at the Colorado Springs Airport · 2014-08-05 · request for proposal (rfp) for a master developer for approximately 900 acres of land at the colorado springs airport 1 issued by:

7770 Milton E. Proby ParkwayColorado Springs, Colorado 80916 www.flycos.com

Discover Opportunity at the

Colorado Springs Airport

The economic catalyst of Southern Colorado

REQUEST FOR PROPOSAL (RFP)

FOR A MASTER DEVELOPER FOR APPROXIMATELY 900 ACRES OF LAND AT THE

COLORADO SPRINGS AIRPORT

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Issued by:

CITY OF COLORADO SPRINGS

by and through the COLORADO SPRINGS AIRPORT

August 4th

, 2014

PLEASE SUBMIT AND DELIVER ONE (1) ORIGINAL AND FOUR (4) COPIES OF THE RESPONSE TO:

Colorado Springs Airport

Attn: Dan Gallagher

Director of Aviation

7770 Milton E. Proby Parkway, Suite 50

Colorado Springs, CO 80916

(719) 550 – 1900

Label the outside of each envelope / package:

“RFP for Master Developer for Colorado Springs Airport”

include the name and address for the respondent(s)

SUBMIT RESPONSES NO LATER THAN

4:00 P.M. MDT ON WEDNESDAY, SEPTEMBER 3rd

, 2014

AN OPTIONAL PRE-PROPOSAL MEETING WILL BE HELD AT

2:00 P.M. MDT ON WEDNESDAY, AUGUST 20th

, 2014,

IN CONFERENCE ROOM B AT THE COLORADO SPRINGS AIRPORT

Responses shall be submitted in sealed envelope(s) or package(s) on or by the time and date specified above.




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TABLE OF CONTENTS

I. The Opportunity………………………………………………………………………... 3

A. Colorado Springs Airport / Current Status of the Business Park……..…… 3

B. Commercial Aeronautical Zone (CAZ)……………………………………..4

C. Master Development Opportunity ……………………...…………………. 5

II. Respondent(s) Information……………………………………………………………. .5

A. Qualifications………………………………………………………………. 5

B. Background………………………………………………………………… 5

C. Master Development Agreement…………………………………………... 5

D. Minimum Expectations…………………………………………………….. 5

E. Performance Guarantee…………………………………………………….. 6

III. Selection Process………………………………………………………………………. 6

IV. Response Requirements………………………………………………………………... 6

A. Duty of Respondent(s) to Become Informed………………………………. 7

B. Form of Response………………………………………………………….. 7

V. Miscellaneous………………………………………………………………………….. 7

A. Requirements after Selection………………………………………………. 7

B. Rights Reserved to the City ……………………….……………….……… 7

C. Explanation of Discrepancies in RFP..……………………………………. 7

D. Agreement Terms and Conditions…………………………………………. 8

E. Qualifications………………………………………………………………. 8

Attachment I – Instructions & General Required Information………………… 9

Attachment II – Submittal Form……………………………………………….. 11

Attachment III – Certifications………………………………………………… 12

Attachment IV – Required Attachments………………………………………. 13

Exhibit A – Site Drawing / Land Use Plan ...…………………..……………… 14

Exhibit B – Airport Location and Other Major Landmarks…...………………. 15

Exhibit C – Infrastructure Improvement Map…………………………………. 16

Exhibit D – Demographics…………………………………………………….. 17

Exhibit E – Commercial Aeronautical Zone (CAZ) Map……………………… 18

Exhibit F – Existing Facility Photos…………………………………………... 19

Exhibit G – City of Colorado Springs Key Lease Terms……………………… 20

Exhibit H – Respondent’s Outline of Lease Terms………………..………….. 25




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GENERAL INVITATION

The City of Colorado Springs, Colorado, a home rule city and Colorado municipal corporation (“City”), by and

through the Colorado Springs Airport (“Airport”), is soliciting responses from interested, qualified business /

industrial park master developers for approximately 900 acres of land, located on the grounds of the Airport for

further development of a business park.

The City of Colorado Springs may use this information to prepare documents for a site specific Master

Development Agreement. Responses to this RFP are considered non-binding. In this specific solicitation, the

City is expressing that a contract may be awarded as a result of this RFP through negotiations with selected

persons or firms based upon their responses and subsequent discussions.

