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AG 08-071 RETURN TO: S c.o""-\ \\ r-.\ ~t L CITY OF FEDERAL WAY LAW DEPARTMENT REQUEST FOR CONTRACT PREPARATIONIDOCUMENT REVIEW/SIGNATURE ROUTING SLIP 1. ORIGINATING DEPT./DIV: GT'/ MA-N A-G:,El<..>; 0 f'F161? 2. ORIGINATING STAFF PERSON: S c....olT P 11'-1 b E"L EXT: '1-Lj 0"3 3. DATE REQ. BY: 4. TYPE OF DOCUMENT REQUESTED (CHECK ONE) o PROFESSIONAL SERVICE AGREEMENT o MAINTENANCE/LABOR AGREEMENT o PUBLIC WORKS CONTRACT o SMALL PUBLIC WORKS CONTRACT o SECURITY DOCUMENT (E.G. AGREEMENT & PERF 1M AIN BOND; ASSIGNMENT OF FUNDS IN LIEU OF BOND) o CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) o CONTRACT AMENDMENT o CDBG ~ OTHER AG#: Og"071 (LESS THAN $200,000) o PURCHASE AGREEMENT) (MATERIALS, SUPPLIES, EQUIPMENT) o REAL ESTATE DOCUMENT 5. PROJECT NAME: MEM.oRftt...l.bUM Of 0NC:>'E(z''STI\t-!~HJb . PA-\.,...I)t; \t1-lD~.L:C> ?l-A-"1-A 6. NAME OF CONTRACTOR: e '/0 tJ ~ c.\tAlJ 'PAR~ 4 'louiJG, .c;v ~~~ ADDRESS: 7...1...00 <; 3W1Ji '3t, TELEPHONE SIGNATURE NAME: 6'iONb C-HA1J \>~\L ~ '1out-iG t;;u ~fW..lt- TITLE 7. 8. ATTACH ALL EXHIBITS AND CHECK BOXES 0 SCOPE OF SERVICES o INSURANCE CERTIFICATE )!( DOCUMENT AUTHORIZING SIGNATURE o ALL EXHIBITS REFERENCED IN DOCUMENT ... TERM: COMMENCEMENT DATE: COMPLETION DATE: 9. TOTAL COMPENSATION $ (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE -ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: 0 YES 0 NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED 0 YES 0 NO IF YES, $ PAID BY: 0 CONTRACTOR 0 CITY o PURCHASING: PLEASE CHARGE TO: 10. CONTRACT REVIEW o PROJECT MANAGER o DIRECTOR o RISK MANAGEMENT (IF APPLICABLE) o LAW INITIALIDATE APPROVED INITIALIDATEAPPROVED CONTRACT SIGNATURE ROUTING o LAW DEPARTMENT o CITY MANAGER o CITY CLERK o SIGN COpy BACK TO ORGIN1TING DEPT. o ASSIGNED AG# 08'" 07 _ COMMENTS INITIALIDATEAPPROVED 11. 02/08 MEMORANDUM OF UNDERSTANDING BETWEEN BYUNGCHANPARKAND YOUNG SUPARK AND THE CITY OF FEDERAL WAY, WASHINGTON THIS MEMORANDUM OF UNDERSTANDING ("MOD") is made effective this 2' day of MA" 2008. The parties ("Parties") to this MOD are the City of Federal Way ("City"), a Washington municipal corporation, and Byung Chan Park and Young Su Park, ("Developer"), a marital community developer and owner of the site commonly known as Pal-do W orId Plaza. RECITALS: WHEREAS, the Federal Way City Council has indicated through its annual strategic goal- setting and its legislative agenda setting that construction of a Performing Arts Center ("PAC") in Federal Way is a priority; and WHEREAS, in furtherance of that priority, in August 2007, the City Council commissioned a Feasibility Study for a new Performing Arts Center; and WHEREAS, that Feasibility Study was conducted from August 2007 through January 2008, by Charles Johnson & Associates from Chicago, Illinois; and WHEREAS, the Feasibility Study found that the construction of a 500 - 700 seat performance hall was feasible, especially if it were located close to a conference and meeting center; and WHEREAS, the City is granted $500,000 by the 2008 State Legislature to be used for pre- construction activities related to the Performing Arts Center; and WHEREAS, by accepting this grant award, the City is committed to conduct preliminary design and engineering work starting the summer of 2008; start private fund raising for the PAC in 2008; and fully obligate the $500,000 grant by June 30, 2009; and WHEREAS, the Developer has expressed interest in a public-private partnership for redeveloping his property located at 2200 S. 320th Street, commonly known as Pal-do World Plaza ("Property") with a multiphased, mixed-use project of lodging, retail space and restaurants, residential units, office space, a public plaza, and the Performing Arts Center with accompanying structured parking; and WHEREAS, the City Council has adopted and approved the following principles for public- private partnerships: 5- 13-08 1 5- 13-08 Preference for public participation will be given to projects that rate highly with regard to the following guidelines and/or objectives: . The proposed development is comprised of (or contains) a mix of uses in a variety of building sizes and heights, and/or offers a "village" or "lifestyle center" site and building design, with such elements as street-oriented storefronts, outdoor eating and dining, and outdoor public amenities, such as artwork, fountains, plazas and seating. Projects with the greatest mix of uses (retail/service, residential, lodging and office) will be given priority. Phasing may be allowed to accomplish the full mix of uses contemplated in a development concept. . The proposed development is transit-oriented in design and concept, where feasible, especially when in proximity to the Transit Center; . The proposed development is of superior site and building design, including use of high-quality materials. Parking facilities (both surface lots and structures) are aesthetically pleasing and integrated into the design of the overall project. Parking structures include street-level uses and/or will preferably be wrapped by other uses, where possible, to reduce their apparent bulk and mass. . The proposed development is located within the City Center and is of sufficient scale and scope to have a substantial impact on the image and desirability of the City Center and suggests a high probability of inducing additional, spin-off development; . The proponent can provide a solid track record with similar private development (previous experience in public-private partnerships desirable); . The project is projected to provide additional jobs at a variety of levels. Projects with family-wage and higher-paying jobs will rate more highly against this guideline. . The proponent provides an economic impact analysis. A detailed analysis and estimate of the project's direct economic impact in increased property, utility, and sales taxes, as well as an analysis and estimate of indirect economic impacts by multiplier effects throughout the local economy; . When selected for partnership consideration, the proponent provides a financial "gap" analysis, including development costs, projected revenue, disclosure of developer's desired capitalization rate, internal rate of return (based on other portfolio projects), etc., in order to determine the necessary level of public participation; and 2 WHEREAS, the Federal Way Coalition for the Performing Arts ("FWCPA") is a duly formed and registered non-profit corporation whose purpose is to promote the construction of a Performing Arts Center in Federal Way, to raise funds for the PAC, and to manage and operate such facility; and WHEREAS, the FWCP A is submitting a grant application for the 2009 - 2011 Building for the Arts ("BFA"), which monies would be used to assist funding the Performing Arts Center; and WHEREAS, the City intends to lease the Performing Arts Center to the FWCP A for a minimum of fifteen (15) years as required by the BFA application for the operations and management of the said facility; and WHEREAS, the City and the Developer desire to enter into this Memorandum of Dnderstanding ("MOD") to set forth the intent to proceed with the exploration and development of the first phase ofthe redevelopment, which will include the Performing Arts Center. NOW, THEREFORE, in consideration of the mutual benefits set forth in this MOD, the Parties agree as follows: 1. City Representatives Enter Onto the Property. The Developer agrees to grant the City representatives the right to enter the property for the purpose of conducting its due diligence investigation to determine if the Perform Arts Center should be constructed on the area delineated as Phase 1 on the conceptual site plan. The said due diligence may include, but not be limited to: soil testing, evaluation and location of utility services (i.e. water service, stormwater, etc),and preliminary design and engineering of the PAC. All costs and expenses for the due diligence shall be borne solely by the City. 2. Phase 1 of the Redevelopment of the Property. The parties intend to collaborate to achieve full funding and construction of Phase 1 of the redevelopment project. The parties also agree that Phase 1 will include the construction of a 500 - 700 seat Performing Arts Center funded by the City; shared structured parking for the PAC funded by both parties proportionately; and the proposed private development which may include lodging, restaurants, retail, a public plaza, and commercial uses funded by the Developer. Parking is to be managed by the Developer. 3. Performing Arts Center to Be Located In Phase 1 of the Development. The parties agree that the PAC shall be located in the area delineated as Phase 1 in the conceptual site plan, attached hereto. 4. Negotiate in Good Faith. The parties agree that they will negotiate in good faith to create a development agreement for Phase 1 development on or before September 2, 2008. As it is the parties' intention to develop the PAC as part of the Phase 1 mixed-use development, which may result in the PAC sharing common structures or appurtenances with the remaining uses in Phase 1, property interest in the PAC (not including the parking area) may 5-13-08 3 be transferred to the City in the form of condominium share of ownership based on proportional square footage and or proportional investment. In the event the PAC is developed alone and/or in advance of the mixed-use development, the development agreement will include a provision that the Developer agrees to convey site control to the City of the area delineated for the Performing Arts Center (not including the parking area) by transfer of fee simple title, long-term lease or other mutually agreeable instrument for no more than a nominal transfer fee in consideration of the PAC's potential to serve as an anchor for future adjacent mixed-use development. 5. Successors in Interest. The parties agree that the rights and obligations of the Parties expressed in this MOD shall inure to the benefit of and be binding upon their respective successors in interest, heirs and assigns. IN WITNESS WHEREOF, the City and Byung Chan Park and Young Su Park have executed this Memorandum of Dnderstanding as of the day and year first written above by their duly authorized representatives. CITY OF FEDERAL WAY ~/1Uf ~ By: City Manager, Neal Beets 33325 8th Ave S P.O. Box 9718 Federal Way, WA 98063-9718 ATTEST: APPROVED AS TO FORM: 7'~u. ~ City Attorney, Patricia A Richardson 5- 13-08 4 ~c:Lri yun Chan Park ~ STATE OF WASHINGTON) ) ss. ) COUNTY OF Or'~Ce.. / On this day personally appeared before me, B;un.t- do..l1 Pork , to me known to be the individual described in and who executed the foregoing instrument, and on oath swore that he/she/they executed the foregoing instrument as hislher/their free and voluntary act and deed for the uses and purposes therein mentioned. GIVEN my hand and official seal this ~cL day of lJot! J ,2008. \\\\\1111''''"", "",\ ~HIA A}"II/. -:$f' c..O .........:Vf A. ~ ,::; ~ .., "'0" ....V-, ~ :/ .....~,\g 1.1;....';1 ~ .:::..~ ~" ~ $ i <; "OTA" ~\ ~ -.' 1'-.- ;: --- :== ~ ",,\ ,oIlBL\t f ~ ~ ~",c.?A ~/f+ ~ ~"'~"::-<y 12 .... ~.f z .~ '. .' ...~ " ~/. '" (J.~.....I... ~..., ,~ '11",1. r WAS\\'\ \"", "'''f111l II \1\\\\ ~pt-t "'- 1\) ^-- (typed/printed name of notary) Notary Public in and for the State of Washington. My commission expires 01/ / ~ "+00 g BY:~ ~ Y Su ark'/ /' C; STATE OF WASHINGTON) ) ss. COUNTY OF j);e-rCe. ) I On this day personally appeared before me, 'You~ .s u. Pa"t<. , to me known to be the individual described in and who executed the foregoing instrument, and on oath swore that he/she/they executed the foregoing instrument as hislher/their free and voluntary act and deed for the uses and purposes therein mentioned. \\\\\\\11111""" ,,\\\ y..\A M "'I/. ~,... O~",,'''''...JV-1 'I~~ . co........\\\ON E.t;... ~ . ...., ....La '. ,. ...~.. ~'. ~ f:1 -..OlAI,,""\ ~ : --- : == \. PUI\.\t. /_~ . rt!:.~~ "..:'.cA" ...........~ r.,".'!l..Y 12 .,~~ ."'i)'i.........l..~~ ,~ '1" OF W~~ """ 111/"!1II 1l\1\\\ ;tI fA r/ J ,2008. GIVEN my hand and official seal this ~1J4- day of ~L'~ /I).:;... (typed/printed name of notary) Notary Public in and for the State of Washington. My commission expires 01/ / of .,;)..OO~ 5-13-08 5