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HomeMy WebLinkAboutURA Resolution No. 1032 URBAN RENEWAL AGENCY RESOLUTION NO. 1032 A RESOLUTION AUTHORIZING EXECUTION OF A DESIGN FINANCE AGREEMENT. DATE SUBMITTED: December 6, 2004 PASSED: 7/0 OPPOSED: ABSENT: Poling REJECTED: RESOLUTION NO. 1032 A RESOLUTION AUTHORIZING EXECUTION OF A DESIGN FINANCE AGREEMENT. The Urban Renewal Agency of the City of Eugene, Oregon (the "Agency") finds as follows: A. The Agency ~s authorized to incur indebtedness to finance urban renewal projects that are located in the R~verfront Urban Renewal Area and are described in the urban renewal plan for the R~verfront Urban Renewal Area. B. McKenzie-Wfllamette Medical Center ("McKenzie-Willamette') is considering constructing a hospital and other medical facihties at the s~te currently occupied by the Eugene Water and Electric Board. Constructmn of the hospital and other medmal facilities at that site will require construction of the Patterson Street underpass. McKenz~e-Wfllamette is wilhng to pay the C~ty of Eugene up to $500,000 for ~mtial costs to design the Patterson Street underpass in order to promptly start the design process. The Agency agrees to repay the amounts advanced by McKenz~e-Wfllamette w~th ~nterest if McKenzie-Willamette acquires the Eugene Water and Electric Board s~te and completes construction of the hospital and other medical facilities w~th an expected value of not less than $85 milhon, as prowded m the attached agreement. C. The Patterson Street underpass ~s a transportation access project that ~s located in the R~verfront Urban Renewal Area. Th~s project ~s consistent with the goals and project act~wties described m the Riverfront Urban Renewal Plan. D. The obligation of the Agency to repay McKenz~e-Willamette will be hmited to the tax increment revenues that result from ~ncreases m the assessed value of the Eugene Water and Electric Board site as a result of McKenme-Willamette's acquisition and construction of a hospital and other medical facihties on all or a portion of that site. NOW, THEREFORE, BE IT RESOLVED BY THE URBAN RENEWAL AGENCY OF THE CITY OF EUGENE, OREGON, that the Agency ~s hereby authorized to enter into an agreement with the City of Eugene and McKenzie- Wfllamette that obligates the Agency to repay McKenzie-Wfllamette, with interest, for amounts McKenzie- Wfllamette advances to the Agency for costs of designing the Patterson Street underpass. The agreement shall be in a form similar to the agreement attached to this resolution, but w~th such changes as the Agency's Director may approve. The Agency's Director or the person designated by the D~rector of the Agency to act under th~s resolution is hereby authorized, on behalf of the Agency and without additional action by the Urban Renewal Agency, to execute this agreement and take any other action that is required to carry out this resolution. This resolution shall take effect on the date of its adoption. The foregoing resolution adopted, this 6th day of December, 2004. Director ~ URA Resolution 1 FORM OF AGREEMENT TO FINANCE DESIGN COSTS OF PATTERSON STREET UNDERPASS The Urban Renewal Agency of the City of Eugene, Oregon (the "Agency), the City of Eugene, Oregon (the "City") and McKenzie-Willamette Medical Center ("McKenzie-Willamette') enter into this Agreement to Finance Design Costs as of the __ day of__, 2004. 1. Recitals. (a) McKenzie-Willamette is considering constructing a hospital and other medical facilities (the "Medical Facilities") on property in the City of Eugene, Oregon, that is located in the Riverfront Urban Renewal District and is currently occupied by the Eugene Water and Electric Board (the "Site") (see Exhibit A for a listing of the properties). (b) Locating the Medical Facilities at the Site will require construction of the Patterson Street underpass. The Patterson Street underpass project is described in Exhibit B. (c) McKenzie-Willamette desires that the City commence design work on the Patterson Street underpass promptly, and therefore enters into this Agreement with the City and the Agency to provide financing for the initial costs of designing the Patterson Street underpass. (d) The Patterson Street underpass is located in the Agency's Riverfront Urban Renewal Area. The Patterson Street underpass is a transportation access project that is consistent with the goals and project activities described in the urban renewal plan for the Riverfront Urban Renewal Area. Costs of designing the Patterson Street underpass are therefore eligible for financing with tax increment revenues from the Riverfront Urban Renewal Area. (e) The parties contemplate that the Agency will finance the cost of designing and construct- ing the Patterson Street underpass by selling a tax increment bond to McKenzie- Willamette. The tax increment bond will be payable solely from the tax increment rev- enues that result from the increases in the assessed value of the Site and improvements to the Site as a result of McKenzie-Willamette's acquisition or development of the Site. (0 The City is willing to undertake the design of the Patterson Street underpass if McKenzie-Willamette finances the cost of starting the design process as provided in this Agreement. 