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HomeMy WebLinkAbout03944/ V � Y ORDINANCE NO. 1944 AN ORDINANCE APPROVING A MANAGEMENT AGREEMENT BETWEEN THE CITY OF PUEBLO, A MUNICIPAL CORPORATION AND PUEBLO MOTORSPORTS, INC. RELATING TO A RECREATIONAL MOTORSPORTS FACILITY AND AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE SAME. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PUEBLO, COLORADO, THAT: SECTION 1. The Management Agreement dated November 25, 1974 between Pueblo Motorsports Inc. and Pueblo, a Municipal Corporation relating to a recreational motorsports facility to be developed on a portion of the "Honor Farm" property, having been approved as to form by the City Attorney is hereby approved. SECTION 2. The President of the City Council is hereby authorized and directed to execute said Agreement for and on behalf of the City and the City Clerk is directed to attest same and affix the Seal of the City thereto. ATTEST: ity 1 INTRODUCED NoyeMbgr 11 , 1974 By RTrHARD N_ ANGLUND Councilman APPROVED: President of the Council MANAGEMENT AGREEMENT This Management Agreement made and entered into this i�S i day of November, 1974, by and between the City of Pueblo, State of Colorado, a Municipal Corporation ( "the City ") and Pueblo Motorsports Inc., a non - profit Colorado Corporation, Pueblo, Colorado ( "PMI "), WITNESSETH THAT, WHEREAS, the City holds a lease from the State of Colorado for certain real property located in Pueblo County, Colorado, and WHEREAS, the City is desirous of developing a portion of the land as a recreational motorsports facility, and WHEREAS, PMI is an organization having knowledge of motorsports facilities and expertise in the operation of such facilities, NOW THEREFORE, for and in consideration of the mutual covenants hereinafter provided the City and PMI hereby enter into a Management Agreement for the development, operation and maintenance of a recreational motorsports facility on that pro- perty particularly described as: All of Section 16, the East 1/2 of the Northeast 1/4 and the East 300 feet of the Northwest 1/4 of the Northeast 1/4 of Section 20, and the Northwest 1/4 of Section 21, Township 20 South, Range 65 West, Pueblo County, Colorado ( "premises "), subject to existing rights of way, easements and rights of parties under any lease with the State of Colorado. I. MANAGEMENT AGREEMENT SUBJECT TO TERMS OF SUPERIOR LEASE. This Management Agreement and all the terms, covenants, and conditions herein and use of the premises are in all respects subject and subordinate to the Lease between the City as Lessee and the State of Colorado as Lessor, dated June 24, 1974, said Lease between the City and State of Colorado including the pro- course of this Management Agreement and all taxes and assess- ments levied against the premises, improvements, furniture and equipment thereon. V. CONTROL AND MAINTENANCE. Section 5.1. Possession. The City covenants that in- sofar as it is able it will put PMI into exclusive control and possession of the premises and PMI shall have the quiet enjoy- ment of the premises so long as there is compliance with the covenants herein. PMI warrants it is a Colorado non - profit corporation and has been duly authorized to execute this Agree- ment and is empowered to perform same. PMI shall perform all acts and execute all documents required to file for federal and state tax exempt status. Section 5.2. Waste and Obeying Laws. PMI shall not conduct any undue waste on the premises and shall comply with all valid laws, ordinances and regulations affecting its use of the above - described premises and activity conducted thereon. PMI agrees to indemnify and save harmless, the City from all claims for and penalties incurred by any act or omission of PMI in violation thereof. Section 5.3. Insurance. PMI agrees to provide at its expense, insurance for the premises and all activities con- ducted thereon, including insurance for all motorsports events. The terms, provisions and amounts of which liability and hazard and extended coverage insurance shall be approved by the City Attorney and name the City as a co- insured, as its interest may appear. PMI shall furnish copies of all policies for such in- surance to City. Section 5.4. Liability for Injury or Damage. PMI - 3 - Section 5.7. PMI agrees it will not allow liens or encumbrances to be placed on the premises or improvements by its acts or as a result of its operation on the premises. Section 5.8. Operation. The scheduling of motor- sports events and the conduct and operation of such events, in- eluding frequency of events and type of events shall be the responsibility of PMI and within its discretion. VI. DEVELOPMENT. Section 6.1. Development funds. The City agrees to furnish the sum of ONE HUNDRED TWENTY -FIVE THOUSAND DOLLARS AND NO CENTS ($125,000.00), for the development on the premises of a recreational motorsports facilities in accordance with the Master Plan referred to herein. Section 6.2. Master Plan. Any and all funds provided by the City or generated by operations on the premises shall be expended in accordance with a Master Plan for the development and operation of the motorsports facilities. The Master Plan shall be submitted to and approved by the City Manager of the City and any changes in the Master Plan shall be subject to the approval of the City Manager. Section 6.3. Expenditures to be Approved by Director of Parks and Recreation. All expenditures on the development and physical improvements of the recreational motorsports facility, of monies furnished by the City or generated by operations on the premises, shall be first approved by the Director of Parks and Recreation of the City. All such ex- penditures shall be in accordance with the Master Plan, however, necessary expenditures may be authorized for engineering data and other prerequisites for the development of the Master Plan. B - 5 - Section 6.8. No building or other improvement of a permanent nature, whether or not included in the Master Plan, shall be constructed or placed upon the premises until after PMI shall have first given written notice to the City describing the proposed building or other improvements and its location on the premises at least one hundred (100) days prior to the commencement of construction of such building or improvement. Any structures or improvements of a permanent nature shall re- ceive the prior approval of the Director of Parks and Recreation. VII. APPLICATION OF ORDINANCES. All improvements on the premises shall be made and constructed in accordance with ordinances of the City, however, the City ordinances and regulations as to streets and roads shall not apply to PMI's development of the