96-406Council File # � � �Q�
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3 V�` �
Green Sheet # 3 � � 5 q"
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Presented By
Referred to
Committee:
Date
WHEREAS, the City of Saint Paul, the Saint Paul Port Authority, Ramsey County and the Merrill
Corporation executed a Memorandum of Understanding, dated March 9, 1995, concerning Merrill's
possible future acquisition of the City-owned Oscar Johnson Ice Arena site, and an adjacent City-owned
pazcel under the jurisdiction of Public Works Department, from the City if Ramsey County tenninates its
use and operarion of the Ice Arena, and
WHEREAS, said City property is legally described as follows:
subject to utility easement rights, Lot 2, Block 1, and Outlot A, Energy Park, Saint Paul, Ramsey
County, Minnesota, and
10 WHEF2FAS, the City of Saint Paul, the Saint Paul Port Authority, and Merrill Corporation have prepared
11 an Option Agreement as called for in said Memorandum of Understanding, and
12 WHEREAS, said Option Agreement provides that the City will convey said City properly to the Port
13 Authority for the sum of $1.00 if Ramsey County terminates its use of the site, and acknowledges that the
14 Port Authority will convey approximately 10 acres of properiy adjoining Crosby Farm Regional Park to
1 S the City for park purposes in consideration thereof, and
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WHEREAS, it is understood that Ramsey County intends to operate the Ice Arena at its present locarion
for the foreseeable future, and has in fact scheduled improvements to the arena facility, and
WHEREAS, the Saint Paul Parks and Recreation Commission has reviewed this matter and concurs with
the terms of the Option Agreement and finds said Agreement consistent with the provisions of Section
73A1.1 of the City Charter.
NOW THEREFORE BE IT RESOLVED, that the Council of the City of Saint Paul hereby approves said
Opfion Agreement and authorizes the proper City officials to execute the agreement on behalf of the City
of Saint Paul.
Requested by:
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Department o£ Public works
Adopted by Council: Date �,_��,�{q (�
By:
For
By:
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m Approved by City Attorney
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Approved by Mayor for Submission to
Council
B�i�. ��',���
RESOLUTION
Clyx QF�SAIPJ,� PAUL, I�IIINNESOTA
Adoption Certi£ied by Council Secretary
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DEPAFiTMENLOFFICE/COUNCIL DATE INITIATED �� 3 615 9
Parks and Recreation 4/l0/96 GREEN SHEE - - ,Nrt�A�
CONTACT PERSON 8 PHONE DEPhHTMENT DIRECTOP. � CT' CAUNGL
John Wirka 66411 ��GN InICRYATTOFNEY �CITYCLERK
MUST BE ON COUNCIL AGENDA BY (DAT� NIIYBER FOR �41 BUDGET DIRECTOR O FIN. & MGT. SERVICES DIR.
ROUTING
A Y'il 24 1996 o"oE" M11AyOfl(ORASSISTANTJ � parkc and
TOTAL # OF SICaNATURE PAGES 1 (CLIP ALL LOCATIONS FOR SIGNATURE) U 7 C OY' S
ACTON REWE5TED:
Approval of City Council Resolution auihorizing execution of Option Agreement with
City of Saint Paul, St. Paul Port Authority and Merrill Corp.
RECOMMENDATIONS: Approve (A) rn Reject tR) PEHSONAL SERVICE CONTRAC75 MUST ANSWER THE FOLLOWING �UESTIONS:
_ PLpNNING CAMMISSION _ CIVIL SEFiVICE COMMISSION 1. Has ihis personlfirm ever worked under a contract for tliis departmeM? �
_ CB COMMITTEE _ VES NO
� S7AFF 2. Has this person/firm ever been a city employee?
— YES NO
_ DISTRICT CAUiiT — 3. Does this person�rm possess a skill not normally possessetl by any curreM city employee?
