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HomeMy WebLinkAbout6026RESOLUTION NO. 6026 A RESOLUTION APPROVING AN AGREEMENT BETWEEN THE CITY OF PUEBLO, A MUNICIPAL CORPORATION AND AMERICAN STANDARD INC., A DELAWARE CORPORATION RELATING TO THE TRANSFER OF LAND AT PUEBLO MEMORIAL AIRPORT AND AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE THE AGREEMENT AND THE WARRANTY DEED THEREIN DESCRIBED BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, COLORADO, that: SECTION 1 The City Council does hereby find and determine as follows: (a) There now exists in the City of Pueblo and has existed for a number of years unemployment in an abnormal amount injurious to the public health and welfare of the City and its inhabitants constituting an econonic and social liability impairing and arresting the sound growth, economic development and stability of the City. (b) The prevention and elimination of unemployment and the social and economic evils associated therewith are proper public purposes and matters of local and municipal concern which justify the expenditure of public funds. (c) The City is the owner by conveyance from the United States Government of land known as the Pueblo Memorial Airport and it would be in the best interests of the City and in the public interests if portions of the Airport land not required for aviation or airport use be transferred and be reused and developed for industrial purposes. (d) American Standard Inc. has determined to construct on land at Pueblo Memorial Airport an approximately 205,000 square foot manufacturing facility with office space (herein "Project "). (e) No similar project exists in the City and construction and equipping of the Project will require a large outlay of capital. (f) American Standard Inc. believes it will employ and has committed to the City that it will use its best efforts in good faith to employ approximately 125 employees at the Project by December 31, 1988. (g) The property described in the Agreement between the City and American Standard Inc. attached hereto is surplus to the City's needs. (h) The construction of the Project will stimulate and promote industrial activity at Pueblo Memorial Airport thereby creating employment opportunities for the citizens of the City, greater use of airport facilities and increased aeronautical activities. (i) The execution and performance of the Agreement between the City and American Standard Inc. are in the best interests of the City and its citizens and will promote the public health, safety, commerce, prosperity and general welfare of the City and its citizens. SECTION 2 The Agreement between the City of Pueblo, a Municipal Corporation and American Standard Inc., a Delaware Corporation, a copy of which is attached hereto and incorporated herein as if set out herein in full, having been approved as to form by the City Attorney, is hereby approved. 1WZ C T. ("r T nXT Z The President of the City Council is hereby authorized and directed to execute for and on behalf of the City the Agreement and the Warranty Deed substantially in the form of Exhibit "A" attached thereto and the City Clerk is directed to affix the seal of the City thereto and attest same. INTRODUCED: May 26, 1987 ATTEST: C i7 Clerk TJ 19.21 -3- MIKE SALARDINO Councilman AGREEMENT THIS AGREEMENT between the CITY OF "City ") and AMERICA N (herein "Company "), WITNESSETH: entered into this " -� day of May, 1987 PUEBLO, a Municipal Corporation (herein STANDARD INC., a Delaware Corporation, WHEREAS, City is the owner by conveyance from the United States Government of certain land known as the Pueblo Memorial Airport, Pueblo County, Colorado, and WHEREAS, it would be in the best interest of the City and in the Public interest if portions of the Airport land not required for aviation or airport use be transferred and be reused and developed for industrial purposes, and WHEREAS, such resue and development of portions of the Airport industrial land would increase the tax base and availability of jobs and promote the economic expansion of the City, and WHEREAS, the property described herein is surplus property no longer of need or use to the City, and WHEREAS, Company has proposed a plan for the reuse and development of a portion of the Airport land for industrial use. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, City and Company agree as follows: 1. Sale and Purchase. (a) City does hereby sell, and Company does hereby purchase upon the terms and conditions herein, for a purchase price of $27.56, (herein "Purchase Price ") payable as herein provided, approximately 27.56 acres, more or less, of real property located at Pueblo Memorial Airport, Pueblo County, Colorado described in Exhibit " A " attached hereto and incorporated herein (herein "Property "). Company acknowledges that City owns the Property subject to restrictions in the deed to the City recorded in Book 1074, Page 87, Instrument No. 819072 of the records of the Clerk and Recorder of Pueblo County, Colorado. (b) the Purchase Price will be paid in full at closing. 2. Conveyance. The City shall convey to Company marketable title to the Property by General Warranty Deed substantially in the form of Exhibit "A" attached hereto and incorporated herein, free of liens, encumbrances, taxes and assessments. At closing, "I- the deed will be duly executed and acknowledged for recording. 