premises. Control of fugitive dust from roadways and activities conducted on the premises shall be the sole responsibility of PMI. VIII. NOISE EMISSIONS. PMI agrees to take reasonable measures for the abate- ment of excess noise emissions. The City shall furnish the consultative services of the Department of Parks and Recreation for the purpose of utilization of vegetation to reduce excess noise emissions. IX. ASSIGNMENT. There shall be no assignment of this Management Agreement in whole or in part by either party without the prior written approval of the non - assigning party. X. NOTICE. Any notice required under this Lease shall be in I - 7 - perty which is the subject of this Management Agreement. II. TERM OF THE MANAGEMENT AGREEMENT. PMI shall have and hold the premises without limitation or interruption commencing at 12:00 o'clock noon on the lst day of December, A.D. 1974 and terminating at 12:00 o'clock noon on the 1st day of July, A.D. 1994. III. TERMINATION AND DEFAULT. Section 3.1. Termination. This Management Agreement may be terminated by mutual consent or by either party giving written notice to the non - terminating party one (1) year prior to the desired termination date. Section 3.2. Default. If either party be in default hereunder, the non - defaulting party may give written notice specifying the default to the defaulting party. If the defaulting party shall not correct such default within thirty (30) days after receipt of said notice or if said default cannot be corrected within said thirty day period and the defaulting party shall fail to commence action to correct said default within said thirty day period and thereafter diligently pursue such corrective action, the non - defaulting party may upon an addi- tional ten (10) days notice terminate this Agreement and except for accrued rights and liabilities hereunder upon termination each party shall be relieved from all duty and obligation here- under. IV. UTILITIES. PMI agrees to pay for the extension of all utility service to the premises and any and all utility bills (including electricity, water, telephone and heat) it may incur during the - 2 - shall be in exclusive control and possession of the premises as provided herein, and the City shall not, in any event what- soever, be liable for any injury or damage to any property or to any person happening on the premises, nor for any injury or damage to the premises, nor to any property of PMI, resulting from the use and operation of the premises by PMI. As to the City, PMI agrees to assume risk of all injuries, including death resulting therefrom, to persons, and damage to and de- struction of property including loss of use thereof resulting directly or indirectly, wholly or in part, from the wrongful or negligent prosecution or omission of any work undertaken by PMI on the above - described premises and the use thereof by others under PMI's supervision and control caused by or for which PMI may otherwise be held responsible, and to indemnify and save harmless the City, or the employees or agents thereof from and against any and all such liability arising therefrom except through negligence of the City or its Agents and em- ployees. Section 5.5. Access. PMI shall permit the City or its authorized agent to enter the premises at all reasonable hours for the purpose of inspection. The City will allow PMI reasonable access to the premises across other City pro- perty or property under its control if necessary. The City shall retain the right to cross the described premises if necessary in order to have access to other properties of the City or properties which the City controls. Section 5.6. Surrender and Hold -over period. PMI agrees it will peaceably surrender the premises and all improve- ments at the termination of this Management Agreement unless prior to termination PMI and the City otherwise agree in writing. - 4 - Section 6.4. Accounting. PMI shall furnish to the City Manager on or before the first day of November of each year, during the term of this Management Agreement, an annual budget of proposed expenditures for the operation and develop- ment of the motorsports facility for the next calendar year. PMI shall also furnish an annual audit for the preceding years' development and operation of the motorsports facility on Novem- ber 1 of each year and a quarterly operating statement on the first day of February, June, August and November of each year. Section 6.5. Motorsports. The term "motorsports" as used herein includes speed or endurance events involving motor or other vehicles, but is not limited to drag- racing, motorcycle racing, stock -car racing, sports -car racing, and go- cart racing. Such events shall be open to the general public for the payment of a reasonable admission charge or participa- tion fee and shall be sanctioned by an appropriate sanctioning body where applicable. Section 6.6. It is agreed that at the termination of the Management Agreement all improvements and equipment purchased with monies furnished by the City or generated from motorsports events conducted on the premises shall be and remain the pro- perty of the City. Section 6.7. Property contributed by PMI. It is agreed that any equipment which PMI owns at the time motorsports events begin on the premises and which PMI places in use on the premises will become the property of the City. Provided, how- ever, that such equipment shall be evaluated at its then fair market value and PMI compensated therefore if the Management Agreement is terminated within a period of five (5) years from the date hereof. writing and personally delivered or sent postage prepaid in the U. S. Mail registered or certified, return receipt requested, to: If to the City, City Manager, City of Pueblo, 1 City Hall Place, Pueblo, Colorado 81003. If to PMI, Pueblo Motorsports Inc., 3140 Skyview, Pueblo, Colorado 81008, or to any other address subsequently designated by the parties. XI. RELATIONSHIP. Nothing herein contained shall be construed to make PMI an agent or employee of the City. The relationship be- tween PMI and the City is hereby declared to be that of an independent contractor to the City. XII. BINDING EFFECT. This Management Agreement shall be binding upon the parties, their successors, and approved transferees and assigns and shall be governed by the laws of the State of Colorado where applicable. IN WITNESS WHEREOF, the City and PMI have caused this Agreement to be duly approved and executed as of the date first written above. PUEBLO, a Municipal Corporation By President, City - Council of Pueblo ATTEST: i y; T?�k f4 Pueblo, Colorado PUEBLO MOTORSPORTS INC. By Ben Crossno, President ATTEST: V- 01441%FM -W ayn Y11c ur ry ecre ry