Include one (1) original containing original signature(s) and four (4) copies of your response enclosed in a

sealed envelope or package, addressed to, and received by the Airport on or by the date and time set forth in this

RFP.

An optional pre-proposal meeting will be held at 2:00 PM MDT on August 20th

, 2014, in Conference Room B,

which is located on the 3rd

floor of the Airport terminal building. Proposers who are unable to attend the pre-

proposal meeting are encouraged to provide contact information (including name, mailing address, e-mail

address, and fax number) so that any addendums resulting from the pre-proposal meeting may be provided

directly to you. Additionally, this RFP and all addendums will be posted on both the Airport’s website at

www.FlyCOS.com and the City of Colorado Springs website at www.SpringsGov.com. To view online at

www.FlyCOS.com, click “Master Development Opportunities” under quick links and then select “RFP for

Master Developer”.

I. THE OPPORTUNITY

The City desires to have a qualified person(s) or firm(s) serve as a master developer for 900 (+/-) acres of land

(the “Site” or “Development Site”) at the Airport. A depiction of the general area of the Airport location and

other major landmarks in the vicinity is attached to this RFP as Exhibit B.

A. COLORADO SPRINGS AIRPORT / CURRENT STATUS OF THE BUSINESS PARK

In preparation for the development of the business park, the Airport completed numerous infrastructure

improvements to the Development Site, creating a flexible use for the park. Those improvements are depicted

on the Infrastructure Improvement Map attached to this RFP as Exhibit C.

An Environmental Assessment for the business park was completed in September 2005. Findings of this report

are available upon request.

Based on the Environment Assessment, the Airport also prepared a potential Land Use Plan intended to depict a

“maximum-density” development as shown in Exhibit A to this RFP.

Development in the business park began in the Spring of 2006. To the east of the Development Site, the City

has three major tenants, which are not part of this RFP and will continue to be managed by the City. The

Aerospace Corporation and Northrop Grumman are located on individual 15-acre parcels within the business

park. The third facility is a 76-acre aviation-related military complex. All three facilities are located on the

eastern portion of the business park as depicted in Exhibit A to the RFP. Photographs of each of the existing

buildings can be found within Exhibit F to this RFP.

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http://www.springsgov.com/

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The business park benefits from its adjacency to the passenger terminal of the Airport. The Airport is a major

regional economic engine with more than 1.3 million passengers passing through the terminal each year; taking

advantage of 32 daily flights to 12 non-stop destinations.

B. COMMERCIAL AERONAUTICAL ZONE (CAZ)

In collaboration with community stakeholders, City leadership has taken an aggressive approach to revitalizing

Southeast Colorado Springs through various initiatives. One such initiative was the creation of a regional

Commercial Aeronautical Zone (CAZ) at and surrounding the Colorado Springs Airport. As defined by City

ordinance, the Sales and Use taxes are abated for businesses specifically engaged in a variety of aeronautical

activities. An excerpt from the adopted ordinance is listed below for further clarification:

“…..The below shall be exempt from sales or use tax under this City Tax Code:

1. The sale, purchase, lease, rental, use, storage, distribution or consumption of any aircraft within the

commercial aeronautical zone.

2. The sale, purchase, lease, rental, use, storage, distribution, or consumption of any aircraft parts used

or consumed in the manufacture, maintenance, repair or overhaul of aircraft within the commercial

aeronautical zone.

3. The sale, purchase, lease, rental, use, storage, distribution or consumption of supplies, equipment,

tooling, solvents and/or paints that are used or consumed in the course of manufacture, maintenance,

repair or overhaul of aircraft or capital equipment within the commercial aeronautical zone, and that are

necessary and essential to these operations. Items that are incidental to these operations, such as office

machines, office supplies, cleaning supplies, transportation equipment and other incidental items are not

exempted by this section, For purposes of this subsection, ^equipment" shall Include equipment for

manufacture, maintenance, repair or overhaul, notwithstanding the definition of equipment" In section

2,7,104 of this article,

4. Purchase or lease of capital equipment directly and exclusively used or consumed in the manufacture,

maintenance, repair, or overhaul of aircraft within the commercial aeronautical zone”….

