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HomeMy WebLinkAbout4268 Ordinance o . 4268 1 (Appealing or Repealing Ordinances) Passed - 12/12/2017 Approve and authorize the execution of all conveyance and project agreements for the Kent YMCA project ORDINANCE NO. AN ORDINANCE of the City of Kent, Washington, providing for the design and construction of a YMCA community center in the City's Morrill Meadows/East Hill Park; approving the conveyance of a parcel within the park and the lease and lease-back of a portion of the park; approving a development agreement for the design and construction of a multi-purpose community facility and related park improvements; approving an agreement for the operation and maintenance of the constructed improvements; delegating authority to approve the final terms of the project agreements, including a lease with principal payments over the term of the lease not to exceed $8,500,000; and authorizing other matters related thereto. RECITALS A. The City and the YMCA of Greater Seattle ("YMCA") previously entered into a Memorandum of Understanding to explore how best to achieve their mutual goal to construct and operate a community center within the Morrill Meadows/East Hill Park. B. Under its home rule authority, other statutory authority, and in accordance with the procedures in Chapter 35.42 of the Revised Code of Washington, the City published a Request for Proposals ("RFP") soliciting applications for the design, construction, and financing of a community center and related park improvements (the "Project"). 1 Approve &Authorize the Execution of All Conveyance and Project Agreements for the Kent YMCA Project C. The YMCA was the only party to respond to the RFP, agreeing to finance Project construction, take all risk of cost overruns or delay, design and construct the Project, and provide specific community benefits. D. To accomplish the Project and in consideration of the community benefits to be provided, the City now desires to deed a portion of park property in fee to the YMCA to construct the community center, subject to a reversionary interest in favor of the City; to lease and lease- back a portion of the park to construct adjoining park improvements; and to enter into related project documents. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF KENT, WASHINGTON, DOES HEREBY ORDAIN AS FOLLOWS: SECTION 1. - Findings Reaardina Project. A. Project Description. The City Council finds that it is in the best interests of the residents of the City to proceed with the Project, which will provide a multi-purpose community facility including, among other things, a gymnasium, community meeting rooms, and a six-lane, twenty-five yard swimming pool (the "Kent YMCA"), as well as parking for 250 vehicles, a storm drainage system, outdoor multi-use sport courts, lawn and dog park areas, and other park and site improvements, including frontage improvements (the "Ground Lease Improvements"). B. Project Agreements. The Project will require the following 2 Approve & Authorize the Execution of Ali Conveyance and Project Agreements for the Kent YMCA Project agreements and related and ancillary documents: 1. A Quit Claim Deed with Grantee Covenants, Releases and Indemnity (the "Conveyance Agreement"), conveying a parcel in the Morrill Meadows and East Hill Parks, which parcel will be formed through the pending lot line adjustment process, to the YMCA in consideration for the YMCA's obligations under the Project documents, including the YMCA's obligation to design, construct, and finance the Project and provide specified community benefits. The City will retain a reversionary interest under the Conveyance Agreement so that, if the YMCA ceases to provide the Kent YMCA, the parcel will revert to the City. 2. A lease ("Ground Lease") and lease-back ("Project Lease") of a portion of the Morrill Meadows and East Hill Parks to allow for construction of the Ground Lease Improvements. Under the Project Lease, the City will pay Monthly Rent as defined in the Project Lease. The principal component of Monthly Rent payable over the term of the lease will not exceed $8,500,000. 3. A development agreement ("Development Agreement") requiring the YMCA to finance, design, and construct the Kent YMCA and the Ground Lease Improvements. 4. An operating agreement ("Operating Agreement") to establish the parties' operational and maintenance expectations and provide for specified community benefits. 5. Collectively, the Ground Lease, the Development 3 Approve & Authorize the Execution of All Conveyance and project Agreements for the Kent YMCA project Agreement, the Project Lease, the Operating Agreement, and all documents and exhibits incorporated in those agreements, constitute the "Project Agreements." C. Community Benefits. Under Section 2(b) of the Development Agreement, the YMCA agrees to provide specified Community Benefits as defined in the Development Agreement, including completing the Kent YMCA, at a cost of approximately $24,000,000, and all Ground Lease Improvements, at a cost of approximately $8,500,000, at the YMCA's sole cost and risk of liability, except for Significant Unexpected Underground Conditions and Costs Resulting From City-Caused Delay, each as defined in the Development Agreement. In addition, the YMCA will agree to construct a larger aquatics center than the YMCA normally would build in a facility of the size of the Project so that the Kent YMCA can absorb the uses of the aging Kent-Meridian Pool. The YMCA will agree to operate the Kent YMCA for a term of fifty years, providing increased health and recreation services in the community and providing an indoor, year-round aquatics facility to meet the community's aquatics needs, including water safety, aquatic fitness activities, therapeutic aquatics programs, high school swim teams, recreational swimming, and job training in aquatics- related careers. The YMCA will agree to provide specified financial assistance, free passes, and free or reduced fee memberships, including at least $1,000,000 annually in financial assistance to low- and moderate- income