02-1207 I \.
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Council File # �Z�,��O�
Resolution #
Green sheet # �o y3 3�
CITY QIF) $�/�INT
Presented By
Referred To
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RESOLUTTON APPROVING AND AUTHORIZING EXECUTION
OF A MEMORANDUM OF LINLIERSTANDING WITH
ALLINA HEALTH SYSTEM, THE CHII,DRENS HOSPITAL AND
THE HOUSING AND REDEVELOPMENT AUTHORITY
OF'THE CTTY OF SA.INT PAUL
WHEREAS, the Housing and Redevelopment Authority of the City of Saint Paul,
Minnesota (the "Authority"), has the power to engage in development or redevelopment activities
under Minnesota law and the Authority is authorized to engage in activities relating to (a)
housing projects and development, (b) removal and prevention of the spread of conditions of
blight or deterioration, (c) bringing substandard buildings and improvements into compliance
with public standards, (d) disposition of land for private redevelopment, and (e) improving the
tas base and the financial stability of the community, and to engage in the aforementioned
activities when these needs cannot be met through reliance solely upon private initzarive and
which can also be undertaken in targeted neighborhoods; and
15 WHEREAS, it is being proposed that the City enter into a Memorandum o£
16 Understanding with Allina Health System dba United Hospital, The Children's Hospital, and the
17 Authority ("Memorandum") with respect to the conshuction and operation of the Smith Avenue
18 Transit Center and Parking Ramp by the Authority (the 'Parking Raznp"), and the future
19 development of the United/Children's campus; and
20 WHEREAS, the Memorandum contemplates, among other things, the issuance of parking
21 revenue bonds by the Authority (the "Revenue Bonds") to finance, among other things, the
22 acquisition and construction of the Pazking Ramp; and
23 WIIEREAS, the Memarandum provides, among other things, that, if and to the extent
24 necessary to obtain an investment grade rating for the Revenue Bonds, the City will provide
25 some form of credit support for the Revenue Bonds; and
26 «�FIEREAS, Yhe public purpose being served by this project is tk�e conYinued campus
27 development of a major hospital, the development of a multi-modal parking facility for the City
28 and hospital, and increased event parking spaces; and
29 WF3EREAS, the staff of the Authority and City have negotiated the Memarandum and are
30 submitting such agreement to the City Council for its approval; and
31 WHEREAS, the forxn of the Memorandum is on file in the office of the City Clerk.
32 NOW THEREFORE, IT IS HEREBY RESOLVED BY THE CITY COUNCIL OF THE
33 CTI'Y OF SAINT PALTL, NIlNNESOTA AS FOLLOWS:
34 1. The City Council hereby approves the Memorandum and authorizes the Mayor,
35 Clerk and Director, Office of Financial Services (the "Authorized Officers") to execute the
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Memorandum in substantially the form submitted. The approval hereby given to the
Memorandum includes approval of such additional details therein as may be necessary and
appropriate and such modifications thereof, deletions therefrom and additions thereto as may be
necessary and appropriate and approved by the City Attorney, the appropriate staff person or by
the Authorized Officers; and said Authorized Officers or staff inembers aze hereby authorized to
approve said changes on behalf of the City. The execurion of the Memorandum by the
Authorized Officers of the City shall be conclusive evidence of the approval of the Memorandum
in accordance with the terms hereof.
9 2. The staff of the City is directed to proceed with all other action necessary to
10 implement the agreements of the City contained in the Memorandum including, but not lunited
11 to, the preparation of tl�e final Development Agreement.
Adopted by CounciL Date �,�_1C a �
Adoption Certified by Council Secretary
By:
Requested by Department of:
Plannina & Economic Develonment
By:
Approved by Financial Services
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Form Approved by City Attorney
Approved by
By:
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Date
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By:
1453469v1 2
; DEP,IRTME\TTOFFICE�CO[INCIL: DATE INITIATED. GREEN SHFET vo.• 204334 �� \ � O `
P�D 12104/2002 '
CO\TACT PERSOti & PHO�E. � ��i7'�a7./oa7'E ti�ITf.aUDw7'E
Martin Schieckel, 26G-658G t DEPARTMENT DIR.� 5 crrv cou�vc��
� �IL*ST BE O\ CULICIL AGE\D.a BY (DATE) �I�''v ? CTIY ATIORivEY {:� _ CIIY CLERK
� J� NUMBER 3 FINANCIAL SERV DIR � j FIYANCL4L SERVlACCTG
- ` + � �S�r FOR 4MAYOR(QRASST.j '�— _CMLSERVICECOMMISSION
ROUTI�G
To be sponsored by Chris Coleman axn�c
Disirict 9 ��
Please place on Consent Agenda
, TOTAL # OF SiG\ATGRE PAGES _(CLIP ALL LOCAT[ONS FORSIGNATtiRE)
" ncrrov xeQuesreu: Resolution approvin� and authorizing execution of a Memorandum of Understanding with
Alliaa Health System, the Children's Hospital, and the Housing and Redevelopment Authority of the City of Saint
' Paul.
' RECOMMLNDATIONS: Approve (A) or Reject �) PERSONAL SERVICE CONTRACTS DNST ANSNER THE FOLLOK'IYG
QUESTIONS:
P1.ANNMG COMMICSION L Has this personfficm ever worked under a contract for this deparvnrnt?
GI3 COMMifi'E8 Yes No
�, CN[LSERViCECOb(L�tISS10N 2. Has[hispe!son/fimeverbeenacityemployee?
" _ _ Yes ho
, � _._ ___ _ 3. Does this person/firtr pcssess a skill not normally possessed by any wrzeni ciry employee'
_ _________ Yes No
. __ _ Expfain ail yes a�swers on separate sheet and attach to green sheet
. IYITIATI\G PROBLE�[, ISSUE, OPPORTGNITY (Nho, What, When, Where, Why):
„. Memoraiidum of Understanding sets forth basic business points between City, the HRA, Allina/United, and
Children's Hoapit�l r;;gardi;�g the construction and operatior. of the Smith Avenue Transit Lenter and the firture
', deveiopn:ent of the UniTecL'Children's campus. ThP City will agree to provide some form of credit support, to the
�, extent necessary to obtain investment grade rating, for Revenue Bonds issued by the HI2A for the Smith Avenue
4 Transil Ce�,ter.
AllVA.ryTAGES IF APPRO i�EU.
Alloa>s potei7tial deeelopment of Smith Avenue Transit Center and continued hospital cam�ui deyelop�nent to
move foi�vard. REC V ���
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' DISADVAVTACES IF APPRO�'ED.
" N°"e. CITY ATTORNEY
_ DISADVA�ITAGES IF \OT APPROVED_
Smith Avenue Transit Center development will not move fonvard.
.,_.....,�..�
. TO?ALA9�IOUN'IOFTRA�SACTION:$ COST/REVEVUEBUDGETED:
� , FG�DING SOORCE: ACTNiTY NUMBER:
FI\A\CIAL INFORMATION: (EAPLAIN) �
I.
, K\h!(SCPROJF.C'f�IS.Y,ITHl'RMSIiM;'3\'.;nkedAesoluti�ngmshewpd
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MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding is dated as of this �� day of 2002
(the "Memorandum") and is entered into by and among the Housing and Rede elopment
Authority of the City of Saint Paul, Minnesota, a body corporate and politic (the "Authority"'),
Allina Aealth System d/b/a United Hospital, a Minnesota nonprofit corporation ("United"), The
Children's Hospital, Incorporated, a Minnesota nonprofit corporation ("Children's') and the City
of Saint Paul, Minnesota, a Minnesota municipal corporation (the "City"). The Authority, the
City, United and Children's aze hereinafter collectively refened to as the "Parties").
This Memorandum relates to future developments to be constructed by the Authority,
United and Cfiildren's in the azea depicted on Exhibit A attached hereto (the "United/Children's
Campus"). The Authority, the City and United have heretofore entered into a Development
Ao eement dated November 23, 1993 (the "Prior Development Agreement") with respect to the
development of the United/Children's Campus. The Parties desire that the development of the
United/Children's Campus continue over the next ten yeazs, and that the future development
include the provision of inedical and parking facilities.
As more fully defined and described in Section 1.02 hereof, the Authority desires to
acquire the Transit Center Site from United and construct thereon a parking ramp (the "Raxnp")
in order to provide a multi-modal transit center, a public bus layover facility and event pazking
for downtown St. Paul events, while preserving opportunities and providing incentives for future
expansion by United and Children's on the United/Children's Campus. The Authority intends to
finance the acquisition and construction of the Ramp in part by leasing parking spaces in the
Ramp to United. United is willing to sell the Transit Center 5ite to the Authority and lease
parking spaces from the Authority, provided the Authority replaces the 325 existing sur£ace
parking spaces on the Transit Center Site that the Ramp will displace (a) with 325 pazking spaces
in another location during construction and (b) with 325 parking spaces in the Ramp after
construction, at discounted rates that reflect the loss of low-cost surface pazking spaces and the
quantity of spaces to be leased by United. Some of the benefits of the proposed future
development for the Parties to this Memorandum are listed on E�ibit B: "Benefits of a
Continued Develapment tlgreement between the City/HRA and A11ina/tTnited."
It is the intent of the Parties that this Memorandum will outline the general understanding
of the Parties with respect to the future development of portions of the UnitedlChildren's Campus
and the construction of the Ramp by the Authority, and will provide a framework for and will be
superceded in its entirety by a final development agreement (the "Development AgreemenY') to
be entered into by the Parties at a later date as contemplated in Article V hereof.
Now therefore, the Parties hereby aa ee that the following sets forth an outline of their
general understanding of the general plan for the development and a framework of the matters to
be covered in the Development Agreement.
?>i�TiGLE I. GEN�RAL D�SCRIPTiON OF THE DEVELOr'NiENT
1.01 Future Development of United/Children's Campus. The future development to be
constructed on the United/Children's Campus is proposed to include medical facilities,
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additional capital equipment, and ancillary pazking facilities having a capital cost of at
least $70,000,000 (the "United/Children's Improvements"). At least $15,000,000 of
capital costs related to the United/Children's Improvements will be on the property east of
the wallc�vay depicted on Exhibit A and desi�ated as the Future Development Site(s).
The construction of the UnitedlChildren's Improvements must be completed within 10
years from the date of execution of the Development A�eement. A vision concept of
what these United/Children's Improvements might entail is depicted on Exhibit C:
"United/Children's Campus Plan." In determining whether the minimum capital cost
requirements for the United/Children's Improvements have been satisfied, the Authority
will include all capital expenditures for new construction, improvement of existing
construction on the United/Children's Campus and the Future Development Site(s), and
installation of fixtures and capital equipment in either new construction or existing
construction, by United, Children's or by any other entity, other than the Authority or the
City, pursuant to agreements with United or Children's.
1.02 Smith Avenue Transit Center. The future develapment by the Authority is proposed to
consist of the acquisition and construction of a new parkin� ramp and a bus layover
facility for the Smith Avenue Transit Center to be leased by the Authority to the MTC (as
defined in Section 2.01 hereo fl(collectivety, the "Ramp"). The Ramp will be constructed
on �he property depicted on Exhibit A as Parcel E— the "Transit Center Site." The
number of parking spaces included in the Ramp will be a minimum of 925 garking
spaces, of �vhich 325 spaces wili be leased to United. If Smith Avenue Realty_
Associates, L.L.P., a Minnesota limited liability partnership ("S.A.R.A.") enters into an
agreement with United committin� to construct an approximately 125,000 square foot
medical office building on Parcel C(as shown on Exhibit A) and a�rees to lease
approximately 400 additional parkin� spaces in the Ramp, the Ramp will contain
approximately 1325 parking spaces. The parking spaces to be leased to S.A.R.A. will, at
United's option, either be subleased by S.A.R.A. from United or leased directly from the
Authority. In the event the S.A.R.A. parking spaces are leased directly by S.A.R.A. from
the Authority, United will enter into a guaranty agreement, in form and substance
acceptable to tlie Authority and the Underwriter (as defined in Section 2.03(e) hereo fl,
guarantying S.A.R.A.'s obligations under the lease.