SUPPORTS WHICH COUNCIL O&IECTIVE4 YES NO
Explafn all yes answers on seperate shcet and attacM to green sheet
INRIATING PROBLEM, ISSUE, OPPEIRTUNITV (Who. What, When, Where, Why):
City, Port Authority and Merril Corp. entered into a Memorandum of Understanding on
March 9, 1995 intended to support Merrill's efforts to expand its business and add jobs at
Merrill's Energy Park facility. Option Agreement called for in Memorandum of Urderstanding
gives Merrill the opportunity, via the Port Autharity, for future acquisition �f City
property adjoining MerrilT's site, part o� which �s occur�iPd by Ramsey Count�'s Oscar
Johnson Ice Arena, if County ceases *o eperate ths arena a� some future time. There is
no indication that County intends to cease its operation and in fact County is making
im rovements to the Oscar Johnson facilit . The term of the 0 tion Aa,reement is until 2020.
afwnri�ns�F,Kwr�o:
The Port Authority will convey approximately 10 acres of riverfront land to the City
adjoining Crosby Farm under the Agreement, for park land. The Saint Paul Parks and
Recreation Commission has reviewed the Agreement and recommends approval.
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TOTAL AMOUNTOFTRANSACTION $ NA COST/REVENUE BUDGETED (CIRCLE ONE) YES NO
FUNDIfiG SOURCE ACTIVITY NUMBER
FINANCIAL INFORMATION: (EXPLAIN)
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Saint Paul Parks and Recreation Commission
RESOLUTION
WHEREAS, The Saint Paul Parks and Recreation Commission is an appointed body to
advise the Mayor and City Council on long-range and city-wide matters related to parks and
recreation, and
WHEREAS, The City of Saint Paul, The Saint Paui Port Authority, Ramsey County and
Merrill Corporation executed a Memorandum of Understanding, dated March 9, 1995,
conceming Merrill's possible future acquisition of the Oscar Johnson Ice Arena site from the City
if Ramsey County terminates its use and operation of the Ice Arena, and
WHEREAS, The City of Saint Paul, The Saint Paul Port Authority, and Merrill
Corporation have prepared an Option Agreement as called for in said Memorandum of
Understandin�, and
WHEREAS, said Option Agreement provides that the City will convey the Ice Arena site
to the Port Authority for the sum of $1.00 if Ramsey County terminates its use of the site, and
acknowledges that the Port Authority will convey approximately 10 acres of property adjoining
Crosby Farm Regionaf Park to the City for park purposes in consideration thereof, and
��'HEREAS, it is understood that Ramsey County intends to operate the Ice Arena at its
present location for the foreseeable future, and has in fact scheduled improvements to the arena
facility,
NOW THEREFORE BE IT RESOLVED, that the Saint Paul Parks and Recreation
Commission concurs with the terms of the Option Agreement and finds said agreement consistent
with the provisions of Section 13.01.1 of the City Charter.
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Adopted by the Saint Paul Parks and Recreation Commission: Date 3l I 3 J 9(�
Approved: Yeas: _�_
Neas: (J _
Absent: �_
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Memorandum of Understanding
Dated March 9, 1995
Among:
1. Merrill Corporation
2. Saint Paul Port Authority
3. City of Saint Paul's:
Planning and Economic Development
Parks and Recreation Department
Public Works Department
4. Ramsey County
Department
This draft agreement is contingent upon the
several governmental bodies and meeting the
Federal, State, and City funding programs as
Merrill Corporation's Board of Directors.
Merrill Corgoration intends to:
approval of
requirements of
well as approval by
1. Acquire Energy Park Business Center for the expansion of its
corporate headquarters in Saint Paul. Merrill will keep
Energy Park Business Center's West Annex and may sell Energy
Park Business Center's East Annex in the next few years.
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Merrill expects to spend at least $25 per square foot in
improvements to the Energy Park Business Center over the
next five years.
Maintain its existing 600 jobs in Saint Paul and use its
best efforts to increase the number of employees at its
Saint Paul facility by 5% annually over the next two years.
Pay for the costs of any new parking area to be added to the
Arena location at Merrill's discretion to benefit Merrill.
Enter into a license agreement relating to the operation and
maintenance of the parking area it will be sharing with
Ramsey County at the Oscar Johnson Ice Arena (see attached
License Agreement).
5. Enter into an Option Agreement to acquire the Arena site ii
the County terminates the use of the arena (see attached
Option Agreement).
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6. Enter into a First Source Agreement with the City.
The following City of Saint Paul Departments agree to:
1, Plannina and Economic Develogment:
Apply for funds from the Minnesota Department of Trade and
Economic Development's Economic Recovery Fund in an amount
determined by the City to be necessary to complete the
project, in the State's fiscal year beginning July 1, 1995;
subject to Merrill providing all necessary documentation to
complete an application to the State, and subject to the
Credit Committee and City Council approval.
2. Parks and Recreation and Public Works:
Enter into an Option Agreement with Merrill to sell the
Arena site (Parks and Recreation) and Outlot A(Public
Works) to Merrill if the County terminates the use of the
arena (see attached draft Option Agreement). (Technically,
the City will enter into an agreement to sell the land to
the Port Authority for 51.00, and the Port Authority will
enter into a like agreement with Merrill.) Note that Outlot
A has a utility easement over much of the site. This is
subject to the approval of the City Council.
3. Public Works:
Will follow through on a previous agreement to change the
name of DeCourcy Circle to Merrill Circle.
Ramsev Countv agrees to:
1. Enter into a license agreement relating to the operation and
maintenance of the parking area it will be sharing with
Merrill at the Oscar Johnson Ice Arena (see attached draft
License Agreement).
2. Affirm its obligations under its lease with the City of
Saint Paul dated August 13, 1984.
3. Fund improvements to the Oscar Johnson Ice Arena in the
amount to be negotiated with Merrill.
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ThP Saint Paul Port Authorit� agrees to:
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Address Merrill's concerns regarding Energy Park Energy
System as outlined in the attachment named "Energy System"
Provide a funding proposal to finance Merrill's real estate
needs.
3. Convey to the City Parks and Recreation Department land
adjacent to Crosby Lake Regional Park that the Port
Authority will be acquiring from Texaco.
4. Provide its Customized Job Training Program to meet
Merrill's growing workforce needs.
Acknowledged:
Jo Castro, President & CEO
Me rill Corporation
t.... �
Norm Coleman, Mayor
City of Saint Paul
Date : 3 « 9S
Date • .3 Z r
Date: 3� —
Kenneth R. Jdhnson, President
Port Authority of the City of Saint Paul
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Terry Schu n, County Manager
Ramsey County 9 $ '��3
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Date : �/� �S
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DRAFT
Option Agreement
A. Ramsey County
Ramsey County agrees that if the use of the Arena for ice skating
is discontinued, it will terminate its leasehold interest in the
property, returning it to the City. Ramsey County affirms its
obligation to remove all improvements and restore the property to
its original condition to the satisfaction of the City, as stated
in the Lease Agreement dated August 13, 1984 between the City of
Saint Paul and Ramsey County (Attachment A).
B. �ity of SainY. Paul
1. The City agrees to provide Merrill with an option to acquire
the property for one year after the County terminates its
leasehold interest in the Arena. The cost of obtaining the
option is $1.00, and the cost of the site to Merrill to
acquire the property will be $1.00. This is subject to City
Council approval.
2. The City agrees that the conveyance of land from the Saint
Paul Port Authority to the City, that the Port Authority is
about to acquire from Texaco, meets the City's policy of no
net loss of park land. This is subject to approval by the
Parks and Recreation Commission and the City Council.
C. Merrill Cor�oration
Merrill agrees to obtain an option on the Oscar Johnson Arena for
one year after the County terminates its leasehold interest in
the Arena. The cost of obtaining the option is $1.00, and the
cost of the site to Merrill to acquire the property wi11 be
$1.00.
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ENERGY SYSTEM
A. Timing
Port Authority staff expects to have a recommendation from its
engineering consultant about the future direction of the energy
system in March of 1995. The Port Authority expects to present a
plan to the energy system's users to make modifications to the
energy system sometime in April, 1995. If the Port Authority
believes the recommendations are workable and the users and the
Port Authority agree to modifications to the energy system, an
agreement could be reached during the summer of 1995. Final
approval among all involved parties could occur near the end of
1995, including possible City Council approval if the terms of
the Franchise Agreement need to be amended.
B. Cost and Funding
The Port Authority is prepared to recommend that Merrill apply to
the Saint Paul Department of Planning and Economic Development
for Commercial Rehabilitation Loan Funds. These loans would be
from the City's Department of Planning and Economic DevelopmenC.
This is based upon Merrill's engineering consultant's report
stating that improvements to Energy Park Business Center could
cost between $600,000 and $700,000 if the energy system extends
the cooling season.
Approval of the actual loan amount and its terms are subject to
review and approval by PED staff and its governing bodies.
energysy.doc
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License Agreement
1. Arena Use
Ramsey County will allow Merrill the non-exclusive use of
the County's parking area at the Oscar Johnson Arena
("Arena") excent:
a. From 7:00 a.m. to 2:30 p.m., Merrill will not be allowed to
park in Area A that provides 17 parking stalls as shown on
the attached map (Attachment A).
b. From 2:30 p.m. to 1:00 a.m., Merrill will not be allowed to
park in the following areas:
1. Area A(17 parking sCalls)
2. Area B(28 parking stalls)
3. Area C(the eastern portion of the parking area on the
north side of the Arena providing for 25 parking
stalls)
2. ODerations and Maintenance
Merrill and Ramsey County will share in the operating costs
of the parking lot generally based upon their proportionate
use of the parking lot.
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4/4/96
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OPTION AGI2EEMENT
This AGREEMENT is made and entered into as of the day of
1996, by and between the City of Saint Paul ("Ciry'), a municipal corporation, Merrill
Corporation ("Memll"), a Minnesota corporation and the Port Authority of the Ciry of Saint Paul
("Port Authoriry"), a public body organized pursuant to Chapter 469 of Minnesota Statutes.
WITNESSETH;
WHEREAS, the City owns certain real properiy located within the Port Authority's
Energy Park development legally described in E�ibit "A" and E�ibit "B" attached hereto, and
WHEREAS, said Exhibit "A" properry is currently leased by Lease dated August 13,
1984, to the County of Ramsey for use by the County as an ice arena, and
WHEREAS, it is contemplated by the parties that the County of Ramsey may abandon at
some date in the future its use of the property for an ice arena and terminate its Lease with the
City, and
WHEREAS, said E�ibit "B" property adjacent to the CounTy Ice Arena site is under the
jurisdiction of the City's Public Works Department, and
WHEREAS, said E�ibit "B" property is integral to meeting Merrill's parking needs, and
WHEREAS, Menill Corporation owns and has developed several properties adjacent to
the property described in Exhibit "A" and E�ibit "B", and
WHEREAS, it is in the best interest of the City and the Port Authority to foster and
encourage the future economic development of Merrill Corporation and its tax paying and job
creation activities, and
WHEREAS, the Port Authority has or will acquire certain property near Crosby Lake
which it will convey to the City for pazk purposes in consideration for the conveyance
contemplated herein;
NOW, THEREFORE, TN CONSIDERATION OF THE ABOVE PREMISES, THE
PARTIES HERETO AGREE AS FOLLOWS:
1
1. If Ramsey County terminates its Lease with the City of Saint Paul dated August
13, 1984, for that certain property described in E�ibit A, the City hereby grants to the
Port Authority for a period of one yeaz after the termination of said County Lease an q`.�p(�
option to purchase the properties described in E�ibits "A" and "B" for the sum of one
dollar ($1.00). The Port Authority shall concurrently grant to Memll Corporation an
option to purchase said properties described in Exhibit "A" and "B" for the sum of one
dollar ($1.00). In the event that Merrill Corporation determines during the above opuon
period that the ptoperties described in E�chibit "A" and "B" requires corrective action to
clean up any liazardous waste or petroleum release, such option period vis a vis the City
and the Port Authority and the Port Authority and Merrill Corporation shall be extended
until such tnne as the party responsible for the hazardous waste or petroleum release
remediation completes the clean up.
2. Notwithstanding the above, this Agreement shall ternunate December 31, 2020.
3. The parties hereby agree that if the properties were contaminated by the release of
hazardous wastes or petroleum products, as those terms aze defined under any state or
federal environmental statutes or regulations, that any claims for clean up costs shall not
be made against the City for said releases, unless the City is determined by the Minnesota
Pollution Control Agency to be the responsible party for the release as that term is
defined in Chapters 115B and 115C of Minnesota Statutes.
IN WITNESS WHEREOF, the parties have hereunto set their hands as of the day and year
first above written.
CITY OF SAINT PAUL
By
Its
Approved as to Form By
By Its
Assistant City Attomey
Its
PORT AUTHORITY OF THE CITY
OF SAINT PAUL
:
MERRILL CORPORATION
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EXHIBIT "A"
Subject to utility easement rights, Lot 2, Block l, Energy Park, Saint Paul, Ramsey
County, Minnesota.
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EXHIBIT "B"
Subject to utiliry easement rights, Outlot A, Energy Pazk, Saint Paul, Ramsey County,
Minnesota.
E ry4\convans�mertill
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