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RESOLUTION NO. 6185
A RESOLUTION CONSENTING TO AN ASSIGNMENT OF A
LEASE CONCERNING THE MINNEQUA PARK CONCESSION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PUEBLO,
COLORADO, that:
SECTION 1
The City does hereby consent to the assignment of the Lease
Agreement dated February 28, 1977 relating to the Minnequa Park
concession by the lessee thereunder to R.V. Ltd., a Colorado
corporation subject to and conditioned upon
(a) The Lease Agreement being modified to include two five
(5) year renewal terms upon the same conditions except annual
percentage rent which shall be increased to 6% during each renewal
term and such other modifications thereto as the City Manager
shall approve.
(b) The execution and delivery to the City of instruments
acceptable to the City Attorney (i) cancelling and releasing Dean
Van Zandt dba VanSea, Inc. interest in the Lease Agreement, and
(ii) assigning the Lease Agreement to and acceptance thereof by
R.V. Ltd.
(c) No other or further assignment of the Lease Agreement or
subletting the leased premises or any part thereof or the transfer
of a majority interest in the shares of stock of R.V. Ltd. shall
be made without the prior written consent of the City of Pueblo.
Any such assignment, sublease or transfer made without the written
consent of the City shall be unenforceable against the City and
constitute grounds to terminate the Lease Agreement.
ATTEST:
INTRODUCED: April 25, 1988
By MIKE SALARDINO
Councilman
APPROVED:
ty Clerk Isident of' City Council
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EXHIBIT B
ADDENDUM NO. 1
THIS ADDENDUM NO. 1 entered into this /4 day of 41 ,
1988 between Pueblo, a Municipal Corporation, l City Hall lace,
Pueblo, Colorado, 81003 (herein "City ") and R. V. Ltd., a Colorado
Corporation, 74 Verdosa Drive, Pueblo, Colorado, 81005 (herein
"Company "), WITNESSETH:
WHEREAS, the City and Lonye J. Hearn entered into a Conces-
sion Agreement dated February 28, 1977 (herein "Concession Agree-
ment"), and
WHEREAS, Lonye J. Hearn assigned all of his right, title and
interest in and to the Concession Agreement to Company, and
WHEREAS, Company is desirous of amending and City is willing
to amend certain provisions of the Concession Agreement;
NOW, THEREFORE, in consideration of the foregoing and mutual
promises herein contained, City and Company agree as follows:
1. Company does hereby assume and agree to make all pay-
ments and perform all covenants and provisions on the part of the
concessionaire to be made and performed under the Concession
Agreement the same as if Company had originally executed the
Concession Agreement as the concessionaire thereunder.
2. Paragraph 3 of the Concession Agreement is hereby amend-
ed to read:
This Agreement shall be for a term of fifteen (15) years
and shall become effective at 12:00. noon on March 1, 1977 and
shall expire at 12:00 noon.on March 1, 1992.
3. Paragraph 4 of the Concession Agreement is amended by
the addition of the following:
The transfer of a majority interest in the shares of stock of
the concessionaire shall constitute and be deemed an assign-
ment for purposes of this paragraph. Any such assignment,
sublease or transfer without the prior written consent of
City shall be unenforceable against the City and constitute
ground to terminate this Agreement.
4. The address set forth in the second to last sentence of
paragraph 5 of the Concession Agreement is changed to 74 Verdosa
Drive, Pueblo, Colorado, 81005.
5. Subparagraph D of paragraph 6 of the Concession Agree-
ment is amended to read: .
The concessionaire will be required to be open for the
accommodation of the public at least six (6) hours, weather
permitting, each day during the months of May through Septem-
ber, inclusive, of each year., and for such additional periods
within the year as approved by the Director. of Parks.
6. Subparagraph R of paragraph 6 and paragraph 7 of the
Concession Agreement are hereby deleted.
7. Paragraph 8 of the Concession Agreement is hereby amend-
ed to read:
If not in default hereunder., concessionaire shall have
the option to extend the term of this Agreement for two ( 2 )
consecutive five (5) year periods, by giving City written
notice of its exercise of such option at least six (6) months
prior to the end of the original term and the first extended
term, as the case may be. Each extended term shall be upon
the same covenants and conditions herein except (a) there
shall be no further option to extend this Agreement, and (b)
the annual rent during each year of the extended terms shall
be six percent (6 %) of all gross sales transacted from or
upon the concession area, or One Thousand Dollars ($1,000.00),
whichever is greater.
8. The Concession Agreement as herein amended shall contin-
ue in full force and effect.
Executed at Pueblo, Colorado the day and year first above
written.
By"
Pre
=�_
PUEBLO, A MUNICIPAL CORPORATION
By
City Manager
ATTEST:
Secretary
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CHANGES AND ADDITIONS TO ADDENDUM NUMBER ONE
3. Paragraph 4 of the Concession Agreement is amended by
the addition of the following:
The transfer of a majority interest in the shares of stock of
the concessionaire shall constitute and be deemed an assignment
for purposes of this paragraph. Any such assignment, sublease
or transfer without the prior written consent of City shall
be unenforceable against the City and constit ground to
terminate this Agreement. /�. %?
withheld. (�[
5. Subparagraph D of paragraph 6 of the Concession Agreement
is amended to read:
The concessionaire will be required to be open for the
accommodation of the public at least six (6) hours, weather
permitting, each day during the months of May through Septem-
ber, inclusive, of each year and.for such additional periods
within the year as deemed necessary by the concessionaire.
9. Subparagraph B of paragraqph 6 of the Concession Agree-
ment is amended to read:.
Concessionaire agrees to serve only good, pure, whole-
some food and drinks. Such concessionaire shall cause to
be posted in a conspicuous manner a neat sign, plainly
readable, showing the price of all articles of food and
drinks to be sold under this agreement. All other display
signs, menus, or advertising matter which may be used in
the park shall meet with the approval of the Director of
Parks. Such approval shall not be unreasonably withheld.
10. Subparagraph C of paragraph 6 of the Concession Agree-
ment is amended to read:
To at all times keep the counters clean and to keep any
surface for cooking and serving food clean. The concessionaire
will adhere strictly to all the pure food laws and ordinances
as adopted or promulgated by the State of Colorado, the City
of Pueblo, and the Pueblo City- County Health Department, and
such concessionaire will otherwise at all times abide by the
rules and regulations of the Director of Parks and the City
of Pueblo as herein set forth.
11. Subparagraph J of paragraph 6 of th Concession Agree-
ment is amended to read:
The concession building presently erected on the concession
area and all equipment.and articles thereon are and shall remain
the property of the concessionaire herein. Upon the termination
of this agreement for any cause, concessionaire shall have ninty
(90) days to sell or dispose of the building and the appurtenances
(2)
on the premises, and remove the same, and in the event •.
concessionaire fails to remove same within said 90 day perio ,
the structure and all appurtenances thereto shall become the
property of the City of Pueblo.
Executed at Pueblo, Colorado the day and year first above
written.
R - V
By O"�
Ron Volk esident
PUEBLO, MUU`N✓ICIP CORPORATION
By
City Manag r
RELEASE AND HOLD - HARMLESS AGREEMENT
Whereas, VanSea, Inc. and Lonye J. Hearn (Hearn) entered
into a buy -sell agreement on the building, equipment and fixtures
at 800 W. Northern.Avenue, Pueblo, Colorado,'on July 11, 1985.
Whereas, Hearn did convey said equipment, fixtures and
building by bill of sale to VanSea, Inc.
Whereas, VanSea, Inc. did execute its promissory note and
financing statement to Hearn.
Whereas, VanSea, Inc. desires to return said equipment,
building and fixtures to Hearn and have the balance owed on its
note forgiven.
Whereas, Hearn is willing to accept such equipment, fixtures
and building in "as is" condition, and is willing to forgive the
balance due on said note by VanSea, Inc. so that VanSea, Inc.
owes nothing.
Whe Sea, Inc. has conducted business at s
location since July , 't warrants as paid or
will pay all bills outstand' a hold Hearn harmless
from these ave been incurred while 1
Hess.
Whereas, VanSea, Inc. has had title and possession of the
equipment, building and fixtures, it warrants that it has not
pledged these items as security for any debt.
Whereas, upon the sale of the business, VanSea, Inc. entered
into a concession agreement with the City of Pueblo. VanSea,
Inc. will cooperate and assist to the fullest extent that may be
required, in the transfer back to Hearn of the concession.
Wherefore, this release and hold - harmless agreement is
entered into this �2�: day of 1987.
VanSea, Inc.
By: ) I --,q OA. A
Vice- esiden
L ?nye J/ Hear
t
D U D
D
-F A
City of Pueblo
OFFICE OF THE CITY ATTORNEY
127 Thatcher Building
PUEBLO, COLORADO 81003
TO: Marian Mead, City Clerk
FROM: City Attorney
RE: Minnequa Park Concession Agreement
DATE: July 30, 1992
Please place all of the enclosed correspoBence and documents
in your official file for Resolution No. 154�55 adopted April 25,
1988. If you have any questions, please call me.
Very truly yours,
Tfio E .
sm
enc.
cc: Billy G. Martin
Director of Finance /enclosures
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City of Pueblo
OFFICE OF THE CITY ATTORNEY
127 Thatcher Building
PUEBLO, COLORADO 81003
July 30, 1992
Mr. John R. Naylor
Attorney at Law
1123 N. Elizabeth
PUeblo, CO 81003
Re: Minnequa Park Concession
Dear John:
We have discussed your letter of July 24, 1992 and enclosures
with Lew Quigley, City Manager and he acknowledges that the
signature on Addendum No. 1 and Change And Addition To Addendum
Number One are his.
We accept such documentation and conclude that R.V. Ltd.
Concession Agreement is in effect and that R.V. Ltd. did exercise
its right to extend the term of the Concession Agreement for a
period of 5 years from March 1, 1992 to March 1, 1997.
The City's administration is unwilling to further amend or modify
the Concession Agreement or to agree to any change in the
concession operation or the concession area.
Thanks for your cooperation.
Very truly yours,
Thomas E. Jagger
sm
cc: Lew Quigley, City Manager
Tony Langoni, Director of Parks & Recreation
NAYLOR & GEISEL, P.C.
LAW OFFICE
1123 N. Elizabeth Street, P.O. Box 1421, Pueblo, Colorado 81002
July 24, 1992
Thomas E. Jagger, Esq.
127 Thatcher Building
Pueblo, Colorado 81003
Re: Minnequa Park Concession
Dear Tom:
JOHN R. NAYLOR, II
HENRY J. GEISEL
Telephone (719) 543 -7243
Fax (719) 542 -3947
Your letter of July 7, 1992 addressed to Ronald J. Volk at Dairy Delux has been referred to
this office for reply.
In that regard I am enclosing herewith copies of what was Exhibit B on the contract
between R -V Ltd. and Lonye Hearn, to purchase the business, which is addendum number
1 and changes additions to addendum number 1 that had been signed by Ron on behalf of
R -V Limited and Lou on behalf of the City. I am also enclosing a copy of a release and
hold harmless agreement signed by VanSea, Inc.
4% ( � l
In reviewing Resolution No. 5485" which consented to the assignment of the lease
concerning Dairy Delux, and which was introduced April 25, 1988, I noticed that the
addendums were executed on May 16, 1988, and am therefore assuming that all of the
conditions precedent, that were set forth in the resolution, had been met.
I am also enclosing herewith a copy of the note under date of August 18, 1991 which was
sent to the City, along with checks for the lease and sales tax, which we felt exercised the
option pursuant to the concession. agreement. We are therefore under the opinion that we
do have a valid and bonding agreement for the operation of the Minnequa Park
Concession at Dairy Delux.
Would you please review your files. Thanking you for your continued cooperation.
Very truly yours,
& GEISEL, P. C.
John . Naylor
JRN/ ek
-
City of Pueblo
July 7, 1992
Mr. Ronald J. Volk
Dairy Delux
74 Verdosa Drive
Pueblo, CO 81005
OFFICE OF THE CITY ATTORNEY
127 Thatcher Building
PUEBLO, COLORADO 81003
Re: Minnequa Park Concession
Dear Mr. Volk:
After receipt of your letter of June 17, 1992 addressed to
Mr. Quigley, we reviewed the City's records with respect to
the Minnequa Park Concession Agreement dated February 28,
1977 (the "Agreement ").
The Agreement expired by its terms on March 1, 1992.
Although the City Council by Resolution No. 5185 adopted
April 25, 1988 authorized an assignment of the Agreement to
R.V. Ltd., such authorization was contingent upon the
execution and delivery to the City of instruments acceptable
to the City Attorney
(i) cancelling and releasing Dean Van Zandt
dba VanSec, Inc.'s interest in the Agreement,
and
(ii) assigning the Agreement to and acceptance
thereof by R.V. Ltd.
Neither of such instruments have been delivered to the City.
In addition, R.V. Ltd. has not signed a proposed Addendum
No. 1 to the Agreement (copy enclosed) which sets forth
certain modifications to the Agreement including a right to
renew which required R.V. Ltd. to give written notice to the
City at least 6 months prior to March 1, 1992 in order to
renew the Agreement. Your letter of June 17, 1992 does not
comply with such renewal provisions.
Based upon City's records made available to me for review,
it is our opinion that no valid and binding agreement for
the operation of the Minnequa Park Concession now exists.
Please review your records and if you have the necessary
instruments and Addendum No. 1 in your possession or if your
records indicate such were duly executed and delivered to
Mr. Ronald J. Volk
Page 2
July 7, 1992
the City, please immediately contact me.
Very truly yours,
Thomas� agger
sm
CC. Lew Quigley, City Manager
Robert Krasovec