Kent residents, to ensure membership access to the Kent YMCA 4 Approve & Authorize the ExecutioJ of Ali Conveyance and Project, Agreements for the Kent YMCA Project' regardless of household income level. This financial assistance will include access to swim lessons, certain annual free passes to encourage Kent residents to find new ways to exercise and engage in healthy lifestyle behaviors, access to the Kent YMCA through City of Kent Parks and Recreation Department programs, community swims, City access to community meeting rooms, indoor restrooms that will be available to park users for no charge during Kent YMCA operating hours, and no-cost or highly subsidized social services to Kent residents. The City Council hereby finds that these Community Benefits provide sufficient consideration for the City's obligations under the Project Agreements. SECTION 2. - Monthly Rent a General Obligation. The obligation of the City to pay Monthly Rent under the Project Lease is a general obligation of the City. The City irrevocably covenants and agrees that each year it will include in its budget and levy an ad valorem tax upon all the property within the City subject to taxation in an amount that will be sufficient, together with other revenues and money of the City legally available for such purposes, to pay Monthly Rent when due. The City pledges that the annual tax to be levied for the payment of Monthly Rent shall be within and as a part of the regular property tax levy permitted to cities without a vote of the people, and that a sufficient portion of each annual levy to be levied and collected by the City prior to the full payment of the Monthly Rent will be and is set aside, pledged, and 5 Approve &Authorize the Execution of AH Conveyance and Project Agreements for the Kent YMCA Project appropriated for the payment of Monthly Rent. The full faith, credit, and resources of the City are pledged for the annual levy and collection of said taxes and for the prompt payment of the Monthly Rent when due. The City reserves the right to prepay Monthly Rent in full or in part, at any time, without penalty or premium. Upon full payment of all outstanding Monthly Rent, the Ground Lease and the Project Lease shall terminate, and unencumbered fee simple title to the premises and Ground Lease Improvements will revert to the City. SECTION 3. - Authorization of Project Agreements. The Conveyance Agreement and Project Agreements are approved in substantially the forms submitted to the City Clerk and attached as Exhibits to this Ordinance. The City Council has determined that it would be in the best interest of the City to delegate to the Mayor, or his or her designee (the "Designated Representative"), the authority to approve the final Conveyance Agreement and Project Agreements. The Designated Representative is hereby authorized to approve the Conveyance Agreement and Project Agreements in substantially the forms attached, subject to those changes, not inconsistent with the material terms of this ordinance, that are approved by the City Attorney, but only if: (i) The term of the Ground Lease commences no earlier than the effective date of this ordinance and expires approximately 6 Approve & Authorize the Execution of All Conveyance and project Agreements for the Kent YMCA project twenty-two years from the date the Ground Lease is signed, unless earlier terminated pursuant to its terms; (ii) The term of the Project Lease commences no earlier than the effective date of this ordinance and expires approximately twenty years from the date of the final acceptance of Project Improvements, unless earlier terminated pursuant to its terms; (iii) The principal component of Monthly Rent paid over the term of the lease does not exceed $8,500,000, and the interest component of Monthly Rent reflects an interest rate that does not exceed five percent, and (iv) the Conveyance Agreement and Project Agreements conform to all other terms of this ordinance. Based on these parameters, the Council finds that Monthly Rent payable under the Project Lease will not exceed prevailing rental rates for space comparable to the Ground Improvements. Subject to the terms and conditions set forth in this section, the Designated Representative is authorized to execute the Conveyance Agreement and Project Agreements. Following the execution of the Conveyance Agreement and Project Agreements, the Parks, Recreation and Community Services Director shall provide a report to the Council describing the final terms of the Conveyance Agreement and Project Agreements, including Monthly Rent, approved pursuant to the authority delegated in this section. 7 Approve &Authorize the Execution of All Conveyance and project Agreements for the Kent YMCA project SECTION 4. - General Authorization• Ratification. The Designated Representative; the Parks, Recreation and Community Services Director; the Finance Director; the Chief Administrative Officer; the City Clerk; and other appropriate officers of the City are authorized to take any actions and to execute documents as in their judgment may be necessary or desirable in order to carry out the terms of, and complete the transactions contemplated by, this ordinance. All acts taken pursuant to the authority of this ordinance but prior to its effective date are hereby ratified. SECTION 5. - Certain Amendments. Upon approval of the City Attorney and without further action of the City Council, the City Clerk and the Code Reviser are authorized to make necessary corrections to this ordinance, including the correction of clerical errors; ordinance, section or subsection numbers; or references to other local, state or federal laws, codes, rules, or regulations. SECTION 6. - Severabilitv. If any one or more section, subsection, or sentence of this ordinance is held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this ordinance and the same shall remain in full force and effect. SECTION 7. - Effective Date of Ordinance. This ordinance shall take effect thirty (30) days after ' pass Age as provided by law. 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