05-317Presented By
Resolution #
OS-317
Green.sheet # 3025962
RESOLUTION
OF SAINT PAUL, MINNESOTA �
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Referred To
Council File #
Committee: Date
RESOLUTION OF THE CITY COUNCIL
OF THE CTTY OF SAINT PAUL
AUTHORIZING THE CITX'S PARTICIPATION IN THE
SMITH AVENUE TRANSTT CENTER PROJECT AND
THE EXECUTION AND DELIVERY OF VARIOUS DOCUMENTS
NEEDED IN CONNECTION THEREWITH
WHEREAS,
A. The purpose of Minnesota Statutes, Sections 469.001 through 469.047 (the "AcP'), as found
and determined by the legislature, is to promote public purposes as described under the Act;
B. Pursuant to the Act, the Housing and Redevelopment Authority of the City of Saint Paul,
Minnesota (the "HRA") desires to facilitate the selective development of the community and to help provide
the range of services required by the population, by acquiring tl�e real property depicted on Exlubit A hereto
(the "Land") and constructing on the northerly portion thereof an approximately 600-stall parking ramp (the
"Ramp") and transit facility (the "Transit Center" and together with the Ramp and Land, the "Project"), to be
known as the Smith Avenue Transit Center;
C. The construction, equipping and operation of the Project is vitally important to the interests of the
City of Saint Paul, Mimiesota (the "Cit}�') in providing for the pazking and transit needs of the community and its
citizens, and to that end the City has previously adopted the resolurion authorizzuig the vacarion of certain of its
rights in and to the Land and the transfer of title to the Land to the HRA;
D. The HRA proposes to finance the acquisition of the Land and the construction and equipping
of the Ramp and Transit Center Project through the issuance of its Parking Revenue Bonds, in the
approximate principal amount of $16,350,000 (the "Bonds"), the proceeds of which wili be used to (a) pay a
portion of the costs of the Project; (b) reimburse the IIRA for costs previously incurred in connection with the
acquisition of the Land and prepazation of the Land for development; (c) pay certain costs of issuance of the
Bonds; and (d) fund a debt service reserve fund to be held by the Trustee for the Bonds, for the benefit of the
holders ofthe Bonds;
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E. Costs incurred in connection with the construction of the Ramp and Transit Center aze to be
paid from the proceeds of the Bonds and funds provided by the Metropolitan Council and the United State:
Department of Transportarion;
F. The I�2A has determined that the Land would not be made available for redevelopment
without the financial aid provided by the issuance of the Bonds; the redevelopment of the northerly portion of
the Land through the construction and equipping thereon of the Ramp and Transit Center will afford
maYimum oppommity, consistent with the needs of the City as a whole, for the redevelopment of other
properiy in the area by private enterprise; and the HRA's plan for development of the northerly portion of the
Land conforms to a general plan for the development of the City;
G. No public official of the City has either a direct or indirect financial interest in the Project nor
will any public official either directly or indirectly benefit financially from the Project or the issuance of the
Bonds.
NOW, THEREFORE BE IT RESOLVED, by the City Council of the City of Saint Paul, Minnesota,
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1. WI�REAS, the construction, equipping and operation of the Project is vitally important to the
interests of the City of Saint Paul, Minnesota (the "Cit}�') in providing for the parking and transit needs of the
community and its citizens, and to that end the City has previously adopted the resolution authorizing the vacation
of certain of its rights in and to the Land and the transfer of title to the Land to the HRA;
2. As additional security far the Bonds, the Ramp shall be leased by the I IIZA to the City pursuant to a
lease (the "City Lease") in which the City will agree to consider, annually at the request of the HRA, the payment
of rent in an amount sufficient to (a) replenish the reserve fund therefore, if the reserve fixnd has been used to pay
principal and interest on the Bonds; (b) to pay certain operating eapenses of the project; and (c) to pay principal
and interest on the Bonds due at the maturity of the Bonds, to the extent that other funds (including refunding
revenue bonds) have not been made available therefor. The obligations of the Ciry under the City Lease will be
subject to termination in the event that the City chooses not to appropriate funds to pay the required rent. The City
will, in tum, sublease the Ramp to the I�ZA ptusuant to an"Issuer Lease". The Transit Center portion of the
Project is to be leased by the I IIZA to the Metropolitan Councii, in exchange for the Metropolitan CounciPs
conhibution to the construcrion of the Project, and the Metropolitan Council's agreement to pay the costs of
operating the Transit Center, and a portion of the common area costs of the Project.
The proposed forms of the following documents have been submitted to the City for review
and/or approval:
a. the City Lease;
b, the Issuer Lease;
c. the Cooperation Agreement for Parking Ramp and Smith Avenue Transit Center to be
entered into by the City, the Metropolitan Council and the HRA, providing for the
contribution of Metropolitan Council funds to the Project;
d. the Cooperation Agreement for Parking Ramp and Smith Avenue Transit Center to be
entered into by the City and the HRA, providing for their respective undertakings with
respect to the Project;
e. the Project Memorandum to be entered into between the City and the State of
Minnesota Department of Transportation, relating to the contribution of United States
Department of Transportation funds to the construction of the Project;
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f.
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(the "City Documents").
4. The City Documents in substantially the form submitted to the City at this meeting, ue hereby
approved. The City Documents ara hereby authorized and directed to be executed and delivered in the name
of and on behalf of the City by its Mayor, Director of Planning and Economic Development and Director,
Office of Financial Services. Copies of all the documents necessary far the consumniation of the transactions
described herein and in the City Documents sha11 be delivered, filed and recorded as provided herein and in
the City Documents.
the Disbursing Agreement to be entered into by and among the City, the HRA, the
Trustee and First American Title Insurance Company providing for the disbursement of
Bond proceeds, Metropolitan Council funds and United States Department of
Transportation funds;
the Mortgage; and
the Continuing Disclosure Agreement to be entered into by and among the City, the
T3RA and the Trustee;
100 5. The form and terms of the City Documents may be revised prior to execution and delivery by
101 tihe parties thereto, provided that any such revision shall not be, in the opinion of counsel to the City,
102 materially adverse to the interests of the City. The execution and delivery of the City Docuxnents shall be
103 conclusive evidence of the determination that any such variance was not materially adverse to the interests of
104 the City.
105 6. The performance of all covenants and agreements of the City contained in the City Documents
106 and this Resolution are authorized by the Act and this Resolution.
107 7. All actions of the members, employees and staff of the City heretofore taken in furtherance of
108 the Project are hereby approved, ratified and confirmed.
109 8. The City shall take all actions necessary or desirable to (a) vacate its interest in the Land; and
110 (b) assist the HRA in acquiring clear title to the Land and providing for the construction of the Project
111 thereon. To that end, the Mayor, Director af Planning and Economic Development, and Directar, Office of
112 Financial Services are hereby authorized and directed to execute and deliver any other documents that may be
113 necessary or appropriate to facilitate and consummate the transfer of clean title to the Land to the HRA, and
114 to provide for the construction and equipping of the Project, and the financing thereof through the issuance of
115 the Bonds and the contribution of funds by the Metropolitan Council and the United States Department of
116 Transportation including any appropriate easements for ingress and egress between the Ramp and the Transit
117 Center.
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9. The Mayor and City C1erk and other officers of the City are authorized and directed to prepare
and furnish certified copies of all proceedings and records of the City relating to the City Documents and such
other affidavits and certificates as may be required to show the facts relating to the legality and enforceability
of the City Documents as such facts appeaz from the books and records in said officers' custody and control or
as otherwise known tn them; and a11 such certified copies, certificates and affidavits, including any heretofore
furnished, shall constitute representations of the City as to the truth of all statements made by the City and
contained therein.
10. If any provision of this Resolution shall be held or deemed to be ar sha11, in fact, be
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inoperative or unenforceable as applied in any particular case in any jurisdiction or jurisdictions or in a11
jurisdictions or in all cases because it conflicts with any provisions of any constitution or statute or rule or
public policy, or for any other reason, such circumstances shall not have the effect of rendering the provision
in question inoperative or unenforceable in any other case or circumstance, or of rendering any other
provision or provisions herein contained invalid,inoperative or unenforceable to any extent whatsoever and
shal] not affect the remaining portions of this Resolution or any part thereof.
132 11. Except for the obligations of the City under the City Documents, no provision, covenant nor
13� agreement contained in this Resolution shall give rise to or impose upon the City or the Authority or any of its
134 officers, employees or agents any pecuniary liabiliTy.
135 12. In the event any of the officers of the City authorized to execute documents on behalf of the
136 City under this resolution shall for any reason be unable to do so, any member of the City, or any other officer
137 of the City, is hereby directed and authorized to do so on behalf of the City, with the same effect as if
138 executed by the officer authorized to do so in this resolution.
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Adopted by Council: Date (i( (� �� ��
Adoption Certified by Council Secretary
, �� �
Approve<
Requested by Department of:
Plannina & Economic Develonment
��1�
Approved by Financial Services
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EXHIBIT A
LEGAL DESCRIPTION
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�� Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet �,
Departrrientloffice/council; Date Initiated: � � - �
PE -��g&�o���;�t 3a�-05 Green Sheet t�0: 3025962
Corrtact Person 8 Phone: � oe�aranem sem To Person
�Mactin SChieCkel 0 tan � n mi d m rtin hi ck
66580 pu�yn 1 tanni & nomi Develo De entD"r or
Must Be on Co Agenda 6y (Date); Number -
/ / � o0 2 ttorne n
For
Routing 3 "na 'al Servic
p{de�' 4 r`s e
5 ou¢cii
Total # of Signature Pages _(Ciip Ali Loptions for Signffiure)
Approve foi submission to City Council a resolution authorizing the City's participation in the Smith Avenue Tcansit Center pzoject
("projecY') and the execution and delivery of various documents,including an annuai appropriation lease, needed in connection
therewith. The resolution needs to be on the April 13, 2005 C�ty Council agenda.
idanons: Approve (A) or R
Pfanning Commission
CIB Committee
Civii Service Commission
Personal Service Contracts
1. Has this person/firm ever worked under a contract for this department?
Yes No
2. Has this person/firm ever been a city employee?
Yes No
3. Does this person/firm possess a skill not normally possessed by any
cuRent city emptoyee?
Yes No
F�cplain alf yes answen on separate sheet and attach to green sheet
Initiating Problem, Issues, Opportunity (Who, What, When, Where, Why):
The Ciry & the St. Paul ffitA desire to conshuct the approximately $22 million project in order to provide for the pazldng and transit
needs of the community and its citizens. The City's participation is required in order to obtain the financing & land assembly necessary
fot the project. This resolution appzoves various docmnents which piovide security fox HItA bond financing, as well as additional
federal & Met Council funding.
AdvanWpes IfApproved:
The HRA will be able to proceed with the conshuction of the Smith Avenue Txansit Center, leveraging $7.7 million in federai and Met
Council funding, and will be reimbursed for approximately $3.7 arillion in costs previously incurred in connection with this Project.
Disadvantas7es If Approved:
If pazking revenues and reserves aze insufficient to pay the debt service on the FII2A bonds, the City has to consider appropriating the
shortfall.
Disadvantages If Not Approved:
Wi11 be unable to proceed with the Project, foregoing the oppoihwity to leverage $7.7 nullion in grant funds in order to construct
infias�uchire that meets the pazldng and transit needs of the comumuity. The HRA will be unable to recover $3.7 million costs
previously mcuried in connnection with this Pxoject.
1 Amount of M
Trensaction: 16.75 ',! CosNRevenue Bud�eted: N.
Fundiny Source: f@VBllU2 bOtldS federal ActivitY Nutnber.
Fnancial intormation: 9{eOt; met CoUnC11 �—g � tY �"" �� C D
(Explain) contribu � � � G
( �`.?ii�'i'
�., � � ' . ..' f. .. :
MAR 3 0 20�5