The Airport is the home of Peterson Air Force Base, which is located to the north of the airfield on the Airport

owned property. Other major regional facilities are located within a short drive of the Airport, including:

Downtown Colorado Springs 24 mins / 11.56 miles

Air Force Space Command (AFSPC) 17 mins / 8.72 miles

Fort Carson 24 mins / 10.02 miles

U.S. Northern Command (NORTHCOM) 17 mins / 8.72 miles

U.S. Olympic Complex 20 mins / 10.19 miles

North American Aerospace Defense Command (NORAD) 17 mins / 8.72 miles

University of Colorado, Colorado Springs Campus 25 mins / 14.3 miles

United States Air Force Academy 35 mins / 22 miles




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C. MASTER DEVELOPMENT OPPORTUNITY

The Airport is the economic catalyst of Southern Colorado by producing over $3.7 billion in economic benefit

to the region. As indicated in Exhibit D to this RFP, the population within a 45-mile radius of the Airport is

930,186 with an average household income of $61,377. The Site, which is located at the south end of the

Airport, encompasses 900 acres (+/-) and is slated for commercial development. The Site is depicted in Exhibit

A of this RFP. Respondent(s) are encouraged to submit information for best and highest use development of the

Site. The City prefers a development plan that incorporates the synergy of aviation and business development

for the scope of land. Additionally, responses shall incorporate the existing development into the plan to allow

for consistent and complimentary development of adjacent parcels.

II. RESPONDENT(S) INFORMATION

A. QUALIFICATIONS

The City is seeking responses from qualified person(s) or firm(s) interested in the opportunity as described

above. Respondent(s) should demonstrate their qualifications, ability, and past experience in successfully

completing similar projects.

B. BACKGROUND

The Airport is obligated by its receipt of federal grants received for the development and operation of the

Airport. Due to these and other obligations, the City will not sell the land in its entirety, but may consider fee

simple acquisition of a portion of the Site, subject to release and / or approval from the Federal Aviation

Administration (“FAA”). The City may enter into a long-term lease or joint venture agreement for the Site at

the City’s discretion. The FAA may limit the height of structures within the proximity of Airport. The

maximum structure height on the Site varies due to the terrain and other factors. Final height limitations are

subject to FAA approval. Building materials may not interfere with navigational aids on the Airport. An

internet link to the Airport Layout Plan (“ALP”) may be accessed and downloaded in a “.pdf” format at

www.FlyCOS.com.

C. MASTER DEVELOPMENT AGREEMENT

The potentially successful respondent(s) may enter into a Master Development Agreement (“Master

Agreement”) and one or more Ground Lease Agreements (“Lease Agreement”) at the City’s discretion. The

City may consider ideas for possible joint venture opportunities on portions of the Site. Additionally, the City

may enter into a fee simple agreement for a portion of the Site, subject to FAA release and / or approval.

D. MINIMUM EXPECTATIONS

The City anticipates responses to include a timeline for executing a Master Development Agreement and project

development plan. Responses should express options for the completion of an initial development project(s) that

encompasses development of at least thirty (30) acres of the 900-acre (+/-) Site. Options may include the

following:

A land lease based on the market value for the intended use(s) of the parcel.

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A joint venture structure as a public / private partnership for a portion, but not all, of the Site. At a

minimum, the joint venture structure should take into account infrastructure, capital investment, land

values and capital risk.

Fee simple land acquisition for a portion, but not all, of the Site.

Future development of the Site may be defined on the basis of reasonable market expectations for the local area.

The land uses must be clearly defined, along with the quantification of project area(s) and specific, market-

based rents. The City desires to have a development plan that improves the entire 900-acre (+/-) Site within

twenty (20) years from the commencement of the Master Development Agreement. Although a faster

timeframe for development is preferred, responses may include a full range of retail, food service, hotels, office,

and industrial / warehouse uses in the overall development plan for the Site; however, residential uses of any

type are precluded.

Attachment I to this RFP outlines additional items that respondent(s) are encouraged to include as part of their

response. You may include predevelopment and construction lease rate(s) in your response, which are subject to

final negotiation with the City. Ground lease rates shall be adjusted periodically based on a schedule to be

negotiated with the City; however, the ground lease rate(s) shall never be less than the initial, post-construction,

lease rate(s) concluded after negotiation with the City. Respondent(s) should note that the City prefers to enter

into a diversified Master Development Agreement to include: joint venture, fee simple sale, and ground leases

on portions of the Site.

E. PERFORMANCE GUARANTEE

The potentially successful respondent(s) shall submit an irrevocable letter of credit (LOC), from a financial

institution that it deems sufficient for the size and magnitude of the project proposed. The LOC from the

financial institution must be suitable to the City, in its sole discretion, as a guarantee of performance on the

initial development. The LOC must remain in place until released by the City at the completion of the initial

development. The City reserves the right to require similar performance guarantees for any and all subsequent

performance periods until the entire 900-acres (+/-) are developed.

III. SELECTION PROCESS

The City will review all responses and may select one or more to enter into possible negotiations for a Master

Development Agreement. The City, at its sole discretion, reserves the right to accept any response and / or any

part or parts thereof and / or to reject any or all responses. Respondent(s) are encouraged to be creative in

providing a conceptual development plan, while complying with the planned commercial uses of the land and

market opportunities.

IV. RESPONSE REQUIREMENTS

Responses must be organized to identify the location of information supporting compliance with all

requirements of the RFP. Responses that do not present information in this manner may be rejected as non-

responsive. The City, at its sole discretion shall determine the validity and qualification of each response.




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A. DUTY OF RESPONDENT(S) TO BECOME INFORMED

Each respondent(s) should carefully examine the RFP and all Attachments and Exhibits. Each respondent shall

judge for itself all conditions and circumstances related to the RFP. Each respondent will be responsible for

taking such actions as they deem necessary or prudent prior to submitting a response to this RFP. Failure on the

part of any respondent to take such actions shall not constitute grounds for declaration of not understanding the

conditions with respect to submitting its response. Each respondent is responsible for reading and understanding

this RFP, including, but not limited to, these instructions for submitting a response. Respondent’s failure or

neglect to review any provided provisions of an agreement and the provisions of this RFP will not relieve such

respondent of any contractual obligations contained in the agreement or required under this RFP. Respondent(s)

shall have no claim for relief based upon a lack of knowledge of the content or legal effect of any such

provision.

B. FORM OF RESPONSE

Responses shall be prepared on standard 8 ½ x 11 letter size paper. One (1) original and four (4) copies of the

response shall be submitted in a sealed envelope or package to the referenced location and no later than the time

and date specified on Page One of this RFP.

V. MISCELLANEOUS

A. REQUIREMENTS AFTER SELECTION

Following the City’s notification and successful selection and negotiations with a respondent(s), if any, and

pending any required City Council approval of the final Agreement, the City shall provide the final negotiated

agreement, respondent(s) must promptly return to the City four (4) fully executed copies of the final negotiated

Agreement.

B. RIGHTS RESERVED TO THE CITY

Notwithstanding any other provision of this RFP and in addition to any other rights reserved by the City herein,

the City reserves to itself the following rights:

1. The right to modify, amend or supplement at any time any provision of this RFP, including,

without limitation, the provisions of the Master Development Agreement.

2. The right to reject in whole or in part any or all responses for any reason.

3. The right to cancel its award to anyone at any time before the Agreement has been fully executed

and delivered; and the City reserves the right to so cancel its award without any liability.

4. The right not to award to any response that is in arrears or in default to the City upon any debt or

contract or that has failed to perform satisfactorily and faithfully under any previous agreements

with the City.

C. EXPLANATION OF DISCREPANCIES IN RFP

Should the City find a discrepancy in the RFP, it reserves the right to provide written instructions to all potential

responders in the form of an addendum to the RFP. The City will not be bound by any oral statements given

with regards to this RFP.




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D. AGREEMENT TERMS AND CONDITIONS

The specific terms and conditions of the Master Development Agreement and Ground Lease Agreement will be

governed by the final negotiated agreement. In the event of a conflict between the provisions of the final

agreement and any provision of this RFP, the provisions of the agreement shall control.

E. QUALIFICATIONS

Responses should provide a straightforward, concise description of the ability to satisfy the requirements of this

RFP. Submission of additional or supplemental materials are the responsibility and within the discretion of the

respondent(s). The City shall not be liable for any expense incurred in the preparation of any response or

submission of any additional or supplemental materials.




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ATTACHMENT I

INSTRUCTIONS & GENERAL REQUIRED INFORMATION

A. Submittal Composition:

Each submittal should include, at a minimum, the following items in the indicated sequence.

Failure to adhere to these minimum requirements may result in the disqualification of the response.

1. Cover Letter:

The respondent(s) must provide a cover letter committing to enter into good faith negotiations and execute a

mutually agreed upon Agreement if selected by the City.

2. Respondent(s) Identification:

If a Corporation or Limited Liability Company, include the following:

When and where incorporated or formed;

Whether privately or publicly held;

Names, titles, addresses and positions of each Director, Officer, and principal shareholder holding

five or more percent ( ≥ 5%) of the stock; and Corporation’s Federal Identification Number.

If a sole proprietorship, partnership or joint venture, include the following:

Date of organization;

Names, titles, addresses and positions of each partner;

Ownership share of each partner; and Firm’s Federal Identification Number (if sole proprietorship,

owner’s Social Security Number).

3. Experience:

Respondent(s) must be competent to develop the project as described in its response as evidenced by other

similar projects in the United States of America. Please provide a brief description of your relevant

experience including at least three (3) similar projects you have completed with location information, start

and end dates, contract value, and the nature of your involvement in the project.

4. Financial Wherewithal:

Respondent(s) must have adequate financial resources and must provide the following with its submittal:

Statement of respondent’s Net Worth;

If requested by the City, respondent(s) must provide sufficient financial information to establish the

approximate net worth and liquid assets available to the development team to complete the project.

Respondent(s) shall provide supporting documentation for the above financial information. Be

advised that the analysis of this statement will include a comparison of stated available assets and the

estimated equity required for the development. Respondent(s) that are companies or entities not

publicly traded must submit accountant-prepared financial statements for the most recent fiscal year

end.




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ATTACHMENT I (Cont’d)

INSTRUCTIONS & GENERAL REQUIRED INFORMATION

Indicate pending judgments, prior and pending (if any, describe), and indicate any bankruptcies and

provide pertinent dates.

The City acknowledges that all financial information shall be kept confidential within the City

representatives involved with evaluating the financial capability of the respondent(s).

NOTE: Financial information shall be sealed in a separate envelope and placed within the response

envelope or package(s).

5. Sample Structure for Public / Private Joint Venture:

Respondent(s) shall submit idea(s) for structuring a public private joint venture agreement as a Master

Developer of the Site. Sample terms and conditions should be included within the structure of such

agreement.

6. Submittal Form:

Respondent(s) must provide the information requested in the Submittal Form (Attachment II).

7. Security Deposit:

No security deposit is required for or upon submission of a response to this RFP. Potentially successful

respondent(s) who move forward with negotiating with the City, however, will submit a certified check,

cashier’s check, or proposal bond, payable to the City in the amount of Five Thousand Dollars ($5,000).

Such security deposit shall be held by the City until the Master Development Agreement is executed.




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ATTACHMENT II

SUBMITTAL FORM

At a minimum, respondent(s) must provide the following information. Please attach additional sheets as

necessary to fully explain your answers.

1. The respondent’s name and address exactly as it would appear on an Agreement.

2. A general description of the project information / development plan. Include as much information as

possible. Examples of information are types of uses, such as office, commercial, industrial, etc.

3. Any information that may assist the City in determining the best development strategy for the City,

region and Airport.

4. Contact information concerning this response:

a. Contact Name (please print):

b. Address:

c. Phone Number with Area Code:

d. E-mail Address:




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ATTACHMENT III

CERTIFICATIONS

By its signature(s) below, the respondent(s) acknowledges that it has received, read, examined, and is familiar

with this RFP, including all Attachments and Exhibits. The person signing this document certifies that he / she

has full authority to submit this response.

IMPORTANT NOTICE: If the respondent is a corporation, or limited liability company, the authorized

corporate officer or member must sign below. If the respondent is a partnership, all general partners must sign.

If the respondent is an individual, sign by using first, middle, and last name in full.

Authorized Signature: ________________________________

By: __________________________________

By: __________________________________

Title: __________________________________

Title: __________________________________

Name: (typed) __________________________________

Name: (typed) __________________________________

Dated: (mm/dd/yyyy) __________________________________

Dated: (mm/dd/yyyy) __________________________________

By: __________________________________

By: __________________________________

Title: __________________________________

Title: __________________________________

Name: (typed) __________________________________

Name: (typed) __________________________________

Dated: (mm/dd/yyyy) __________________________________

Dated: (mm/dd/yyyy) __________________________________

Company / Corporate Seal:




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ATTACHMENT IV

REQUIRED ATTACHMENTS

1. One (1) original and four (4) copies of the response (containing all forms and other required information)

2. Items required by Attachment I;

Completed Attachment II – Submittal Form(s) and any additional sheets;

Completed Attachment III –Certifications.




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EXHIBIT A

SITE DRAWING / LAND USE PLAN




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EXHIBIT B

AIRPORT LOCATION AND OTHER MAJOR LANDMARKS




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EXHIBIT C

INFRASTRUCTURE IMPROVEMENT MAP




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EXHIBIT D

DEMOGRAPHICS




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EXHIBIT E

COMMERCIAL AERONAUTICAL ZONE (CAZ) MAP




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EXHIBIT F

EXISTING FACILITY PHOTOS




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EXHIBIT G

CITY OF COLORADO SPRINGS KEY LEASE TERMS

The following items are non-negotiable terms for a potential Ground Lease. The list is not intended to be all-

inclusive but shall provide the respondent(s) with terms that may be of prime importance to respondent(s) when

preparing its response to this RFP.

1. Initial ground lease shall not exceed the term of FIFTY (50) years. Renewal or extended terms may be

negotiated but are contingent on release and or approval of same, by the FAA .

2. Non-Discrimination:

a) Tenant, for itself, its personal representatives, successors in interest and assigns, as a part of the

consideration hereof, does hereby covenant and agree as a covenant running with the land that, in

the event facilities are constructed, maintained or otherwise operated on the Premises described in

this Agreement for a purpose for which a U.S. Department of Transportation program or activity is

extended or for another purpose involving the provisions of similar services or benefits, Tenant

shall maintain and operate such facilities and services in compliance with all other requirements

imposed pursuant to 49 CFR Part 21, Nondiscrimination in Federally Assisted Programs of the

Department of Transportation, and as said regulations may be amended, superseded or modified.

b) Tenant, for itself, its personal representatives, successors in interest and assigns, as a part of the

consideration hereof, does hereby covenant and agree as a covenant running with the land that:

(1) no person on the grounds of race, color or national origin shall be excluded from participation

in, denied the benefits of, or otherwise be subjected to discrimination in the use of said

facilities,

(2) in the construction of any improvements on, over or under such land and the furnishing of

services thereon, no person on the grounds of race, color or national origin shall be excluded

from participation in, denied the benefits of, or otherwise be subjected to discrimination,

(3) Tenant shall use the Premises in compliance with all other requirements imposed by or

pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A,

Office of the Secretary, Part 21, Non-Discrimination in Federally Assisted Programs of the

Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964 and as

said regulations as may be amended, superseded or modified.

c) In the event of breach of any of the above non-discrimination covenants, City shall have the right to

terminate this Agreement and to re-enter and repossess the Premises and facilities thereon and hold

the same as if said Agreement had never been made or issued. Notwithstanding the foregoing, it is

specifically agreed that nothing in this Article shall prevent Tenant from exhausting all

administrative and/or judicial remedies available to Tenant in resisting or defending against any

claims or claim of breach or default or noncompliance hereunder.

3. Subordination of Agreement to private sector financing may be permitted subject to the execution of a

Subordination Agreement with the City which shall contain the following caveats:

a) No such subordination shall be construed as granting a fee interest in the City’s real property;




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EXHIBIT G (Cont’d)


b) All proceeds of any financing shall be used for Developer’s project on the property;

c) Developer or Lender shall provide the City with notice of any successor mortgagee together with

the name and address of such mortgagee. Such successor mortgagee along with the Lender is

collectively referred to herein as the "Lender".

d) Lender may rely on all of the provisions of the Agreement between the City and Developer and this

Agreement.

e) When giving notice of default of any term of the Agreement to Developer, the City agrees to

provide a copy of such notice to Lender.

f) If Developer fails to cure any default within the period provided in the Agreement, the City shall

give notice to that effect to the Lender. Lender shall then have the right, but not the obligation, to

cure or cause to be cured any such default within thirty (30) days from the date of the City’s notice

to Lender. The City shall accept such cure by Lender as though Developer had performed the same.

g) If Lender fails or elects not to cure any default by Developer within the 10-day period provided in

subsection (f) above and if the Lender desires to prevent the exercise of the City’s remedies by

virtue of Developer’s default, the Lender must initiate foreclosure proceedings or other appropriate

legal action within ninety (90) days after the expiration of the 10-day period provided in subsection

(f) above. Lender or its successor-in-interest shall diligently prosecute such action. If the Lender is

successful in such foreclosure or other legal action, Lender shall immediately cure the default and,

upon cure, Lender will acquire the Interest. During the periods set forth in this subsection (g) and

subsection (f) above, City will not exercise its right to terminate the Agreement with respect to the

particular default.

h) In the event Lender acquires the Interest, Lender may:

(1) Enter into a new agreement with the City with respect to the Leased Premises, upon the same

terms and conditions as provided in the Agreement and for a period not to exceed the

remaining term of the Agreement; or Transfer the Interest so acquired, subject to execution

by the transferee of an agreement with the City with respect to the Leased Premises, with

said agreement containing the same terms and conditions as provided in the Agreement and

for a period not to exceed the remaining term of the Agreement.

4. The following federal requirements shall be included in the Agreement between City and Developer:

a) City reserves the right to further develop or improve the landing area of the Airport as it sees fit,

regardless of the desires or view of the Developer and without interference or hindrance;

b) City reserves the right, but shall not be obligated to the Developer, to maintain and keep in repair

the landing area of the Airport and all publicly-owned facilities of the Airport, together with the

right to direct and control all activities of the Developer in this regard;




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c) The Agreement shall be subordinate to the provisions of and requirements of any existing or future

agreements between City and the United States, relative to the development, operation, or

maintenance of the Airport;

d) Developer agrees to comply with the notification and review requirements covered in 14 CFR Part

77 (FAA Form 7460-1) in the event any future structure or building is planned for the Premises, or

in the event of any planned modification or alteration of any present or future building or structure

situated on the Premises;

e) City reserves unto itself, its successors and assigns, for the use and benefit of the public, a right of

flight for the passage of aircraft in the airspace above the surface of the premises herein leased. This

public right of flight shall include the right to cause in said airspace any noise inherent in the

operation of any aircraft used for navigation or flight through the said airspace or landing at, taking

off from, or operation on the Airport;

f) Developer expressly agrees for itself, its successors and assigns that it will not construct, nor permit

to stand, on said Premises any building, structure, poles, trees, or other object, whether natural or

otherwise, of a height in excess of 14 CFR Part 77 standards and requirements regarding

obstructions in navigable airspace;

g) City reserves unto itself, its successors and assigns, for the use and benefit of the public, a right of

entry onto the real property herein conveyed to cut, remove, or lower any building, structure, poles,

trees, or other object, whether natural or otherwise, of a height in excess of 14 CFR Part 77

standards and requirements regarding obstructions in navigable airspace. This public right shall

include the right to mark or light as obstructions to air navigation, any and all buildings, structures,

poles, trees, or other object that may at any time project or extend above said surfaces;

h) Developer expressly agrees for itself, its successors and assigns, to not hereafter use, nor permit,

nor suffer use of the Premises in such a manner as to create electrical interference with radio

communication between the installation upon the Airport and aircraft or as to make it difficult for

fliers to distinguish between airport lights and others, or as to impair visibility in the vicinity of the

Airport, or as otherwise to endanger the landing, taking off, or maneuvering of aircraft; and

i) Developer expressly agrees for itself, its successors and assigns, to not hereafter use, nor permit,

nor suffer the use of the Premises in such a manner as to create a potential for attracting birds and

other wildlife which may pose a hazard to aircraft.