2. Obligations of the City. (a) In consideration of McKenzie-Willamette financing the initial cost of designing the Patterson Street underpass as provided in this Agreement, the City will commence designing the Patterson Street underpass. (b) The City will use its best efforts to complete design of the Patterson Street underpass to the 30% level by September 30, 2005. Page 1 Agreement to Finance Design Costs of Patterson Street Underpass (c) The City shall file reimbursement certificates with McKenzie-Willamette and the Agency to obtain reimbursement for the costs it incurs in designing the Patterson Street under- pass. Each reimbursement certificate shall be in substantially the form attached to this Agreement as Exhibit C. The City shall submit reimbursement certificates only for costs that the City has paid to design the Patterson Street underpass. Those costs of designing the Patterson Street underpass may include both costs the City pays to third parties and costs of City employees that provide design services for the Patterson Street underpass, including costs of working with third parties who provide design services. 3. Obligations of McKenzie-Willamette. (a) McKenzie-Willamette will pay the Agency for all of the City's initial costs in designing the Patterson Street underpass on a reimbursement basis, up to a maximum cost of Five Hundred Thousand Dollars ($500,000), as provided in this Agreement. (b) Within five business days after receipt of each reimbursement certificate that is filed by the City, McKenzie-Willamette shall pay to the Agency the amount described in the reimbursement certificate, provided that McKenzie-Willamette shall not be obligated to pay more than an aggregate amount of Five Hundred Thousand Dollars ($500,000). Amounts due to the Agency shall be paid by wire transfer to the account of the City indicated in each reimbursement certificate. If the amount described in any reimburse- ment certificate is not paid within five business days after McKenzie-Willamette receives the reimbursement certificate, the unpaid amount shall begin to accrue interest at the rate of five percent per annum, compounded monthly. 4. Obligations of the Agency. (a) The Agency shall pay McKenzie-Willamette the amount McKenzie-Willamette has paid to the Agency under this Agreement, plus interest at the City's reasonable estimate of the City's borrowing cost, but only if: 1. McKenzie-Willamette or a related party has acquired the Site and has commenced construction of the Medical Facilities no later than [insert date]; and, 2. McKenzie-Willamette has provided to the Agency information sufficient to demonstrate that McKenzie-Willamette's investment in the Medical Facilities is reasonably projected to have a value of at least $85 million and that value is reasonably expected to be subject to property taxation in Oregon. (b) The Agency shall be obligated to pay McKenzie-Willamette under this Agreement, and to finance the costs of constructing the Patterson Street underpass, solely from the tax increment revenues of the Riverfront Urban Renewal Area that are allocable to the increase in value of the Site and the improvements at the Site that occur as a result of McKenzie-Willamette's acquisition or development of the Site, or from proceeds of tax increment bonds that are secured solely by those tax increment revenues. (c) Unless the parties otherwise agree in writing, if any payment is due from the Agency to McKenzie-Willamette under this Agreement, the Agency may pay the amount due McKenzie-Willamette under this Agreement by: Page 2 Agreement to Finance Design Costs of Patterson Street Underpass 1. including the amount due to McKenzie-Willamette as a cost of the Patterson Street underpass, financing that cost with the tax increment bond that the Agency sells to McKenzie-Willamette, and paying McKenzie-Willamette from the sale proceeds of that bond; or, 2. tendering to McKenzie-Willamette a tax increment bond that is: a) secured on a parity with the tax increment bond that the Agency sells to McKenzie-Willamette to finance the cost of the Patterson Street underpass; and, b) is in a principal amount that is equal to the amount that is due to McKenzie-Willamette. If McKenzie-Willamette does not qualify for payment under Section 4(a), neither the City nor the Agency shall have any obligation to repay McKenzie-Willamette for any amounts McKenzie-Willamette provides to the City under this Agreement. If the Agency is obligated to pay McKenzie-Willamette under this Agreement, the Agency shall not grant any lien or encumbrance on the tax increment revenues described in 4(b) until McKenzie-Willamette has been paid as provided in this Agreement. 5. Default and Termination. If the Agency fails to comply with any of its obligations under this Agreement, McKenzie-Willamette may exercise any remedy available at law or in equity. No remedy shall be exclusive. McKenzie-Willamette may waive any default by the Agency, but no such waiver shall extend to a subsequent default. If McKenzie-Willamette fails to comply with any of its obligations under this Agreement, the City may cease design efforts, and the Agency and the City may exercise any remedy avail- able at law or in equity. No remedy shall be exclusive. The Agency and the City may waive any default by McKenzie-Willamette, but no such waiver shall extend to a subsequent default. 6. Attorney Fees, Costs and Expenses. If any party incurs any expenses in connection with enforcing this Agreement, the losing party shall pay to the prevailing party, on demand, the prevailing party's reasonable costs and reasonable attorneys' fees, whether at trial, on appeal or otherwise. Each party shall be responsible for paying fees and costs of its attorneys, architects, agents and advisors, to the extent such fees and costs are incurred in negotiating or approving this Agreement. 7. Notices. Any notices required to be given pursuant to this Agreement shall be given to the following addresses: Agency: Treasury Officer City of Eugene PO Box 1967 Eugene, OR 97440 Page 3 Agreement to Finance Design Costs of Patterson Street Underpass City: Treasury Officer City of Eugene PO Box 1967 Eugene, OR 97440 McKenzie-Willamette: [address for McKenzie-Willamette] 8. Assignment. No party may assign any of its rights or obligations under this Agreement without the consent of the other parties. 9. Applicable Law. This Agreement shall be governed and interpreted in accordance with the laws of the State of Oregon. 10. Standard Contract Provisions. McKenzie-Willamette shall comply with the applicable provisions of the City's standard contract provisions as set out in Exhibit D. 11. Severability and Waivers. If any part of this Agreement is not enforceable, the rest of the Agreement may be enforced. 12. Amendment. This Agreement may be amended only in a writing that is signed by all parties. Page 4 Agreement to Finance Design Costs of Patterson Street Underpass 13. Counterparts. This Agreement may be executed simultaneously in several counterparts, each of which shall be an original and all of which shall constitute one and the same agreement. MCKENZIE-WILLAMETTE MEDICAL CENTER By: Authorized Officer URBAN RENEWAL AGENCY OF THE CITY OF EUGENE, OREGON By: Authorized Official CITY OF EUGENE, OREGON By: Authorized Official Page 5 Agreement to Finance Design Costs of Patterson Street Underpass Exhibit A- List of Properties Included in the Site FY05 Tax Map & Taxable Lot Number Account # Value Acres Notes 17-03-29-33-01400 248714 $0 0.11 17-03-29-33-01600 248730 0 0.10 17-03-29-33-02000 248763 0 0.19 17-03-29-33-02600 248821 0 0.24 Storage Area South of the Substation. 17-03-29-33-02700 248839 0 0.56 17-03-29-33-02900 248847 0 0.80 17-03-30-44-07400 257517 0 0.29 17-03-30-44-08200 257590 0 0.21 17-03-30-44-08300 257608 0 0.08 17-03-30-44-08400 257616 0 0.30 17-03-30-44-08500 257624 812,572 1.31 17-03-31-11-00100 257707 0 0.26 17-03-31-11-00300 257715 0 0.55 North Bmldmg 17-03-32-22-00100 281814 0 10.69 Parking 17-03-32-22-00300 281830 0 1.21 Parking 17-03-32-22-00400 281848 0 0.44 Parking 17-03-32-22-00401 281855 0 0.63 Parking 17-03-32-22-00800 281897 0 5.84 Midgleys 17-03-32-22-01500 281947 0 1.16 West Storage Yard 17-03-32-22-01600 281954 O 0.77 $812,572 25.74 Exhibit A - L~st of Properties Included in the S~te Exhibit B - Description of the Patterson Street Underpass Project The Patterson Street Underpass is planned as a two lane facility extending from Broadway to the north side of the Union Pacific Railroad (UPRR). The roadway will provide two-way access and be grade-separated at the UPRR and the planned Highway 99W. On the north side of the grade- separated crossing of the UPRR, the roadway will extend west to a point at which the roadway meets the existing ground elevation of the EWEB property. Exhibit B - Description of Patterson Street Underpass Project Exhibit C - Reimbursement Certificate REIMBURSEMENT CERTIFICATE NO. FOR AGREEMENT TO FINANCE DESIGN COSTS OF PATTERSON STREET UNDERPASS TO: McKenzie-Willamette Medical Center Wire Instructions: [insert address] Bank: Address: ABA: Account Name: Account Number: Reference: Patterson Street Underpass Reimbursement On behalf of the City of Eugene, Oregon (the "City"), I hereby certify that: 1. This reimbursement certificate is submitted pursuant to the Agreement to Finance Design Costs of Patterson Street Underpass that is dated as of__, 2004, and is signed by McKenzie-Willamette Medical Center, the Urban Renewal Agency of the City of Eugene, Oregon, and the City (the "Agreement"). I am authorized to request this reimbursement under the Agreement and make the representations on behalf of the City that are included in this reimbursement certificate. 2. The City hereby certifies that it is entitled to reimbursement from McKenzie- Willamette Medical Center pursuant to the Agreement for design costs of the Patterson Street underpass that the City has previously paid in the amount of $ 3. McKenzie-Willamette Medical Center has not paid the City for any of costs described in this reimbursement certificate. 4. The costs of the Patterson Street underpass for which the City is seeking reimbursement in this certificate are: [insert brief description of costs] Dated this __ day of ,20 CITY OF EUGENE, OREGON By: Authorized Officer Exhibit C - Reimbursement Certificate Exhibit D - Standard Contract Provisions The following provisions If applicable are hereby included in and made a part of the attached contract between the City of Eugene and the Contractor named thereon as provided for in the Eugene Code, 1971, the revised statutes of the State of Oregon, and Federal laws, rules, regulations, and guidelines. Note that the City Attorney has advised that the Fair Employment Practice Provisions of the Eugene Code do not apply to the purchase of credit, such as the City is purchasing under the Design Finance Agreement. 1. Fair Employment Practice Provisions (Eugene Code, 1971, Section 4.625) These provisions are applicable to any contract with a Contractor if the City purchases goods or services from the Contractor costing $2,500 or more in any fiscal year' 1.1. During the performance of this contract, the Contractor agrees as follows' 1.1.1 The Contractor will not discrln'unate against any employee or applicant for employment because of an individual's race, religion, color, sex, national origin, marital status, familial status, age, sexual orientation or source of income, a juvenile record that has been expunged pursuant to ORS 419A 260 and 419A 262, or because an individual is a person with a disability which, with reasonable accommodation by the employer does not prevent the performance of the work involved, unless based upon a bona fide occupational qualification reasonably necessary to the normal operation of the employer's business 1.1 2 Those Contractors employing 15 or more individuals will develop and implement an affirmative action plan to insure that applicants are employed, and that employees are treated during employment, without regard to their race, color, sex, age or national ongm Such plan shall include, but not be limited to the following' employment, upgrading, demotion, transfer, recruitment, recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. 1.1.3 The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Human Rights Commission setting forth the provisions of this nondiscrimination clause. 1.2 The Contractor will, prior to commencement and during the term of this contract, provide to the City such documentation, and permit any inspection of records as may be required or authorized by rules adopted by the city manager to determine compliance with paragraph 1 1 above. 1.3. If upon an investigation conducted pursuant to rules adopted by the city manager in accordance with section 2 019 of the Eugene Code, 1971 there is reasonable cause to believe that the contractor or any subcontractors of the Contractor have failed to comply with any of the terms of paragraphs 1.1 or 1.2, a deterrmnation thereof shall be made in accordance with the adopted rules. Such deterrmnation may result in the suspension, cancellation or termination of the principal contract in whole or in part and/or the withholding of any funds due or to become due to the Contractor, pending compliance by the Contractor and/or its subcontractors, with the terms of paragraphs 1.1 and 1 2. 1.4 Failure to comply with any of the terms of paragraphs 1.1 and 1.2 shall be a material breach of this contract 1 5 The Contractor shall include the provisions of paragraphs 1 1 through 1.4 in contracts with subcontractors so that such provisions will be binding upon each subcontractor 2. Foreign Contractor Report to Department of Revenue (ORS 279.021)(2)(a) The following provision is applicable to all contracts with a contract price exceeding $10,000 if the Contractor is not domiciled m or registered to do business in the state of Oregon The Contractor shall promptly report to the Department of Revenue on forms to be provided by the Department of Revenue the total contract puce, terms of payment, length of contract and such other information as the Department of Revenue may require before final payment can be received on the public contract The City shall satisfy itself that the requirement of this subsection has been complied with before it issues a final payment on this contract. 3. Payment of Laborers and Materialmen, Contributions to Industrial Accident Fund, Liens, and Withholding Taxes (ORS 279.312) The Contractor shall 3.1. Make payment promptly, as due, to all persons supplying to such Contractor, labor or material for the prosecution of the work provided for in such contract 3.2. Pay all contributions or amounts due the Industrial Accident Fund from such Contractor or subcontractor incurred in the performance of the contract. Exhibit D - Standard Contract Provisions