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Home My WebLink AboutR-2010-004 Yakima Valley Visitors and Convention Bureau Project Development AgreementA RESOLUTION RESOLUTION NO. R-2010-04 authorizing and ratifying the action of the City Manager of the City of Yakima to execute an Assignment of Project Development Agreement from the Yakima Valley Visitors and Convention Bureau to the City of Yakima WHEREAS, the Yakima Convention Center is owned by the City of Yakima and operated by the Yakima Valley Visitors and Convention Bureau; and WHEREAS, the Yakima Convention Center facilities are in need of improvements; and WHEREAS, Yakima County imposes lodging taxes for the purposes of promoting tourism and tourism related activities and will pledge the lodging taxes authorized in the Lodging Tax Act for the repayment of one or more series of general obligation bonds; and WHEREAS, Yakima County established a Lodging Tax Advisory Committee, and the Lodging Tax Advisory Committee determined that the Yakima Convention Center facility improvements should be funded from an allocation of lodging taxes; and WHEREAS, Yakima County and the Yakima Valley Visitors and Convention Bureau executed a Project Development Agreement on September 25, 2009 which identified rights, responsibilities and remedies of the parties thereto as relating to facility improvements; and WHEREAS, all parties believe that it would be in the best interest of all to assign the rights of the Yakima Valley Visitors and Convention Bureau under the contract to the City of Yakima, as legal owner of the Yakima Convention Center facilities to be improved now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA; The attached and incorporated Assignment of Project Development Agreement from Yakima Valley Visitors and Convention Bureau to the City of Yakima executed by the City Manager is hereby ratified. ADOPTED BY THE CITY COUNCIL, this 5th day of January, 2010. Co(' 1 Micah Cawley, M- a or ATTEST: -26/0 -Oz( ASSIGNMENT OF PROJECT DEVELOPMENT AGREEMENT FROM YAKIMA VALLEY VISITORS & CONVENTION BUREAU TO THE CITY OF YAKIMA THIS ASSIGNMENT of the rights, responsibilities and duties contained in the PROJECT DEVELOPMENT AGREEMENT. executed between YAKIMA COUNTY (the "County"), a political subdivision organized under the laws of the State of Washington and the YAKIMA VALLEY VISITORS & CONVENTION BUREAU, a Washington nonprofit corporation ("YVVCB") on September 25, 2009. Whereas, the Yakima Convention Center ("YCC") is owned by the City of Yakima (the "City" and operated by YVVCB and, Whereas, YCC facilities are in need of improvements (herein further defined as the "Project") and, Whereas, the County imposes lodging taxes ("Lodging Taxes") pursuant to the authority granted under RCW ch. 67.28 ("Lodging Tax Act") for the purposes of promoting tourism and tourism related activities and will pledge the Lodging Taxes authorized under the Lodging Tax Act for the repayment of one or more series of general obligation bonds, and, Whereas, the County established a lodging tax advisory committee ("LTAC") pursuant to RCW 67.28.1817, and the LTAC has received applications from a number of organizations for allocation of Lodging Taxes to be used for tourism related facilities and, Whereas, following review of the applications, the LTAC determined that the Project should be funded from an allocation of Lodging Taxes, subject to the terms and conditions set forth in a written PROJECT DEVELOPMENT AGREEMENT and in this ASSIGNMENT and, Whereas, the County and YVVCB executed a PROJECT DEVELOPMENT AGREEMENT ("Agreement") on September 25, 2009 which identified rights, responsibilities and remedies of the parties thereto and, Whereas, Section 7.9 of the Agreement, provides, " This Agreement may not be assigned without the written consent of the Parties.", and, Whereas, the parties do believe that it would be in the best interest of all to assign the rights of YVVCB under the contract to the City of Yakima, as legal owner of the YCC facilities to be improved by the Project, NOW, THEREFORE, in consideration of the mutual covenants, conditions, and promises contained herein, the parties hereto mutually agree as follows: 1. It is the intent of the parties to allow YVCCB to assign to the City all of its rights, title, and interest in, to and under the PROJECT DEVELOPMENT AGREEMENT by and between Yakima County and the YVVCB and executed on September 25, 2009, to be assigned from YVVCB to the City of Yakima. 2. YVCCB hereby assigns to the City all of its right, title and interest in, to and under the Contract, and delegates to the City all of its duties and obligations thereunder. YVCCB represents and warrants to the City that (i) the Contract is in full force and effect and there exists no events of default thereunder, and (ii) YVCCB has the authority to assign the Contract to the City via execution of this agreement with the County's consent. 3. The City hereby accepts the foregoing assignment and delegation and assumes all of the duties and obligations of YVCCB under the Contract accruing on and after the execution of this agreement, and YVCCB shall be relieved of any further liability and responsibility under the Contract pursuant to this assignment and Assignee's acceptance thereof. 4. It is hereby agreed by the County that YVVCB shall be allowed to assign all of its interests, including the contractual terms, rights, responsibilities, remedies and responsibilities contained under the agreement to the City. 5. By acceptance, the City of Yakima shall agree to assume all terms, rights, responsibilities, conditions, and legal duties contained in the executed agreement on September 25, 2009 between the County and YVVCB. 6. The parties agree that all contractual terms relating to duties, rights, and responsibilities of the President and Chief Executive Officer of the YVVCB contained in the PROJECT DEVELOPMENT AGREEMENT shall be replaced with and assigned to the City of Yakima City Manager. 7. The Notice provision of Section 7.8 of the Contract is changed to: City of Yakima City Manager Attn: Dick Zais 129 North 2nd street Yakima, WA 98901 Telephone: 509-575-6040 Fax: 509-576-6614 Email: dzais@ci.yakima.wa.us 8. All other terms, conditions, rights, and responsibilities contained in the September 25, 2009 executed PROJECT DEVELOPMENT AGREEMENT remain in full force. IN WITNESS WHEREOF, the County, YVVCB and City have caused this Agreement to be executed in their respective names all by their duly authorized officers. YAKIMA VALLEY VISITORS & CONVENTION BUREAU Jblfn Cooper President and Chief Executive Officer Date bs /0 CITY OF YAIUMA BOARD OF YAKIMA COUNTY COMMISSIONERS an Elliott, Chairman Dick Zais City Manager Date \t\ Attest this /55--(4 day of X2009 Michael D. Lerta, Commissioner hey, Commissioner .•63-- ,,I /1i�* `\ E �S��%� Christina S. Steiner, Clerk of the Board Approved as to form: 54114A4V0T)• Deputy Prosecuting Attorney )Sem Si 01 BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. ' rE For Meeting of January 5, 2010 ITEM TITLE: A Resolution authorizing and ratifying the action of the City Manager to execute an Assignment of Project Development Agreement from the Yakima Valley Visitors and Convention Bureau to the City of Yakima SUBMITTED BY: Jeff Cutter, City Attorney William Cook, Director of Community and Economic Development CONTACT PERSON/TELEPHONE: William Cook (575-6113) SUMMARY EXPLANATION: Yakima County imposes lodging taxes for the purposes of promoting tourism and tourism related activities. In 2009, the Lodging Tax Advisory Committee approved funding for a Yakima Convention Center facility improvement project. Yakima County and the Yakima Valley Visitor and Convention Bureau executed a Project Development Agreement on September 25, 2009, which identified the contractual terms for the project funding. The parties believe that it would be in the best interest of all to assign the rights of the Yakima Valley Visitor and Convention Bureau under the Project Development Agreement to the City of Yakima, as the legal owner of the Yakima Convention Center facilities to be improved by the project. Section 7.9 of the Project Development Agreement requires written consent of the parties for assignment. Approval of the resolution will authorize assignment of the Project Development Agreement from the Yakima Valley Visitors and Convention Bureau to the City of Yakima. Resolution X Ordinance Contract X Other (Specify) Funding Source APPROVED FOR SUBMITTAL: City Manager STAFF RECOMMENDATION: Approve resolution. BOARD/COM M ITTEE/COM MISSION RECOMMENDATION: COUNCIL ACTION: