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HomeMy WebLinkAbout000723 Original ContractCity of Port Angeles Record #000723 MEMORANDUM OF AGREEMENT BETWEEN THE CITY OF PORT ANGELES AND NEESER CONSTRUCTION RELATING TO LEASING SPACE FOR A CONFERENCE CENTER PARTIES AND PURPOSE A. This Memorandum of Agreement (Agreement) is between the City of Port Angeles (COPA or City) a municipal corporation of the state of Washington, and Neeser Construction, Inc., (Neeser). B. The purpose of this Agreement is to identify each Party's responsibilities for construction of a new facility to be constructed in the vicinity of Railroad Ave and Oak St. The facility will include a conference center space that meets the needs of the City as described in the Miller Hull report dated April, 2013. C. After Neeser begins construction of the new facility, the City and Neeser will negotiate a long-term lease under which the City will occupy the conference center space. II. BACKGROUND A. One purpose of The City of Port Angeles is to provide the citizens of Port Angeles with a variety of services in the most efficient and effective manner possible. As part of this mission, the City Council has approved the Port Angeles' waterfront transportation improvement plan (WTIP), which is designed to enliven the waterfront and downtown while helping to improve the vitality and economic future of Port Angeles. To complement the WTIP, the City needs meeting space and wants to develop its waterfront. B. Feiro Marine Life Center is a 501(c)(3) nonprofit corporation with a mission "to foster the understanding of and a commitment to the health of the marine environment and related watersheds of the Olympic Peninsula, and their importance to its communities." Feiro currently occupies space on City Pier. That space is too small and inadequate to meet the future needs of Feiro. C. The U.S. Department of Commerce (DOC), National Oceanic and Atmospheric Administration (NOAA), National Ocean Service (NOS), Office of National Marine Sanctuaries (ONMS), oversees the implementation of the National Marine Sanctuaries Act (NMSA), 16 U.S.C. 1431 et seq. ONMS mission is to identify, protect, conserve, and enhance the natural and cultural resources, values, and qualities of the National Marine Sanctuary System for this and future generations. NOAA currently occupies space in the Landing Mall in Port Angeles. That space is inadequate. D. Recognizing their needs and common interests, the City, Feiro, and NOAA in 2012 commissioned a study to assess the potential benefits that might be attained from development of a shared facility. The result of that was the Miller Hull Shared Facilities Feasibility Study, April 2013. All three Parties have accepted and approved that Feasibility Study as a statement of the minimum standards and minimum space requirements of the Parties. The Parties subsequently have identified additional desired features and building spaces. E. Neeser is a developer that intends to purchase land in the vicinity of Railroad Ave and Oak St. Neeser intends to construct on that land one or more buildings that satisfy the needs identified in the Miller Hull study as subsequently augmented by the City, NOAA, and Feiro. The City desires to lease the conference center space in that new facility III. PERFORMANCES BY THE PARTIES A. NEESER CONSTRUCTION will: Neeser will complete the purchase of land in the vicinity of Railroad Ave and Oak St. 2. Neeser will construct on that land one or more buildings that satisfy the needs identified in the Miller Hull study as subsequently augmented. 3. In addition, the building or buildings to be constructed will be designed with the following goals: • Create an inspiring venue that champions marine life; • Provide public benefits and economic development opportunities; • Improve the City's ability to serve the public; and • Provide an iconic and welcoming gathering place that celebrates its unique waterfront location. • Allow the opportunity for future expansion. B. The COPA will: 1. Designate an Agent for this Agreement to work with Neeser Construction. 2. Continue to implement the Waterfront & Transportation Improvement Plan, subject to the availability of funds, including the Phase II effort between Oak Street and the Valley Creek Estuary. 3. Subject to the availability of appropriated funds and agreement of terms and conditions, negotiate in good faith to develop a lease or other appropriate agreement with a Neeser, to establish the terms of occupancy for the City's space needs in accordance with the Miller Hull study, - 3 - including the amount and timing of lease payments, length of lease, responsibility for on -going maintenance, establishment of a reserve account for maintenance, and other issues that arise during negotiations. C. Both Parties will: 1. Collaborate to share information and provide further refinements to the Shared Facilities Feasibility Study, dated April 2013; 2. Negotiate agreements for occupancy of space; the lease agreements shall be consistent in the following terms: The City cannot assume any obligation or responsibility for any capital costs of construction. The only required obligation of the City is to lease space; • The City will not own the building or the underlying land; but might have an option to purchase in the future; • The City will not incur new general fund debt for this project; • The Parties will collaborate to assure that the terms of the leases satisfy the needs and conditions of each. IV. FUNDING OR PAYMENT ARRANGEMENTS This Agreement is not a fiscal or funds obligation document. Any activities or obligation requiring funding or payment will be documented in separate agreements. VI. DURATION OF AGREEMENT, AMENDMENTS, OR TERMINATION A. This Agreement will become effective after execution by all Parties and will expire two (2) years from the date of final signatory. B. The Agreement may be amended within its scope or renewed prior to the expiration date, through the written mutual consent of the Parties. C. The Agreement may be terminated by (1) written mutual consent or (2) 90 days advance written notice by any Party. DATE: M tUrZ,in t , 2014 NEESER CONSTRUCTION BY: Title: 5 