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HomeMy WebLinkAbout6091RESOLUTION NO. 6091 A RESOLUTION APPROVING AN AMENDED LEASE AGREEMENT BETWEEN THE CITY OF PUEBLO AND HALLIBURTON COMPANY, AUTHORIZING THE CITY ATTORNEY TO SETTLE THE CLAIMS OF HALLIBURTON COMPANY AGAINST THE CITY OF PUEBLO AND MAKING APPROPRIATIONS THEREFOR, AND AUTHORIZING THE PRESIDENT OF THE CITY COUNCIL TO EXECUTE THE AMENDED LEASE AGREEMENT BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, COLORADO, that: SECTION 1 The Amended Lease Agreement dated September 28, 1987 between the City of Pueblo, as Lessor and Halliburton Company, as Lessee relating to 25.60 acres of land at the Pueblo Memorial Airport Industrial Park, the original of which is on file in the office of the City Clerk, having been approved as to form by the City Attorney, is hereby approved, and the President of the City Council is authorized and directed to execute the Amended Lease Agreement for and on behalf of the City of Pueblo. SECTION 2 The City Attorney is authorized to settle the claims of Halliburton Company against the City of Pueblo and Civil Action No. 86 CV 976, Pueblo County District Court. The City Attorney is further authorized to execute all instruments and documents in the name of and for and on behalf of the City required therefor. There is hereby appropriated the sum of $40,000.00 for the purpose of settling the claims of Halliburton Company and said sum is directed to be transferred from account number 034 - 1987 -9001 to account number 034 -1987 -8706. INTRODUCED: September 28, 1987 By Allyn Middelkamp Councilman ATTEST: APPROV 1F ' f 1 City lark President of the City Council TJ 22.34 -2- )N0.84'7291 RECORDED / 0,' 0 � ,� M OCT 2 8 19R7 BOOR23 9 PUEBLO COUNTY, COLORADO AMENDED LEASE AGREEMENT THIS AMENDED LEASE AGREEMENT entered into this 28th day of September, 1987 between the City of Pueblo, a Municipal Corporation, herein called Lessor, and Halliburton Company, a Delaware Corporation with offices at 3600 Lincoln Plaza, 500 N. Akard St., Dallas, Texas, 75201 -3391, and duly qualified to do business in the State of Colorado, herein called Lessee, WHEREAS, Lessor and Lessee entered into a Lease Agreement dated March 12, 1979, and WHEREAS, Lessor and Lessee are desirous of amending certain provisions of the March 12, 1979 Lease Agreement by entering into this Amended Lease Agreement; NOW, THEREFORE, Lessor and Lessee agree as follows: W I T N E S S E T H: THAT IN CONSIDERATION of the payment of rent hereinafter provided and the keeping and performance of each of the covenants and agreements of the said Lessee hereinafter set forth, said Lessor has and does hereby lease unto the said Lessee the land situate at the Pueblo Memorial Airport, herein called Airport, in the County of Pueblo, State of Colorado, described in Exhibit "A" attached hereto and incorporated herein as if set out in full, herein called "leased premises ". TO HAVE AND TO HOLD the leased premises unto the Lessee for a term of thirty -two (32) years commencing on April 1, 1987 and terminating on March 31, 2019, for and upon an annual rental of $3,770.36, except as hereinafter provided. aook2369 Fmr S 5 The annual rental as set forth above shall be adjusted for the twenty (20) year period commencing April 1, 1999 based on the cost of living index published by the Bureau of Labor Statistics of the United States Department of Labor for all cities and all items. The annual rental for each year of such twenty (20) year period shall be computed by dividing the annual rental for the first year of the lease by the index number for April 1, 1979, which for this purpose shall be the first month of the initial term of the March 12, 1979 Lease, and then multiply that amount by the index number for the month immediately preceding the first month of the first year of such twenty (20) year period. In the event that the Bureau of Labor Statistics shall change the base period from the base period used during April 1979, the new index number for April 1979 shall be substituted for the index number originally used as the divisor of the rental specified in the first year of the Lease. All rent shall be paid annually to Lessor at Lessor's Department of Finance, City of Pueblo, Colorado in advance without notice. 1. RIGHTS AND PRIVILEGES OF LESSEE. A. Lessee shall use the premises for such purposes as may be reasonably necessary and incident to its business including manufacturing purposes and incidental office and warehouse use and shall have the full use thereof, together with any and all appurtenances hereto belonging, without molestation; and Lessee shall have the right subject to the conditions and covenants of this Lease to erect upon the property so leased hereunder any -2- aook�3�9 �acF�3 i � improvements that it may desire and which are reasonably necessary for the conduct of its business, which said improvements (including the buildings presently located on the leased premises) shall at all times remain the property of Lessee and Lessee is hereby given and granted the right to remove the said improvements from the property upon termination of this Lease. Lessee's right to modify, remove, alter or tear down the present buildings and make any other changes, improvements or modifications to the property necessary in Lessee's sole discretion is subject to City of Pueblo building codes and zoning restrictions and covenants and restrictions contained in this Lease. B. Lessee, its employees and invitees shall have the right of ingress and egress between the Main entrance of the Airport as the same now exists or may hereafter be relocated and the leased premises over, upon and through such streets as from time to time shall be designated by Lessor. 