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HomeMy Public PortalAboutORD13947 �• BILL NO. 2005-80 SPONSORED BY COUNCILMAN Brown ORDINANCE NO. 149411 AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A DEVELOPMENT AGREEMENT WITH TARGET, INC.. BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON, MISSOURI, AS FOLLOWS: Section 1. The Mayor and City Clerk are hereby authorized to execute a development agreement with Target, Inc. for construction of a sidewalk on Stadium Blvd. Section 2. The terms of the agreement shall be substantially similar to those set forth in Exhibit A, which is attached hereto and by this reference incorporated herein as if more fully and completely set forth. Section 3. This Ordinance shall be In full force and effect from and after the date of its passage and approval. • Passed: Appro — 2CV S 7re, g Officer AT Mayor APPROVED AS TO FORM: 97 / City Clerk City ounselor • 13 el q 7 • CITY OF JEFFERSON DEVELOPMENTAGREEMENT MEVELOPMENT AGREEMENT ("Agreement"),entered into this 4Cday of t 2005,between the City of Jefferson, Missouri 320 East McCarty, Jefferson City, Missouri, 65101, a municipal corporation,herein referred to as"City,"and Target Corporation, 1000 Nicollet Mall, Minneapolis, Minnesota, 55403, a Minneapolis corporation, herein referred to as"Target". WITNESSETH: WHEREAS,Target is in the process of expanding its existing store located on Stadium Boulevard, County of Cole, State of Missouri (hereinafter referred to as the"Expansion"); and WHEREAS,Target's purposed expansion will require a variance from the City's parking regulations and a special use permit. NOW THEREFORE, in consideration of the mutual agreements and covenants set forth herein,the parties agree as follows: • ARTICLE 1 GENERAL PROVISIONS 1.1 Term. Amendment. Assignment of Contract: (a) Term. The tern of this Development Agreement shall commence on the date of execution of this Development Agreement and continue for 12 months thereafter, but subject to extensions permitted hereunder. (b) Amendment. This Development Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties hereto. (c) Assignment. Target shall not assign any interest in this contract, and nor transfer any interest in the same(whether by assignment or novation), without the prior written consent of the City thereto. Any such assignment is expressly subject to all rights and remedies of the City under this Agreement, including the right to amend the Agreement by mutual consent or to terminate the same as provided herein, and no such assignment shall require the City to give any notice to any such assignee of any actions which the City may take under this Agreement, although City will attempt to so notify any such assignee. I1AContmcl FileAdevdopmentkTarpikTarLvi',draft.DOC • 1 • 1.2 No ©ancy of Citv: Target is not the representative or agent of the City, and this Development Agreement shall not be construed to make the City liable to any materialmen, contractors, laborers, or others for work, labor, or materials furnished in connection with the construction of the Expansion or to create any contractual or other relationship, express or implied, between the City and any material men, contractors, laborers, suppliers or others furnishing any work, labor or materials in connection with the construction of the Expansion. 1.3 No Agency of Target's to Citv: City is not the representative or agent of Target, and this Development Agreement shall not be construed to make Target liable to any materialmen, contractors, laborers, or others for work, labor,or materials furnished by the City in connection with the construction of the Sidewalk Development (hereinafter defined)or to create any contractual or other relationship, express or implied, in connection with the construction of the Sidewalk Development at the direction of the City. ARTICLE 2 REPRESENTATIONS, WARRANTIES AND AGREEMENTS OF TARGET • As an inducement to City to enter into and perform under this Development Agreement, Target covenants, represents and warrants to, and agrees with City as follows: 2.1 Organization and Good Standing of Target. Target is a Minnesota company duly organized, validly existing, and in good standing under the laws of the State of Minnesota, has all requisite power and authority to own, lease, and operate the Parcel and related facilities and to carry on business related to the Expansion. 2.2 Authorized Representative. Until such time as Target shall appoint an alternative representative or representatives, Alice Roberts-Davis shall be deemed an authorized representative of Target with respect to this Development Agreement and City shall be entitled to rely on the actions and communications of said entity to be those of Target. 2.3 No Contract Defaults. Target is not in default on any contract or agreement to which it is a party which materially affects or will materially and adversely affect its ability to perform its obligations hereunder. 2.4 No Litigation. There are no claims, suits or other proceedings threatened or pending against Target which materially affect or will materially and adversely affect, or both its ability to perform its obligations hereunder. Hi\Ccnnroct FJs\Jertlermant\TuCeATartixr',JroG.UOC • 2 • 2.5 Target acknowledges that the Board of Adjustment is an independent quasi- judicial entity and that the City has no power to determine how they will rule on Target's application for a special use permit. 