HomeMy WebLinkAboutFORT COLLINS CONVENTION AND VISITORS BUREAU - CONTRACT - CONTRACT - FIRST AMENDMENT TO SUBLEASE[ENVRNMNTLLRNINOC7REXTENSION1st4MENDLEASE.DOC 12/05nA5]
FIRST AMENDMENT TO SUBLEASE AGREEMENT
This First Amendment to Sublease Agreement is entered into by and between THE CITY
OF FORT COLLINS, COLORADO, a municipal corporation, hereinafter referred to as "the
Sublessor" and the FORT COLLINS CONVENTION AND VISITORS BUREAU, hereinafter
referred to as "the Sublessee", and shall be effective as of the date last signed below.
WHEREAS, the Lessor entered into a sublease agreement with the Lessee on June 29, 2001
(the "Sublease Agreement") for a portion of the property located at 3545 East Prospect Road, in the
County of Larimer, Colorado (the "Leased Premises"); and
WHEREAS, the parties desire to amend the Sublease Agreement.
NOW, THEREFORE, in consideration of the mutual covenants, promises and agreements
herein contained, as well as other good and valuable consideration, the receipt and adequacy of
which is hereby acknowledged, the parties agree to amend the Sublease Agreement as follows:
effect.
1. The second paragraph Term of Sublease shall be amended to read as follows:
The term of this Sublease shall be from the I' day of January 2001, and continuing
until 12:00 midnight on the 31 s< day of March 2006.
Except as set forth herein, the terms of the Lease Agreement shall remain in full force and
THE CITY OF FORT COLLINS, COLORADO,
a Municipal Corporation
Date: T 0
TTEST:
14,
City Clerk
APPR9,VED AS TO FORM:
Assistant City Attorney
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prohibited by the University's insurance policies. The City will not commit, or cause to be
committed, any waste or public or private nuisance upon the Premises, nor, without limiting
the generality of the foregoing, will the City allow the Premises to be used for any improper,
immoral, unlawful, or objectionable purpose. The City will not utilize or permit the Premises
to be used for any purposes prohibited by the laws of the United States or the State of
Colorado, or by the ordinances of the city and county in which the Premises are located.
7. Collaborative ORerarions Management. The parties acknowledge that the University,
as a State agency and as the owner of the Welcome Center Building and Property, must retain
ultimate decisionmaking authority and responsibility with respect to operations and maintenance
therefor. However, the parties acknowledge that a number of decisions will need to be made
with respect to such operations and maintenance, and that an Operations Management Team
will be useful to make recommendations in this regard. This Operations Management Team,
consisting of the University ELC Director, CDPOR Regional Director, and City Onsite
Director, will collaborate and make recommendations to the University Director of Facilities
Management for the following items:
a. Ways to ensure quality, continuity, and interagency coordination at the Welcome
Center Project in the most effective and efficient manner possible.
b. Needs for routine operations and maintenance matters, hours of operation,
consistency in signage and decor, ways to ensure excellent customer service, and ways to
ensure that the goals hereunder are being advanced.
c. Amount of damage to the Welcome Center Building caused by misuse or abuse
thereof by a party, its employees, or its agents.
8. Ogerations and Maintenance.
a. The following operations and maintenance responsibilities apply to the Welcome
Center, costs for which will be shared by the parties as described hereinafter, contingent upon
the annual appropriation of funds sufficient and intended therefor.
i. The University will repair and maintain the Welcome Center Project,
including without limitation major repair and replacement, ice control and snow
removal near the building, general grounds maintenance, and all mechanical
systems in accordance with the University's usual and customary standards of
maintenance so that these facilities properly function at all times and remain in
good condition.
ii. The University will maintain all parking areas in accordance with its
usual and customary standards of maintenance so that the parking lot is
accessible at all times and remains in good condition.
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iii. The University will provide custodial, waste removal, and recycling
services sufficient to keep the Welcome Center Project in a clean, neat, and
attractive condition in accordance with the University's usual and customary
standards.
iv. The University will provide general public safety protection for the
Welcome Center Project consistent with service levels provided elsewhere on
the main campus. If the City desires additional security services, such security
services will be provided by the City.
V. The University will provide and maintain in good working condition all
reasonable utility services between the Welcome Center Building and the
University property line, including gas, water, sewer, chilled water, steam,
electricity, telephone services and other utility services if and as needed. The
City agrees that the University will not be liable for failure to provide such
services during any period when the University uses reasonable diligence to
supply the same, it being understood that the University reserves the right to
temporarily discontinue services at such times as may be necessary when, by
reason of accident, unavailability of employees, strikes, repairs, alterations or
improvements, or whenever by reason of strikes, walkouts, acts of God, or any
other event beyond the control of the University, the University is unable to
provide the same.
b. Operations and maintenance costs for the Welcome Center Project will be shared
by the parties. The University will provide in writing in advance a budget for expected
operations and maintenance costs for the Welcome Center. The University will provide in
writing actual operations and maintenance costs for the Welcome Center Project on a quarterly
basis, and the City will remit payment within 30 days of receipt. The parties agree that the
City will be responsible for the percentage of those costs that is the same as the percentage of
the dedicated space in the Welcome Center Building occupied by the City, 23.3 percent, less 4
percent due to lower expected visitor Ievels as compared to other uses in the Welcome Center
Building, which is 19.3 percent as of Agreement execution. The parties acknowledge that at
the time of this Agreement, it is anticipated that 30 percent of the total operations and
maintenance costs for the Welcome Center Project will be the responsibility of CDPOR by
separate agreement between CDPOR and the University.
a. Taking possession of the Premises by the City will be conclusive evidence as
against the City that the Premises were in the condition agreed upon between the University and
the City and aclmowledgment by the City, that the City accepts the Premises in its current
condition, on an "as is" basis, and that the University will have no obligation for any
modification or improvement thereof. Acceptance of the Premises in its "as is" condition,
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however, is not intended to mean that the University is not liable for latent defects of the
Welcome Center Project.
b. Contingent upon the annual appropriation of funds therefor, the City will
maintain the Premises in a good, clean, and orderly condition and repair at all times during the
Term. The Premises will not be altered, repaired, or changed without the prior written consent
of the University, except in emergency cases to decrease or prevent damage. The City hereby
waives all right to make repairs at the University's expense, unless such repairs were
reasonably made to decrease or prevent damage or injury to persons.
c. ' Unless otherwise provided by written agreement, all alterations, improvements,
and changes that may be .permitted hereunder at the request of the City will be done either by
or under the direction of the University, but at the cost of the City, will be the property of the
University and will remain upon and be surrendered with the Premises.
d. The University has the right to enter the Premises with advance notice to the
City at reasonable times for the purpose of making necessary inspections and repairs or
maintenance using best efforts not to interfere with the City's use of the Premises. In the event
of an emergency, advance notice is not required.
10. Si na e. The City may not erect signs outside of the Premises except at its own
expense and as will have been approved by the University, in the University's sole discretion.
The City will not erect or maintain other signs, advertising placards, or other such items on the
Premises and will not utilize any advertising medium that may be heard or experienced outside
the Premises, including but not limited to, flashing lights, search lights, Ioudspeakers, radios,
of television. The University will not utilize any advertising medium that may be heard or
experienced inside the Premises, including but not limited to, flashing lights, search lights,
loudspeakers, radios, or television, nor permit other tenants of the Welcome Center Building to
do, so. Neither the City nor the University will display or place any handbills, bumper stickers,
or other advertising.devices on any vehicles parked in the parking area of the Welcome Center
Project. Distribution of information and advertising inside the Welcome Center Building
related to the missions of the parties is allowed. Recommendations for displays, distribution
methods, and placement of such items will be made by the Operations Management Team to the
University Director of Facilities Management.
11. Insurance. The City agrees to carry and maintain, for the mutual benefit of the
University and the City during the Term hereof, comprehensive general public Iiability
insurance against claims for bodily injury, sickness, or disease, including death, and property
damage in or about the Premises, and contractual liability coverage, in amounts sufficient for
the interests herein. The parties acknowledge that as of Agreement execution, minimum
amounts include single limit coverage of not less than $600,000 per occurrence, and not less
than $150,000 per individual. All policies will provide that the same may not be canceled or
altered except upon 10 days prior written nottcs to the University and will permit the City to
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waive its rights of subrogation. The parties further acknowledge and agree that the City may,
in lieu of obtaining the insurance coverage required herein, self -insure for not less than the
minimum coverage amounts specified above. The university agrees and acknowledges that it is
self -insured for not less than the amounts specified as minimum coverage required to be carried
and maintained by the City.
12. ,Damage to Progg_r1v. Injury to Persons.
a. The City will neither hold, nor attempt to hold the University liable for any
injury or damage, either proximate or remote, occurring through or caused by fire, water,
steam, or any repairs, alterations, injury or accident, or any other cause to the Welcome Center
Building, to any furrniture, fixtures, City improvements, or other personal property of the City
kept or stored in the Welcome Center Building (City Property Damage), whether by reason of
the negligence or default of the owners or occupants thereof, or any other person, or otherwise,
unless the City Property Damage was caused by the negligence of the University, its officers,
agents or employees.
b. In the event the Premises are rendered untenantable or unfit for the City's
purposes by fire or other casualty, this Agreement will be extended for the period from the date
of such fire or casualty to the time that the Premises is rendered tenantable. The University
agrees that it will promptly repair and restore the Premises pursuant to this Agreement at its
own expense, except for those leaschold improvements previously installed by the City. The
City agrees that it will promptly repair and restore the leasehold improvements and personal
property previously installed by the City pursuant to this Agreement at its own expense.
C. The University will neither hold, nor attempt to hold the City liable for any
injury or damage, either proximate or remote, occurring through or caused by fire, water,
steam, or any repairs, alterations, injury or accident, or any other cause to the Welcome Center
Building, to any furniture, fixtures, University improvements, or other personal property of the
University kept or stored in the Welcome Center Building (University Property Damage),
whether by reason of the negligence or default of the owners or -occupants thereof, or any other
person, or otherwise, unless the University Property Damage was caused by the negligence of
the City, its officers, agents or employees.
d. Notwithstanding any other provision of this Agreement, no term or condition of
this Agreement shall be construed or interpreted as a waiver, express or implied, of any of the
irnmunities, rights, benefits, protection, or other provisions of the Colorado Governmental
Immunity Act, Section 24-10-101, et sea.. C.R.S., as now or hereafter amended. The parties
understand and agree that liability for claims for, injuries to persons or property arising out of
negligence of the Board, the City, or the departments, agents, officials and employees thereof
are controlled and limited, by the provisions of Section 24-10-101, et sea.. C.R.S., as now or
hereafter amended. The parties acknowledge that, notwithstanding any other provision of this
Agreement, the liability of each party for the acts of officers, employees and agents is further
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limited and controlled by the risk management statutes, Section 2430-1501, to seg.. C.R.S., as
now or hereafter amended, and other applicable legal restrictions.
13. Compliance with ADA and Other Laws. The University will construct, operate, and
maintain the Welcome Center Building in accordance with University rules and regulations, and
in full compliance with all federal and State of Colorado laws, including but not limited to the
federal Americans with Disabilities Act (ADA) and all applicable federal, state and local
environmental laws and regulations. The Citywill be solely responsible for the design,
installation, and maintenance hereunder of any improvements it makes to meet the requirements
of the ADA on or access to the Premises. Each parry will be responsible for proper (and,
where required, licensed) disposal, handling, monitoring and recording of any toxic or
hazardous waste generated :from its uses hereunder. Each parry will maintain complete records
concerning such toxic or hazardous waste, which records shall be made available for reasonable
review and copying by the other party upon written request.
14. Parking. The parties intend that priority for parking will be given to visitors, rather
than employees, of the Welcome Center Project in accordance with the goals of the Welcome
Center Project, The Operations Management Team will generate specific recommendations for
employee parking. The City agrees that parking is at the sole risk of the City, and the City's
employees, and the University will not be liable for any injury or damage occasioned by such
use that is .not due to the University's negligence. The University's right to use the parking
area is as established in an easement and is not a part of this Agreement.
15. Licenses and Permits. The City will be solely responsible for obtaining, prior to
taking occupancy, all licenses or permits as may be required for the City to lawfully conduct its
operations on the Premises.
lb. Universia's Rem -ad -el Rights, The University reserves the right to remodel the
Welcome Center Building, provided that any remodeling affecting the Premises or the exterior
appearance of the Welcome Center Building shall be subject to the prior consent of the City,
which consent shall not be unreasonably withheld. The University will share the plans to
remodel the Premises with the Operations Management Team in advance, and shall use its best
efforts to accommodate the wishes of the Operations Management Team in the remodeling in
order to prevent substantial interference with the City's use of the Premises as contemplated
herein.
17. SU re er. Upon termination of this Agreement, either by lapse of time or otherwise,
'the City will peaceably surrender the Premises in good condition and repair, except for
ordinary wear and tear. The City will remove all personal property upon such termination and
will repair all damage to the Premises caused by such removal.
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18. Holding Over. If the City fans to vacate the Premises upon expiration or sooner
termination of the Agreement, the City will be a month -to -month tenant subject to all the laws
of the State of Colorado applicable to such tenancy. The City will pay the University double
the lease payment of similarly situated lessees in the Fort Collins area then applicable for each
month or partial month during which the City retains possession of the Premises, or any part of
the Premises, after the expiration or termination of this Agreement, or the termination of the
City's right of possession of the Premises. Tl e City will be responsible for all liabilities and
damages sustained by the University by reason of such retention of possession, including, but
not limited to, any amounts due to or losses of the University occasioned by any third party to
whom. the University has agreed to lease the Premises. The provisions of this article will not
constitute a waiver by the University of any re-entry or other rights of the University available
under this Agreement or at law.
19. Default. If either party shall default in the payment of any amount hereunder or in the
keeping of any of the terms, covenant or conditions of this Agreement, following fifteen (15)
days written notice and failure to cure in the case of monetary default and following forty-five
(45) days notice and failure to cure in the event of a non monetary default, the non -defaulting
parry may seek any or all remedies available to it hereunder or specific performance or any
other legal or equitable remedy available to such party under Colorado law.
a. In the event of a default by the City, the University will have the right to
terminate this Agreement on written notice to the City and reenter and take possession of the
Premises and repossess the same in accordance with Colorado law, and without prejudice to
any remedies for the City's breach of the covenants and conditions hereunder. In the event of
any default by the City, the University will not be obligated to refund to the City amounts it has
paid to the University, and may retain the same not as a penalty, but in partial compensation to
the University for the injuries occasioned by such a breach.
b. In the event of a default by the University, the City will have the right to
terminate this Agreement on written notice to the University and will immediately remove itself
and those claiming by, through or under it and removing the effects of it and such, other parties.
In the event of any default by the University, the University will reimburse the City for the
total of funds actually expended by the City as of the time of default to construct improvements
to Prospect Road, to the extent the same were required directly as a result of the Welcome
Center Project (Improvements), and any amounts the City has paid to the University, less a
prorated amount reflecting the reasonable lease value in the community for the period of time
of City occupancy and use of the Premises and the Improvements. The payment of these
amounts are not intended as a penalty, but in partial compensation to the City for the injuries
occasioned by such a breach.
M Waiver of performance. The failure of either parry to insist upon the strict
performance of any agreement, term, covenant, or condition hereof or to exercise any right or
remedy consequent upon a breach thereof will not constitute a waiver of any such breach of
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such agreement, term, covenant or condition hereof to be performed, and no breach hereof will
be waived, altered, or modified, except by written instrument executed by the parties.