5. Indemnification

a) Developer and Tenant shall indemnify, defend, and hold harmless the City, its officers, employees,

and agents, from and against any and all loss, damages, injuries, claims, cause or causes of action,

or any liability resulting from, arising out of, or in connection with Developer’s or Tenant’s

negligence in performing its obligations or actions under the Agreement.




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6. Fiscal Obligations of City

a) This Agreement is expressly made subject to the limitations of the Colorado Constitution and

Section 7-60 of the Charter of the City of Colorado Springs. Nothing herein shall constitute, nor be

deemed to constitute, the creation of a debt or multi-year fiscal obligation or an obligation of future

appropriations by the City Council of Colorado Springs, contrary to Article X, § 20, Colorado

Constitution, or any other constitutional, statutory, or charter debt limitation. Notwithstanding any

other provision of this Agreement, with respect to any financial obligation of the City which may

arise under this Agreement in any fiscal year after the year of execution, in the event the budget or

other means of appropriation for any such year fails to provide funds in sufficient amounts to

discharge such obligation, such failure (i) shall act to terminate this Agreement at such time as the

then-existing and available appropriations are depleted, and (ii) neither such failure nor termination

shall constitute a default or breach of this Agreement, including any sub-agreement, attachment,

schedule, or exhibit thereto, by the City. As used herein, the term “appropriation” shall mean and

include the due adoption of an appropriation ordinance and budget and the approval of a Budget

Detail Report (Resource Allocations) which contains an allocation of sufficient funds for the

performance of fiscal obligations arising under this Agreement.

7. Choice of Law

a) The Agreement shall be subject to and interpreted under the laws of the State of Colorado, and the

Charter, City Code, Ordinances, Rules and Regulations of the City of Colorado Springs.

8. Jurisdiction and Venue

a) Court jurisdiction shall exclusively be in the District Court for El Paso County, Colorado.

9. Compliance with Law

a) At all times during the term of the Agreement, the Developer and Tenant will, in connection with

their activities and operations at the Airport, comply with all existing and future statutes, laws,

ordinances, code, rules and regulations of federal, state, and local bodies of competent jurisdiction

that apply to or affect, either directly or indirectly, the operations and activities under the

Agreement.

10. Environmental Compliance

a) Developer and Tenant shall agree to the Airport’s standard environmental compliance provisions.




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11. Noninterference with Operation of the Airport

a) Developer and Tenant shall, by accepting the Agreement, expressly agree for themselves, their

successors, and assigns that they will not make use of the Premises in any manner that might

interfere with the landing and taking off of aircraft at the Airport or otherwise constitute a hazard.

If this covenant is breached, upon reasonable notice to the Developer or Tenant and opportunity to

cure, the City reserves the right to enter upon the Premises and cause the abatement of the

interference at the expense of the Developer or Tenant.

12. Nonexclusive Rights

a) Nothing will be construed to grant to the Tenant any exclusive right or privilege within the meaning

of Section 308 of the Federal Aviation Act for the conduct of any activity on the Airport, except

that, subject to the terms and provisions of the Agreement, the Tenant will have the right to

exclusive possession of the Premises leased to the Tenant under the provisions of the Agreement.

13. Open Records

a) Developer and Tenant are aware that upon execution, the Agreement may be subject to disclosure

to third parties, upon request, under the Colorado Open Records Act (CORA), pursuant to C.R.S. §

24-72-201 et seq.




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EXHIBIT H

RESPONDENT’S OUTLINE OF LEASE TERMS

Provide an outline of proposed Master Agreement terms and conditions including, but not limited to, the

following:

1. Number of acres in initial development project;

2. Intended use of the initial development project;

3. Future supporting aviation development;

4. Schedule of acreage to be placed under lease for the remainder of the project. Provide number of acres

and approximate dates for each;

5. Estimated land rental rate; or Joint Venture proposal;

6. Provide information and ideas for Covenant Control Restrictions (CCR), Property Owner Association or

how to structure controls and maintenance for the Development Site.

7. Any other information that is relevant to your proposal.

Documents

at the Colorado Springs Airport · 2014-08-05 · request for proposal (rfp) for a master developer for approximately 900 acres of land at the colorado springs airport 1 issued by: