprietary information must be readily identified, marked and separated from the rest of the proposal. Co- mingling of confidential or proprietary and other information is not acceptable.Neither a proposal,in its entirety, nor proposal price information will be considered confidential and proprietary. Any information that will be included in any resulting contract cannot be considered confidential. Ref. Section 24-72-201 et. seq.,C.R.S.,as amended, Public(open) Records Act. 1.9 Debarment By submitting this Proposal, the Proposer certifies that neither the company nor its principals is presently debarred,suspended, in the process of debarment,declared ineligible,or voluntarily excluded from participation in this transaction by any federal, state or local government agency. 1.10 Equal Opportunity In accordance with §1.8 of the Pueblo Municipal Code(entire Code included by reference), all contractors shall meet and comply with the following provisions which shall be contained in all municipal contracts: (1) It is the policy of the City to provide equal opportunity in employment without regard to race, color, religion, sex, sexual orientation,ancestry, disability, age or national origin. It is hereby deemed and declared to be for the public welfare and in the best interests of the City to require bidders and contractors furnishing and providing work, services,supplies and materials to the City under municipal contracts not to discriminate in the hiring and promoting of employees in order to further equal employment opportunities for members of minority groups and women. The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, ancestry, disability, age or national origin. (§1.8.3 of the PMC; Ord.No. 4479, 5-22-78; Ord. No. 8453 §2, 2-27-12) (2) Federal requirements govern. Whenever the provisions and requirements of this Section(or in any of the bidding specifications)conflict in any way or to any degree with the nondiscrimination and equal employment opportunity requirements of the United States and any such contract under consideration is funded in whole or in part by the United States or is otherwise subject to requirements having the force of law of the United States, such requirements of the United States shall govern and control.(Ord.No.4479, 5-22-78) 1.11 Statement of Noncommitment All costs related to the preparation of the proposals and any related activities are the sole responsibility of the Proposer. The City assumes no liability for any costs incurred by Proposers throughout the entire selection process or should the project be cancelled. Issuance of this RFP does not commit the City of Pueblo to award a contract. The City of Pueblo reserves the right to reject any or all proposals and to readvertise should the need arise. All proposals will become property of the City. 1.12 Preparation of Proposals The proposal MUST be signed by the Proposer as an officer of the company legally authorized to bind the company contractually. Signature must appear on the RFP Cover Sheet and Signature Page of this solicitation, Request for Proposal 18-004 Page 3 signed in ink,preferably blue.Signature on this referenced form shall serve as acknowledgment that the Proposer is willing to enter into an agreement with the City of Pueblo and be governed by the Terms and Conditions set forth within this solicitation if their Proposal is accepted.Proposer acknowledges and accepts that all components of and responses to this RFP will be included and become a part of the final agreement. Failure to read the RFP and these instructions will be at the Proposer's own risk.The person signing the Proposals must initial all corrections in ink. Corrections and/or modifications received after the specified solicitation closing time will not be accepted. When approximate quantities or dollar amounts are stated,the City reserves the right to increase or decrease the quantity and/or amount as best fits its needs. No service shall be performed or become due unless a Written Agreement or Purchase Order shall first have been issued by the City's Purchasing Department. 1.13 Insurance and Indemnity. 1.13.1 Proposer agrees that it shall procure and will maintain during the term of this Agreement, such insurance as will protect it from claims under workers'compensation acts,claims for damages because of personal injury including bodily injury, sickness or disease or death of any of its employees or of any person other than its employees, and from claims or damages because of injury to or destruction of property including loss of use resulting therefrom; and such insurance will provide for coverage in such amounts as set forth below. 1.13.2 The minimum insurance coverage which Proposer shall obtain and keep in force is as follows: 1.13.2.1 Workers'Compensation Insurance complying with statutory requirements in Colorado and in any other state or states where the work is performed. The Workers'Compensation Insurance policy shall contain an endorsement waiving subrogation against the Client. 1.13.2.2 Commercial General Liability Insurance issued to and covering the liability of Proposer with respect to all work performed by Proposer and its subcontractors and subcontractors under this Agreement,to be written on a Commercial General Liability policy form CG 00 01, with coverage limits of not less than One Million and No/100 Dollars($1,000,000)per person and occurrence for personal injury, including but not limited to death and bodily injury, and One Million and No/100 Dollars ($1,000,000) per occurrence for property damage. This CGL policy shall be endorsed naming the Client, its officers, agents and employees as additional insureds. This CGL policy shall also provide coverage for contractual liability assumed by Proposer under the provisions of this Agreement. 1.13.2.3 Professional Liability Insurance with coverage of not less than $1,000,000, and with a deductible of not more than$25,000. 1.13.2.4 Comprehensive Automobile Liability Insurance effective during the period of the Agreement, and for such additional time as work on the Project is being performed, written with limits of liability for injury to one person in any single occurrence of not less than$350,000 and for any injury to two or more persons in any single occurrence of not less than $1,000,000. This insurance shall include uninsured/underinsured motorist coverage and shall protect the Proposer from any and all claims arising from the use both on and off the Project site of motor vehicles, including any automobiles,trucks,tractors,backhoes and similar equipment whether owned,leased, hired or used by Proposer. 1.13.3 Proposer agrees to hold harmless,defend and indemnify Client from and against any liability to third parties,arising out of negligent acts or omissions of Proposer, its employees,subcontractors and Consultants. Request for Proposal 18-004 Page 4 SECTION 2. EVALUATION, SELECTION OF SUCCESSFUL PROPOSAL AND CONTRACT AWARD The City reserves the right to make an award on receipt of initial proposals. Proposers are encouraged to submit their most favorable proposal at the time established for receipt of proposals. Proposals will be opened at the City's Purchasing Office then presented to the appointed selection committee for evaluation. Selection will be determined by the apparent capability of Proposer to meet all the requirements that best meet the needs of the City.The decision of the City's selection committee shall be final and conclusive. Award will be by means of a written Notice of Award to the selected Proposer. The selection of the successful Proposer will be made by a committee comprised of: City staff and members of the I lonor Farm Advisory Committee will serve as the selection committee to evaluate and select those Proposers who are qualified to operate the Motocross Track area. The Proposer will be required to enter into an agreement with the City to establish and operate the Motocross Track facility located within Pueblo city limits and on property owned by the City of Pueblo. The City shall be the sole judge in determining how the evaluation process shall be conducted and what Proposals shall be considered for award as deemed to be in the best interest of the City. The City may conduct such investigations, as the City considers necessary to assist in the evaluation of any proposal to establish the responsibility, qualifications and financial ability of any potential Proposers to perform the services specified under this RFP within the prescribed time and area. The evaluation criteria noted below will be used to evaluate qualified proposals received by the City for the operation of the Motocross Track area. Based on the evaluation process, a rank ordered list of responsive Proposers will be established.The Proposers shall be rank ordered with the first ranked qualified Proposer being considered the most responsive and the second ranked qualified Proposer being considered the second most responsive.This process shall be continued until all qualified Proposers have been rank ordered. Evaluation Criteria: The Selection Committee shall evaluate proposals based upon an overall best value. After reviewing the submitted proposals,the Selection Committee will evaluate and select the Proposer to provide the required services based on the completed Proposal responses, contingent upon contract award by City Council. The Selection Committee will determine how the evaluation process shall be conducted and what RFP is deemed to be in the best interest of the City. The final decision will be made by the City of Pueblo. The selection process shall be based on a comparative analysis of the following: Criteria Percentage of Score • Professional qualifications and experience. 30% • Annual rate of payment or other proposed compensation to City, including 40% site improvements • Scope of Proposal,Overall Presentation, and Business Plan 30% Interviews-Submittals will be reviewed and the committee will select a preliminary list of submitting companies whose submissions appear to satisfy the requirements of this request. Preliminary listed firms will be notified of their selection and may be invited to personally interview, which will be scheduled as soon as possible after sufficient review of each submittal. Invited companies' key staff, including the proposed project manager must be in attendance at the interview. Waiver and Release - By submitting a Statement of Qualifications (SQ), the Proposer authorizes the City to obtain information concerning Proposer's performance on other similar operations it has engaged in during the prior ten (10)years, including those identified in the submission and those not so identified, of which the City may become aware. By submitting its SQ,the Proposer and sub-contractors also waives and releases all claims Request for Proposal 18-004 Page 5 against owners, and their agents and representatives, relating to or arising from the furnishing of such information to the City concerning the Proposer's performance on prior Motocross Track facilities. In order to effectuate the intent of this clause, each Proposer may be required by City to execute information release authorization forms,which specifically release all information providers from all claims that arise from or relate to the information provided. The Proposer rankings assigned by the Selection Committee will be subject to the approval of the City Manager. Upon approval, negotiations will commence with the highest ranked Proposer. The contract will be awarded upon reaching an agreement on a final work plan and price. If an appropriate agreement cannot be reached with the highest ranked Proposer,the second ranked Proposer will be approached,and so on. SECTION 3. OBJECTIVE,SCOPE OF SERVICE,AND MANDATORY REQUIREMENTS 3.1 Objective The City of Pueblo, Colorado ("City") is soliciting qualification and priced-based proposals from interested parties for the operation, management, and promotion of the Motocross Track area located on the City's Honor Farm Park and Open Space Property located at 3933 North Pueblo Blvd., Pueblo,Colorado 81008 in accordance with all the terms and conditions referenced in the Request for Proposal documents. The Proposer has the option of operating racing events of their choice within the boundaries listed on"Exhibit B—Existing Motocross Map". Such events may include, but not be limited to, stock car, motorcycle, and motocross, , etc. The City is seeking Proposals for operators to develop, operate, maintain, and promote safe Motocross Track events for a minimum of three (3) years and up to five (5) years with a City option to extend for two (2) year periods at the City's discretion. Upon termination of the Agreement, any improvements of a permanent nature will become property of the City. 3.2 Scope of Service The City of Pueblo is seeking Proposals from qualified Proposers to perform the following Scope of Services. This Scope of Services includes, but is not specifically limited to, the components as outlined below: a. Provide a business plan on how you plan to operate and manage the Motocross Track facility for a period of three to five years with a City option to extend for two additional two-year periods. b. Provide a clean and safe Motocross Track area. c. Provide a site plan that shows how the property will be used such as; location of parking area(s), security fencing, riding areas, and how the site will be modified to enhance racing opportunities, restrooms facilities within the designated area, and any other additional proposed site improvements. d. Identify how the Motocross Track operation can be developed, operated and maintained with minimal disturbance to the existing vegetation in the area. 3.3 History On June 26, 1974,the 4,100-acre area known as the Honor Farm property was leased to the City of Pueblo for 20 years. The lease was renewed in 1994 and continued until June 2001. During the term of the lease the approximately 780 acres of the property was used for a motor sports park(established in 1975) a radio-controlled airplane area(established in 1976). A dirt oval track was built in the late 1980s and operated for 10-15 years. The motocross area has not had any events since 2007. Rehabilitation of the site will be necessary to include building suitable courses and hills. Two equestrian arenas,areas used by the Nature and Raptor Center of Pueblo, and informal trails and open space were included in the southern portion of the property. In 2001,the City purchased 2,373 acres of the northern portion of the property leased from the State of Colorado. This is the majority of the property that makes up the City's Honor Farm recreation and open space park. At the time of the purchase,the lease was terminated and the remaining 1,727 acres of the southern portion of the Honor Request for Proposal 18-004 Page 6 Farm was combined with Lake Pueblo State Park. In 2008, the City annexed 954 acres of the City's Honor Farm property. The City has land use regulatory control of the area that was annexed. The area is located within the area that is within the Pueblo city limits. 3.4 Background On November 12, 2007,the City Council approved the Honor Farm Park and Open Space Master Plan creating a long term plan for the phased development and operation of 2,373 acres of public parks and open space property located in unincorporated Pueblo County west of Pueblo Boulevard(SH 45)and south of US Highway 50 West. The master plan identified uses,features,amenities,open space,and management of the park and open space area. In the future, Spalding Road will intersect with Pueblo Boulevard and cut through the existing Motocross area. As a part of the City's land acquisition from the State,the City granted a conservation easement to the State of Colorado that allows for park, recreation, and open space areas, but prohibits future commercial and residential development of the property. The Master Plan includes the provision of the oval track area that could be managed for racing events. Also, the Master Plan recommends that these racing venues should be provided through a contract or lease arrangement with a private operator. In 2009, the City of Pueblo established the City's Honor Farm area as an enterprise operation (HFE) whereby the costs for the operation, management,and improvement of the 2,373-acre Honor Farm Property are set up as a self-sustaining enterprise of the City. The HFE, by City Ordinance, is required to be operated and managed without subsidy from the City's General Fund. The existing motocross racing facility containing 29 acres that includes a motocross track, pit parking, racing tower, and a parking lot is included within the area that could be used for this operation. SECTION 4. PROPOSAL FORMAT AND REQUIRED RESPONSES The information set forth in the paragraphs below must be included with all proposals. Make sure to provide eight (8) copies of the complete Proposal, (one unbound and untabbed), as specified below (do not email copies). Responses shall be considered technical offers of what firms propose to provide and shall be incorporated in the contract award as deemed appropriate by the City. Please attach your responses to these items to the RFP Cover Sheet and Signature Page. Failure of firms to respond to any of the following technical submittal requirements may be grounds for considering a proposal non-responsive. This is a qualification and cost based procurement process. Proposals will only be considered from firms that have documented experience of similar municipal or regional projects and qualified personnel who are capable of providing the required services. 4.1 RFP Cover Sheet The RFQ Cover Sheet and Signature Page must be completed and returned with the Responder's proposal. Failure to return the signed Cover Sheet is grounds for the City to reject a proposal. Responder must attach a Certificate of Good Standing from the state wherein Responder was organized. For Colorado the certificate can be downloaded at: https://www.sos.state.co.us/biz/BusinessEntity Criteria.do. 4.2 Table of Contents The Table of Contents must indicate the material included in the proposal by section and page number. A proposal's table of contents should mirror this section of the RFP and must include all the items set forth in this section of the Request for Proposal. Request for Proposal 18-004 Page 7 4.3 Submittal Summary A letter providing the following information must be submitted with the proposal. The letter must include: • A statement of the Proposer's understanding of the goals of this project and the service required by the Request for Proposal listed in the Scope of Services. • The names of the persons who are authorized to make representations on behalf of the Proposer (include their titles, addresses, fax number, e-mail addresses and telephone numbers). • A statement that the individual who signs the transmittal letter is authorized to contractually bind the Proposer to contract with the City of Pueblo. 4.4 Disclosures. If applicable, disclose any professional or personal financial interest, which could be a possible conflict of interest in providing products and services to the City. If not applicable, please make a brief statement indicated that. 4.5 Statement of Qualification and Project Approach. Proposer's qualifications and intended approach to the project are a major portion of the evaluation process. Proposers are encouraged to submit their most favorable proposal and as much detail deemed necessary for the City to determine the qualifications. 4.5.1 Statement of Qualification: 4.5.1.1 The primary name, address, phone and contact person. 4.5.1.2 Identify the key people who will be involved in the operation, including their roles and responsibilities. 4.5.1.3 Include a proposed business or work plan indicating tasks to be accomplished, work schedule,Proposer personnel/subcontractors expected to perform each of the major task elements,and how each will be paid for. The proposed cost for services should be included in the Proposer's proposal. The total cost for services should include a breakdown of: 1) salaries, 2) insurance, 3) equipment, 4) site improvement(i.e. fencing, ticket booth/kiosk, restrooms, etc.)and, 5) breakdown, value and names of individuals/companies performing any proposed volunteer services. 4.5.1.4 Identify proposed compensation to the City(i.e., lease/rent payment). Identify the annual rate of payment or other proposed compensation to City - including site improvements. 4.5.1.5 Describe similar (in size and scope) or recent (within the last five years) operations for which the prime Proposer was responsible that demonstrate its capability to improve, operate, maintain, and provide a safe Motocross Track facility. Provide the names and locations of facilities that the Proposer has conducted similar services and had similar requirements. Submit references including the name,current telephone number,and email for clients and facilities listed as a reference. Provide the names and contact information of specific individuals who we may contact for references. If none, please explain why you feel your group can run this business with little or no experience. 4.5.1.6 Proposer must be able to submit evidence that they have the necessary financial resources to operate, manage, and promote the facility. 4.5.1.7 If your company does business within the City of Pueblo, please provide a copy of your business license. If not currently licensed to do business within the City, the awarded firm will be required to apply for a business license upon award. 4.5.1.8 Provide a site plan that shows how the property will be used such as; location of parking area(s), security fencing, riding areas, and how the site will be modified to enhance spectator and racing opportunities,announcer's booth,bleachers,restrooms and concession facilities restored within the designated area, and any other additional proposed site improvements. Request for Proposal 18-004 Page 8 4.5.1.9 Describe how you will operate and maintain a safe facility for Motocross Track events . 4.5.2 Project Approach 4.5.2.1 Provide information pertaining to how your company/group intends on managing the Motocross Track facility. Provide a brief statement of the Proposer's understanding of the goals of this project and the services to be provided by the Proposer. 4.6 Time Frame-The proposal shall include the number of days that is needed for the Proposer to start operation of the Motocross Track facility. The timeframe could be adjusted in the agreement (with any changes agreed upon by both parties). 4.7 Time Frame-The proposal shall include the number of days that is needed for the firm to complete all design phases. It is anticipated that the selected firm will have up to 180 days to complete the project, although proposals shall include a timeline that identifies the duration of each task included within the scope of services. The timeframe could be adjusted in the agreement(with any changes agreed upon by both parties). Request for Proposal 18-004 Page 9 EXHIBIT A COLORADO PUBLIC EMPLOYEES RETIREMENT ASSOCIATION SUPPLEMENTAL QUESTIONNAIRE TO BE ANSWERED BY ANY BUSINESS PERFORMING SERVICES FOR THE CITY OF PUEBLO Pursuant to section 24-51-1101(2),C.R.S.,salary or other compensation from the employment,engagement, retention or other use of a person receiving retirement benefits (Retiree) through the Colorado Public Employees Retirement Association (PERA) in an individual capacity or of any entity owned or operated by a PERA Retiree or an affiliated party by the City of Pueblo to perform any service as an employee, contract employee, consultant, independent contractor, or through other arrangements, is subject to employer contributions to PERA by the City of Pueblo. Therefore,as a condition of contracting for services with the City of Pueblo,this document must be completed,signed and returned to the City of Pueblo: (a) Are you, or do you employ or engage in any capacity, including an independent contractor, a PERA Retiree who will perform any services for the City of Pueblo? Yes , No . (Must sign below whether you answer "yes"or "no".) (b) If you answered "yes" to (a) above, please answer the following question: Are you 1) an individual, 2) sole proprietor or partnership,or 3)a business or company owned or operated by a PERA Retiree or an affiliated party? Yes ,No . (If you answered"yes"please state which of the above listed entities(1,2,or 3)best describes your business: (c) If you answered"yes"to both(a)and(b),please provide the name,address and social security number of each such PERA Retiree. Name Name Address Address Social Security Number Social Security Number (If more than two,please attach a supplemental list) If you answered"yes"to both(a)and(b),you agree to reimburse the City of Pueblo for any employer contribution required to be paid by the City of Pueblo to PERA for salary or other compensation paid to you as a PERA Retiree or paid to any employee or independent contractor of yours who is a PERA Retiree performing services for the City of Pueblo. You further authorize the City of Pueblo to deduct and withhold all such contributions from any moneys due or payable to you by the City of Pueblo under any current or future contract or other arrangement for services between you and the City of Pueblo. Failure to accurately complete,sign and return this document to the City of Pueblo may result in your being denied the privilege of doing business with the City of Pueblo. Signed ,20 By: —Name: Title: ---- -- ---For purposes of responding to question (b) above, an "affiliated party" includes (1) any person who is the named beneficiary or cobeneficiary on the PERA account of the PERA Retiree;(2)any person who is a relative of the PERA Retiree by blood or adoption to and including parents, siblings,half-siblings, children, and grandchildren; (3) any person who is a relative of the PERA Retiree by marriage to and including spouse,spouse's parents,stepparents,stepchildren, stepsiblings,and spouse's siblings; and (4) any person or entity with whom the PERA Retiree has an agreement to share or otherwise profit from the performance of services for the City of Pueblo by the PERA Retiree other than the PERA Retiree's regular salary or compensation. Request for Proposal 18-004 Page 10 EXHIBIT B ,'r; 1..,x....' ,,,s 1 ti ; .' ' S H v li 0,. ., - mow""`. t t # 04., 4 ,t fOi, R -- rt;,i.:,,z''' ,,,..,1 -, ::•1\1,4,—, • Oval Track �� ° , ,. ■ 1 PMI Raceway I ;rt . t v`./`. P ' . '� • � * °', . � sir t � 'A'7.,;-,.‘._.• "!�` Legend N F �� ��� , � � `���•y. � ,� �.��. g ,, t° t . ,, , tl( . Existing Motocross Area f t ''``- " r. ,l ts,, , illema —. City ty Limits F c.. ) �.`°m .{ x = _ Request for Proposal 18-004 Page 11 war EXHIBIT C CERTIFICATES OF INSURANCE "In accordance with Section 12 of the Agreement, Operator shall obtain the mandated insurance coverages at least ten (10) days prior to any event or use of the Leased Premises. Certification of Insurance is not required prior to execution of the Agreement." EXHIBIT D COLORADO PUBLIC EMPLOYEES RETIREMENT ASSOCIATION SUPPLEMENTAL QUESTIONNAIRE TO BE ANSWERED BY ANY BUSINESS PERFORMING SERVICES FOR THE CITY OF PUEBLO COLORADO PUBLIC EMPLOYEES RETIREMENT ASSOCIATION SUPPLEMENTAL QUESTIONNAIRE TO BE ANSWERED BY ANY BUSINESS PERFORMING SERVICES FOR THE CITY OF PUEBLO Pursuant to section 24-51-1101(2),C.R.S.,salary or other compensation from the employment,engagement,retention or other use of a person receiving retirement benefits (Retiree) through the Colorado Public Employees Retirement Association (PERA) in an individual capacity or of any entity owned or operated by a PERA Retiree or an affiliated party by the City of Pueblo to perform any service as an employee, contract employee, consultant, independent contractor, or through other arrangements, is subject to employer contributions to PERA by the City of Pueblo. Therefore,as a condition of contracting for services with the City of Pueblo,this document must be completed,signed and returned to the City of Pueblo: (a) Are you, or do you employ or engage in any capacity, including an independent contractor, a PERA Retiree who will perform any services for the City of Pueblo? Yes , No . (Must sign below whether you answer "yes"or "no") (b) If you answered "yes" to (a) above, please answer the following question: Are you I) an individual, 2) sole proprietor or partnership,or 3)a business or company owned or operated by a PERA Retiree or an affiliated party? Yes ,No . (If you answered"yes"please state which of the above listed entities(1,2,or 3)best describes your business: (c) If you answered"yes"to both(a)and(b),please provide the name,address and social security number of each such PERA Retiree. Name Name Address Address Social Security Number Social Security Number (If more than two,please attach a supplemental list) If you answered"yes"to both(a)and(b),you agree to reimburse the City of Pueblo for any employer contribution required to be paid by the City of Pueblo to PERA for salary or other compensation paid to you as a PERA Retiree or paid to any employee or independent contractor of yours who is a PERA Retiree performing services for the City of Pueblo. You further authorize the City of Pueblo to deduct and withhold all such contributions from any moneys due or payable to you by the City of Pueblo under any current or future contract or other arrangement for services between you and the City of Pueblo. Failure to accurately complete,sign and return this document to the City of Pueblo may result in your being denied the privilege of doing business with the City of Pueblo. Signed ,20 By: - - Name: Title: For purposes of responding to question (b) above, an "affiliated party" includes (1) any person who is the named beneficiary or cobeneficiary on the PERA account of the PERA Retiree;(2)any person who is a relative of the PERA Retiree by blood or adoption to and including parents,siblings, half-siblings,children,and grandchildren; (3)any person who is a relative of the PERA Retiree by marriage to and including spouse,spouse's parents,stepparents,stepchildren, stepsiblings,and spouse's siblings; and (4) any person or entity with whom the PERA Retiree has an agreement to share or otherwise profit from the performance of services for the City of Pueblo by the PERA Retiree other than the PERA Retiree's regular salary or compensation. EXHIBIT E CONSERVATION EASEMENT 11111111111111111MINION 111111 11111 1111 1390842 07/02/2001 01:33P EASE Chris C. Nuns 1 of 18 R 90.00 D 0.00 Pueblo Cty Clerk & Reo DEED OF CONSERVATION EASEMENT HONOR FARM OPEN SPACE & PARK PARCELS CITY OF PUEBLO 4.15 THIS DEED OF CONSERVATION EASEMENT is granted on this 2 R day of 1.4.101.0- ,2001 by the CITY OF PUEBLO, a municipal corporation,existing under the laws of the State of Colorado,having an address at 1 City Hall Place,Pueblo,CO 81003 ("Grantor")to the STATE OF COLORADO, acting by and through the Department of Natural Resources,for the use and benefit of the Colorado Division of Parks and Outdoor Recreation,having a mailing address of 1313 Sherman Street,Room 618,Denver,CO 80203 ("Grantee"), for the purpose of forever conserving the open space,park and recreation character of the subject property. RECITALS: ++� , A. Grantor is the sole owner in fee simple of certain real property in Pueblo County,Colorado consisting of 2,353 acres of land described in Exhibit A attached hereto and incorporated herein by this reference(the"Property"). B. The Property presently contains substantially undeveloped natural areas and as such possesses natural, wildlife habitat, scenic,open space,and park values("Conservation Values")that are important to the Grantor,the people of the City of Pueblo,and the State of Colorado,and are worthy of preservation. The City of Pueblo leased the property from June 26, 1974 until the Property was acquired from the State of Colorado. In addition the State of Colorado has previously granted easements for roads, overhead utility lines and a power transmission station on the property that have visually impacted the general conservation values of the site. C. The Property is centrally located between the City of Pueblo and the Pueblo West Metropolitan District and will provide an open space buffer and future park site that will meet recreation needs of the City of Pueblo. This Property, in combination with the 1,900 acres to the south owned by the State of Colorado creates a 4,253 acre open space buffer between the City of Pueblo and the Pueblo West Metropolitan District. The Property contains a relatively undisturbed short grass prairie habitat, arroyos,public recreation, and a generally undisturbed buffer to Lake Pueblo State Park. D. The specific Conservation,Open Space,Park and Recreation Values and other characteristics of the Property are documented in an inventory of relevant features of the Property, dated June 29,2001,entitled"Conservation Easement Baseline Inventory: Honor Farm Open Space&Park Parcels"and incorporated by this reference("Baseline Documentation Report"),which consists of reports, maps,photographs,and other documentation. Both Grantor and Grantee acknowledge the Baseline Documentation Report to be complete and accurate as of the date of this Deed. A copy of the Baseline Documentation Report is on file with both the Grantor and Grantee. The Baseline Documentation is intended to serve as an objective information baseline for monitoring compliance with the terms of this easement. E. Grantor intends that the Conservation,Open Space,Park and Recreation Values of the Property be preserved and maintained by the continuation of land use patterns, including,without limitation,those relating to park and open space areas, and both indoor and outdoor public recreation facilities. Page 1 of 13 1111111 III 1111111111111 III 1111111111111 1390542 07/02/2001 01:33P EASE Chris C. Munoz 2 of 18 R 90.00 D 0.00 Pueblo Cty Clerk & Ree F. Grantee is qualified to hold conservation easements pursuant to Section 38-30.5-104(2), C.R.S., and as certified by a motion of its Board, at its May 25, 2001, meeting, accepts the responsibility of enforcing the terms of this Easement and upholding its conservation purposes forever. G. Grantee agrees by accepting this grant to honor the intentions of Grantor stated herein and to preserve and protect in perpetuity the Conservation,Open Space, Park and Recreation Values of the Property for the benefit of this generation and generations to come. NOW,THEREFORE, in consideration of the above and of good and valuable consideration,the receipt and sufficiency of which is hereby acknowledged, and the mutual covenants,terms, conditions, and restrictions contained herein,and pursuant to the laws of the State of Colorado, and in particular C.R.S. §§ 38-30.5-101, et. seq., Grantor hereby voluntarily grants,bargains,sells, and QUITCLAIMS to Grantee a conservation easement in perpetuity over the Property of the nature and character and to the extent hereinafter set forth("Easement"). 1. Purpose. It is the purpose of this Easement to assure that the Property will be maintained forever in an open space and/or park condition and to prevent any use of the Property that will significantly impair or interfere with the Open Space,Park and Recreation Values of the Property. Grantor intends this Easement will confine the use of the Property to such activities, including without limitation, those involving open space, parks, public recreation and indoor and outdoor public recreation facilities and buildings,continuance of the historical operations of the Pueblo Motorsports, Inc. area, the extension of roadways between Pueblo West and the City of Pueblo,and the extension of roadways that provide access to recreation facilities and associated parking areas subject to the uses of the Property permitted hereunder. 2. Rights Conveyed. To accomplish the purpose of this Easement the following rights are conveyed to Grantee: a) To preserve and protect the Conservation, Open Space, Park and Recreation Values of the Property; b) To enter upon the Property at reasonable times in order to monitor Grantor's compliance with and otherwise enforce the terms of this Easement; provided that such entry shall be upon prior reasonable notice to Grantor, and Grantee shall not unreasonably interfere with Grantor's use and quiet enjoyment of the Property; and c) To prevent any activity on or use of the Property that is inconsistent with the purpose of this Easement and to require the restoration of such areas or features of the Property that may be damaged by any inconsistent activity or use. Consistent Uses. The following uses and practices by Grantor,though not an exhaustive recital, are consistent with the Easement, so long as (i)notice is given pursuant to Paragraphs 6 and 21 below, if appropriate, Page 2 of 13 1111111111111111111111 III 1111111111111 III 11111 IIII IIII 1390542 07/02/2001 01:33P ERSE Chris C. Munoz 3 of 18 R 90.00 D 0.00 Pueblo Cty Clark & Ree and (ii) all such uses and practices are carried out in a manner consistent with the Management Plan,as periodically amended,as defined below: a) Recreation Uses. Members of the general public may utilize the Property for any and all types of indoor and outdoor recreational uses deemed appropriate by Grantor, including but not limited to,hiking, bicycling on existing trails and roads, nature studies, picnicking,model airplane activities and motorized uses on designated courses, roadways and trails. To facilitate these uses, Grantor may use, build,develop,construct, maintain,replace, and repair the following: 1. Golf Courses. 2. Landscaped Turfgrass Areas. 3. Lakes& Ponds. 4. Regional Sports Complexes. 5. Campgrounds. 6. Picnic Areas. 7. Swimming Facilities/Water Parks. 8. Recreation Center Facilities. 9. Outdoor Amphitheaters. 10. Outdoor Courts. 11. Wheel Parks. Non-motorized uses including, but not limited to, skateboards, inline skates, and bicycles. 12. Residential Caretaker Housing. 13. Parking Areas. 14. The Pueblo Motorsports Park. Grantor may continue the historical uses, events,and activities of the Pueblo Motorsports Park, Inc. which is currently located on the Property. The Pueblo Motorsports Park, Inc. facilities presently encompass approximately 800 acres of the Property and are used for the purpose of recreational motorsports activities. b) Recreation Access Roads. Grantor may construct such roads as may be necessary or desirable to gain access to public recreation facilities. The exact location of said roadways shall be selected by Grantor,at which time Grantor must provide Grantee with an exact legal description of such roadways. The general locations of future public roads are depicted in the Management Plan. c) Main Arterial Roads. To construct a maximum of two roads as may be necessary or desirable to gain access from Pueblo West Metropolitan District to Pueblo Boulevard under the terms and Page 3 of 13 I 111111 11111 111111 11111 III 1111111111111 III 11111 1111 IIII 1380542 07/02/2001 01:33P EASE Chrls C. Munoz 4 of 18 R 90.00 0 0.00 Pueblo Cty Clerk A Roc conditions contained herein. The exact location of said roadways shall be selected by Grantor, at which time Grantor must provide Grantee with an exact legal description of such roadways. The general locations of the future roads connecting the Pueblo West area to Pueblo Boulevard are depicted in the Management Plan. d) Trails. Members of the general public may utilize trails on the Property for recreation uses deemed appropriate by Grantor. e) Signage. Signs may be erected by Grantor on the Property to identify the Property to the general public and notify the public of rules, regulations, and where specific uses are allowed on the Property. f) Fencing. Existing fences may be repaired, replaced or removed,and new fences may be built on the Property for public safety,property boundary marking,recreation facility improvements, and natural resource protection purposes. g) Underground Utilities. To construct and maintain underground utilities within and across the Property deemed appropriate by Grantor including but not limited to water, sanitary sewer,storm water,electrical, cable television and communication lines. The area disturbed by the installation of the utility shall be restored and revegetated to a condition that is reasonably comparable to the previous condition of the Property. h) Public Use. Public use and access to the Property shall be limited and subject to rules and regulations adopted by Grantor. i) Existing Easements. Any use or activity permitted or authorized pursuant to easements and rights-of-way existing or granted prior to the date of this Easement are and will continue to be permitted uses and activities. 3. Prohibited Uses. Any activity on or use of the Property inconsistent with the purpose of this Easement is prohibited. Without limiting the generality of the foregoing, the following activities and uses area expressly prohibited: a) Construction of Buildings and Other Structures. The construction of any building or other structure is prohibited,except for those structures described in paragraph 3 above. b) Removal of Vegetation. It is the intent of this Easement that the vegetation within the open space/natural areas on the Property remains in a substantially natural condition. However,trees and shrubs may be cut to control insects and disease,to control invasive non-native species,to promote habitat and tree and shrub growth,and to prevent personal injury and property damage. In addition,vegetation may be removed within areas developed for public recreation facilities and roads as described in paragraph 3 above. c) Noxious Weeds. The infestation of noxious weeds on the Property is prohibited. For the purposes of this Easement noxious weeds are defined as those weeds designated pursuant to Page 4 of 13 I 1111111111111111111111 III 1111111111111 III 11111 !III !III 4 b , C.R.S. 1390542 07/02/2001 01:33P EASE Chris C. Mune: Section 35-5.5-107 ( x ) 3 of 18 R 90.00 D 0.00 Pueblo Cty Clerk A Rec d) Storage of Trash or Other Materials. The dumping or uncontained accumulation of any kind of trash or refuse on the Property, in addition to the trash and refuse identified in the Baseline Inventory Report, is prohibited,not including those trash bins associated with areas developed for public recreation facilities as described in paragraph 3 above. e) Mining. The mining or extracting of soil, sand,gravel, rock,oil,natural gas,coal, fuel or any other mineral substance is prohibited. f) Roads.Paving. Except for those roads allowed pursuant to Paragraph 3 above,no new roads shall be constructed on the Property. g) Commercial Uses. Commercial uses shall not be allowed on the Property, except those uses that are provided as a service to the public recreation facilities, events, and activities described in paragraph 3 above. Commercial uses such as concession stands,pro shops, and gift shops associated with developed recreation facilities described in paragraph 3 above are allowed. Commercial uses such as hotels and lodging facilities,convenience stores, retail and grocery stores, hospitals and care centers shall not be allowed on the Property. h) Residential Development. Residential housing units,townhomes, apartments, or other private or public housing developments,except for caretaker and dormitory facilities described in paragraph 3 above,are prohibited. i) Above Ground Utility Easements, Above ground public or private utilities including but not limited to electrical transmission lines,antennas, radio and television telecommunication towers shall not be allowed on the Property,except existing and future improvements allowed within pre- existing utility easements,and utility boxes and equipment cabinets,no greater than four feet in height and 36 square feet of gross floor area,deemed appropriate by Grantor that serve or benefit park and recreation facilities. j) Public Motorized Use. Motorized use by the public on the Property,except on designated roads and trails, is prohibited. This clause does not limit the right of Grantor and the Grantee to use motorized vehicles on the Property for management and emergency purposes. k) Other Motorized Use. Within the limits of the Grantor's authority, Grantor shall not authorize motorized access by adjacent private property owners across the Property to access their properties. 5. Land Management Plan. The property shall be operated and managed in accordance with a land management plan prepared by Grantor(the "Management Plan"),which shall conform to the provisions of this Easement. The parties hereto acknowledge that by mutual agreement a Management Plan titled"Honor Farm Open Space and Park Parcels Management Plan",will be completed and approved by the City of Pueblo City Council on or before October 1, 2001. The Management Plan shall be updated no less frequently than every five years. Grantor shall notify Grantee prior to undertaking any amendments, revisions,or updates to the Management Plan. Grantor shall provide Grantee with copies of any proposed changes to Page 5 of 13 1111111 III 11111111111 III 1111111 1E111 11111 1111 lIII 1390542 07/02/2001 01:33P EASE Chris C. Munoz 6 of 18 R 90.00 D 0.00 Pueblo Cty Clerk & Roe the Management Plan. Grantor shall also provide Grantee a final draft version of any proposed changes to the Management Plan prior to formal adoption by Grantor. The purpose of such notifications is to afford Grantee the opportunity to ensure the proposed changes to the Management Plan conform with the provisions of this Easement. Grantee shall provide written comments to Grantor within thirty(30)days after it has reviewed the proposed changes to the Management Plan. These comments should reflect Grantee's opinion as to the conformity of the proposed changes to the provisions of this Easement. Grantee's failure to provide written comments to Grantor within thirty(30)days after receipt of any proposed change to the Management Plan shall constitute Grantee's acceptance and consent thereto. 6. Notice of Intention to Undertake Certain Permitted Actions. Grantor shall notify Grantee prior to undertaking construction on the Property of any roads, buildings,or other facilities. The purpose of requiring Grantor to notify Grantee prior to undertaking construction activities is to afford Grantee an opportunity to review so that the activities in question are designed and carried out in a manner consistent with the purpose of this Easement. Whenever notice is required,Grantor shall notify Grantee in writing not less than sixty(60)days prior to the date Grantor intends to undertake the activity in question. The notice shall describe the nature,design, location, timetable, and any other material aspect of the proposed activity in sufficient detail to permit Grantee to make an informed judgment as to its consistency with the purpose of this Easement. Grantee's failure to provide written comments to Grantor within thirty(30)days after receipt of any proposed construction on the Property shall constitute Grantee's acceptance and consent thereto. 7. Responsibilities of Grantor and Grantee Not Affected. Other than as specified herein,this Easement is not intended to impose any legal or other responsibility on Grantee,or in any way to affect any existing obligation of Grantor as owner of the Property. Among other things,Grantor shall continue to be solely responsible for the upkeep and maintenance of Property,to the extent it may be required by law. Grantee shall have no obligation for the upkeep or maintenance of the Property. 8. Enforcement. Grantee shall have the right to prevent and correct or require correction of violations of the terms and purposes of this Easement. With reasonable advance notice to Grantor,Grantee may enter the Property for the purpose of inspecting for violations. If Grantee finds what it believes is a violation, Grantee shall immediately notify Grantor in writing of the nature of the alleged violation. Upon receipt of this written notice,Grantor shall either(a)restore the Property to its condition prior to the violation or (b)provide a written explanation to Grantee of the reason why the alleged violation should be permitted. if the condition described in clause(b)above occurs, both parties agree to meet as soon as possible to resolve this difference. When, in Grantee's opinion,an ongoing or imminent violation could irreversibly diminish or impair the Conservation Values of the Property, Grantee may,at its discretion,take appropriate legal action. Grantor shall discontinue any activity which could increase or expand the alleged violation during the informal discussion process. Should informal discussions fail to resolve the dispute,Grantee may,at its discretion,take appropriate legal action. If a court with jurisdiction determines that a violation which could irreversibly diminish or impair the Conservation Values of the Property is imminent,exists, or has occurred,Grantee may get an injunction to stop it, temporarily or permanently. A court may also issue an injunction to require Grantor to restore the Property to its condition prior to any such violation. Page 6 of 13 11111111111111111111111 III 1111111 11111 111111111 liii II11 9. Grantee's Discretion 1390542 07/02/2001 01:33P EASE Chris C. Munoz 7 of 18 R 90.00 D 0.00 Pueblo Cty Clerk & Ree Enforcement of the terms of this Easement shall be at the discretion of Grantee, and any forbearance by Grantee to exercise its rights under this Easement in the event of any breach of any term of this Easement by Grantor shall not be deemed or construed to be a waiver by Grantee of such term or of any subsequent breach of the same or any other term of this Easement or of any of Grantee's rights under this Easement. No delay or omission by Grantee in the exercise of any right or remedy upon any breach by Grantor shall impair such right or remedy or be construed as a waiver. 10. Waiver of Certain Defenses. Grantor hereby waives any defense of laches,estoppel,or prescription provided any action to enforce a violation of this Easement must be brought within six(6)years from the date of such violation. 11. Acts Beyond Grantor's Control. Nothing contained in this Easement shall be construed to entitle Grantee to bring any action against Grantor for any injury to or change in the Conservation Values of the Property resulting from causes beyond Grantor's control, including, without limitation, fire,flood, storm, and earth movement, vandalism, acts of God or from any prudent action taken by Grantor under emergency conditions to prevent, abate, or mitigate significant injury to the Property or the public resulting from such causes. 12. Costs and Liabilities. As to Grantee,Grantor retains all responsibilities and shall bear all costs and liabilities of any kind related to the ownership,operation,upkeep, and maintenance of the Property, including the maintenance of adequate comprehensive general liability insurance coverage,and the cost of controlling noxious weeds. Grantor shall keep the Property free of any liens arising out of any work performed for, materials furnished to, or obligations incurred by Grantor. 13. Taxes. Grantor shall pay before delinquency any and all real property taxes, assessments, fees,and charges of whatever description lawfully levied on or assessed against the Property by competent authority(collectively"taxes"), including any such taxes imposed upon or incurred as a result of,this Easement, and shall furnish Grantee with satisfactory evidence of payment upon request. 14. Hold Harmless. To the extent authorized by law, Grantor shall hold harmless, indemnify,and defend Grantee and its members,directors,officers,employees, agents,and contractors and the heirs, personal representatives,successors,and assigns of each of them(collectively"Indemnified Parties")from and against all liabilities,penalties,costs, losses,damages, expenses, causes of action,claims, demands, or judgments, including,without limitation, reasonable attorney's fees, arising from or in any way connected with: (1)injury to or the death of any person, or physical damage to any property,resulting from any act,omission,condition, or other matter related to or occurring on or about the Property, regardless of cause,unless due to the negligence of any of the Indemnified Parties; and(2)the presence or release of hazardous or toxic substances on, under or about the Property occurring on or after the date Page 7 of 13 1111111 1111111111111111III 1111111 111111 111 11111 1111 IIII 1390542 07/02/2001 01:33P EASE Chris C. Runes 8 of 18 R 90.00 0 0.00 Pueblo Cty Clerk & Roe of this Easement. For the purpose of this paragraph, hazardous or toxic substances shall mean any hazardous or toxic substance which is regulated under any federal, state or local law. 15. Reconfiguration of Easement. Portions of the Property may be deleted from this Easement at the request of the Grantor provided that property equal or greater in monetary value than said deleted property subject to this Easement is simultaneously brought into and burdened by this Easement as replacement for the deleted property. Such replacement property must be located within the NW'/ SECTION 15-T20S-R65W west of Pueblo Boulevard; SE'/, SECTION 17-T20S-R65W; SECTION 20-T20S-R65W; W'Y2/NW% SECTION 21-T20S-R65W. The areas of Grantor's property that may deleted from the Easement subject to the above provisions, along with the private lands that must be incorporated into the Easement as replacements are depicted in Exhibit B,Reconfiguration Map. Any reconfiguration of the Easement shall require the filing of an amended Deed of Conservation Easement in the Office of the Clerk and Recorder of Pueblo County. Such amendment shall be done in conformance with the requirements of paragraph 23 J. below. 16. Change in Circumstances. The fact that any use of the Property that is expressly prohibited by this Easement, or any other use as determined to be inconsistent with the purpose of this Easement, may become greatly more economically valuable than permitted uses,or that neighboring properties may in the future be put entirely to uses that are not permitted hereunder, has been considered by Grantor in granting this Easement. It is Grantor' belief that any such changes will increase the benefit to the public of the continuation of this Easement, and it is the intent of both Grantor and Grantee that any such changes should not be assumed to be circumstances justifying the extinguishment or termination of this Easement. 17. Division of Proceeds Between the Grantor and Grantee. The rights of Grantee created by this Easement constitute a real property interest vested in Grantee. In the event of condemnation of the Property or extinguishment of the Easement, the values of Grantee's and Grantor's interests in the Property shall be computed as follows: a) If all or any portion of the Property is being sought by an entity that has the power of condemnation,the fair market value of the Property unencumbered by this Easement minus any increase in value after the date of this Easement attributable to improvements shall be determined by the court in the condemnation proceeding, or by the agreement of Grantor, Grantee, and the condemning entity. b) If all or any portion of the Easement is being extinguished,the fair market value of the Property unencumbered by this Easement minus any increase in value after the date of this Easement attributable to improvements shall be determined by the agreement of Grantor and Grantee, but if the parties cannot agree, by an appraisal completed by a mutually acceptable licensed appraiser. c) Once the fair market value of the Property as if unencumbered by this Easement has been established pursuant to the above,the value of Grantor's and Grantee's respective interests in the Property shall be a percent of the fair market value of the Property as if unencumbered by this Easement as follows: Page 8 of 13 1 111111 111111 11111111 11111 III 1111111 111111 III 11111 1111 11111 1390542 07/02/2001 01:33P EASE Chrls C. Munoz 9 of 18 R 90.00 0 0.00 Pueblo Cty Clerk A Ree j) Grantor's interest shall be thirty percent(30%),minus an increase in value after the date of this Easement attributable to improvements. ii) Grantee's interest shall be seventy percent(70%). 18. Condemnation. If the Property is taken, in whole or in part,by exercise of the power of eminent domain, or if the Easement is extinguished or terminated and the Property is subsequently sold or exchanged,Grantee shall be entitled to compensation for the value of their respective interests, in accordance with applicable law, as determined pursuant to paragraph 17 above. 19. Assignment. This Easement is transferable, but Grantee may assign its rights and obligations under this Easement only to an organization that is authorized to acquire and hold conservation easements under Colorado law. As a condition of such transfer,the deed or any other legal instrument by which Grantee transfers its rights and obligations herein shall require that the conservation purposes that this Easement is intended to advance continue to be carried out. In no event shall this requirement be interpreted to obligate Grantee to guarantee or assure that the transferee meet Grantee's obligations as stated in this Easement. Any transfer allowed herein shall release Grantee from all liability pursuant to this Easement arising after such transfer. 20. Subsequent Transfers Grantor agrees to incorporate the terms of this Easement in any deed or other legal instrument by which they divest themselves of any interest in all or a portion of the Property, including, without limitation, a leasehold interest. Grantor further agrees to give written notice to Grantee of the transfer of any interest at least sixty(60)days prior to the date of such transfer. The failure of Grantor to perform any act required by this paragraph shall not impair the validity of this Easement or limit its enforceability in any way. In the event the Property is transferred to an entity or person whose property is not exempt from taxation,the transferee as subsequent owner shall pay before delinquency all taxes, assessments, fees, and charges of whatever description levied on or assessed against the Property by competent authority (collectively"taxes"), including any taxes imposed upon,or incurred as a result of,this Easement,and shall furnish Grantee with satisfactory evidence of payment upon request. 21. Notices. Any notice,demand, request,consent,approval,or communication that either party desires or is required to give to the other shall be in writing and either served personally of sent by first class mail, postage prepaid,addressed as follows: To the Grantor: City of Pueblo Planning& Development Department 211 East D Street Pueblo, CO 81003 Page 9 of 13 City Manager 11111111111111111111111 III 111111111111111111111111111 1 City Hall Place 1390542 07/02/2001 01:33P EASE Chris C. Munoz Pueblo, CO 81003 10 of 18 R 90.00 D 0.00 Pueblo Cty Clerk & Ree To the Grantee: Colorado Division of Parks and Outdoor Recreation 1313 Sherman Street,Room 618 Denver,CO 80203 Attn: Real Estate Section Lake Pueblo State Park 640 Pueblo Reservoir Road Pueblo, CO 81005 Attn: Park Manager or to such address as either party from time to time shall designate by written notice to the other. 22. Recordation. Grantor shall record this instrument in timely fashion in the official records of Pueblo County, and Grantee may re-record it at any time as may be required to preserve its rights in this Easement. 23. General Provisions. A. Controlling Law. The interpretation and performance of this Easement shall be governed by the laws of the State of Colorado. B. Liberal Construction. Any general rule of construction to the contrary notwithstanding,this Easement shall be liberally construed in favor of the grant to effect the purpose of this Easement and the policy and purpose of C.R.S. §§ 38-30.5-101. Et seq. If any provision in this instrument is found to be ambiguous, an interpretation consistent with the purpose of this Easement that would render the provision valid shall be favored over any interpretation that would render it invalid. C. Severability. If any provision of this Easement,or the application thereof to any person or circumstance, is found to be invalid,the remainder of the provisions of this Easement,or the application of such provision to persons or circumstances other than those as to which it is found to be invalid,as the case may be, shall not be affected thereby. Page 10 of 13 11111111111111111111111111111111111111 III 111111 III viii 1390542 07/02/2001 01:33P EASE Chris C. Munoz D. Entire Agreement. 11 of 18 R 90.00 D 0.00 Pueblo Cty Clerk & Ree This instrument sets forth the entire agreement of the parties with respect to the Easement and supersedes all prior discussions, negotiations, understandings,or agreements relating to the Easement, all of which are merged herein. E. No Forfeiture. Nothing contained herein will result in a forfeiture or reversion of Grantor's title in any respect. F. Successors. The covenants,terms,conditions, and restrictions of this Easement shall be binding upon, and inure to the benefit of,the parties hereto and their respective personal representatives, heirs, successors, and assigns and shall continue as a servitude running in perpetuity with the Property. G. Termination of Rights and Obligations. A party's rights and obligations under this Easement terminate upon transfer of the party's interest in the Easement or Property,except that liability for acts or omissions occurring prior to transfer shall survive transfer. H. Captions. The captions in this instrument have been inserted solely for convenience of reference and are not a part of this instrument and shall have no effect upon construction or interpretation. I. Amendment. If the circumstances arise under which an amendment to or modification of this instrument would be appropriate, Grantor and Grantee are free to jointly amend this instrument; provided that no amendment shall be allowed that will affect the qualifications of this instrument under any applicable laws. Any amendment must be consistent with the conservation purposes of this instrument and may not affect its perpetual duration. Any amendment must be in writing, signed by both parties, and recorded in the records of the Pueblo County Clerk& Recorder. J. Termination of the Division of Parks and Outdoor Recreation. In the event the Colorado Division of Parks and Outdoor Recreation is terminated or merged into another entity,the rights and obligations of the Colorado Division of Parks and Outdoor Recreation hereunder shall be assigned to and assumed by such other entity as provided by law, but in the absence of such direction, by the Colorado Department of Natural Resources or its successor. Page 11 of 13 11111111111111111111111 III 1111111111111 III 111111 III Iill K Governmental Immunity. 1390542 07/02/2001 01:33P EASE Chris C. Munoz 12 of 18 R 90.00 D 0.00 Pueblo Cty Clerk 8 Roc Grantor and Grantee do flees not intend to waive by any provision of this Easement the monetary limitation or any other rights, immunities or protections provided by the Colorado Governmental Immunity Act, Section 24-10-101,et seq.,C.R.S., as amended or any other law, either statutory or common law. L. Venue. Pueblo,County,Colorado shall be the only appropriate venue for any action or dispute arising form this Easement. N. Third Parties. This Easement does not, and shall not be deemed to confer upon any third party any right to claim damages or to bring suit,or other proceeding against either party because of any term contained herein. 24. Acceptance. Grantee hereby accepts without reservation the rights and responsibilities conveyed by this Deed of Conservation Easement. TO HAVE AND TO HOLD,this Deed of Conservation Easement unto Grantee, its successors and assigns, forever. IN WITNESS WHEREOF,Grantor and Grantee, intending to legally bind themselves,have set their hands on the date first written above. , CITY 0 31.1 -I3LO EY At / A.A. I . ru ear ent of the Council APPROVED AS TO FORM: J :/) _- ' !�: �. �---y k,.tel s�.- 1�L ",�.::- . . ity Clerk Page 12 of 13 STATE OF COLORADO ) 1 11111 1111 111111 11111 III 1111111 111111 III 111111 III IIII ) 1390842 7/02/2001 01:33P EASE Chris C. Mune* County of Pueblo ) 13 of 18 R 90.00 D 0.00 Pueblo Cty Clerk & Roe The foregoing instrument was acknowledged before me this 'w►day of i.Lv\e. ,2001, by A l 6tLfu P • timinission expires „]uy1P. a , �pv-4. Witness my hand and official seal. r,\PL_11.t • � e .•... . , c' N Public r� r , y ACCEPTED: STATE OF COLORADO COLORADO DIVISION OF PARKS AND OUTDOOR RECREATION By: 111111111r# . Tom Kenyon, Acting D'or STATE OF COLORADO ) ) County of Pueblo ) f1, The foregoing instrument was acknowledged before me this 2.1 day of Tu,h.t _, 2001, by 'Tom Yet'Noh. I Ac-kj t✓�c4-o'' . My commission expires_ Commission Exn$.eea Ma di 19 2003 . Witness my hand and official seal. 0111111111% ,( 1 1 ', ali,,,,,,re-- ... O.y Notary u p is 1O• #OT4q` 90 Ali, I 7. —ALIO o :1 'OR C O 10Pp```�. 11111 Page 13 of 13 IIIIII 11111 11111111111 11111111111 IIIII 1390542 07/02/2001 01:33P EASE CI III!!! L 14 ofPk 81 Ree EXHIBIT A LEGAL DESCRIPTION: A TRACT OF LAND LOCATED IN SECTION 16,TOWNSHIP 20 SOUTH,RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN,COUNTY OF PUEBLO,STATE OF COLORADO,MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID SECTION 16;THENCE S89°41'01"W ALONG THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 16,A DISTANCE OF 400.00 FEET TO THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION: 1. THENCE S89°41'01"W CONTINUING ALONG SAID SOUTH LINE OF THE SOUTHEAST QUARTER, A DISTANCE OF 2236.23 FEET TO THE SOUTH QUARTER CORNER OF SAID SECTION 16; 2. THENCE S89°41'03"W ALONG THE SOUTH LINE OF THE SOUTHWEST QUARTER OF SAID SECTION 16,A DISTANCE OF 2635,71 FEET TO THE SOUTHWEST CORNER OF SAID SECTION 16; 3. THENCE NO 1°22'16"W ALONG THE WEST LINE OF THE SOUTHWEST QUARTER OF SAID SECTION 16, A DISTANCE OF 2636.63 FEET TO THE WEST QUARTER CORNER OF SAID SECTION 16; 4, THENCE N89°45'31"E ALONG THE EAST-WEST CENTERLINE.OF SAID SECTION 16,A DISTANCE OF 1973.66 FEET TO THE WEST LINE OF THE EAST 1/2 OF THE EAST 1/2 OF THE NORTHWEST QUARTER OF SAID SECTION 16; 5. THENCE N01°23'24"W ALONG SAID WEST LINE,A DISTANCE OF 2652.24 FEET TO THE NORTH LINE OF SAID SECTION 16; 6. THENCE S89°57'17"E ALONG SAID NORTH LINE,A DISTANCE OF 99.23 FEET TO THE NORTHWEST CORNER OF A TRACT OF LAND AS RECORDED IN BOOK 1501 AT PAGE 57 OF THE RECORDS OF SAID PUEBLO COUNTY; THE FOLLOWING TWO(2)COURSES FOLLOW THE WESTERLY AND SOUTHERLY BOUNDARY OF SAID TRACT RECORDED IN BOOK 1501 AT PAGE 57: 7. THENCE S00°02'43"W A DISTANCE OF 50.00 FEET; 8. THENCE S89°57'17"E A DISTANCE OF 229.83 FEET TO A POINT ON THE SOUTHERLY LINE OF PARCEL NO.239 RECORDED IN BOOK 1853 AT PAGE 624 OF THE RECORDS OF SAID PUEBLO COUNTY; THE FOLLOWING FIVE(5)COURSES FOLLOW SAID SOUTHERLY LINE OF PARCEL NO.239 RECORDED IN BOOK 1853 AT PAGE 624: 9. THENCE S71°15'05"E A DISTANCE OF 230.71 FEET; 10, THENCE S71°44'35"E A DISTANCE OF 869.20 FEET TO A NON-TANGENT CURVE TO THE LEFT; 11, THENCE ALONG THE ARC OF SAID CURVE TO THE LEFT WITH A RADIUS OF 11634.20 FEET,A DELTA ANGLE OF 04°23'28",AN ARC LENGTH OF 891,62 FEET, WHOSE LONG CHORD BEARS S77°44'05"E A DISTANCE OF 891.40 FEET; 12. THENCE S81°07'05"E A DISTANCE OF 722.00 FEET; 13. THENCE S61°42'05"E A DISTANCE OF 386.20 FEET TO THE EAST LINE OF THE NORTHEAST QUARTER OF SAID SECTION 16; 14. THENCE SO1°35'42"E ALONG SAID EAST LINE,A DISTANCE OF 867.26 FEET TO THE MOST NORTHERLY POINT OF PARCEL NO.39 RECORDED IN BOOK 1853 AT PAGE 624 OF THE RECORDS OF SAID PUEBLO COUNTY; • THE FOLLOWING THREE(3)COURSES FOLLOW THE WESTERLY LINE OF SAID PARCEL NO.39 RECORDED IN BOOK 1853 AT PAGE 624: 15. THENCE S16°24'33"W A DISTANCE OF 358.50 FEET; 16. THENCE S09°48'33"W A DISTANCE OF 1138.60 FEET; I Mill 1 1111 111 111 11111 1111 111 1111 11III 111111 III lilt 1390542 07/02/2001 01:33P EASE Chris C. Mune: • 15 of 18 R 90.00 0 0.00 Pueblo C!y Clerk a Reo 17. THENCE S00°01'03"W A DISTANCE OF 2055.36 FEET TO THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION. THE ABOVE TRACT OF LAND CONTAINS 461.53 ACRES,MORE OR LESS. AND: •• THE SW 1/4 OF SECTION 17,TOWNSHIP 20 SOUTH,RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN, COUNTY OF PUEBLO,STATE OF COLORADO. AND: THE S 1/2 OF SECTION 18,TOWNSHIP 20 SOUTH,RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN, COUNTY OF PUEBLO,STATE OF COLORADO. AND: THEN 1R;THEN 1/2 OF THE SW 1/4;THEN I/2 OF THESE 1/4;AND THESE 1/4 OF THE SE 1/4, ALL IN SECTION 19,TOWNSHIP 20 SOUTH,RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN,COUNTY OF PUEBLO, STATE OF COLORADO. AND: THE NW 1/4;THEN 1/2 OF THE NE 1/4;THE SE 1/4 OF THE NE 1/4;THEE 1/2 OF THE SE 1/4; AND THE SW 1/4 OF THE SE 1/4,ALL IN SECTION 20,TOWNSHIP 20 SOUTH,RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN,COUNTY OF PUEBLO,STATE OF COLORADO. AND: THE NW 1/4;THE SW 1/4 OF THE NE 1/4;THE E 1/2 OF THE SW 1/4;THE SW 1/4 OF THE SE 1/4, ALL IN SECTION 21,TOWNSHIP 20 SOUTH,RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN,COUNTY OF PUEBLO,STATE OF COLORADO,ALONG WITH A TRACT OF LAND LOCATED IN THE SE 1/4 OF THE SE 1/4 OF SAID SECTION 21,MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID SECTION 21;THENCE S89°18'06"W ALONG THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 21,A DISTANCE OF 400.00 FEET TO THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION: 1. THENCE S89°18'06"W CONTINUING ALONG THE SOUTH LINE OF THE SOUTHEAST QUARTER OF SAID SECTION 21,A DISTANCE OF 915.83 FEET TO THE SOUTHWEST CORNER OF THE SE 1/4 OF THE SE 1/4 OF SAID SECTION 21; 2. THENCE NO0°34'49"W ALONG THE WEST LINE OF SAID SE 1/4 OF THE SE 1/4,A DISTANCE OF 1319.07 FEET TO THE NORTHWEST CORNER OF SAID SE 1/4 OF THE SE 1/4; 3, THENCE N89°21'02"E ALONG THE NORTH LINE OF SAID SE 1/4 OF THE SE 1/4,A DISTANCE OF 966.33 FEET TO THE NORTHWEST CORNER OF PARCEL NO. 35 RECORDED IN BOOK 1853 AT PAGE 624 OF THE RECORDS OF SAID PUEBLO COUNTY; 4. THENCE S01°36'49"W ALONG THE WEST LINE OF SAID PARCEL NO.35 RECORDED IN BOOK 1853 AT PAGE 624,A DISTANCE OF 1319.32 FEET TO THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION. THE ABOVE DESCRIBED PARCEL CONTAINS 28.49 ACRES, MORE OR LESS. AND: A TRACT OF LAND LOCATED IN THE N 1/2 OF SECTION 28,TOWNSHIP 20 SOUTH,RANGE 65 WEST OF THE 6TH PRINCIPAL MERIDIAN,COUNTY OF PUEBLO, STATE OF COLORADO, MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SAID SECTION 28;THENCE S89°18'06"W ALONG THE NORTH LINE OF THE NORTHEAST QUARTER OF SAID SECTION 28,A DISTANCE OF 400.00 FEET TO A POINT ON THE WEST LINE OF PARCEL NO.35 RECORDED IN BOOK 1853 AT PAGE 624 OF THE RECORDS OF SAID PUEBLO COUNTY, SAID POINT BEING THE TRUE POINT OF BEGINNING OF THIS DESCRIPTION: • 1. THENCE SO3°46'43"E ALONG THE WEST LINE OF SAID PARCEL NO.35 AS RECORDED IN BOOK 1853 AT PAGE 624,A DISTANCE OF 1741.94 FEET TO THE NORTHERLY RIGHT-OF-WAY LINE OF THE RELOCATED DENVER AND RIO GRANDE WESTERN RAILROAD CO.AS RECORDED IN BOOK 2121 AT PAGE 698 OF THE RECORDS OF SAID PUEBLO COUNTY, SAID POINT BEING ON A NON-TANGENT CURVE TO THE LEFT; THE FOLLOWING SIX(6)COURSES FOLLOW SAID NORTHERLY RIGHT-OF-WAY LINE OF THE RIO GRANDE WESTERN RAILROAD CO.AS RECORDED IN BOOK 2121 AT PAGE 698: 2. THENCE ALONG THE ARC OF SAID CURVE TO THE LEFT WITH A RADIUS OF 3364.17 FEET,A DELTA ANGLE OF 42°27'56",AN ARC LENGTH OF 2493.40 FEET, WHOSE LONG CHORD BEARS S89°32'10"W A DISTANCE OF 2436.72 FEET; 3. THENCE S67°48'08"W A DISTANCE OF 517.08 FEET TO A NON-TANGENT CURVE TO THE LEFT; 4. THENCE ALONG THE ARC OF SAID CURVE TO THE LEFT WITH A RADIUS OF 3399.17 FEET,A DELTA ANGLE OF 11°08'42",AN ARC LENGTH OF 661.20 FEET,WHOSE LONG CHORD BEARS S53°58'57"W A DISTANCE OF 660.16 FEET; 5. THENCE S47°40'58"W A DISTANCE OF 102.87 FEET; 6. THENCE S46°48'23"W A DISTANCE OF 100.97 FEET; 7. THENCE S46°38'57"W A DISTANCE OF 89.75 FEET; 8. THENCE NO1°14'08"W A DISTANCE OF 2498.28 FEET TO THE NORTH LINE OF THE NORTHWEST QUARTER OF SAID SECTION 28; 9. THENCE N89°18'40"E ALONG THE NORTH LINE OF THE NORTHWEST QUARTER OF SAID SECTION 28,A DISTANCE OF 1371.97 FEET TO THE NORTH QUARTER CORNER OF SAID SECTION 28; 10. THENCE N89°18'06"E ALONG THE NORTH LINE OF THE NORTHEAST QUARTER OF SAID SECTION 28,A DISTANCE OF 2231.66 FEET TO THE TRUE POINT OF BEGINNING • OF THIS DESCRIPTION. THE ABOVE DESCRIBED TRACT OF LAND CONTAINS 145.29 ACRES,MORE OR LESS. BASIS OF BEARINGS FOR THESE DESCRIPTIONS IS THE WEST LINE OF THE NORTHWEST QUARTER OF SECTION 28,TOWNSHIP 20 SOUTH,RANGE 65 WEST OF THE 6TH P.M.,WHICH IS ASSUMED TO BEAR N01°14'08"W,FROM THE WEST QUARTER CORNER OF SAID SECTION 28 (A 3 1/4"BLM BRASS CAP),TO THE NORTHWEST CORNER OF SAID SECTION 28(A 3 1/4"BLM BRASS CAP). THE FOREGOING DESCRIPTION WAS PREPARED BY: RAYMOND JOSEPH PECHEK PLS 24964 FOR AND ON BEHALF OF URS 9960 FEDERAL DRIVE, SUITE 300 COLORADO SPRINGS,COLORADO 80921 (719)531-0001 NNE 18,2001 1111111111111111111111 III 1111111 111111II! 111111 III IIII 1390542 07/02/2001 01:33P EASE Chris C. Munoz 16 of 18 R 90.00 D 0.00 Pueblo Cty Clerk & Roe Exhibit B Reconfiguration Map City of Pueblo State Honor Farm Property F ,... PUEBLO WEST � .. , ;. i , . / N. 1 - -. us r f `L HAHNS PEAK AVE "'K1Y r . r ti i105 IJOS ra , 106W R65W ..G.. ,.. ..�r.....,.e... 1 1 ` Pueblo West • -,- boundary di N.::::::::;:ii iiiiii::.:::::..::::::?:::: ; s ................. 1:1111••••••.1 H 1 Mil "MIMI oma /� �� .. O"1 t N ••:•:•:•:::•.•:•.......:.......:.;;•:•:•......... :::'..::::::::::::" ,� <<t .kms ` -o EEO.ci isi •�t`�' •wLasia.►aa s... ' •� Vr• .6 ter: , J.L`i,. t, Y-./ t` ' -.,1y6 i ,. i 46 r- t5} C> 2' 7 --IIrma a a •�, ti ,a„,, t . ,, ' , • 1 .'N • .. o imite W$ "goy-`.. �iyz8 N .�, , • ,,,r• ,r-,-.) .,"� ki: r ��, a •IC/ i �� d O. '''''4.,,,/- u ( ll 4,-y\ `; orl, Lw 1 ) -.' ) i,2� 3` A / 1 • ✓2. C 4 1t`^r �L f •` . ' ,f i i1 ' 1 F }t ( ,f� c I, 1111111 a ' ' /. . •f f rt.,;” L :'rl„+ ATInt... CENTER v ; m Cg ik• P U E B L O I ; •2°'a, ' ? ,, . I. �� , •fiver , am I ti 1 •r [. '�•t r' 111". �" ,. : STATE , r;'t -':'t A-4..0,./ _�. •c--1-* . . — .fin` am r 1 PARK �t 4\., t / % t i . Cof netoore ' 'i0•4, h+ 0 1/2 I mile IMIIIIIN11-11=11111MMINIIIIIM :, February 1947 ___ ' hili \�\� Land Acquired By Honor Farm—retained City from State by State Parks Private Land Private Land identified for future acquisition by City AMENDMENT TO THE LEASE AND MANAGEMENT AGREEMENT THIS AMENDMENT ("Amendment") to the Lease and Management Agreement is made and entered into this I 41. day of rA N uAR4,/ , 2023 ("Effective Date") by and between the City of Pueblo, a Municipal Corporation, acting through its Honor Farm Properties Enterprise (hereinafter referred to as "City"), and Southern Colorado Motocross Promotions, LLC (hereinafter referred to as "Operator"). WHEREAS, City and Operator entered into a Lease and Management Agreement dated January 28, 2019 ("Lease"), wherein the City agreed to lease to Operator certain facilities at the Honor Farm Park and Open Space Motocross Track Area; and WHEREAS, at the request of Operator, and with City's agreement, the parties now wish to extend the term of the Lease. NOW, THEREFORE, in consideration of the foregoing and the terms and conditions set forth herein, the parties agree as follows: 1. The Lease shall be extended for an additional two-year term, beginning on January 1, 2023 and terminating on December 31, 2024 ("Renewal Term"). 2. Except as expressly modified by this Amendment, the Lease shall remain in full force and effect. Except as modified by this Amendment, any obligations to be performed under the Lease by either party are not waived nor excused in any manner but shall be performed in accordance with the terms and conditions of the Lease as it existed prior to this Amendment. IN WITNESS WHEREOF, City and Operator have executed this Amendment as of the Effective Date first written above. CITY OF PUEBLO, ATTEST: a Municipal Corporation /rr �"'-rCAVS313 2 By �r,411/ City C Nicholas A. Gradisar, Mayor APPROVED AS TO FORM: SOUTHERN COLORADO MOTOCROSS PROMOTIONS, LLC, � a Limited Liabil ty Corporation e" p 4 -( 'G ' C1� Y !_ 1//1/23 City Attorney effery S. Greenwood, President and CEO Extension of Lease-SCMX