HomeMy WebLinkAbout11180Docusign Envelope ID: BDBEEBEA-6455-8F56-824F-7EOBOEA958D2
ORDINANCE NO. 11180
AN ORDINANCE APPROVING A MEMORANDUM OF
UNDERSTANDING BETWEEN THE CITY OF PUEBLO, A
COLORADO MUNICIPAL CORPORATION, FRIENDS OF CITY
PARK, A COLORADO NONPROFIT CORPORATION, AND
HISTORIC PUEBLO, INC., A COLORADO NONPROFIT
CORPORATION FOR THE RENOVATION OF THE CITY PARK
BATH HOUSE AND AUTHORIZING THE MAYOR TO EXECUTE
SAID MEMORANDUM OF UNDERSTANDING
BE IT ORDAINED BY THE CITY COUNCIL OF PUEBLO, that:
SECTION 1.
The Memorandum of Understanding ("MOU"), between the City of Pueblo, a Colorado
municipal corporation on the one -hand and Friends of City Park, a Colorado nonprofit
corporation and Historic Pueblo, Inc., a Colorado nonprofit corporation, on the other -hand,
having been approved as to form by the City Attorney is hereby approved. The Mayor is
authorized to execute and deliver the MOU in the name of the City and the City Clerk is directed
to affix the seal of the City thereto and attest same.
SFCTION 2_
The officers and staff of the City are authorized and directed to perform any and all acts
consistent with this Ordinance and the attached MOU which are necessary or desirable to
effectuate the transactions described therein.
SECTION 3.
This Ordinance shall become effective on the date of final action by the Mayor and City
Council.
Action by City Council:
Introduced and initial adoption of Ordinance by City Council on May 11, 2026.
Final adoption of Ordinance by City Council on May 26, 2026. DocuSignedby:
President of City Council
Docusign Envelope ID: BDBEEBEA-6455-8F56-824F-7EOBOEA958D2
Action by the Mayor:
E� Approved on 05/27/2026
❑ Disapproved on
based on the following objections:
Mayor
Action by City Council After Disapproval by the Mayor:
❑ Council did not act to override the Mayor's veto.
❑ Ordinance re -adopted on a vote of , on
❑ Council action on failed to override the Mayor's veto.
President of City Council
ATTEST Docusignedby:
City Clerk
Docusign Envelope ID: BDBEEBEA-6455-8F56-824F-7EOBOEA958D2
City Clerk's Office Item # S4
ciily of
"PUEBLO
m;µ
...w
aflorado
Background Paper for Proposed
Ordinance
COUNCIL MEETING DATE: May 26, 2026
TO: President Mark Aliff and Members of City Council
CC: Mayor Heather Graham
VIA: Clyde Bishop, City Clerk
FROM: Carla Sikes, City Attorney
SUBJECT: AN ORDINANCE APPROVING A MEMORANDUM OF
UNDERSTANDING BETWEEN THE CITY OF PUEBLO, A COLORADO
MUNICIPAL CORPORATION, FRIENDS OF CITY PARK, A COLORADO
NONPROFIT CORPORATION, AND HISTORIC PUEBLO, INC., A
COLORADO NONPROFIT CORPORATION FOR THE RENOVATION
OF THE CITY PARK BATH HOUSE AND AUTHORIZING THE MAYOR
TO EXECUTE SAID MEMORANDUM OF UNDERSTANDING
SUMMARY:
Attached is an Ordinance approving a Memorandum of Understanding between the City
of Pueblo on the one -hand and Friends of City Park ("FCP") and Historic Pueblo, Inc.
("HPI") on the other -hand for the renovation of the City Park Bath House.
PREVIOUS COUNCIL ACTION:
On March 9, 2023, City Council approved Resolution No. 16274 in support of Friends of
City Park's submittal of a Letter of Intent for History Colorado's State Historical Fund
Competitive Grant Program to preserve the City Park Bath House.
BACKGROUND:
FCP was formed in an effort to preserve and renovate the City Park Bath House to
meet today's modern needs as a public facility, world class tennis center, and multi-
purpose community space. FCP is in the process of fundraising and applying for
various grants. FCP is still working to finalize its 501(c)(3) status with the IRS and
therefore, is partnering with HPI on this project in order to utilize its status. HPI will act
as the fiscal agent for all grant funds.
Many of the grants FCP and HPI seek to obtain require that they have physical and
legal control over the property. The attached Memorandum of Understanding allows
FCP and HPI access and control of the property. It also sets forth the parties'
understandings and further terms and conditions relating to the renovations.
Docusign Envelope ID: BDBEEBEA-6455-8F56-824F-7EOBOEA958D2
Pursuant to the attached MOU, FCP and HPI will be solely responsible for funding and
completing the renovation project. During this project, the Bath House will be closed to
the public. FCP and HPI must maintain personal property, commercial liability, and
workers compensation insurance. All contractors working on the project must be
licensed and insured. All work must be completed pursuant to applicable building codes
after receiving proper engineering, plan review, building permit, and inspections.
FINANCIAL IMPLICATIONS:
The City will pay to insure the real property and pay utilities. FCP and HPI shall be
responsible for all other costs to renovate the Bath House. In consideration for the
MOU, the City will receive the value of the improvements to the Bath House upon
conclusion of the MOU.
BOARD/COMMISSION RECOMMENDATION:
Not applicable to this Ordinance.
STAKEHOLDER PROCESS:
Not applicable to this Ordinance.
ALTERNATIVES:
If this Ordinance is not approved, the MOU will not be approved.
RECOMMENDATION:
Approve the Ordinance.
ATTACHMENTS:
1. MOU between Friends of City Park Historic Pueblo Inc. and City
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding ("MOU") is made and entered into the last date
signed below, by and between the City of Pueblo, a Colorado municipal corporation
("City"), on the one -hand and Friends of City Park, a Colorado nonprofit corporation
("FCP") and Historic Pueblo, Inc., a Colorado nonprofit corporation ("HPI"), on the other -
hand (collectively the "Nonprofits").
RFCIT01 R
WHEREAS, the City owns the property commonly referred to as the City Park Bath
House and ground immediately surrounding the same as depicted in the attached Exhibit
A (hereinafter the "Property");
WHEREAS, FCP and HPI are non-profit entities composed of engaged citizens,
community members, and business leaders of Pueblo who are determined to see the
preservation of Pueblo's historic assets; and
WHEREAS, FCP was formed to address the City Park Bath House and ensure its
legacy is preserved in a way that also meets today's modern needs as a public facility,
world class tennis center, and multi -purpose community space; and
WHEREAS, FCP and HPI desire access to the Property for the purpose of
preserving and renovating the City Park Bath House;
WHEREAS, the City desires to grant FCP and HPI access to the Property for the
purpose of preserving and renovating the City Park Bath House;
WHEREAS, the Parties desire to memorialize the terms and conditions of such
access and understandings relating to the preservation and renovations of the Property.
NOW THEREFORE, FCP, HPI and the City agree as follows:
Article 1
Term
1.1 The Term of this MOU shall be for two years ("Term"). The Term shall begin on May
1, 2026 (the "Commencement Date") and terminate on April 30, 2028 (the
"Termination Date"), unless sooner terminated pursuant to the terms of this MOU.
Article 2
Access to Property
2.1 Property. In consideration of the mutual covenants and agreements herein contained,
the City hereby grants to the Nonprofits access to the Property commonly referred to
as the City Park Bath House and ground immediately surrounding the same as
depicted in the attached Exhibit A (the "Property"). All equipment and construction -
Page 1 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
related materials or waste contemplated by this MOU shall be stored and contained
within the Property. All construction or work contemplated by this MOU shall be
restricted to and contained within the Property.
2.2Access Payment. The Nonprofits, as payment for access, shall complete construction
of the City approved improvements set forth in paragraph 3.5 of this MOU, in
accordance with plans and specifications approved by the City. The Nonprofits shall
use commercially reasonable and diligent efforts to complete construction of the
improvements within the Term.