ARTICLE II. OBLIGATIONS OF THE AUTHORITY
2.01 Ramo Costs Description, and Timin�. The Authority will agree to pay all of the costs of
the acquisition, construction and equipping of the Ramp. The Ramp will be designed to
include a bus layover facility for the Metropolitan Transit Commission (the "MTC") on
the ground floor, with multiple levels of parking above (see Exhibit D—"Smith Avenue
Transit Center Concept Rendering" and Exhibit E—"Smith Avenue Transit Center Plans
and Elevation"). The Authority will use its best efforts to complete the construction of
the Ramp �vithin 24 months after the issuance of the revenue bonds referred to in Section
3.01 hereof.
2.02 Additional Parkin¢ Capacit�f Ramp. The Authority will design and construct the Ramp
to accommodate the construction of up to 1000 additional parking spaces (the
"Additional Parking Spaces"). Subject to existing law at the time, the Authority will add
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the Additional Parking Spaces to the Ramp at a future date provided that ali costs of
constructing the Additional Pazking Spaces aze paid ar financeable on terms and
conditions reasonably acceptable to the Authority by revenues contributed by United.
2.03 Authorit s Continsent Obli ation. The Authority's obligation to construct the 12amp will
be contingent on satisfaction of the following conditions:
(a) United and the Authority enter into a binding purchase a�reement (the "Purchase
Agreement") pursuant to which United a�rees to sell the Transit Center Site to the
Authority for fair mazket value, such fair market value to be determined in a
manner acceptable to United and the Authority (the "Purchase Price").
(bj The Authority receives a binding a�reement from the United States Govemment
and MTC to make grants for the construction of the Ramp, in the approximate
amounts of $6,400,000 and $3,500,000 respectively (collectively, the "Grants");
(c) The City executes the pledge agreement referred to in Section 3.01 hereof;
(d) The Authority obtains a market study concluding that the construction and
operation of the Ramp is economically feasible;
(e) The Authority executes a binding bond purchase a�eement �vith an investment
banking firm acceptable to the Authority (the "Underwriter") pursuant to which
the Under�vriter agrees to purchase the Revenue Bonds refened to in Section 3.01
hereof; and
(� The Authority receives favorable results from a traffic study and obtains any
environmental assessments and indirect source permits required for the Ramp.
2.04 Eminent Domain.
(a) The staff of the Authority will, promptly upon receipt of any applications
submitted by United or Children's, submit a request to the Board of
Commissioners of the Authority to schedule a public hearing on the adoption of a
resolution by the Authority authorizing the Authority to exercise its power of
eminent domain in accordance �vith a redevelopment plan in order to assist in the
acquisition of any of the parcels depicted on Exhibit A as Parcels A, B, and C,
and which are needed for specific, committed United/Children's Improvements,
provided that United enters into an Acquisition and Indemnity Agreement with
the Authority, and that United a�rees to pay for all costs and awards related to the
eminent domain action.
(b) The staff of the Authority will consider other similar requests submitted by United
or Children's with respect to the acquisition by the Authority of property
contiguous to the United/Children's Cainpus.
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2.05 O�tion to Purchase and Risht of First Refusal.
(a) Subject to any restrictions imposed by the a�eements relating to the Grants, the
Authority will grant United the following non-assi�able rights: (i) a one-time
right of first refusal if the Authority elects at any time to sell the Transfer Center
Site, (ii) an option to purchase the Transit Center Site if the Authority fails to
construct the Ramp or ceases to use the Transit Center Site as a parkin� ramp, and
(iii) an option to purchase the Transit Center Site at the end of the 10` ZO 07 3O
yeaz of the term of the Lease.
(b) If the Authority has constructed the Ramp, United's purchase of the Transit Center
Site �vill be contin�ent on United entering into the follo�ving agreements: (i) a
Non Disturbance Agreement with the MTC, (ii) an agreement with the City or the
Authority to make the Ramp available for event parkin� on evenin�s and
weekends, and (iii) an a�reement assuming any and ail requirements imposed in
connection with the Grants.
(c) The purchase price will be (i) fair market value at the time the option is exercised
if the option is exercisable because of the failure of the Authority to construct the
Ramp, or if after the construction of the Ramp ceases to use the Transit Center
Site as a parkin� ramp, or (ii) the amount specified in clause (i) hereof plus the
amount of any grants that are required to be repaid if the option is exercised under
any other condition.
ARTICLE III. OBLIGATIONS OF THE CITY
3.01 Additional City Credit. The City acknowledges that the Authority will issue parking
revenue bonds (the "Revenue Bonds") upon satisfaction of the conditions in Section 2.03
hereof in an amount sufficient, together with the Grants, to finance (a) the costs of
acquisition and construction of the Ramp, (b) the Public Infrastructure (as defined in
Section 3.03 below), (c) the costs of issuance of the Revenue Bonds, (d) any required
reserves and capitalized interest, and (e) the costs of repaying the Authority for the
relocation and stabilization of the Armstrong-Quinlan House. In the event the estimated
parking revenues to be derived from the Ramp are not sufficient to allow the Authority to
issue Revenue Bonds with a rating of [BBB+] or better from a national rating agency, the
City agrees to enter into a pledge agreement pursuant to which the City will provide
additional revenues from parking fines and parkin� meters (estimated to be in the range
of $700,000 —$800,000 per year), or some form of credit enhancement sufficient to allow
the Revenue Bonds to be issued at a[BBB+] or better rating by a national rating agency.
3.02 Grants. The City will convey Federal and Metro Transit jrants proceeds to the Authority,
and will direct the Authority to use the proceeds in the construction of the Ramp.
3.03 Nccessary Public Infrastructure Improvements. The City agrees, in com�ection with the
construction of the Ramp, and to the extent deemed necessary and desirable by the City
and Authority, to construct or reconstruct any road improvements, including but not
limited to a new street at Smith Avenue, between Kellogg Boulevard and Sixth Street
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through Cleveland Circle (the "Public Infrastructure"). It is understood that the costs
associated with these Public Infrastructure Improvements will be part of the Ramp
financing.
ARTICLE IV. OBLIGATIONS OF UNITED
4.01 Sellin¢ the Transit Center Site. Subject to the Authority granting Ilnited the option and
Right of First Refusal described in Section 2.05 hereof, United a�rees to enter into the
Purchase Agreement to sell the Transit Center Site to the Authority at its fair mazket
value as of the date of the Purchase Agreement.
4.02 Obli¢ation to Construct United/Children's Improvements. United agrees the
United/Children's Improvements (medical facilities, additional capital equipment, and
ancillary parkin� located on the United/Children's Campus and havin� a capital cost of at
least $70,000,000) will be constructed (by United, Children's or any other entity, other
than the City or Authority, pursuant to a�reements with United or Children's) within 10
years after execution of the Development Agreement and at least $15,000,000 of the
UnitedlChildren's Improvements wili be constructed on the Future Development Site(s).
United will provide the Authority annual progress reports on the design and construction
of the United/Children's Improvements.
4.03 Parkin� for S A R.A. Medical Office Buildin�. United will work in good faith with the
S.A.R.A. to provide sufficient parking for the medical office buildin� proposed to be
constructed by S.A.R.A. on the Future Development Site.
4.04 Desi�n Guidelines. The Authority will update the Design Control Guidelines attached to
the Prior Development Agreement (the "Design Controls") subject to review and
reasonable approval by United and Children's. United and Children's agree that all
design and construction documents for the United/Children's Improvements will conform
to the updated Design Controls as approved by United, Children's and the Authority.
4.05 United's Parkine Lease Rates and Term.
(a) United will enter into a lease with the Authority for not less than approximately
325, nor more than approximately 725, parking spaces in the Ramp. United's
right to use the parking spaces will be on weekdays for approximately a 12 hour
period. The term of the lease and discounts from the projected parking rates shall
be, at the option of United, either of the following:
(i) if the lease term is twenty-five years, the discounts shall average twenty
percent (20%) over the lease term; or
(ii) if the lease term is thirty years, the discount shall be riventy-five percent
(25%) over the lease term.
(b) The parking spaces in the Ramp leased to LTnited will be undesignated and non-
reserved parking spaces.
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(c) In no event shall United be required to pay more than the lowest mazket rate
charged to other non-govemmental parking tenants in the Ramp.
4.06 S.A.R.A. ParkinQ Rates. The Parties acknowledge that if any parking spaces aze leased
to S.A.R.A., it cvill require the issuance of ta�cable Revenue Bonds, resultin� in higher
debt service costs. A premium will be assessed to the lease rates for the S.A.R.A. spaces
in an amount necessary to cover these higher costs.
4.07 Business Subsidv. If the Authority determines that the discounts from the posted parkinj
rates constitute a"business subsidy" within the meaning of Minnesota Statutes, Section
116J.993 to 116J.995, United will be required to enter into a business subsidy agreement
with the Authority.
4.08 Failure to Comolv �Vith United Obli�ations. In the event the construction of
United/Children's Improvements are not completed within the required ten year period,
United will agree, as the Authority's exclusive remedy, to compensate the Authority in
the following way:
(a) United �vill pay the Authority, as liquidated damages, the followin� amounts, plus
interest on all such amounts at the rate of six percent (6.00%) per annum, such
interest to accrue from the dates the payments or discounts referred to below were
made:
(i) The amount of any discounts received by United on the parking rates at
the Ramp to the extent those discounts exceed "fleet rates" or other
volume discounts the Authority provides other non-governmental parking
tenants in the Ramp; and
(ii) All costs incurred by the Authority to oversize the Ramp to accommodate
the Additional Parking Spaces.
(b) In the event United fails to complete the United/Children's Istiprovements as
provided above, if United reimburses the Authority for the amounts set forth in
paragraph (a) clauses (i) and (ii) above, United shall have the right to require the
Authority to construct the Additional Parking Spaces at United's expense, subject
to and in accordance with Section 2.02 hereof.
4.09 Relief from Obli�ations. Nothing in this Memorandum or the Development Agreement
shall be construed to relieve United or Children's of obligations (a) to receive the
approval of the design or construction documents for the United/Children's
Improvements from any City department if such approval is required by City ordinance,
City licensing or permitting requirements or written City policies in connection with
development, and to pay the standard fees associated therewith, and (b) to comply with
the tetms and provisions of the Priox Development Agreeinent, and (cl to comply with
the provisions of any applicable federal, state and local laws, ordinances and regulations.
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4.10 Renlacement Parking.
(a) The Authority a�ees to provide United, until completion of construction of the
Ramp, with 325 surface parking spaces at fair mazket rents to replace the pazking
spaces lost as a result of the Authority's purchase of the Transit Center Site (the
"Replacement ParkinD'). The Replacement Parking will be at a site in the City to
be a�reed to by the Parties. The Authority acknowledges that United's preference
is the existin� surface parking lot at Cleveland Circle. Any agreement by the
Authority to provide Replacement Parkin� at a specific location will be subject to
relocation if redevelopment activities commence at the site of the Replacement
Parkin�;
(b) The Authority shall provide the Replacement Parkin� upon the latter of (i) the
date of the purchase of the Transit Center Site by the Authority (the "Real Estate
Closin�'); or (ii) the date the Authority notifies United to vacate the Transit
Center Site to accommodate the constnxction of the Parking Ramp. If the
Authority allows United to park at the Transit Center Site after the Real Estate
Closin�, United will lease the parking spaces at the Transit Center Site from the
Authority on a month-to-month basis for fair market rents.
ARTICLE V. DEVELOPMENT AGREEMENT
5.01 Development Agreement. United, Children's, the City and the Authority will exercise
good faith efforts to negotiate and enter into a bindin� Development Agreement, the
provisions of which will supersede, but be consistent with the terms of this
Memorandum. The Development A�reement wili contain such other terms and
conditions as are customary in the industry and are otherwise a�reed to by United,
Children's, the City and the Authority.
ARTICLE VI. MISCELLANEOUS
6.01 Responsibility for Fees Costs and Exroenses. United, Children's, the City and the
Authority shall each be responsible for their own le�al fees, costs and expenses in
connection with this Memorandum and the Development Agreement.
6.02 Indemnification United and Children's, each for itself, releases from and covenants and
agrees that the Authority and the City, their governing bodies, officers, agents, attomeys,
servants and employees thereof (hereinafter, far purposes of this Section, collectively the
"Indemnified Parties") shall not be liable for and agrees to indemnify, defend and hold
hannless the Indemnified Parties from any claim, demand, suit, action or other
proceeding whatsoever by any person or entity whatsoever arising or purportedly arising
from the actions or inactions of United or Children's (or if other persons acting on its
behalf or under its direction or control) under this Memorandum.
ARTICLE VII. TERMINATION
7.01 Termination. Any of the parties shall have the right to terminate this Memorandum by
giving written notice to the others if either (a) the finai Development Agreement
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contemplated by Article V hereof is not approved and executed by the parties within I20
calendar days after execution of the Memorandum by all of the Parties, or (b) if all of the
approvais referred to in Section 8.02 hereof are not received within 30 days of execution
of this Memorandum.
ARTICLE VIII. APPROVALS
8.01 Authori� and Citv Approvals. This Memorandum is subject to the approval of the Board
of Commissioners of the Authority and the City Council of the City of Saint Paul. The
final Development Agreement will be subject to approval by the Authority's Board of
Commissioners and the City Council of the City of Saint Paul.
8.02 United and Children's Approvals Contin�ency. United and Children's obligations under
this Memorandum shall be cofltingent on each of them obtainin�, within 30 days after
execution of this Memorandum by all Parties, approvals from their respective Boards of
Directors and the Board of Directors of Allina Health System. United and Children's
shall promptly provide the Authority with written evidence of such approvals.
8.03 Good Faith Efforts Toward Development A2reement. The City, the Authority, Children's
and United agree to proceed diligently and in good faith toward the execution of a legally
binding Development Agreement, but none of the parties shall be liable to any of the
others by reason of any actual or alleged breach of this Memorandum.
ARTICLE IX. EXHIBITS
9.01 The following are attached as exhibits to this Memorandum:
Exhibit A
Exhibit B
Exhibit C
Exhibit D
Exhibit E
United/Childrens Campus
Benefits of a Continued Development Ageement between the
City/HRA and AllinalLTnited
United/Children's Campus Plan
Smith Avenue Transit Center Concept Rendering
Smith Avenue Transit Center Plans and Elevation
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In Witness Whereof the Parties have signed their names as of the date first written above.
HOUSIi�iG AND REDEVELOP�NT
AUTHORITY OF THE CTTY OF SAINT
PAUL
Approved as to orm:
By ,
Assistant City Attomey Its Executive Director
CITY OF SAI1�iT PAUL, MINNESOTA
By
Its Mayor
Approved as to form:
By
D'uector, Office ofFinancial Services
Assistant City Attomey
By
Its C1erk
ALLIIVA HEALTH SYSTEM d/b/a
iJ1VITED HOSPITAL
By:
Its
Signature Page of Memorandum ofUnderstanding by and between the Housing and
Redevelopment Authority of the City of Saint Paui, Allina Health System d/b/a United Hospital,
The Children's Hospital, Incorporated and the City of Saint Paul, Minnesota.
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THE CHILDREN'S HOSPITAL,
IYi CORPORATED
By
Its
Signature Page of Memorandum of Understanding by and between the Housing and
Redevelopment Authority of the City of Saint Paul, Allina Aealth System d/b/a United Hospital,
The Children's Hospital, Incorporated and the City of Saint Paul, Minnesota.
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SMITH AVENUE TRANSIT CEIVTER
CITY OF ST. PAUL, MN
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Benefits of a Continued Development Agreement between the Citv/HRA and Allina/fJnited
To Allina, United Hospital, and Childrens Hospital:
Continuation of the United/Childrens catnpus development in partnership with the City
over the next ten yeazs on limited land.
2. Replacement of surface loYs 324 spaces with spaces in new ramp at amactive lease rates
with options to renew.
3. Portion of parking for S.A.R.A expansion (new medical office building for private doctor
group) satisfied by new Ramp.
4. Ramp will be oversized to accomodate future expansion of United's campus.
Option to purchase Ramp to control campus asset subj ect to bus lease, event parking, and
Federal Grant requirements.
To City/HRA
1. Continued campus development of vital major corporate partner and private capital
investment of $70 million over next 10 yeazs. Hospital provides land for multi-modai
pazking facility.
Development of multi-modal parking facility for the City and Hospital, including
facilities for Metro Transit and additional pazking available for events. Utilizatian of
$8M —$9.5 million of Federal and Met Council money for transit portion.
3. New Doctor Expansion [in next two years] brings new jobs and taxes.
4. Increased event pazking spaces.
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