CITY OF PORT ANGELES Dan McKeen City Manager City of Port Angeles MEMORANDUM OF AGREEMENT BETWEEN THE CITY OF PORT ANGELES AND NEESER CONSTRUCTION RELATING TO LEASING SPACE FOR A CONFERENCE CENTER PARTIES AND PURPOSE A. This Memorandum of Agreement (Agreement) is between the City of Port Angeles (COPA or City) a municipal corporation of the state of Washington, and Neeser Construction, Inc., (Neeser). B. The purpose of this Agreement is to identify each Party's responsibilities for construction of a new facility to be constructed in the vicinity of Railroad Ave and Oak St. The facility will include a conference center space that meets the needs of the City as described in the Miller Hull report dated April, 2013. C. After Neeser begins construction of the new facility, the City and Neeser will negotiate a long-terrn lease under which the City will occupy the conference center space. II. BACKGROUND A. One purpose of The City of Port Angeles is to provide the citizens of Port Angeles with a variety of services in the most efficient and effective manner possible. As part of this mission, the City Council has approved the Port Angeles' waterfront transportation improvement plan (WTIP), which is designed to enliven the waterfront and downtown while helping to improve the vitality and economic future of Port Angeles. To complement the WTIP, the City needs meeting space and wants to develop its waterfront. B. Feiro Marine Life Center is a 501(c)(3) nonprofit corporation with a mission "to foster the understanding of and a commitment to the health of the marine environment and related watersheds of the Olympic Peninsula, and their importance to its communities." Feiro currently occupies space on City Pier. That space is too small and inadequate to meet the future needs of Feiro. C. The U.S. Department of Commerce (DOC), National Oceanic and Atmospheric Administration (NOAA), National Ocean Service (NOS), Office of National Marine Sanctuaries (ONMS), oversees the implementation of the National Marine Sanctuaries Act (NMSA), 16 U.S.C. 1431 et seq. ONMS mission is to identify, protect, conserve, and enhance the natural and cultural resources, values, and qualities of the National Marine Sanctuary System for this and future generations. NOAA currently occupies space in the Landing Mall in Port Angeles. That space is inadequate. D. Recognizing their needs and common interests, the City, Feiro, and NOAA in 2012 commissioned a study to assess the potential benefits that might be attained from development of a shared facility. The result of that was the Miller Hull Shared Facilities Feasibility Study, April 2013. All three Parties have accepted and approved that Feasibility Study as a statement of the minimum standards and 2 minimum space requirements of the Parties. The Parties subsequently have identified additional desired features and building spaces. E. Neeser is a developer that intends to purchase land in the vicinity of Railroad Ave and Oak St. Neeser intends to construct on that land one or more buildings that satisfy the needs identified in the Miller Hull study as subsequently augmented by the City, NOAA, and Feiro. The City desires to lease the conference center space in that new facility III. PERFORMANCES BY THE PARTIES A. NEESER CONSTRUCTION will: Neeser will complete the purchase of land in the vicinity of Railroad Ave and Oak St. 2. Neeser will construct on that land one or more buildings that satisfy the needs identified in the Miller Hull study as subsequently augmented. 3. In addition, the building or buildings to be constructed will be designed with the following goals: • Create an inspiring venue that champions marine life; • Provide public benefits and economic development opportunities; • Improve the City's ability to serve the public; and • Provide an iconic and welcoming gathering place that celebrates its unique waterfront location. • Allow the opportunity for future expansion. B. The COPA will: Designate an Agent for this Agreement to work with Neeser Construction. 2. Continue to implement the Waterfront & Transportation Improvement Plan, subject to the availability of funds, including the Phase II effort between Oak Street and the Valley Creek Estuary. 3. Subject to the availability of appropriated funds and agreement of terms and conditions, negotiate in good faith to develop a lease or other appropriate agreement with a Neeser, to establish the terms of occupancy for the City's space needs in accordance with the Miller Hull study, - 3 including the amount and timing of lease payments, length of lease, responsibility for on-going maintenance, establishment of a reserve account for maintenance, and other issues that arise during negotiations. C. Both Parties will: 1. Collaborate to share information and provide further refinements to the Shared Facilities Feasibility Study, dated April 2013; 2. Negotiate agreements for occupancy of space; the lease agreements shall be consistent in the following terms: • The City cannot assume any obligation or responsibility for any capital costs of construction. The only required obligation of the City is to lease space; • The City will not own the building or the underlying land; but might have an option to purchase in the future; • The City will not incur new general fund debt for this project; • The Parties will collaborate to assure that the terms of the leases satisfy the needs and conditions of each. IV. FUNDING OR PAYMENT ARRANGEMENTS This Agreement is not a fiscal or funds obligation document. Any activities or obligation requiring funding or payment will be documented in separate agreements. VI. DURATION OF AGREEMENT, AMENDMENTS, OR TERMINATION A. This Agreement will become effective after execution by all Parties and will expire two (2) years from the date of final signatory. B. The Agreement may be amended within its scope or renewed prior to the expiration date, through the written mutual consent of the Parties. 4 C. The Agreement may be terminated by (1) written mutual consent or (2) 90 days advance written notice by any Party. DATE: 1\461.111) 1 , 2014 NEESER CONSTRUCTION BY: Title: 5 CITY OF PORT ANGELES Dan Mc Keen City Manager City of Port Angeles