2.6 Target further acknowledges that the final decision on Target's application for a special user permit is determined by the City Council and that the City is prohibited by law from deciding the outcome of the application in advance or for reasons other than the testimony before it. Nothing in this agreement shall be constituted as requiring the City to grant Target's application for a variance. ARTICLE 3 REPRESENTATIONS,WARRANTIES AND AGREEMENTS OF CITY As an inducement to Target to enter into and perform this Development Agreement, City covenants, represents and warrants to, and agrees with,Target as follows: 3.1 Organization of Cily. City is a constitutional charter city validly existing under the laws of the State of Missouri. • 3.2 Authorized Representative. Until such time as City shall appoint an alternative representative or representatives, the City Administrator shall be deemed the authorized representative of City with respect to this Development Agreement, and Target shall be entitled to rely on the actions and communications of said person to be those of City. 3.3 Authority. Subject to passage of all necessary resolutions, motions and ordinances to effectuate this Development Agreement and subject to obtaining all necessary consents and permits, City has the full legal power and authority to enter into and perform this Development Agreement, and the execution and delivery of this Development Agreement in accordance with its terms will not violate any provision of law or the charter of the City. 3.4 No Conflicts. Nothing herein agreed to by City is in violation of, will conflict with, or result in a breach of, the terns and provisions of any existing law, rule, regulation, contract, agreement, charter provision or order of any court or governmental body. City is not a party to any contract or agreement conflicting with its covenants in this Development Agreement. 3.5 Financial Condition. City is solvent and is not a party to any assignment for the benefit of creditors or bankruptcy proceedings. H.\Qnumc�Flle\JevdipmenATarrer\TorGYrY Jmfr.000 • 3 • 3.6 No Contract Defaults. City is not in default on any contract or agreement to which it is a party which materially affects or will materially and adversely affect, or both, its ability to perform its obligations hereunder. 3.7 No Litin to ion. There are no claims, suits or other proceedings threatened or pending against City which materially affects or will materially and adversely affect, or both, its ability to perform its obligations hereunder. ARTICLE 4 OBLIGATIONS OF CITY 4.1. Subject to the terms and conditions of this Agreement, City shall survey, design, and provide construction inspection to build a sidewalk from the existing greenway trail at Stadium/Wears Creak to Target's main entrance on Stadium, approximately 1800 linear feet. 4.2 City will, using its own resources or contractors, construct the approximately 1800 feet of greenway as per the plans set forth in Section 4.1. The work described in Sections 4.1 and 4.2 are collectively referred to herein as the"Sidewalk Development". 4.3 The City agrees that its staff will support approval of a special use permit • application, which includes a variance to the number of parking spaces required. 4.4 The City agrees that its staff will support approval of a Special Use Permit for expansion of Target's store. Staff will submit their recommendation in writing to Target's representatives one week prior to the Public Hearing before the Planning and Zoning Commission. ARTICLE 5 OBLIGATIONS OF TARGET 5.1 Target will pay to the City the cost of the Sidewalk Development, not to exceed the sum of$48,275.00. Such payment shall be made by Target to the City upon completion of the Sidewalk Development. ARTICLE 6 DEFAULT 6.1 Default I:Wcmtmct RIcAdevelapment%Target%TargrVidmfi.UOC • 4 • (a) The following are"Events of Default": (1) if Target does not contribute Forty-Eight Thousand Two Hundred Seventy-Five Dollars($48,275.00) for construction of a sidewalk from the existing greenway trail at Stadium/Wears Creek to Target's main entrance on Stadium as provided in this Agreement. (b) In the event this Agreement is terminated in accordance with the terms hereof, all duties, obligations and liabilities of the parties hereto with respect to such property shall cease and terminate as of the cancellation date. ARTICLE 7 ADDITIONAL PROVISIONS • 7.1 Modification of A=ement This Agreement shall not be modified or amended except by a written instrument approved and signed by the parties hereto. 7.2 Severabilit Any illegal or unenforceable provision of this Agreement will be severed here from and will not render invalid the remaining provisions of this Agreement. 7.3 Law to Love rn This agreement shall be construed according to laws of the State of Missouri. Target shall comply with all local, state, and federal laws and regulations relating to the performance of the agreement. 7.4 Notices. Any communications between the City and Target, payments and notices provided herein to the given or made, may be given or made by mailing the same to the City at 320 East McCarty,Jefferson City, Missouri 65101, and to Target at: Target Corporation Attn: Real Estate—Existing Stores 1000 Nicollet Mall Minneapolis, MN 55403 or to such other addresses as either party may in writing hereafter indicate. I1AConttnct Film%develtpmenATugeATupt',dtufaUOC • 5 7.5 Termination. If Target's application for the Special Use Permit, which includes a parking variance, required for the Expansion is denied, this Agreement shall automatically terminate on the date of such denial and be of no further force and effect. • IMComm tMln\devdty+mem\Tugat\Tathvt's dm8.t= • 6 IN WITNESS WHEREOF, the parties hereto have executed this Development Agreement, all as of the date first written above. CITY OF J ERSON TARGET Scoff Nelson t �_Terget Cook n May Title A EST: ATTEST: n Jo ph L. Nuhez City Clerk As Istant SBCMtM Target Corporation APP D FORM: • City 'o ms for ACKNOWLEDGMENT STATE OF MISSOURI ) ) SS COUNTY OF COLE ) Before me, a Notary Public in and for the county and state aforesaid, personally appeared Mayor John Landwehr, who is known to me to be the same person who executed the foregoing instrument on behalf of the City of Jefferson, and acknowledged the execution of the same as the free and voluntary act and deed of SIN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal this day of r9e bee 2005. Cynthia SEAL Notary Public Notary ublic of M(ssouri My res alial2w HACGunmrr FlltsWevel pmrm%Targva%Tar)ttr'v Jrafi.UOC • 7 STATE OF ►M��ntsotw ) )SS COUNTY OF R e-A eF Ro msey ! w!N Before me, a Notary Public in and for the county �, personally appeared St.e4 t. Vedr&k% _, who is known to me to be the same person who executed the foregoing instrument on behalf of Target, and acknowledged the execution of the same as the free and voluntary act and deed of such Corporation. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my seal this *k da of Qe'+6'6tC. 2005. MARK LARSON � ` NOTARY COMMISSION SION MINNESOTA MY ES JAN. 1,2 Notary Public EXPIRE&JAN.31,2010 My commission expires:) / 31/ 20!0 • N,iCantrvct RlnlJevaMpment\7ugrt17'ar�riYdrah.000 8