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Home My WebLink AboutMOU for GOH One Opera House Square Project January 2025MEMORANDUM OF UNDERSTANDING THE GRAND OSHKOSH (GRAND OPERA HOUSE) ONE OPERA HOUSE SQUARE CAPITAL PROJECT 2024-2028 The City of Oshkosh, hereinafter referred to as CITY, and THE GRAND OSHKOSH, INC., hereinafter referred to as TGO, entered into a Lease and Operating Agreement for the maintenance and operation of the Grand Opera House in the City of Oshkosh. Whereas, TGO has proposed a project which will create a dynamic, state-of-the-art entertainment and events center as part of the historic Grand Opera House; and Whereas, this proposed project is known as the “One Opera House Square Capital Project”; and Whereas, the City has identified certain capital projects within the Capital Improvements Program; and Whereas, the Lease and Operating Agreement contemplates cooperation of the parties on capital projects. THEREFORE, the CITY and TGO agree: I. Project Scope. The One Opera House Square Capital Project shall consist of: a. Creating a secure and accessible entrance to the Grand Lounge and dressing room areas b. New relocated entrance for improved ADA accessibility c. New relocated box office located on the new ADA accessible entrance route d. New covered drop-off / entrance area e. Restoration of the High Street annex entrance exterior/front facade f. Improved ADA access throughout the building g. Creating inside access for wheelchair users to the Grand Lounge, backstage area, stage and auditorium main level. h. Theatre seating replacement (with the exception of the “Suite Seats” installed in the balcony level) i. New First floor lobby restrooms renovated for ADA accessibility and increased capacity Docusign Envelope ID: 33F75916-83A8-423A-AD5B-CEE4908971DB j. New Second floor restrooms and renovated for improved ADA accessibility and increased capacity k. Improving/replacing sanitary and plumbing system l. Parking lot construction to west and asphalt reconstruction to north m. Creating a caterer’s prep area and serving area (second floor), buil ding elevator will be used for access n. Improving dressing room and backstage areas o. Creating multi-purpose area / donor lounge (second floor) p. Repainting and new wallpaper within the Annex lobby and second floor lounge q. Emergency generator replacement r. Exterior windows and doors replacement s. Professional services including architectural/engineering design, civil design, surveying, geotechnical, material testing, contamination/observation design and HVAC review t. Improved lower-level volunteer meeting area u. Repainting and repairing wallpaper within the main hall v. Confirmation that the current hearing loop is in good working order w. New ModTruss system for mounting existing line array system for sound equipment x. Improve loading areas y. Property acquisition as required for the project z. Project Contingencies II. Funding The total anticipated costs for this project are $10,000,000. The City shall commit five million dollars ($5,000,000.00) to the Project and shall also be responsible for engineering costs as mentioned below. TGO shall commit five million dollars ($5,000,000.00) to the Project and shall also be responsible for fundraising costs and staff costs devoted to fundraising. TGO funds may be raised from donations or other sources as TGO may determine. Fundraising for this project shall not be subject to the 25% retention to the Oshkosh Area Community Foundation Fund, but shall be subject to review as provided in Article III of the parties July 1, 2020 Agreement. Any project costs that would increase beyond $10,000,000 shall be mutually agreed upon prior to execution. In April, 2024 TGO confirmed it was feasible they could raise five million dollars ($5,000,000.00) to fund its portion of the costs of the Project as identified in Section I. With the TGO confirming the feasibility to fund its portion of the project costs, the Docusign Envelope ID: 33F75916-83A8-423A-AD5B-CEE4908971DB City Manager directed staff to solicit a proposal from T.R. Karrels & Associates, S.C., to provide design services for the GOH annex renovation. III. Timeline The parties shall work cooperatively together to complete the project in a timely and expeditious manner. The following timeline is tentatively agreed upon, with the understanding that delays in meeting any target date may cause delays in other target dates. The City will work with the TGO on any revised construction schedules to meet their fundraising and/or programming needs. Upon verification that TGO has secured $5,000,000.00 in pledges, and documentation of a bridge loan commitment for up to $5,000,000.00, the City shall solicit bid specifications for the project. TGO shall establish a dedicated capital fund for this project at the Oshkosh Area Community Foundation (OACF) and deposit all fundraising funds into this fund. Additionally, TGO will deposit donations from any pledges into the OACF Fund as they are collected. City shall solicit bids and award the project in compliance with requirements of State statutes. The bid solicitation/award/notice to proceed period will require a minimum of four months. Once the project has been awarded and a notice to proceed issued, the Grand Oshkosh facility (also known conversationally as The Grand Opera House) shall close all on-site operations during the construction. The City shall invoice the OACF capital fund for 50% of the project costs, as they are incurred. If the OACF capital fund is not sufficient for any invoices, TGO will cause sufficient funding to be deposited into the OACF capital fund from the bridge loan or other sources to pay the invoices. IV. Project Team / Contract Administration The City shall administer the construction contract and be responsible for payment of consultants and contractors in accordance with Wisconsin Statutes and all applicable agreements for the Project. A Project Team is hereby established to facilitate information sharing and allow for TGO input into the administration of the Project. The initial Project Team shall consist of General Services staff from the City of Oshkosh, TGO staff and TR Karrels staff. General Services staff will be the primary city staff responsible for this project. All project invoices and/or change orders will first be forwarded to TR Karrels staff for Docusign Envelope ID: 33F75916-83A8-423A-AD5B-CEE4908971DB review/approval, with copy to TGO staff for input, and then forwarded to General Services staff for final approval. General Services will track all project expenses. Upon award of the Construction Contract, the General Contractor and Sub- Contractors, as may be identified by the General Contractor, shall become a part of the Project Team. The General Contractor shall work with all project team members in setting project meetings and providing updates. The primary contact for each of these entities shall be: To the City: City of Oshkosh Attn: General Services Division 215 Church Avenue Post Office Box 1130 Oshkosh, WI 54903-1130 Phone: (920) 236-5100 Email: jurben@oshkoshwi.gov With a copy to: City of Oshkosh Attn: City Attorney Post Office Box 1130 Oshkosh, WI 54903-1130 Phone: 920-236-5115 Email: cityatty@oshkoshwi.gov To TGO: The Grand Oshkosh Attn: David Lange, Director of Operations Post Office Box 1004 Oshkosh, WI 54903 Phone: (920) 445-8063 Email: davidl@thegrandoshkosh.org With a copy to: The Grand Oshkosh Attn: Joseph Ferlo, President & CEO Post Office Box 1004 Oshkosh, WI 54903 Phone: (920) 455-5814 Email: joef@thegrandoshkosh.org To TR Karrels: T.R. Karrels & Associates, S.C. Attn: Tom Karrels, P.E. 1934 Algoma Blvd Oshkosh, WI 54901 Phone: 920-426-4470 Email: tom@tkarrels.com Docusign Envelope ID: 33F75916-83A8-423A-AD5B-CEE4908971DB Except as specifically modified by this Amendment, all other terms and conditions of the July 1, 2020 Lease and Operating Agreement as amended shall remain unaltered by this Amendment and in full force and effect. Signature Page Follows Docusign Envelope ID: 33F75916-83A8-423A-AD5B-CEE4908971DB The Grand Oshkosh, Inc. hereby duly executes this Amendment the 1st day of January, 2025. The Grand Oshkosh, Inc. By: _________________________________ ____________________________________ Rick Hearden, Chair, Board of Directors By: __________________________________ _____________________________________ Joseph A. Ferlo, President and CEO The City of Oshkosh hereby duly executes this Amendment the 1st day of January, 2025. CITY OF OSHKOSH By: _________________________________ John Fitzpatrick, Interim City Manager And: ________________________________ Diane Bartlett, City Clerk Approved as to Form _______________________________ Lynn A. Lorenson, City Attorney Docusign Envelope ID: 33F75916-83A8-423A-AD5B-CEE4908971DB