2.3Term of Access. Access to the Property shall commence with the Term of the MOU
and terminate upon termination of the MOU. Access to the Property shall not extend
beyond the Term of the MOU without a written mutual agreement of the parties.
2.4 Use and Access of the Property.
2.4.1 The Nonprofits may use and access the Property for the purpose of making
improvements to the Property consistent with the terms and conditions of this MOU
and for no other purpose.
2.4.2 Access and use of the Property shall be non-exclusive and shared with the City
and public until such time as the Nonprofits begin active construction of the
improvements to the Property. Once the Nonprofits begin active construction of
the improvements to the Property, the Property shall be closed to the public and
the Nonprofits must secure the Property pursuant to paragraph 2.5 below.
Thereafter, the City will continue to have the right to access the Property for
inspection as set forth in this MOU and pursuant to its ownership and police
powers.
2.4.3 "Active Construction" for the purposes of this MOU shall mean any equipment,
materials or supplies being moved to the Property, or the removing, altering, or
manipulating of any building material, including but not limited to roofing material,
bricks, dirt, landscaping of any kind, and windows. Should any ambiguity arise,
the City shall decide in its sole discretion whether "active construction" has begun.
2.4.4 While the Property remains open to the public, the City will maintain and secure
and Property.
2.5Security of Property. The Nonprofits shall cause the Property to be secured to prevent
unauthorized entry onto the Property. Such security shall include, at a minimum,
keeping all doors and windows to the Bath House closed, boarded, locked or secured
and erecting a six-foot fence around the perimeter of the Property that is capable of
being locked.
2.6 Utilities. Utilities for the Property will be paid by the City and billed to the FCP
quarterly. FCP shall be the point of contact for the Nonprofits with regard to utilities
but the Nonprofits shall be jointly and severally liable for all amounts due and required
payments for utilities.
Page 2 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
2.7Property Insurance. During the Term, the City shall maintain insurance covering the
City's liability for ownership of the Property. FCP and/or HPI must maintain "all-risk"
property insurance covering against loss or damage resulting from fire or other
insurable loss of the Nonprofit's property.
Article 3
Improvements to Property
3.1 Overview. The Property was originally built in 1937 and currently serves as a public
restroom facility for the tennis courts at City Park. Over time the Property has deteriorated
and suffered from water intrusion which has affected the foundation causing it to settle
and causing the concrete to deteriorate. There are obvious cracks in the foundation and
walls.
3.2. Nonprofit Intentions. The Nonprofits shall renovate and improve the Property to
function as an updated modern public restroom and meeting area in compliance with all
applicable building codes and ADA requirements. All plans and specifications must be
approved by the City. The Nonprofits shall complete all improvements to the Property at
no cost to the City. FCP shall be the point of contact for the City with regard to
construction related matters; however, the Nonprofits shall be jointly responsible to the
City for compliance with all terms and conditions of this MOU.
3.3 Nonprofit Acknowledgements. The Nonprofits acknowledge that FCP has inspected
the Property, conducted such studies and tests thereof (including environmental tests)
necessary or required to perform the Project. The Nonprofits shall be solely responsible
for all engineering and architectural plans necessary or required for the Project.
3.4 Conceptual Drawings. The Nonprofits shall within forty-five (45) days of the
Commencement Date submit to the City conceptual plans and drawings for the proposed
improvements to the Property for approval.
3.5 Proiect Defined. The final approved plans and drawings shall define the Project. A
Scope of Work and unapproved conceptual drawings are attached as Exhibit B. All final
conceptual plans and designs must be approved by the City. All plans must be approved
by the Planning Department, Parks and Recreation Department, and Public Works
Department, the Southern Colorado Building Department, and be consistent with the
Pueblo Municipal Code, and all federal, state, and local building regulations. All
improvements must be completed pursuant to all relevant building codes and comply with
all applicable ADA requirements.
3.6 Nonprofits to Direct Work. The Nonprofits shall be fully responsible for all acts and
omissions of all subcontractors, engineers, suppliers and other individuals or entities
performing or furnishing any work, materials, or supplies to the Project under a direct or
indirect contract with FCP or HPI. The City shall not be responsible for the payment or to
see to the payment of any moneys due to any subcontractor, engineer, supplier, or other
individual or entity except as may otherwise be required by law.
Page 3 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
3.7 Liens and Encumbrances. The Nonprofits must keep the Property free from any
mechanic's, materialman's, or similar liens or encumbrances, and any claims therefore
for labor or materials furnished to the Nonprofits. If the Nonprofits fail to do so, the City
may pay the amount or take such other action as City deems it necessary to remove such
claim, lien or encumbrance, without being responsible for investigating the validity thereof.
The amount so paid and costs incurred by the City will be deemed due and payable upon
demand, without limitation as to other remedies available to the City.
3.8 Scheduling Work. The Nonprofits shall be solely responsible for scheduling and
coordinating subcontractors, engineers, suppliers, and other individuals and entities
performing or furnishing any of the work under a direct or indirect contract with FCP or
HPI. All work shall be coordinated with the City Parks and Recreation Department so it
does not interfere with events.
3.9 Written Contracts and City Licenses Required. No contractors, subcontractors,
engineers, suppliers, or other individuals and entities shall perform or furnish any work,
material or supplies for the Project except by written contract and only after obtaining a
City of Pueblo business license.
3.10 Licensed and Insured. All contractors, subcontractors, engineers, suppliers, or other
individuals and entities performing or furnishing work or supplies for the Project shall be
appropriately licensed and insured.
3.11 Working Hours. The Nonprofits shall complete work on the Project during the normal
business hours of Monday through Friday between 7.00 a.m. and 5.00 p.m. to avoid
disruption of park activities during the evenings and weekends. Any work done outside
of normal business hours must be approved by the City. The City may require a pause
in work for the full duration of any tennis events held at City Park.
3.12 Work Area. The Nonprofits shall at all times keep the Property free from
accumulations of waste materials or rubbish caused by their employees or work and at
the completion of the work they shall remove all their rubbish from and about the work
and all their tools, equipment, scaffolding and surplus materials and shall leave their work
clean and ready to use. The Property shall be kept in a clean and orderly condition and
appearance. The Nonprofits shall ensure that construction materials, equipment, and
vehicles do not in any way impede, infringe, or interfere with the use of the surrounding
areas of City Park by the City or the public.
3.13 Damage to Surrounding Area. The Nonprofits shall proceed with the Project in such
a way as to avoid damage to the area surrounding and adjacent to the Property. The
Nonprofits shall maintain and/or repair or pay to maintain and/or repair any damage done
to all existing property adjacent to the Property, including but not limited to asphalt, road,
curb, gutter, concrete, sod, irrigation systems, landscaped areas, fencing, trees, shrubs,
bleachers, structures, and tennis courts. The Nonprofits and the City shall conduct a walk
through to determined pre -conditions of the surrounding site improvements.
Page 4 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
3.14 Utility Locates. The Nonprofits shall be responsible for obtaining all utility locates
necessary to perform the Project safely. The Nonprofits acknowledge that the accuracy
of information furnished by the City in regard to underground utilities is not guaranteed.
The utility locations may be approximate and not include all utilities. The Nonprofits shall
determine the exact location of all utilities prior to commencing work.
3.15 Building Permits. The Nonprofits shall be responsible for investigating and
determining the requirements for all necessary environmental, drainage, and construction
permits. No work shall be completed on the Project or Property without the Nonprofits
first obtaining the proper permits. The Nonprofits shall comply with all conditions of all
permits. All permit fees and/or agency fines are the sole responsibility of the Nonprofits
and the Nonprofits shall indemnify and hold the City harmless for the same.
3.16 Status Reports. The Nonprofits will provide detailed written project status updates,
including budget, timeline and overall construction progress to the Mayor and City
Council every 90 days or upon request.
Article 4
Grant Funds
4.1 Fiscal Agent. FCP intends to apply for and obtain grant funding for the Project. FCP
and/or HPI shall be the fiscal agent(s) for all grant funds. To the extent grant funds require
matching funds, FCP and/or HPI shall provide such matching funds through private
donations. It is the intention of the parties that the Project shall be completed at no cost
to the City and therefore, the City shall not be required to match grant funds.
4.2 City Cooperation. The City may cooperate and assist with the completion of grant
applications at its sole discretion. Any monetary contribution shall be subject to City
Council approval and appropriation.
4.3 Reporting Responsibility. The Nonprofits shall be solely responsible for all grant
reporting and shall indemnify and hold the City harmless for any failure to comply with
grant requirements.
Article 5
Insurance and Warranties
5.1 Insurance Requirements. The Nonprofits shall not commence work under this
Contract until they have obtained at their own expense and without cost to the City all
insurance required under this paragraph and such insurance has been approved by the
City Attorney, nor shall the Nonprofits allow any subcontractor to commence work on their
subcontract until all similar insurance required of the subcontractor has been so obtained
and approved. The Nonprofits shall maintain such insurance until the final acceptance by
the City of all construction covered by the Contract.
5.1.1 Commercial General Liability Insurance: The Nonprofits shall secure and
maintain during the period of this Contract and for such additional time as work
Page 5 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
on the project is being performed, Commercial General Liability Insurance
issued to and covering the liability of the Nonprofits with respect to all work
performed by them and all their subcontractors under the Contract, to be written
on a Commercial General Liability policy form CG 00 01. This insurance shall
be written in amounts not less than $1,000,000 for each occurrence and
aggregate for personal injury including death and bodily injury and $1,000,000
for each occurrence and aggregate for property damage. This policy of
insurance shall be endorsed naming the City of Pueblo, its agents, officers, and
employees as additional insureds. To the extent that Nonprofit's work, or work
under their direction, may require blasting, explosive conditions, or
underground operations, the commercial general liability coverage shall
contain no exclusion relative to blasting, explosion, collapse of building, or
damage to underground property. The policy shall also provide coverage for
contractual liability assumed by Nonprofits under the provisions of the Contract,
and "Completed Operations and Projects Liability" coverage.
5.1.2 Comprehensive Automobile Liability Insurance: The Nonprofits shall procure
and maintain during the period of the Contract and for such additional time as
work on the project is being performed, Comprehensive Automobile Liability
Insurance. This insurance shall be written with limits of liability for and 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 Nonprofits from any and all claims arising from
the use both on and off the site of the project of automobiles, trucks, tractors,
backhoes, and similar equipment whether owned, leased, hired, or used by
Nonprofits.
5.1.3 Workers' Compensation Insurance: The Nonprofits shall procure and maintain
during the period of this Contract and for such additional time as work on this
project is being performed, 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 the Nonprofits may have no
employees as defined under said Act or that the Nonprofits 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 the Nonprofits
performing work on the project irrespective of whether such employees may be
shareholders, managers, partners or owners of the Nonprofits or exempt
employees under the Act. If any class of employees engaged in hazardous
work under this Contract at the site of the project is not protected by the
Workers' Compensation Statute, the Nonprofits shall provide, and similarly
shall cause each subcontractor to provide, special insurance for the protection
of such employees not otherwise protected. Workers' Compensation policy
shall contain an endorsement waiving subrogation against the City.
Page 6 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
5.2 Minimum Coverage. The insurance coverage enumerated in the above
subparagraphs constitutes the minimum requirements and said enumeration
shall in no way lessen or limit the liability of the Nonprofits under the terms of the
MOU. The Nonprofits shall procure and maintain, at their own cost and expense,
any additional kinds and amounts of insurance that, in their own judgment, may
be necessary for their proper protection in the prosecution of the work. Insurance
shall be kept in full force during the Term of this MOU and shall not be canceled,
permitted to expire, or be changed without thirty (30) days advance written notice
to the City.
5.3 Certificates of Insurance. The Nonprofits shall provide copies of certificates of
insurance for itself and all of its subcontractors to the City upon request.
5.4 General Warranty. All work shall be constructed in compliance with applicable
building and construction codes and must be guaranteed for a period of two (2)
years from the date of final acceptance, or for such other period as may be
required.
Article 6
Termination
6.1 Termination for Cause. The Nonprofits' failure to perform or observe any covenant,
condition, provision, or term of the contract shall constitute the Nonprofits' default. In
the event of the Nonprofit's default, the City shall have the right to immediately
terminate this MOU upon written notice to the Nonprofits and seek all legal and
equitable remedies available to it.
6.2 Termination for Convenience. Either party may terminate this MOU at any time
during the Term for convenience and without cause. Either party may exercise this
option by giving the other party one hundred twenty (120) days prior written notice of
termination including the date on which the termination shall become effective.
6.3 Vacation of Property. Upon the expiration, cancellation or termination of this MOU
pursuant to the terms hereof, the Nonprofits agree to peaceably leave and exit the
Property and remove all material, supplies, equipment, and personal property not
affixed to the Property without damage to the Property or cost to the City.
6.4 Title to Improvements Upon Termination. Upon the expiration, cancellation or
termination of this MOU pursuant to the terms hereof, the improvements and all
additions and appurtenances thereto resulting from the Project shall become the
property of the City and title shall automatically vest in the City free and clear of all liens
and encumbrances. The Nonprofits agree to execute all documents and take such
reasonable actions, if any be necessary, to confirm the transfer of title to the
improvements to the City.
Article 7
Page 7 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
Miscellaneous Provisions
7.1 No Assignment. This MOU, and any rights or obligations hereunder, may not be
assigned, transferred, delegated, or otherwise conveyed by the Nonprofits without the
prior written consent of the other party, which may be withheld, conditioned or delayed
at the sole discretion of the City. Any attempted assignment in violation of this provision
shall be null and void.
7.2 Indemnification. The Nonprofits shall indemnify and hold City, its officers, employees
and agents, harmless from and defend them against any and all claims and liability
whether for personal injury, bodily injury or property damage, including cost of defense
and reasonable attorney fees, for any injury or damage to the City or its officers, agents
or employees, or to City's property, or to any third person, or to the property of any third
person: (a) occurring in, on or about the Property during the Term; or (b) arising out of or
resulting, during the Term, from the Property, or any condition thereon, or from the
Nonprofits' use and access of the Property, or any of the Nonprofits' equipment thereon
or appurtenances thereto, or any activity conducted thereon by the Nonprofits or the
Nonprofits', contractors, subcontractors, suppliers, materialmen, invitees, agents or
representatives; all of the above with exception of any injury or damage caused by the
acts of City, its officers, employees, invitees or agents.
7.3 Right to Inspect. The City, its officers, employees, agents and representatives may
enter upon the Property for any reason during normal business hours upon reasonable
notice to FCP. In the case of any emergency or possible casualty involving the
Property, entry may be made any time without notice to FCP or HPI.
7.4 Survival of Obligations. All representations, indemnifications, warranties and
guarantees made in, required by or given in accordance with this MOU, as well as
continuing obligations indicted herein, will survive final payment, completion and
acceptance of the Project and termination or completion of the MOU.
7.5 Governing Law. This MOU shall be governed by the laws of the State of Colorado
and shall be construed in accordance therewith without reference to such State's choice
of law and/or conflict of law principles.
7.6 Venue and Jury Trial. City and the Nonprofits agree that exclusive venue for all
actions or causes of action relating to this MOU or the Property shall be Pueblo County,
Colorado. All such actions shall be filed in the District Court in and for the County of
Pueblo, State of Colorado and the Nonprofits submit to the jurisdiction of that Court. To
the extent allowed by law, each Party waives its right to a jury trial.
7.7 Audit. FCP and HPI shall maintain accurate documents, papers and records of all
work completed and amounts paid for work on the Project, including but not limited to
subcontract agreements, grant agreements, purchase orders, supply contracts,
cancelled checks, receipts, warranties, plans, drawings, permits, approvals, engineering
Page 8 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
reports, and environmental reports. FCP and HPI shall provide copies of any and all
such records to the City upon request within seven (7) business days.
7.8 Waiver/Remedies. The failure of City or the Nonprofits to insist upon strict
performance by the other of any of the provisions of this MOU will not be deemed as a
waiver or relinquishment for the future of any such provision. Except as expressly
provided otherwise herein, all rights and remedies provided for herein or otherwise
existing at law or in equity are cumulative, and the exercise of one or more rights or
remedies by either party shall not preclude or waive its right to the exercise of any or all
the others.
7.9 Notices. All notices, demands or communications of any kind which may be required
or desired to be served, given or made by the Parties upon the others, under the terms
of or in connection with this MOU, shall be sufficiently served, given or made (as an
alternative to personal service) if such notice, demand or communication is sent by
overnight courier or certified United States mail, addressed to:
City of Pueblo
Attn: Mayor
1 City Hall Place
Pueblo, CO 81003
mayor uelo.us
with a copy to:
City of Pueblo
Attn: City Attorney
101 W. Riverwalk Place, 4t" Floor
Pueblo, CO 81003
csikes uelo.us
Friends of City Park
Attn: George Koncilja
1801 Court Street
Pueblo, CO 81003
koncilia.re mail.com
Historic Pueblo, Inc.
905 Berkley Avenue
Pueblo, CO 81004
Attn: Corinne Koehler, President
cor koehieryahoo.com
(or to such other person or address as may hereafter from time to time be designated
for this purpose by either party in writing to the other.)
Page 9 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
7.10 Partial Invalidity. If any provision of this MOU or the application thereof to any
person or circumstance is, at any time or to any extent, invalid or unenforceable, the
remainder of this MOU will not be affected thereby, and each such provision will be valid
and will be enforced to the fullest extent permitted by law.
7.11 Attorneys' Fees. In the case of any litigation among the parties under this MOU,
the prevailing party will be entitled to reimbursement for its reasonable costs, including
reasonable attorneys' fees, incurred in any such dispute.
7.12 Entire Agreement. This MOU contains the entire and exclusive agreement
between the parties relating to the Property and Project and may not be modified except
by written agreement signed by the parties.
7.13 Relationship of the Parties. FCP and
City. None of the Parties shall be, or hold
venturers or partners under this MOU.
HPI are independent contractors from the
itself out as, agent of the other or as joint
7.14 Drafting of Agreement. Each Party acknowledges that this MOU was fully
negotiated by the Parties and therefore, no provision of this MOU shall be interpreted
against any Party because such Party or its legal representative drafted such provision.
7.15 No Third -party Beneficiaries. The provisions of this MOU are for the exclusive
benefit of the Parties hereto and their successors and permitted assigns, and no third -
party shall be a beneficiary, or have any rights by virtue of this MOU.
7.16 Joint and Several Liability. This MOU, or FCP and HPI during the term of this
MOU, may delegate discreet tasks to FCP or HPI to perform the requirements of this
MOU; however, FCP and HPI shall be jointly and severally liable for the performance of
all obligations and liabilities arising under this MOU regardless of how discreet tasks
may be delegated herein or by the Parties. FCP and HPI agree and acknowledge that
each is independently liable for full performance of all obligations hereunder, and that a
breach or default by one of them shall constitute a breach by both. The rights and
remedies of the other parties under this MOU may be enforced against any one or more
of the jointly and severally liable parties, without the necessity of joining all such parties
in any action or proceeding. Each jointly and severally liable party waives any defense
based on the absence of any other party in any such action or proceeding.
7.17 Counterparts and Electronic Signature. This MOU may be executed in any
number of counterparts and each such counterpart shall be deemed for all purposes to
be an original, and all such counterparts shall together constitute one and the same
original. Parties agree that this MOU may be executed by electronic signature, which
shall be considered as an original signature for all purposes and shall have the same
legal effect, validity, and enforceability as a handwritten signature. No party shall
contest the admissibility or enforceability of this MOU solely on the basis that it was
executed electronically.
Page 10 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
Friends of City Park,
a Colorado nonprofit corporation
QocuSigned by:
�-�t bVc,bttitia
By-
Its: authorized signatory
Date: 05/29/2026
Historic Pueblo, Inc.,
a Colorado nonprofit corporation
City of Pueblo,
a Colorado municipal corporation
Signed by:
l c+
Heather Graham, Mayor
Date: 05/27/2026
[S' d by.
By:
Its: President
Date: 05/29/2026
Page 11 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
Exhibit B
Scope of Work
PHASE I: Develop Conceptual Drawings
Deadline: 45 days from Commencement
• FCP will develop conceptual drawings and present to City Departments, including the
Department of Parks and Recreation, for approval.
• FCP shall have fourteen (14) days to correct, modify or address concerns noted by City
on the conceptual drawings and resubmit to City Departments for final approval.
PHASE 11: Submit for Approved Construction Documents Deadline: 120 days from Commencement
• All architectural and engineering drawings will be fully and finally complete based upon
the conceptual drawings mutually approved by the City and FCP.
• All required environmental permits will be obtained from the applicable federal, state, or
local agencies.
• All required building permits will be obtained from the applicable federal, state, or local
agencies.
• FCP shall provide detailed written project status updates, including budget, timeline and
overall construction progress to the Mayor and City Council every 90 days or upon
request.
PHASE III: Construction Phase I - Stabilization of Structure Deadline: 360 days from Commencement
• Stabilization of the structure and foundation pursuant to all approved plans and building
permits.
• Stabilization of the floors pursuant to all approved plans and building permits.
• Address the exterior and interior stone pursuant to all approved plans and building
permits.
• Address water affecting the structure including but not limited to grading, ground water
and gutters pursuant to approved plans and building permits.
• Open up all blocked -in windows and doors.
• Restoration of existing windows if possible and replacement of windows to match if not
possible.
• Painting, repair and general cleaning of structure.
• All work to be completed pursuant to engineer and architecture reports and approved
plans and building permits.
• FCP will provide detailed written project status updates, including budget, timeline and
overall construction progress to the Mayor and City Council every 90 days or upon
request.
PHASE IV: Construction Phase II — Interior Demolition Deadline: 420 days from Commencement
Demo existing restroom areas pursuant to approved plans and permits.
Prepare restroom floor for new plumbing pursuant to approved plans and permits.
Leveling concrete floor throughout structure pursuant to approved plans and permits.
Page 12 of 13
Docusign Envelope ID: 7B910B8E-343B-822C-8050-5005CA7FB151
FCP will provide detailed written project status updates, including budget, timeline and
overall construction progress to the Mayor and City Council every 90 days or upon
request.
PHASE V: Construction Phase III — Mechanical Systems Deadline: 600 days from Commencement
• Finalize all interior finishes pursuant to approved plans and permits.
• Install all mechanical systems throughout the structure pursuant to approved plans and
permits.
• Complete plumbing and electrical installations and final inspections pursuant to
approved plans and permits.
• Install all exterior access and ADA requirements pursuant to approved plans and
permits.
• FCP will provide detailed written project status updates, including budget, timeline and
overall construction progress to the Mayor and City Council every 90 days or upon
request.
PHASE VI: Construction Phase IV — Exterior Deadline: 660 days from Commencement
• Complete exterior site work including all concrete, grading, asphalt, landscaping, and
vegetation improvements.
• Complete WPA displays.
• Schedule Final Inspections.
• Complete final walk-through with the City.
• Submit close-out paperwork for grants.
• FCP will provide detailed written project status updates, including budget, timeline and
overall construction progress to the Mayor and City Council every 90 days or upon
request.
PHASE VI I: Close-out Deadline: 720 days from Commencement
• Proof of grant fulfillment provided to City.
• All warranty documentation provided to City.
• Lien waivers provided to City.
• All plans, project documents, and all documents requested provided to City.
• Final detailed written report provided to Mayor and City Council.
Page 13 of 13