2. RIGHTS AND PRIVILEGES OF LESSOR. A. Lessor shall have the right to enter upon the leased premises for the purpose of inspecting same at any reasonable hour. B. Lessor reserves the right to maintain, abandon, relocate, develop, improve, or repair the Airport, the landing area of the Airport and all publicly owned facilities of the Airport but shall not be obligated to the Lessee for any failure to so maintain, repair, develop or improve the Airport or for the abandonment or relocation of the Airport or publicly owned facilities. -3- BooK2369 Farr 377 C. There is hereby reserved to the Lessor, its successors, and assigns, for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the premises hereby leased, together with the right to cause in said airspace such noise as may be inherent in the operation of aircraft, now known or hereafter used, for navigation of or flight in the air, using such airspace or landing at, taking -off from, or operating on Pueblo Memorial Airport. 3. OBLIGATIONS OF LESSEE: A. Lessee shall, at its sole expense, maintain and keep the leased premises and any improvements presently existing or hereafter constructed thereon in good condition, appearance, state of repair and landscaped to the extent reasonable considering the nature of Lessee's business. B. The Lessee shall, to the extent reasonable considering the nature of its business, at its own expense, keep the premises neat, clean, safe and orderly at all times, free of waste, rubbish and debris, and shall provide a complete and proper arrangement for the sanitary handling and disposal of all trash, garbage and other refuse resulting from Lessee's occupancy of the leasehold and its activities. C. Lessee shall furnish at its own expense and promptly pay for all utilities except sewer services used by Lessee and all taxes assessed against improvements on the leased premises prior to same becoming delinquent. Lessor shall pay all taxes, if any, assessed against the leased premises. D. Lessee agrees, except as may be otherwise provided -4- BooK`ti3�9 ParF8 7 8 in other contracts entered into between the Lessor and Lessee, not to engage in any business at the Airport other than that which is expressly authorized herein. E. The Lessee agrees to indemnify, defend, and save the Lessor, its agents, officers, representatives and employees, harmless from and against any and all penalties, liability or loss including costs and attorney fees resulting from claims or court action, whether civil, criminal or in equity, and arising out of the negligence of the Lessee, its agents, employees, or servants. F. Lessee shall maintain comprehensive general public liability insurance with limits for personal injury of not less than $300,000.00 for any one occurrence or for any one injury or death and $100,000.00 property damage. Lessee shall furnish to Lessor a Certificate from the Insurance Carrier or Carriers showing such insurance to be in full force and effect during the term of this Lease Agreement. All said policies shall provide for a minimum of ten (10) days notice to the Lessor in the event of cancellation, non - renewal, or material change in the terms thereof. G. Lessee shall not hold or attempt to hold Lessor liable for any injury, including loss of life, to any person, or for damage to any property while on the leased premises, irrespective of how such injury or damage may be caused or occasioned, except that this paragraph shall not apply to acts of Lessor, its agents or employees. H. In addition to the rent hereby reserved, Lessee agrees to pay a combined service fee for services and facilities -5- BOOk�� FAGF879 now provided by Lessor at the Airport, namely: sewage disposal, street maintenance, fire protection, and street lighting, of $183.75 per acre per year payable in monthly installments in advance without notice on or before the first day of each month commencing on the first day of April, 1987. The combined service fee may be modified, increased, or decreased at any time after five years from date hereof by action of the City Council of Lessor; provided, that fees for said combined services shall be generally equal for all tenants and owners of property at the Pueblo Memorial Airport Industrial Park receiving such services and be reasonable in relation to the actual costs of such services then being furnished by Lessor at the Pueblo Memorial Airport; and provided, further, that any such increases in fees shall not be more frequent than every five years from date hereof and such increases shall not exceed 5% of the service fees for the prior five year period. 4. OBLIGATIONS OF LESSOR: A. Lessor shall maintain sewer mains as the same are presently shown on the Utilities Map of the Pueblo Memorial Airport on file in the office of the Director of Aviation of Pueblo. Lessee agrees that Lessor shall have a right at all times to enter upon the leased premises for the purpose of maintenance and repair of sewer and water mains located on the leased premises. Lessee shall construct and maintain at its own expense, free from leaks and unsanitary conditions, all water and sewer service lines other than as shown and designated as "mains" on said Utilities Map as may be necessary to its enjoyment and use of Book,-369 FAOF889 the leased premises. 5. GENERAL CONDITIONS: A. The terms and conditions of this Lease and Lessee's rights hereunder are hereby made subject to the provisions of Title III, Chapter 1 of the 1971 Code of Ordinances of the City of Pueblo in effect on March 12, 1979. In the event of conflict between said Code of Ordinances and any provision herein, said Code shall control. B. The Lessee, as part of the consideration hereof, does hereby covenant and agree, as a covenant running with the land, that in the event facilities are constructed, maintained, or otherwise operated on the leased premises for a purpose for which a Department of Transportation program or activitiy is extended or for another purpose involving the provision of similar services or benefits, the Lessee shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non- discrimination in Federally- assisted programs of the Department of Transportation -- Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended. The Lessee, as part of the consideration hereof, does hereby covenant and agree, as a covenant running with the land, that (1) no person on the grounds of race, color or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of the leased premises, (2) that in the construction of any -7- Boox`'369 �arF8�1 improvements on, over, or under the leased premises and the furnishing of services thereon, no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimina- tion, (3) that the Lessee shall use the leased premises in compliance with all other applicable requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non- discrimination in Federally- assisted programs of the Department of Transportation -- Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended. C. The Lessee agrees to comply with the notification and review requirements covered in Part 77 of the Federal Aviation Regulations relating to the construction or alteration of buildings and structures on the leased premises. Lessee agrees to restrict the height of structures, objects of natural growth and other obstructions on the leased premises to a height of not more than 4,700 feet above mean sea level, it being understood and agreed that the ground level of the leased premises is 4,620 feet, more or less, above mean sea level. D. The Lessee by accepting this Lease expressly agrees for itself, its successors and assigns that it will not use the leased premises in any manner which might interfere with the landing and taking -off of aircraft from Pueblo Memorial Airport or otherwise constitute an airport hazard. In the event the aforesaid covenant is breached, the Lessor reserves the right to enter upon the premises hereby leased and cause the abatement of Boox2369 FzF882 such interference at the expense of the Lessee. E. The Lessee shall observe faithfully all general rules and regulations affecting use of the airport, established by the Lessor, including but not limited to rules affecting the operation of motor vehicles upon, to and from the Airport. F. The Lessee, and all officers, agents and employees of Lessee, while upon the leased premises hereby agree to be bound by and subject to all the Offense Ordinances of Pueblo, a Municipal Corporation, whether acting in the course of Lessee's business or otherwise, to all intents and purposes the same as though the leased premises were located within the City Limits of Lessor. G. The Lessee represents that it has inspected the Airport and all its premises and facilities and that it accepts the conditions of same and fully assumes the risk incident to the use thereof. The Lessor shall not be liable to the Lessee for any damages or injuries to the property or personnel of the Lessee which result from hidden, latent or other dangerous conditions on the Airport or leased premises. H. This Lease and all provisions hereof are subject to all rights the United States Government now has or in the future may have or acquire, affecting the control, operation, regulation and re -entry upon and taking over of the said Airport including the leased premises in the event of a National Emergency. If the United States Government exercises its right of re- entry, Lessee agrees to immediately quit and vacate the leased premises and each party hereto shall be released from all further obligations hereunder and neither party shall be thereafter liable to the other party for or on account of any damages, loss of business, or injury occasioned thereby. I. If the whole of the leased premises, or such portion thereof as will make the leased premises unsuitable for the purposes herein leased, is condemned for any public use or purpose by any legally constituted authority, or is taken by the United States Government under its right of re -entry as described in paragraph H above, then in either of such events this Lease shall cease from the time when possession is taken by such public authority and rental shall be accounted for between the Lessor and the Lessee as of the date of the surrender of possession. Such termination shall be without prejudice to the rights of either the Lessor or the Lessee to recover compensation from the public authority for any loss or damage caused by such condemnation or retaking. Any award or damages for the condemnation or retaking of the leased premises shall belong to the Lessor and any award or damages for the condemnation or retaking of the buildings, fixtures or equipment of the Lessee on the leased premises or relocation payments shall belong to the Lessee and those persons claiming under the Lessee. Neither the Lessor or the Lessee shall have any rights in or to any award made to the other by the public authority. 6. DEFAULT HOLDOVER AND NON- PERFORMANCE CONDITIONS. A. That if, after the expiration of the term of this Lease, Lessee shall remain in possession of the leased premises and continue to pay rent without any express written agreement as -10- B0�1Nti3Fi9 FAwS84 to such holding over, the Lessee agrees that all terms and covenants of this Lease shall remain in effect, except that Lessee shall be a tenant from month to month at a rental equal to the last month's rent payable hereunder. B. That if the Lessee shall be declared insolvent or bankrupt, or if any assignment of the Lessee's property shall be made for the benefit of creditors or otherwise, or if Lessee's leasehold interest herein shall be levied upon under execution, or seized by virtue of any writ of any Court of Law, or a Trustee in Bankruptcy or a Receiver appointed for the property of the Lessee, whether under the operation of the State or the Federal Statutes, then and in any such case, the Lessor may, at its option, with 30 days written notice, terminate this Lease and immediately retake possession of said premises without the same working any forfeiture of any accrued obligations of the Lessee hereunder. C. That if the rent above reserved, or any part thereof shall be in default, or in case of a breach by the Lessee of any of the covenants or agreements herein, the said Lessor may give notice of its intention to terminate specifying such breach or default, and if Lessee shall not remedy such breach or correct such default within 30 days from the date of Lessor's notice, Lessor may declare this Lease terminated, and be entitled to the possession of said premises without any further notice or demand. If the Lessor shall become entitled to the possession of said premises either by the expiration of this Lease or by any violation of any term or provision as herein provided for, and the said Lessee shall refuse to surrender and deliver up the -11- ao�kti369 FAU885 possession of said premises, after the service of said notice as aforesaid, then and in that event, the said Lessor may, without further notice or demand, enter into and upon said premises, or any part thereof, and take possession thereof and repossess them, and expel, remove, and put out of possession the Lessee, using such help, assistance and force in so doing as may be needful and proper, without prejudice to any remedy allowed by law, available in such cases. D. That in case said premises are left vacant and any part of the rent herein reserved be due and unpaid, then the Lessor may for a period of five years thereafter, without in any way being obligated to do so, and without terminating this Lease, retake possession of said premises and rent the same for such rent, and upon such conditions as the Lessor may think best, making such changes and repairs as may be required, giving credit for the amount of rent so received less all expenses of such changes and repairs, and said Lessee shall be liable for the balance of the rent herein reserved for a maximum period of five years. E. Lessee agrees to pay to Lessor all costs, including a reasonable attorney fee, incurred by Lessor in recovering any rent or other money due and unpaid under the terms of this Lease or to recover possession of the leased premises after termination hereof. 7. SPECIAL CONDITIONS. A. Lessor hereby grants to Lessee, subject to approval, if necessary, and continued authorization by the -12- Book 2 FAGS �b Railroad Company, if any, having jurisdiction over trackage involved, which approval and authorization Lessee shall obtain, the right to add approximately 200 feet of rail track to the NW of the leased premises, the right to tie into the Dana Corporation track, and the right to add a "Y" for westbound cars right -of -way. Approximate locations are shown on attached Exhibit "A ", but actual location will be agreed by the parties based on engineering feasibility, location of utilities, improvements on the property, and costs. When laying the trackage set forth in this paragraph 7(A) or other rail trackage on the leased premises, Lessee agrees to prevent damage to any utilities located underneath the track and Lessee shall repair any damage caused to such utilities by the laying and use of such trackage. Lessee understands and agrees that the Lessor does not control or operate the railroad trackage or railroad services at the Airport and that this paragraph grants to Lessee only an easement and right -of -way over Lessor's property for such purposes. B. During the term of this Lease, Lessee, subject to continued availability and authorization, if necessary, by the Railroad Company, if any, having jurisdiction over the trackage involved, shall for the purpose of conducting its business on the leased premises have nonexclusive use of presently existing railroad trackage at the Airport (and shall have exclusive use of railroad trackage located upon the leased premises) so long as Lessee's use of and access to the trackage does not unreasonably interfere with other present or future tenant's or owners of property at the Airport reasonable use and access thereto. In the -13- BoBkti369 FAwS87 event Lessee's use of such trackage unreasonably interferes with other tenant's or owner's use and access thereto or with vehicular traffic on roads over which such trackage crosses, such use by Lessee shall be subject to Lessor's scheduling. The Lessee shall not be responsible for the maintenance and repair of railroad trackage not used exclusively by Lessee. C. Any building constructed on the leased premises shall be set back a minimum of 25 feet from the curb line of American Avenue and D.O.T. Road, if adjacent to said building. Lessee shall keep and maintain a minimum of 25 parking spaces in not less than 7,500 square feet of paved parking area. Driveways from existing streets into the leased premises shall be located as designated by the Lessor. D. No permanent structure, except trackage, shall be constructed on or over any underground utility or within any utility easement shown on Exhibit "A ". E. In case the premises, improvements, or any part thereof, shall during the term of this Lease or any renewal or extension thereof be destroyed or damaged by fire, the elements, or any other cause not attributable to the negligent act or omission of Lessee, so that the leased premises shall be thereby rendered unfit for the business then being conducted thereon by Lessee, then, in such case, this Lease may be terminated and ended at the election of Lessee. In the event Lessee elects to terminate, the unearned rental shall be refunded to Lessee and Lessee shall clean up and remove all debris and damaged structures from the leased premises. -14- BOG k.`'369 Farr X388 F. No subletting of the leased premises shall release Lessee from any of its obligations hereunder unless agreed to in writing by the Lessor. Lessee shall have the right during the term of this Lease to assign all of its rights and obligations of this Lease to any financially responsible company, person or partnership selected by Lessee who assumes in writing all of Lessee's obligations hereunder, and from the date of delivery of an executed copy of said assignment to Lessor, Lessee shall no longer be held responsible nor obligated as to any requirement of this Lease, except as to such occurring prior to the date of delivery of such assignment. G. Lessee agrees to fence the leased premises and any easement hereby granted and maintain same if required for airport security, provided, reasonable means of ingress and egress through gates in such fence be made available to Lessor at location to be mutually agreed upon. H. The leased premises and Lessee's use thereof are subject to existing utility, railroad trackage, sewer, and water easements and rights -of -way as shown on Exhibit "A ". I. Lessee acknowledges and agrees that its use of and rights hereby granted are subject to: (1) the right of Lessor, its employees, agents and tenants to use, repair, maintain and remove the scale house located on the leased premises together with sufficient property surrounding the scale house and the right to cross over the leased premises for such purposes; and (2) the Lease Agreement between Lessor and Robert E. King, d /b /a Grain Mart, dated March 25, 1974 and the right of the Lessee thereunder -15- aoox2369 FACF889 in and to the 0.36 acres covered by said Lease and located on the leased premises. 8. MISCELLANEOUS PROVISIONS. A. No assent by Lessor either expressed or implied to any breach of any provision of this Lease shall constitute a waiver of any succeeding or other breach. B. All covenants and agreements in this Lease contained shall be binding upon and inure to the benefit of the Lessor and Lessee and their successors and assigns. C. This Lease and any amendments thereto are subject to prior written approval of the Federal Aviation Administration. D. The Lease Agreement dated March 12, 1979 between Lessor and Lessee is hereby superseded by the terms and provisions of this Amended Lease Agreement. E. The payment of the annual rent set forth on the first page of this Lease and the combined service fee under para- graph 3(H) hereof are hereby waived by the Lessor for the lease years commencing April 1, 1987 and April 1, 1988, and, if Lessee has not assigned or sublet the leased premises under paragraph 7(F) hereof, for the lease year commencing April 1, 1989. Executed at Pueblo, Colorado the day and year first above written. ATTEST: Ci - Clerk r APPROVED AS TO FORM: PUEBLO, MUNICIPAL CORPORATION By Pr 'dent o the City Council City Att -16- 800K,369 FAU 890 ATTEST: Title: COUNTY OF/ )?VEBLO- ) i v k: ) ss. STATE OF COLORADO ) HALLIBURTON COMPANY By, J eph nson, President Tit e: FreightMaster' Division The foregoing instrument was acknowledged before 41`"- me this �' day of ` l p - , �t''t'_' 1 1 1987 by Michael Occhiato as President of the City Council of Pueblo, Colorado and Marian D. Mead as City ClpA bf` -,he City of Pueblo, Colorado. Witness my hand and official seal. ,My commission expires: -� F5: E A L ] No=tary Public i COUNTY OF Tarrant STATE OF Texas ss. The foregoing instrument was acknowledged before me this 13 day of October , 1987 by J. G. Stephenson as President of FreightMaster Division of Halliburton Company, a Delaware Corporation. Witness my hand and official seal. .... My commission expires: [S E A L] 10/19/89 t ` Notary Public TJ 22.5 -17-