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HomeMy WebLinkAbout04/07/2015 15 Yakima Downtown Plaza Funding Agreement with the Plath FamilyBUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. 15. For Meeting of: April 7, 2015 ITEM TITLE: Resolution authorizing a funding agreement between the Plath Family and the City of Yakima for the Yakima Downtown Plaza SUBMITTED BY: Sean Hawkins, Economic Development Manager 575-6274 SUMMARY EXPLANATION: The Plath Family has been longtime supporters of the Yakima community. After attending a public hearing for the Yakima Plaza Project conducted by Kathryn Gustafson, the Plath Family approached the City of Yakima offering a financial contribution towards the project. This funding agreement contributes a total of $2,000,000 towards the design, engineering, and construction of the plaza. The funds will be provided to the City in four equal installments of Five Hundred Thousand Dollars ($500,000) each year for four years, the first payment being paid to the City on June 1, 2015. In return for the financial participation of the Plath Family in the Project, the City will assign the Plath Family the naming rights to the Market Hall Building that will be part of the completed Plaza Project. Resolution: X Other (Specify): Contract: Start Date: Item Budgeted: Funding Source/Fiscal Impact: Strategic Priority: Insurance Required? No Mail to: Phone: APPROVED FOR SUBMITTAL: Ordinance: Contract Term: End Date: Amount: $2,000,000 $2,000,000 contribution from the Plath Family. The funds will be provided to the City in four equal annual installments of Five Hundred Thousand Dollars ($500,000), the first payment being paid to the City on June 1, 2015. Economic Development City Manager RECOMMENDATION: Staff respectively requests that the City Council accept this funding and approve the agreement ATTACHMENTS: Description ▪ Plath memo to Council CI Resolution Plath Agreement ▪ Plath Family Funding Agreement Upload Date 4/1/2015 4/1/2015 4/1/2015 Type Cover Memo Cover Memo Cover Memo MEMORANDUM To: Honorable Mayor and Members of the Yakima City Council From: Tony O'Rourke, City Manager Date: April 1, 2015 RE: Plath Agreement The purpose of this Agreement is to establish the terms and conditions by which the Plath Family agrees to provide $2 million to the City for the design, engineering, and construction of the proposed Yakima Downtown Plaza and adjacent City street restorations. In consideration of a $2 million donation, the Plath Family shall be granted the naming rights of the proposed Market Hall Building that is part of the plaza design. The Plath Family agrees to provide the City the $2 million in four equal installments of $500,000 each year for the next four (4) years, starting June 1, 2015 and June 1 of each subsequent year. The proposed annual payments of $500,000 shall be subject to the following conditions. 1. The first payment of $500,000 shall be subject to the City contractually committing with a design firm for the design and engineering of the plaza. 2. The City must be committed to the plaza design including both the plaza and improvements to the adjacent City streets in the initial construction and are not subject to separate phasing stages. 3. All funds by the Plath Family shall be applied solely for the design, engineering, and construction of the plaza project, and for no other purpose. 4. The plaza project shall be completed in substantial compliance with the approved design specifications provided by the architectural designer and approved by the City Council prior to beginning construction. 5. The entire project must be completed by December 31, 2017. In the event any one or more of these five conditions of payment are not met, the Plath Family reserves the right to demand the City refund all, or part, of the $2 million provided to the City by the Plath Family. Any refund amount is at the sole discretion of the Plath Family and shall be refunded to the Plath Family within a reasonable period of time. Interest shall accrue on the total amount requested for refund at 3% per annum until the refund has been fully refunded, including accrued interest. A RESOLUTION RESOLUTION NO. R -2015 - authorizing the City Manager to execute a Funding Agreement between the Plath Family and the City of Yakima for the design and development of the Yakima Downtown Plaza. WHEREAS, the City of Yakima has identified the Yakima Downtown Plaza as a key project in the City's Downtown Master Plan; and WHEREAS, the Yakima City Council has identified the need to create a public private partnership to design and build the Yakima Downtown Plaza; and WHEREAS, the Plath Family have been longtime leaders in the Yakima Business Community and contributors to many projects throughout the City of Yakima; and WHEREAS, the Plath Family is committed to the success of the Plaza development and is willing to generously contribute to the design and construction of the Project on the terms represented in the Funding Agreement attached hereto and incorporated herein by this reference; and WHEREAS, the City Council finds it to be in the best interest of the community to accept the benevolent contribution of the Plath family toward the development of the Yakima Downtown Plaza, Now Therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager is hereby authorized and directed to execute the attached and incorporated Funding Agreement between the Plath Family and the City of Yakima for a $2,000,000 contribution toward the design and development of the Yakima Downtown Plaza. ADOPTED BY THE CITY COUNCIL this 7th day of April, 2015. ATTEST: Micah Cawley, Mayor City Clerk FUNDING AGREEMENT BETWEEN THE CITY OF YAKIMA AND THE PLATH FAMILY YAKIMA DOWNTOWN PLAZA This AGREEMENT ("Agreement") is entered into effective the day of , 2015 (the "Effective Date") by and between the City of Yakima, a Washington municipal corporation ("City"), and the Plath Family ("Plath"). The City and the Plath Family are referred to collectively as the "Parties". PURPOSE: The purpose of this Agreement is to establish the terms and conditions by which the Plath Family agrees to provide funds to the City to be used exclusively for the architectural design and construction of the Yakima Downtown Plaza and the improvements to the adjacent City streets that are associated with and a part of the overall design of the Plaza (collectively identified as "the Project"), the location of which is generally described as that property presently designated as City of Yakima Parking Lot Number 2, located between South 3rd Street on the east, South 2nd Street on the west, the public alley on the north side of the parking lot and east Chestnut Street on the south. DONOR: The donor of the funds provided to the City as a contribution toward the design and construction of the Project is the Plath Family. NAMING RIGHTS OPTION: In appreciation of the donation as contemplated by this Agreement, City shall assign the Plath Family the option for naming rights to the Market Hall Building that will be part of the completed Plaza Project. Prior to the completion of the Project, the Plath Family shall exercise its option for the naming rights. If the Plath Family does not exercise the naming rights option, then the right shall be considered as waived. The form of the display of the name chosen by the Plath Family on the building structure will be cooperatively arranged with the architectural designer, the Plath Family and the City in order to present the building name in an attractive fashion consistent with the Plaza design. TERMS FOR DONATION PAYMENTS: The Plath Family agrees to provide the City with a total of Two Million Dollars ($2,000,000) toward the design and construction of the Project. The funds will be provided to the City in four equal annual installments of Five Hundred Thousand Dollars ($500,000) each year for four years, the first payment being paid to the City on June 1, 2015 and three additional payments of Five Hundred Thousand Dollars each being provided to the City on June 1, of each subsequent year, final payment being paid to the City on June 1, 2018. The date of the first payment shall be subject to and conditioned upon the 1 City having entered into a contract with the architectural landscape design firm for the design of the Plaza prior to the payment being provided to the City. PLATH FAMILY CONDITIONS: The specific conditions by which the Plath Family agrees to provide the funds subject to this Agreement are as follows: 1) The City must be contractually committed to the Plaza architectural design firm prior to the first payment being paid to the City. 2) Funding is provided so long as the Project, including both the Plaza and the improvements to the adjacent City Streets, are included in the initial construction and not subject to separate phasing stages. 3) All funds provided by the Plath Family shall be applied solely to the design, engineering and construction by third parties of the Plaza Project, and for no other purpose. No part of the grant funds may be used to pay City overhead expenses for the Project or for salaries or wages of City Employees. 4) The Project shall be completed in substantial compliance with the approved design specifications that will be provided by the architectural designer and approved by the City Council prior to beginning construction. 5) The entire Project must be completed by December 31, 2017. RIGHT OF REFUND: In the event any one or more of the five conditions of payment set forth herein are not met the Plath Family reserves the right to demand the City's refund of part or all of the funds provided to the City by the Plath Family to accomplish the Plaza Project construction, the refund amount being in the full discretion of the Plath Family. In the event a full or partial refund is demanded, and it is established that the City failed to meet the specific conditions of funding set forth herein, the City shall remit the demanded refund to the Plath Family within a commercially reasonable period of time. Interest shall accrue on the total amount requested for refund at three percent (3%) per annum starting from the date the refund request is made and continuing on any unpaid balance until said balance has been fully refunded, including accrued interest. GENERAL CONDITIONS: ASSIGNMENT: This Agreement is binding on the heirs, successors and assigns of the Parties hereto. This Agreement may not be assigned by the City or the PLATH FAMILY without prior written consent of the other, which consent will not be unreasonably withheld. It is expressly intended and agreed that no third party beneficiaries are created by this Agreement, and that the rights and remedies provided herein shall inure only to the benefit of the Parties to this Agreement. 2 INTEGRATION: This Agreement represents the entire understanding of the City and the Plath Family as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered herein. This Agreement may not be modified or altered except in writing signed by both parties. JURISDICTION AND VENUE: This Agreement shall be administered and interpreted under the laws of the State of Washington. Jurisdiction of litigation arising from this Agreement shall be in Washington State. If any part of this Agreement is found to conflict with applicable laws, such part shall be inoperative, null, and void insofar as it conflicts with said laws, but the remainder of this Agreement shall be in full force and effect. Venue for all disputes arising under this Agreement shall be in a court of competent jurisdiction in Yakima County, State of Washington. DISPUTE RESOLUTION: In the event that any dispute shall arise as to the interpretation of this Agreement and if the Parties hereto cannot mutually settle such differences, then the Parties shall first pursue mediation as a means to resolve the dispute. If the afore mentioned method is unsuccessful then the dispute will be resolved through litigation. If both parties consent in writing, other available means of dispute resolution may be implemented. NOTICE: Any notice required to be given under the terms of this Agreement shall be directed to the Party at the address set forth below. Notice shall be considered issued and effective upon receipt thereof by the addressee -party, or seventy-two (72) hours after mailing by certified mail to the address set forth below, return receipt requested, whichever is earlier. Either Party may change the address for notice to said Party by providing the new address, in writing, to the other Party. CITY: City of Yakima Tony O'Rourke, City Manager 129 North 2nd Street Yakima, WA 98901 PLATH FAMILY: Cliff Plath P.O. Box 1588 Yakima, WA 98907 I FORCE MAJEURE: Neither Party hereto shall have any liability for delay or non- fulfillment of any terms of this Agreement caused by any cause not within such Party's reasonable control (but excluding financial inability) such as an act of God, war, riots or civil disturbance, strikes, accident, fire, transportation conditions, labor and/or material shortages, governmental controls, regulations and permits and/or embargoes. 3 IN WITNESS WHEREOF, the Parties hereto have caused this agreement to be executed by their respective authorized officers or representatives as of the effective date set forth above. CITY OF YAKIMA PLATH FAMILY Tony O'Rourke Cliff Plath, authorized representative of Family Printed Name: Printed Name: Title: City Manager Title: Date: Date: Attest City Clerk 4