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HomeMy WebLinkAbout08-222JUNE 24, 2008 08 -222 RESOLUTION (CARRIED 6 -1 P LOST LAID OVER WITHDRAWN ) PURPOSE: APPROVE MEMORANDUM OF UNDERSTANDING / BANKER'S SERVICE CORPORATION / PARK PLAZA PARKING RAMP INITIATED BY: DEPARTMENT OF PUBLIC WORKS BE IT RESOLVED by the Common Council of the City of Oshkosh that the attached Memorandum of Understanding outlining the process and timelines to be followed for resolution of a dispute regarding the ownership, operation and maintenance of the parking structure adjacent to the Park Plaza Hotel at 1 N. Main Street between Banker's Service Corporation and the City of Oshkosh is hereby approved and the proper City officials are hereby authorized to execute and deliver the proposal in substantially the same form as attached hereto, any changes in the execution copy being deemed approved by their respective signatures, and said City officials are authorized and directed to take those steps necessary to implement the terms and conditions of the Agreement. BE IT FURTHER RESOLVED that funds for the past maintenance and upkeep of the ramp as identified in the attached memorandum will be included in the 2009 Capital Improvements Program under Property Improvements with funds to be provided directly to Banker's Service Corporation or their assignee. MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding between the City of Oshkosh ( "City") and Bankers' Service Corporation ( "BSC ") outlines the process and anticipated timeline to be followed by the parties in resolving a dispute and clarify the parties' rights, duties and status regarding ownership, operation and maintenance of the parking structure ( "Ramp ") adjacent to the hotel ( "Hotel ") at 1 N. Main St., Oshkosh, Wisconsin. The City and BSC differ as to the ownership and rights and responsibilities of the parties with respect to the Ramp. The City contends that BSC owns the Ramp as successor in interest to Dennis Heyde or his corporations, and that the City's responsibility with respect to the Ramp is limited to its obligation to maintain the Ramp pursuant to certain agreements entered into between the City and BSC's predecessors in interest. BSC contends that the City owns the Ramp and is obligated to maintain it and operate it as a parking ramp for the remaining term of an initial 76 year lease. BSC is willing to accept the City's position subject to certain conditions, and subject to the prompt completion of the process outlined in this Memorandum. 1. Preparation and Execution of Documents The parties will prepare and execute appropriate documentation, in recordable form to the extent necessary, setting forth that BSC is the owner of the Ramp, that the City has assigned all of its rights under the ground lease of the land on which the Ramp is constructed, that the parking agreement establishing the City's maintenance obligation has been terminated, and such other matters as are reasonably necessary to document the state of legal title to the Ramp. 2. Tax Assessment BSC has expressed to the City its concern that the methodology used to assess the property at 1 N Main St. may be altered as a result of actions taken as outlined in this Memorandum. The City has stated that it does not expect any change in 3069620_3 the assessment methodology, because the City's assessment methodology has historically included the value of the Ramp within the overall valuation of the Hotel property. The City will prepare a letter to BSC setting forth its position and explanation of the methodology used to assess the Hotel and Ramp. Nothing herein shall limit the City's ability to reassess the Hotel and Ramp (i) as a result of future improvements made to the Hotel and/or Ramp, or (ii) pursuant to a general reassessment of property within the City. .3. Past Maintenance and Upkeep of Ramp BSC has presented the City with a study prepared by the Carl Walker, Inc. engineering firm outlining certain repairs and maintenance of the Ramp, a copy of which is attached as Exhibit A . The City has a similar study prepared in 2003. BSC contends that the "Year 1" maintenance and repairs identified in the Carl Walker study, estimated to cost $96,220, are the City's responsibility and that the City should make funds available to accomplish such repairs and maintenance. The City will propose a mechanism to BSC to fund such repairs and maintenance. The City shall have no obligation for any maintenance, repair or other items described as required in Years 2 through 10 by the Carl Walker study. The City will seek assurance from its inspection staff that the performance of the "Year 1" maintenance and repairs (as well as similar maintenance performed in the future)'will not trigger a requirement to bring the Ramp's vehicular /pedestrian fall protection and handrail configuration up to current code. BSC acknowledges that should a future owner of the Ramp undertake significant improvements to the Ramp, however, compliance with current codes may be required. 4. Future Maintenance and Upkeep of Ramp The City has stated that following the execution of the documents set forth in paragraph 1, future upkeep and maintenance of the 30696203 Ramp, including but not limited to lighting and snowplowing will not be the City's responsibility. 5. Timing. BSC has advised the City that it believes that the prompt resolution of this matter is essential. The City and BSC agree to exercise all reasonable diligence to finalize agreement on the issues identified in this Memorandum, and such other issues as may arise with respect to this matter such that the City's governing bodies (including the Common Council and the Plan Commission to the extent that the approval of such bodies is required) may consider this matter by June 25, 2008. BSC acknowledges that the City cannot make funds available on that date, and that the funding of any obligations undertaken by the City will have to be accomplished through the City's normal budgeting process. 6. Cooperation on Riverwalk BSC will reasonably cooperate with the City's ongoing Riverwalk project. 6. Status of Memorandum The parties acknowledge that this Memorandum is not a binding agreement with respect to the matters identified in this Memorandum. BANKERS' SERVICE CORPORATION THE CITY OF OSHKOSH In Jerry Ley Its: Dated: Its: Attested By: Its: Dated: 3069620_3