21. Assignment. The City's interest hereunder will be personal to the City and the City
may not assign, transmit, dispose of, mortgage, pledge, or grant any interest in and to its rights
under this Agreement without prior written approval of the University. Such approval will not
be unreasonably withheld by the University. At the time of execution of this Agreement, the
City contracts with the FCCVB to promote tourism and convention activities, and the
University hereby authorizes the City to sublease to FCCVB so long as such sublease
incorporates this Agreement and requires that FCCVB comply with all terms herein. In no way
shall authorization of the FCCVB sublease, or any future sublease authorization, relieve the
City of any obligation set forth herein.
22. Force Maieure. If a party's performance under this Agreement or any obligation
hereunder, is interfered with by reason of any circumstance beyond that. party's control,
including without limitation, fire, explosion, power failure, acts of God, war, revolution, civil
commotion, or acts of public enemies; any law, order, regulation, ordinance, or requirement of
any government or legal body or any representative of any such government or legal body;
labor unrest, including without limitation strikes, slowdowns, picketing or boycotts; then that
party will be excused from its performance on a day -today basis to the extent of such
interference.
23. $galicable Law. The laws of the State of Colorado and rules and regulations issued
pursuant thereto will be applied in the interpretation, execution and enforcement of this
Agreement. Any provision of this Agreement, whether or not incorporated herein by
reference, which provides for arbitration by any extra judicial body or person or which is
otherwise in conflict with said laws, rules and regulations will be considered null and void.
24. Consent. Unless otherwise specifically provided, whenever consent or approval of the
University or the City is required under the terms of this Agreement, such consent or approval
will not be unreasonably withheld or delayed. if either party withholds any consent or
approval, such party will on written request deliver to the other party a written statement giving
the reasons therefore.
25. tic . Any notice, request, demand, consent or approval, or other communication
required or permitted hereunder will be in writing and will be deemed to have been given when
personally delivered or deposited in the United States mail with proper postage and address as
follows:
University: Vice President for Administrative Services
309 Administration Building
Colorado State University
Fort Collins, CO 80523
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City: City Manager
City of Fort Collins
P.O. Box 580
300 LaPorte Avenue
Fort Collins, CO 80522
26. Cam7kreAgreement. This Agreement, including all exhibits, supersedes any and all
prior written or oral agreements and there arc no covenants, conditions, or agreements berween
the parties except as set forth herein. No prior or contemporaneous addition, deletion, or other
amendment hereto will have any force or effect whatsoever unless embodied herein in writing.
No subsequent novation, renewal, addition, deletion, or other amendment hereto will have any
force or effect unless embodied in a written contract executed and approved pursuant to the
State Fiscal Rules.
27. Captions. Construction. and &r-getneig Wecr. The captions and headings used in the
Agreement are for identification only, and will be disregarded in any constructioti of the lease
provisions. All of the terms of this Agreement will inure to the benefit of and be binding upon
the respective heirs, successors, and assigns of both the University and the City.. If any
portion, clause, paragraph, or section of this Agreement will be determined to be invalid,
illegal, or without force by a court of law or rendered so by legislative act, then the remaining
portions of this Agreement will remain in full force and effect.
28. No Beneficial Interest. The signatories aver that to their knowledge, no state employee
has any personal or beneficial interest whatsoever in the service or property described herein
and that no Bribery and Corrupt Influences or Abuse of Public Office under the Colorado
Criminal Code is present.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date written above.
APPROVALS:
Colorado State Board of Agriculture
by and through Colorado State By:
University Cathy Clark
XContra M
By: By:
K &��
(3eyry Bornotti Al
Vice President for Administrative f Natural rc Dept.
Services
By:
Ron Baker
Facilities Management
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Im
Mayor
ATTEST:
By:� /rns
e Qr. City Clerk
Approved as to legal form:
I&
Page 12 of 12
Carrie M. Daggett
Assistant City Attome
EXHIBIT B PAGE I
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ENMIT C PAGE 1
DESCRIPTION OF THE COLORADO STATE BOARD OF AGRICULTURE PROPERTY TO
BE DEEDED TO THE CITY OF FORT COLLINS
A tract of land located in the Northeast Quarter of Section 21,
Township 7 North, Range 68 West of the Sixth Principal Meridian,
City of Fort igollins, Larimer County, Colorado, the said tract is
a portion of that certain tract of land described in a Special
Warranty Deed recorded May 1, 1997, at Reception No. 97026804
records of the Clerk and Recorder of the said Larimer County, more
particularly described as follows;
Commencing at the north quarter of the said Section 21;
THENCE along the north line of the said northeast quarter,
South 88 degrees 13 minutes 20 seconds East for a distance of
709.35 feet;
THENCE. leaving the said north line, South 00 degrees 23
minutes 56 seconds West for a distance of 30.01 feet to the
existing south right of way of East Prospect road and to the
northwest corner of the said tract described at Reception No.
97026804 and to the TRUE POINT OF BEGINNING of this description;
THENCE along the west line of the said tract described at
Reception No. 97026804, South 00 degrees 23 minutes 56 seconds West
for a distance of 27.51 feet to a line which is 57.50 feet
(measured at right angles) south of and parallel with the said
north line of the northeast quarter of Section 21;
THENCE leaving the said west line and along the said parallel
line, South 88 degrees 13 minutes 20 seconds East for a distance of
313.65-feet to the east line of the said tract described at
Reception No. 97026804;
THENCE: leaving the said parallel line, and along the said east
line North 32 degrees 09 minutes 57 seconds West for a distance of
33.15 feet to the said existing south right of way;
THENCE along the said existing right of way, and along the
north line of the said tract described at Reception No. 97026804
North 88 degrees 13 minutes 20 seconds West for a distance of
295.80 feet to the point of beginning. Containing 8380 square feet
more less.
The above described tract is subject to all easements and rights of
ways now existing or of record.
I hereby state that the above description was prepared by me and is
true and correct to the best of my professional knowledge, belief
and opinion. The description is based upon previously recorded
plats and deeds and not upon a actual field survey.
WALLACE C. MUSCOTT COLOVADO P.L.S. 17497
P.O. BOX 580 FORT COLLINS, CO 80522
EXHIBIT C PAGE 2
LOCATION SKETCH
COLORADO STATE BOARD OF AGRICULTURE
DEEDED TO CITY OF FORT COLLINS
N 1/4 CORNER
21-7-G9
S81i 13'20'E
709.35'
W.
htn
n
N N
0
0.
Ln
500' 23'56E NORTH LINE
/ 30.01'
NE QUARTER
FOB EAST PROSPECT ROAD
----.__-----------Z-
N88*13'20'W - 29580' y�
777
NT5Q.FT. I JULY 26. 1999
No.
tion Re(068 p,4 '
q�0
THIS SKETCH AND THE AREAS
SHOWN DEPICT THE ATTACHED
PROPERTY DESCRMON ONLY.
AND 00 NOT REPRESENT A
MONUMENTED BOUNDARY SURVEY.
EXHIBIT C PAGE 3
DESCRIPTION OF THE COLORADO STATE BOARD OF AGRICULTURE PROPERTY TO
BE DEDICATED TO THE CITY OF FORT COLLINS AS A PERMANENT UTILITY
AND PEDESTRIAN EASEMENT
A tract of land located in the Northeast Quarter of Section 21,
Township 7 North, Range 68 West of the Sixth Principal Meridian,
City of Fort Collins, Larimer County', Colorado, the said tract is
a portion of that certain tract of land described in a Special
Warranty Deed recorded May 1, 1997, at Reception No. 97026804
records of the Clerk and Recorder of the said Larimer County, more
particularly described as follows;
Commencing at the north quarter of the said Section 21;
THENCE along the north line of the said northeast quarter,
South 88 degrees 13 minutes 20 seconds East for a distance of
709.35 feet;
THENCE leaving the said north line, South 00 degrees 23
minutes 56 seconds West for a distance of 57.52 feet to the south
line of the proposed tract of land to be deeded to the said City
and to the TRUE POINT OF BEGINNING of this description;
THENCE along the west line of the said tract described at
Reception No. 97026804, South 00 degrees 23 minutes 56 seconds West
for a distance of 15.00 feet to a line which is 72.50 feet
(measured at right angles) south of and parallel with the said
north line of the northeast quarter of Section 21;
THENCE leaving the said west line and along the said parallel
line, South 88 degrees 13 minutes 20 seconds East for a distance of
323.38 feet to the east line of the said tract described at
Reception No. 97026804;
THENCE leaving the said parallel line, and along the said east
line North 32 degrees 09 minutes 57 seconds West for a distance of
18.08 feet to the said south line of the proposed tract to be
deeded to the City;
THENCE along the said proposed south line, North 88 degrees 13
minutes 20 seconds West for a distance of 313.65 feet to the point
of beginning. Containing 4778 square feet more less.
The above described tract is subject to all easements and rights of
ways now existing or of record.
I hereby state that the above description was prepared by me and is
true and correct to the best of my professional knowledge, belief
and opinion. The description is based upon previously recorded
plats and deeds and not upon a actual field survey.
WALLACE C. MUSCOTT COLORADO P.L.S. 17497
P.O. BOX 580 FORT COLLINS, CO 80522
EXHIBIT C PAGE 4
LOCATION SKETCH
COLORADO STATE BOARD OF AGRICULTURE PROPERTY
TO BE DEDICATED TO CITY OF FORT COLLINS
AS PERMANENT UTILITY AND PEDESTRIAN EASEMENT.
Y
N 1/4 CORNER
21-7-69
588' 13'20'E
Ina ma.
NORTH LINE
500.23'56'E NE QUARTER
/ 57.52'
- _ _ EAST PROSPECT ROAD Z_
FOB
N88.13'20 V — 313.65'
588.13'20'E — 323.38,
PERM. UTL.
+ FED. ESM'T.
4.775 SQ.FT.
ql0
THIS SKETCH AND THE AREAS
SHOWN DEPICT THE ATTACHED
PROPERTY DESCRIPTION ONLY.
AND DO NOT REPRESENT A
MONUMENT£D BOUNDARY 5URV£Y.
N
NT S
AUG.G.1999
EXHIBIT D PAGE 1
Legal Description
An access easement situate in the Northeast quarter of Section 21. Township 7 North, Range 68
West, of the a P.M.. County of Ladmer, State of Colorado, being more particularly described as
follows:
Considering the North line of -the Northeast quarter of said Section 21, as bearing South
88*13'20* East, and with all bearings contained herein relative thereto:
Commencing at the North quarter comer of said Section 21; thence along said North Ilne of the
Northeast quarter, South 88013'20' East 709.35 feet: thence South 00'23'55' West 30.01 feet to
the Northeast comer of that certain parcel of land as described in Reception No. 96022167, as
recorded in the office of the Clerk and Recorder of said County, thence along the West line of
said parcel as described in Reception No. 96022167, South 00023'55' West 498.76 feet to the
Southwest comer of said parcel: thence along the South line of said parcel, North 88034'00' East
105.58 feet to the TRUE POINT OF BEGINNING of this description; thence South 00'2421"
West 267.02 feet; thence North 88.34'00' East 328.08 feet: thence North 00'23'33' East 266.65
feet to a point on the South line of said certain parcel as described in Reception No. 96022167;
thence along said South One, South 88.34'00' West 328.08 feet to the point of beginning. The
above describe easement contains 2.01 acres, and is subject to all rights-ol-way, easements and
restrictions now In use or on record.
HOIT D PAGE 2
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SUBLEASE AGREEMENT
THIS SUBLEASE AGREEMENT is made and entered into this 29th day of June, 2001,
by and between THE CITY OF FORT COLLINS, COLORADO, a municipal corporation
(hereinafter referred to as "the City) as sublessor and the Fort Collins Convention and Visitors
Bureau (hereinafter referred to as "Lessee") as sublessee.
WITNESSETH:
WHEREAS, pursuant to an Intergovernmental Agreement between the City and the
Colorado State Board of Agriculture (acting by and through Colorado State University) ("CSU)
regarding the Environmental Learning Center/Visitor's Center/Welcome Center, located at
3545 East Prospect Road in Fort Collins (the "Facility'), dated August 19, 1999 (the "IGA!'), the
City currently leases from CSU a portion of the Facility more particularly described on attached
Exhibit "A", incorporated herein by this reference (the "City Lease Space"); and
WHEREAS, the City wishes to sublease a portion of the City Lease Space to the Lessee,
which portion is described on attached Exhibit `B" to the IGA, which is incorporated herein by
this reference (hereinafter referred to as "the Property"), on the terms and conditions provided
herein, and the Lessee desires to sublease the Property from the City.
NOW, THEREFORE; in consideration of the mutual covenants, promises and
agreements herein contained, as well as other good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, the parties covenant, promise and agree as
follows:
1. Sublease of Property. The City hereby subleases, demises and lets unto the
Lessee, and the Lessee hereby hires and takes from the City the Property, subject to the terms
and conditions set forth herein.
2. Term of Sublease. The term of this Sublease shall be from the 1 st day of Jaaty
2001, and continuing until 12:00 midnight on the 31st day of December, 2001. The parties may
extend this agreement for up to four (4) additional one year terms by written addendum, which
written addendum shall specify the lease amount due for any and all such extension periods.
3. Termination. The City may terminate this Sublease at any time by and upon
giving the Lessee not less than ninety (90) days written notice of such termination. In the event
that the Professional Services Agreement between the City and Lessee, dated April 1, 2001,
pursuant to which Lessee provides convention and tourism services to the City, is terminated or
expires, or the IGA is terminated or expires, this Sublease shall automatically terminate
effective the same date as such termination or expiration.
4. Holding Over. The Lessee shall not be entitled to hold over after the expiration of
this Sublease, and no such holding over shall create any rights whatsoever in Lessee to remain in
1
governmental charges when due. The Lessee shall pay all telephone and other utility charges
incurred or caused by the Lessee or the Lessee's use of the Property.
11. Insurance. The Lessee shall, at its sole expense, cause commercial general
liability insurance to be carried and maintained with respect to the Property and all
improvements thereon in an amount not less than Six Hundred Thousand Dollars ($600,000.00)
combined single limits. Said policy shall cover bodily injury, including death to persons,
personal injury and property damage liability. Such coverage shall include, without limitation,
legal liability of the insured for property damage, bodily injuries and deaths of persons in
connection with the operation or use of the Property, including acts or omissions of the Lessee
and protection against liability for non -owned and hired automobiles. Such coverage shall also
include comprehensive automobile liability insurance, contractual liability and workmen's
compensation insurance for employees of the Lessee.
All policies of insurance carried by the Lessee shall name the Lessee as an insured parry
and shall name the City as co-insured and loss payee on the policy. The policy or policies shall
contain. a provision that they cannot be canceled or materially altered, either by the insured or the
insurance company, until fifteen (15) days prior written notice thereof is given to the Lessee and
the City. Upon issuance or renewal of any such insurance policy, the Lessee shall furnish a
certified copy or duplicate original of such policy or renewal with proof of premium payment to
the City. Any insurance policy purchased by the Lessee must be written by an insurance carrier
authorized to do business in the State of Colorado and the carrier must be acceptable to the City.
The Lessee's obligation to carry insurance as provided herein may be brought within the
coverage of a "blanket" policy of insurance, carried and maintained by the Lessee so long as the
policy segregates the amount of coverage applicable to the Property. In the event the Lessee
fails to carry the insurance required herein, the City may procure such insurance and pay the
premiums for it. In such event, the Lessee shall repay the City for said insurance, together with
interest and the City's costs and expenses incurred in procuring the insurance upon demand by
the City.
12. Damaie, Destruction and Condemnation. If, prior to the termination of this
Sublease, the Property is destroyed, in whole or in part, or is damaged by fire or other casualty,
or title to, or the temporary or permanent use of, the Property or any portion thereof shall be
taken under the exercise of the power of eminent domain, this Sublease shall terminate at the
option of the City.
13. Disclaimer of Warranties. The Lessee shall take the Property in its "as is"
condition. The City makes no warranty or representation, either express or implied, as to the
value, design, condition or merchantability of the Property or its fitness for any particular use. In
no event shall the City be liable for any incidental, indirect, special or consequential damages in
connection with or arising out of the furnishing, functioning or the use of the Property by the
Lessee.
3
(1) Give the Lessee written notice of the City's intention to terminate this
Sublease on a specified date, and Lessee's right to possession of the
Property shall cease and this Sublease shall terminate on the specified
date; or
(2) The City may re-enter and take possession of the Property or any part
thereof and repossess the same as the City's former estate and expel the
Lessee and those claiming through or under the Lessee and remove the
effects of both or either (forcibly, if necessary).
The City's right to terminate this Sublease or to re-enter and take possession of the
property as set forth above shall be remedies in addition to all other remedies provided to the
City, in law or equity, available to enforce the City's rights and/or collect damages sustained due
to the lessee's default hereunder.
20. Removal of Property. Upon the expiration or termination of this Sublease, or
upon the City's repossession of the Property, the Lessee will surrender the Property in good
order and condition, ordinary wear and tear excepted. The Lessee shall remove all of its
personal property from the Property. The Lessee will fully repair any damage caused by the
removal of such property. Any of the Lessee's property not immediately removed will
conclusively be deemed to have been abandoned by the Lessee and may be appropriated, sold,
stored, destroyed or otherwise disposed of by the City without notice to the Lessee or to any
other person and without obligation to account for them. The Lessee will pay the City all
expenses incurred in connection with the City's disposal of such property, including, without
limitation, the costs of repairing any damage to the Property or its improvements caused by the
removal of such property. The Lessee's obligation to observe and perform this covenant will
survive the end of this Sublease.
21. Attorneys Fees. In the event that either parry shall default under any of the
provisions of this Sublease and the non -defaulting party shall commence litigation to enforce thu
Sublease, the defaulting party shall be liable for all costs, expenses and reasonable attorneys fees
incurred by the non -defaulting party concerning such litigation..
22. Notices. All notices, certificates or other communication hereunder shall be
deemed given when hand -delivered or mailed by certified or registered mail, return receipt
requested, postage prepaid, addressed to the following:
If to the City: Frank Bruno, Assistant City Manager
City of Fort Collins
300 La Porte Avenue
P.O. Box 580
Fort Collins, CO 80522-0580
G
partnership or a joint venture between the parties hereto, it being agreed that none of the
provisions set forth herein, nor any acts or the parties herein, shall be deemed to create a
relationship between the parties hereto other than the relationship of sub -lessor and sub -lessee.
31. Indemnity. The Lessee agrees, to the extent permitted by law, to indemnify and
save the City harmless against and from all claims by or on behalf of any person, firm,
corporation or other entity arising from Lessee's or Lessee's agents guests or invitees' use or
occupation of the Property, any condition on the Property or from any action performed under
this Sublease.
IN WITNESS WHEREOF, the parties hereto have entered into this Sublease Agreement
the day and year first above written.
THE CITY OF FORT COLLINS, COLORADO,
A Municipal:;
unicipal Corporation
By:
Mayor
ATTEST:
—4 '
City Clerk
APPROVED AS TO FORM:
Assistant City Attor`tffz�
FORT COLLINS CONVENTION AND
VISITOR'S BUREAU
:A
A ST:
Bo d cretary
7
Vince McElligott,
rr.o-Ur-uu riuri 1U:JJ
P. 02
Intergovernmental Agreement for the
Environmental Learning Center/
Visitor's Center/Welcome Center
This Agreement for the Environmental Learning CenterNishor's Centcr/Wekcome
Center (Agreement) is entered into on this 191h day of August, 1999. by and between the
Colorado State Board of Agriculture acting by and through Colorado State University, a State
of Colorado institution of higher education, for the use and benefit of the College of Natural
Resource Recreation and Tourism (University), and the City of Fort Collins, a Colorado
municipal corporation.
Recitals
A. The University is a comprehensive research university with a tripartite land-grant
mission of teaching, research, and service. This mission includes the promotion and
development of linkages with other agencies, organizations, and institutions to promote and
enhance undergraduate and graduate educational and research experiences and the development,
adoption, and transfer of knowledge.
B. The University wishes to increase natural resource educational and outreach
opportunities by placing the Environmental LearningNisitor Center/Welcome Center
(Welcome Center Project) in this highly visible location as shown on Exhibit A, inviting
visitors to view educational exhibits on the environment and to tour the area, including the
Cache La Poudre River, and to experience and learn from the natural environment.
C. The City seeks to welcome visitors to Fort Collins through efforts for which, at the time
of execution of this Agreement, it contracts with the Fort Collins Convention and Visitor's
Bureau (FCCVB). The City, or its convention and visitor's services contractor, will occupy
office space in the Welcome Center in furtherance of these efforts.
D. The Colorado Department of Parks and Outdoor Recreation (CDPOR) is one of eight
divisions of the Colorado Department of Natural Resources and will join the University and the
City at the Welcome Center under separate agreement. CDPOR manages 40 parks located
across the state which include more than 156,000 total land acres and 34,000 water acres.
CDPOR is responsible for other programs that provide administrative, planning, technical
assistance, and funding to a wide variety of outdoor recreation users. The mission of CDPOR
is to meet the needs of visitors and protect park lands for the future.
Page i of 12
rcD-uI-uu hull lu;04
P. 03
E. The University, CDPOR, and the City have come together to facilitate a cooperative
Welcome Center, as they share a goal of disseminating information to the public about the
natural environment and other attractions in Colorado.
F. The Welcome Center will provide benefits to the parties in fulfilling their respective
missions, including preserving the Cache La Poudre River corridor in a•namral state,
developing a facility that is environmentally sensitive and sustainable, and demonstrating
compatible relations between the built environment and the natural enviromnent.
G. The University will construct and own the Welcome Center and occupy a portion of it,
The Welcome Center is scheduled to be ready for use in January of 2000. CDPOR and the City
will lease separate spaces designated for their use, and the parties will share common spaces, as
shown on Exhibit B.
H. CDPOR and the City will prepay Iease amounts at Agreement execution for their leases
for 50 years, which is the term of this Agreement.
Now therefore, in consideration of the above Recitals, the mutual promises contained
herein, and other good and valuable consideration, receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows.
1. Exhibits. The following attached exhibits are incorporated herein by these references;
a. Exhibit A. Plat showing the Welcome Center Project, including the Welcome
Center building, surrounding 5 acres (Property), and parking lot; and
b. Exhibit B. Welcome Center Building space.
C. Exhibit C, Legal Description of Turn bane Right -of -Way (Dedicated ParceI),
d. Exhibit D, Legal Description of Parking Lot Easement (Parking Lot Parcel).
2. a e. The University agrees to lease unto the City when available for occupancy "l
assignable square feet of dedicated space with access to 1,391 square feet of shared space at the
Welcome Center, as more fully shown in Exhibit B (Premises). The City shall further be .
entitled to reasonable use of those nonassignable common areas, such as restrooms, corridors,
and other such portions of the Building, as are reasonably appropriate to permit the use and
enjoyment of the Premises.
3. Term. The Term of this Agreement begins as of the date written above and ends 50
years after the fast day that the Premises is available for occupancy. The City's right to utilize
the Premises begins on the first day the Premises is available for occupancy, which is scheduled
to be January 24, 2000. If the date that the Premises is available for occupancy is other than
Page 2 of 12
rr.U-Ur-UU nun 1U:i4
P. 04
January 24, 2000, the University will provide this date in writing to the City, and the City will
acknowledge in writing the date 50 years thereafter as the end of the Term, and will return such
acknowledgment to the University.
a. The City will pay to the University the amount of Two Hundred Thirty Three
Thousand, 'three Hundred Forty-two Dollars ($233,342) at the time this Agreement is
executed, Such payment constitutes the prepaid lease payment for the entire Term of this
Agreement in the amount of Three Hundred Forty Thousand, Seven Hundred Forty-two Dollars
($340,742) (Lease Payment), less the amount of One Hundred Seven Thousand, Four Hundred
Dollars ($107,400), to be retained by the City for use in connection with street improvements
in the vicinity of the Welcome Center. The parties agree that no refund of the Lease Payment
will be trade in the event that the City no longer wishes to lease the Premises, but that the
University will approve a replacement party that the City finds, so Iong as such replacement
party has a similar mission and interest as the parties hereto as determined by the University in
its sole discretion.
b. If the Premises are not available for occupancy by January 1, 2001, the City may
declare the University in default of this Agreement, and may take such further action as it may
deem appropriate, in accordance with Section 19, below.
a. Subject to Colorado State Board of Agriculture approval, the University wiII
grant a right-of-way to the City no later than November 30, 1999, the Dedicated Parcel,
described on Exhibit C, for public right of way and utility improvements.
b. Subject to City Council approval, the City will convey to the University no later
than September 17, 1999, a non-exclusive parking easement over the Parking Lot Parcel
described on Exhibit D.
6. Use. The City will utilize the Premises only for the purposes as set forth herein, and
will utilize the Premises in a careful, safe, and proper manner. The City will be liable for
damage to the Premises caused by misuse or abuse thereof by the City, its employees, or its
agents. The City will not use, or permit the Premises or any part thereof to be used, for any
purpose or purposes other than the -purposes for which the Premises are hereby leased. No use,
other than that specifically contemplated hereunder, may be made or permitted to be made of
the Premises, or acts done, other than those reasonably associated with the contemplated use of
the Premises, that will increase the rate for insurance for the Welcome Center Building beyond
the University's usual rate structure for Iike building insurance, nor will the City sell, or permit
to be kept, used, or sold in or about the Premises, any article not normally associated with the
operation of a public learning center, visitor's center or welcome center, if the same is
Page 3 of 12