3. Closing. The closing of the transaction contemplated by this Agreement shall be in Pueblo, Colorado at a time and date designated by the City, on or before June 30, 1987 (herein "closing date ") . The closing date hereunder may be changed without amendment to this Agreement by mutual written consent of City and Company. If the closing does not take place on or before the closing date or such later date as City and Company shall mutually agree to in writing, this Agreement shall become null and void. However, both parties shall be reasonable in consenting to change in the closing date in order to comply with the conditions precedent to closing set forth in paragraph 4. 4. Conditions Precedent to Closing. The Purchase and sale herein contemplated is contingent upon and subject to the following: (a) Receipt by Company of a standard ALTA owners title insurance policy, or commitment therefore, in the amount of the estimated value of the Property as improved satisfactory to Company, insuring title to the Property free of liens, encumbrances, taxes and assessments. All costs and premium for such title insurance shall be paid by Company. (b) Prior approval of the Federal Aviation Administration (herein "F.A.A. ") and its issuance of all necessary Deed of Release for the Property. (c) Pueblo County granting an exemption from its subdivision regulations for the Property which exemption shall be obtained at City's expense. (d) Completion by Company of an environmental survey of the Property showing the Property to be, in Company's sole opinion, in an acceptable environmental condition. Such environmental survey shall be conducted by Company at its sole cost and expense and completed no later than June 30,1987. If any of the above conditions precedent to closing are not complied with prior to closing, Company or City may terminate this Agreement and each party shall be released from all obligations hereunder. 5. Company's Representation. Company represents, warrants and agrees, subject to closing, as follows: (a) Company will construct and equip on the Property an approximately 205,000 square foot manufacturing facility with office space (herein "facility ") and plans to operate its facility in a manner which will be advantageous to the economic development of the City and County of Pueblo, Colorado. The facility will be constructed in accordance with plans and -2- specifications, including landscaping plans, approved unreasonably withheld or applicable federal, state, Company estimates that the 1, 1988. parking, site development and by City, which approval will not be delayed, and in compliance with and local law, regulations and codes. facility will be operational by June If Company does not commence construction of its facility within six (6) months after closing and thereafter without unreasonable delay pursue its completion and take all action necessary and required therefor, Company shall, within one (1) year from date of closing, either (i) reconvey to City marketable title to the Property by Special Warranty Deed free of all liens, claims, encumbrances, taxes, restrictions, easements and rights of way placed thereon by the acts or defaults of Company, or (ii) pay to City the sum of $546,000.00. For purposes of this paragraph, the term "commence construction" means the pouring of footings and foundations, and the term "completion" means the construction and installation of the facility's foundation, walls, floor, roof, parking areas and landscaping. (b) Company shall, at its own expense, cause all utilities and roads used or to be used by the Company on the Property to be extended from the property line adjacent to the Property and installed upon the Property and shall maintain and keep in good repair all such roads and utility extensions. (c) Company shall keep and maintain the Property and all improvements thereon including landscaping in a good, clean, safe and orderly condition, free of waste, rubbish, debris and trash and will enclose and screen from public view all unsightly areas used for storage. (d) Waste water discharged from the Property into City's sanitary sewer system and Company's use thereof are limited by and subject to City's sewer user, industrial cost recovery, high strength surcharge, and pretreatment ordinances, rules and regulations applicable to City's sanitary sewer system at Pueblo Memorial Airport, now in effect or hereafter adopted and amended. (e) Company shall comply with notifications and review requirements of the F.A.A. prior to construction, modification or alteration of any building or structure on the Property. (f) Company shall pay to City a combined service fee for services and facilities now furnished by City at the Pueblo Memorial Airport, namely: sewage treatment, public street maintenance, fire protection, and street lighting based upon $250.00 per acre per annum payable monthly for each acre of land conveyed to Company hereunder. City may, from time to time, -3- r� ~ reduce or eliminate any or all of the services or facilities presently being furnished and may modify, increase or decrease the annual combined service fee provided (i) such services and fee shall be non - discriminatory among other tenants and owners of land at Pueblo Memorial Airport receiving such services and facilities, and (ii) such fee shall be reasonable in relation to City's actual cost and expense of furnishing the services and facilities then being furnished. City's cost may include the cost of capital improvements amortized over the useful life of the improvements. (g) Company agrees and acknowledges that neither City nor any of its officers, employees or agents has made any representation or warranty concerning or relating to the operation, maintenance or continuance of the Pueblo Memorial Airport or any public areas or facilities located at the Pueblo Memorial Airport. (h) The Property to be conveyed to Company hereunder is a portion of land City is developing into an industrial park. City in developing the industrial park intends to prepare and record appropriate restrictive covenants restricting the development and use of the land adjacent to the Property to industrial and commercial development and uses which are generally compatible with Company's contemplated use for the Property. City agrees to consult with Company in the preparation of such restrictive covenants for the industrial park. City further agrees that such restrictive covenants will not require modification of Company's use of the property on the date the restrictive covenants are recorded. Company shall subordinate the Property to such restrictive covenants and if requested by the City to do so, will execute and record an instrument subjecting the Property thereto. This subparagraph shall extend to the successors and assigns of both City and Company. (i) Company acknowledges and agrees that the creation of jobs by Company is the primary purpose and the major consideration to the City for the transfer of the Property hereunder. Therefore, Company agrees that it will use its best efforts in good faith to employ at its facility on the Property approximately one hundred twenty -five (125) employees by December 31, 1988. (j) At the request of City, Company shall meet and in good faith confer with the City concerning the annexation of the Property to the City when the Pueblo Memorial Airport, or any part thereof including, without limitation, the Property, becomes eligible for annexation. (k) Company shall provide for storm water drainage which shall include the construction and installation of storm water detention facilities on the Property. The detention facility shall be capable of storing the developed on -site runoff from a 100 -year frequency storm. The maximum release rate from -4- it 1-1%, . the detention facility at the ponding depth corresponding to the 10 -year volume shall be .30 cfs /acre and 1.00 cfs /acre for the 100 -year ponding depth. All calculations and details shall conform with the City of Pueblo Storm Drainage Criteria Manual. The point of discharge from the detention facility shall be at a location approved by the Director of Public Works. 6. City's Representations. City represents and warrants as follows: (a) That Property has not been used by City or any other party since City acquired it in 1948. Since the City acquired it in 1948 no fill of any kind has been placed on the Property and no toxic or hazardous substances of any kind have been dumped, spilled, buried, sprayed or otherwise placed on or under the Property. To the best of the City's knowledge the Property was never used as an industrial site, and before 1941 it was used for agricultural purposes only. (b) That City owns the Property and has authority to convey it subject to the provisions in this Agreement. (c) That no litigation is pending, or to City's knowledge proposed, threatened or anticipated with respect to any matter affecting the Property. (d) William White Boulevard shall be extended to the West line of the Company's property and City shall expend or make available its funds in the total amount of $350,000.00 for the following: 1. Providing utilities to the property line. 2. Rough grading of the site. 3. Parking lot and drive and adjacent curb and gutter as shown in the Plot Plan dated April 14, 1987. 4. Landscaping allowances not to exceed $50,000.00. 7. City grants Company the immediate right to enter the Property and to make such surveys and improvements to the Property as the Company deems necessary to achieve its strategic purpose of completion of its facility in a most expeditious manner. Company agrees to indemnify and hold City,its officers, its employees and agents harmless from and against all claims, actions, orders, suits, legal or administrative proceedings, demands, actual damages, fines, punitive damages, losses, costs, liabilities, interest and attorneys fees resulting from or arising out of Company's use of the Property prior to closing. 8. Enforcement. In arising out of this Agreement, the event of any litigation the Court shall award to the -5- prevailing party all. costs and expenses, including reasonable attorney fees. 9. Colorado Law. This Agreement shall be governed by the laws of the State of Colorado and shall be construed in accordance therewith. 10. No Waiver. No provision of this Agreement may be waived except by an agreement in writing signed by the waiving party. A waiver of any term or provision shall not be construed as a waiver of any other term or provision. 11. Binding Effect. This Agreement shall be binding on the parties, their heirs, executors, administrators, successors or assigns. The parties agree to do any and all things necessary to effectuate the purpose of this Agreement. 12. Construction. Throughout this Agreement, the singular shall include the plural; the plural shall include the singular; and the masculine and neuter shall include the feminine, wherever the context so requires. 13. Text to Control. The headings of sections are included solely for convenience of reference. If any conflict between any heading and the text of this Agreement exists, the text shall control. 14. Severability. If any provision of this Agreement is declared by any court of competent jurisdiction to be invalid for any reason, such invalidity shall not effect the remaining provisions. On the contrary, such remaining provisions shall be fully severable, and this Agreement shall be construed and enforced as if such invalid provisions had never been inserted in the Agreement. 15. Amendment. This Agreement sets forth the entire understanding of the parties and may be amended, altered or revoked at any time, in whole or in part, only by filing with this Agreement a written instrument setting forth such changes, signed by the parties hereto, except as otherwise provided in Section 3. 16. No Assignment. The Company shall not assign this Agreement or any interest therein without the prior written consent of the City, which consent shall not be unreasonably withheld or delayed. 17. Notices. All notices required to be given by this Agreement shall be made in writing and served either by: a. Personal delivery to the party requiring notice; or b. mailing notice via the U.S. Mail to the last known address of the party requiring notice, by first class mail, postage prepaid. Effective date of the notice shall be the date of the personal delivery as specified in paragraph a. above or four (4) days after the date the notice was deposited in the U.S. Mail as specified in paragraph b. above. For purposes of this section, the initial addresses of the parties hereto shall be as follows: American Standard Inc. 40 W. 40th Street New York, New York 10018 Att: Real Estate Services City Manager City of Pueblo 1 City Hall Place Pueblo, Colorado 81003 and American Standard Inc. c/o Thomas T. Farley Petersen & Fonda, P.C. 650 Thatcher Building Pueblo, Colorado 81003 18. Survival of Covenants and Representations. The covenants, representations and warranties made by each party herein shall survive the closing for the benefit of the other party. 19. Non - Exclusive Use of Roads. City grants to Company a non - exclusive easement and right -of -way over and across the following City owned road at Pueblo Memorial Airport, to -wit: William White Boulevard for purposes of ingress and egress to and from U.S. Highway 50 -B to and from the Property. City reserves the right to repair, modify, alter, change, relocate, temporarily close and provide detours therefor, and redesignate such road. Immediately upon the dedication by the City of the road, or any portion thereof, to the public, the easement and right -of -way granted by this paragraph shall cease and terminate as to the roads or portions thereof so dedicated. 20. Easement. City will grant to Company an easement for the construction of a parking lot adjacent to and west of the Property. The land included with the easement and restrictions on the use thereof, shall be mutually acceptable to City and Company. IN WITNESS WHEREOF, the Company has caused this Agreement to be executed by its duly authorized officer, and the City has caused this Agreement to be executed by its duly authorized representatives both on the day and year first written above. -7- AMERICAN STANDARD INC. A Delaware Corporation ATTEST: ? By Ass f." Sec-r& a y it CITY OF PUEBLO, A MUNICIPAL CORPORATION ATTEST: ✓,� " By a City Clerk Pre 'dent of City Counci 11 EXHIBIT "A" WARRANTY DEED THIS DEED, made this day of , 1987 by and between the City of Pueblo, a Municipal Corporation, existing under the laws of the State of Colorado (herein "City ") and AMERICAN STANDARD INC., a Delaware Corporation (herein "Company "), WITNESSETH: That the City for and in consideration of the sum of $10.00 and other good and valuable consideration to the City in hand paid by the Company, the receipt whereof is hereby confessed and acknowledged, has granted, bargained, sold and conveyed, and by these presents does grant, bargain, sell, convey and confirm unto the Company, its successors and assigns forever, all the real property situate, lying and being at Pueblo Memorial Airport, County of Pueblo, State of Colorado, more particularly described in Exhibit "A" attached hereto and incorporated herein (herein "Property "), with all its appurtenances, and warrant the title to the same, subject to restrictions, reservations, rights of way, and easements of record and to the following covenants, conditions, and restrictions which are and shall be construed to be covenants running with the land described herein and binding x -11, upon the Company, its successors and assigns and inuring to the benefit of the City, its successors and assigns. 1. City reserves unto itself and its successors and assigns, for use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the Property, together with the right to cause in the airspace above the surface of the Property such noise as may be inherent in the operation of any aircraft now known or hereafter used for navigation of or flight in said airspace, and for use of the airspace above the surface of the Property for landing on, taking off from, or operation on or over the Pueblo Memorial Airport. 2. Company expressly agrees for itself, its successors and assigns to restrict the height of structures, objects of natural growth and other obstructions on the Property, to a height of not more than 4,710 feet above the mean sea level. 3. Company expressly agrees for itself, its successors and assigns, that it will prevent any use of the Property which would interfere with landing or taking off of aircraft at the Pueblo Memorial Airport, or otherwise constitute an airport hazard. 4. The Property and its use are further subject to the following Restrictive Covenants: (a) During the first three (3) years after date hereof, the Property may be used only for offices, or manufacturing facilities and incidental warehousing, and thereafter t Property may be used only for offices, warehousing y r manufacturing facilities. The Property shall not be used for smelting or for the storage or processing of putrescible materials, or for any purpose or business which constitutes a nuisance, or which exceeds the state air pollution control standards for the facility. Gasoline or diesel fuel used in connection with the business conducted on the Property but not for sale at retail or wholesale may be stored on the Property in an environmentally sound manner. -2- (b) Parking areas for vehicles and roads on the Property shall be paved. (c) The Property shall not be subdivided and.no building or structure over sixty (60) feet in height shall be installed or constructed on the Property. (d) No structure or building shall be constructed or installed nearer than sixty -five feet (65 of the right -of -way line of William White Boulevard or twenty -five feet (25 of side or rear streets. There must be installed and maintained a minimum thirty -five foot (35 strip of living landscaped ground adjacent to William White Boulevard, and fifteen feet (15 adjacent to other abutting streets, except for abutting paved parking areas. Minimum side yard set -backs shall be twenty -five feet (25 (e) The Property owner shall at all times keep and maintain the Property and all buildings, landscaping and improvements located thereon in a good, clean, safe and orderly condition free of waste, rubbish, debris and trash, and enclose and screen from public view all unsightly areas of the Property used for storage. (f) Before commencing the construction, installation or alteration of any building, structure, parking facility, outdoor sign, or other permanent improvement, or landscaping on the Property, the Property Owner shall submit to and have approved by the City in writing the site plans and plans and specifications therefor. City's approval will not be unreasonably withheld. In the event the City or its designated representatives shall fail to approve or disapprove such plans and specifications within twenty -five (25) working days after they have been submitted to the City, such approval will not be required and this covenant will be deemed to have been complied with. All buildings, improvements and activities on the Property shall be constructed and conducted in compliance with all applicable federal, state and local law, regulations, and codes. (g) Waste water discharged from the Property into City's sanitary sewer system and Company's use thereof are limited by and subject to City's sewer user, industrial cost recovery, high strength surcharge, and pretreatment ordinances, rules and regulations applicable to City's sanitary sewer system at Pueblo Memorial Airport, now in effect or hereafter adopted or amended. (h) City reserves the right to waive all or any part of these Restrictive Covenants. 5. If Company does not commence construction on the Property of an approximately 205,000 square foot manufacturing facility within six (6) months from date hereof and thereafter, -3- without unreasonable delay, pursue its completion and take all action necessary and required therefor, Company shall, within one (1) year from date hereof, either (i) reconvey to City marketable title to the Property by Special Warranty Deed free of all liens, claims, encumbrances, taxes, restrictions, easements and rights of way placed thereon by the acts or defaults of Company, or (ii) pay to City the sum of $546,000.00. For purposes of this paragraph, the term "commence construction" means the pouring of footings and foundations, and the term "completion" means the construction and installation of the facility's foundation, walls, floor, roof, parking areas and landscaping. 6. At the request of City, Company shall meet and in good faith confer with City concerning the annexation of the Property to the City when the Pueblo Memorial Airport, or any part thereof, including without limitation, the Property, becomes eligible for annexation. 7. Invalidation of any one of the foregoing covenants, conditions, restrictions or reservations by judgment or court order or otherwise shall in no wise affect any of the other of said covenants, reservations, restrictions or conditions which shall remain in full force and effect. 8. City shall have the right to enforce the restrictions, covenants and conditions hereof by injunction or other lawful procedure and to recover damages, costs, expenses, including reasonable attorney fees, resulting from any violation thereof or arising out of their enforcement. -4- CITY OF PUEBLO, A MUNICIPAL CORPORATION ATTEST: By President of City Council Secretary AMERICAN STANDARD INC., A Delaware Corporation By Title: ATTEST: Assistant Secretary COUNTY OF PUEBLO ) SS STATE OF COLORADO ) The foregoing instrument was acknowledged before me in Pueblo County, Colorado this day of , 1987 by Michael Occhiato as President of the City Council of Pueblo, Colorado and Marian D. Mead as City Clerk of the City of Pueblo, Colorado. Witness my hand and official seal. My commission expires: Notary Public COUNTY OF SS. STATE OF ) The foregoing instrument was acknowledged before me this -5- day of , 1987 by as and as Assistant Secretary of ican Standard Inc., a Delaware Corporation. Witness my hand and official seal. My commission expires: Notary Public -6- EXHIBIT "A" A parcel of land located in the County of Pueblo, State of Colorado, to -wit: A parcel of land located in the SE 1/4 of the NE 1/4 and the NE 1/4 of the SE 1/4 of Section 26,Township 20 South, Range 64 West of the 6th Principal Meridian, said parcel being more particuarly described as follows: Beginning at a point from which the NE corner of said Section 26 bears N. 04° 05' 38" E (Bearings based on the north line of said Section 26 to bear N 89° 10' 48" W), a distance of 1660.07 feet; thence S. O1° 57' 57" E, a distance of 1516.82 feet; thence S 88 02' 03" W, a distance of 790.00 feet; thence N 01° 57' 57" W, a distance of 1522.24 feet; thence N 88 25' 39" E, a distance of 790.02 feet to the Point of Beginning. Pueblo County, State of Colorado