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STAFF AGENDA REPORT
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CONSENT AGENDA # 4 D . \\~
PREPARED BY: FRANK BOYLES, CITY MANAGER.\' .../
SUBJECT: CONSIDER APPROVAL OF CONTRACy'\vITH
ADV ~CED RESOURCES FOR DEVELOPMENT
DATE: MARCH 4, 1996
BACKGROUND:
The City Council at their February 20 meeting deferred
action on a proposed contract with Advanced Resources
for Development until the City Council acting as the
Economic Development Authority (EDA) had the
opportunity to review revisions made by the City
Attorney's office and discuss the contract provisions with
Roger Guenette.
DISCUSSION:
Attached for Council information is a copy of the revised
agreement with Roger Guenette. The Council sitting as
the Economic Development Authority has had the
opportunity to discuss the contract with Mr. Guenette at
the EDA meeting scheduled at 5:30 p.m. this evening.
The purpose of the contract is to provide payment to Roger
Guenette doing business as Advanced Resources
Development in association with redevelopment projects
which are currently under consideration within the
community. Mr. Guenette's current contract with the city
deals with development exclusively. Redevelopment
projects, because of their nature, involve far more
preparation because they normally include a larger
number of parties of interest. The proposed contract is
formatted so that payment is based upon the level of
success achieved.
ISSUES:
The Council needs to determine whether or not they
believe the contract as proposed is appropriate
compensation to Mr. Guenette for services rendered. The
Council has already determined that the promotion of
16200 ~~~~ Ave. S.E.. Prior Lake. Minnesota 55372-1714 / Ph. (612) 447-4230 / Fax (612) 447-4245
AN EQUAL OPPORTUNITY EMPLOYER
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B. Services to be Provided bv the City
The CllY shall advise the CONSULTANT of the existence and availability of any information, data,
reports, records, and maps reasonably known to the City that may be useful for carrying out the
work on this PROJECT. Upon request, thi!& information shall be promptly furnished to tho
CONSULTANT. Specific services and materials to b. provided by the CITY are outlined in
Appendix B, a copy of which is attached hereto and incorporated as part of this AGREEMENT.
C. Meetinas and ReDorts
The CONSULTANT shall during the duration of this Agreement, attend the meetings necessary
to successfully structure, negotiate and implement the PROJECT. The CONSULTANT shall
provide sufficient copk!s of proposed documents to the CITY for meeting purposes, Sufficient
copies of any final documents shall be prepared to ensure that the CITY can meet its obligations
for filing said documents. The CONSULTANT shall provide rGgular status reports to the CITY to
ensure that they remain informed as to the status of the PROJECT.
D. Chanaes in Scope of Service
The CITY may request of the CONSULTANT changes in the Scope of Services to be performed
hereunder. Changes which are mutually agreed upon by and between the CITY and the
CONSULTANT, including any appropriate increase or decrease in the amount of compensation,
shall be incorporated in written amendments to this AGREEMENT.
E. Consultant's Compensation
The CONSULTANT shall be compensated on the foJtowing basis: up to an amount not to exceed
thirty thousand ($30,000) as referenced under F below for CONSULTANT time and expenses
including travel within the State of Minnesota, general out-of-pocket expenses and printing.
F. Method of Pavment
The CONSULTANT shall be paid up to an amount not to exceed thirty thousand dollars ($30,000)
upon completion of the following:
1. $7,000 for activities K:tentified in Appef1dix A, Step I. This amount shall be due within 10
days from execution of this Agreement Evidence of the product of this effort shall be
presentation of a report to the CITY which identifies redevelopment options, puts forth a
recommendation for financing and delineates responsibilities and timeliness for various
actions.
2. An additional $7,000 shan be due and payable if the CITY elects to proceed with the
PROJECT and authorizes preparation of documents for 'financing public costs (e.g,land
acquisition, infrastructure, demolition and relocation) and a development agreement with
private developer(s) to implement the PROJECT.
S. The balance of the Fees authoriZed by this Agreement shall be due and payable upon
execution of a dcwelopment agl'Qement with private developer(s) and within 10 days after
City Council approval to implement the PROJECT.
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G. Time of P9rlormance
The services of the CONSULTANT will begin upon delivery to the CONSULTANT of an executed
copy of this AGREEMENT and shall, absent of causes beyond the reasonable control of the
CONSULTANT, b. completed within the following time frame, unless otherwise mutually agreed
upon in writing between the CONSULTANT and the CITY.
· Initial analysis and presentation of a report identifying redevelopment options will be
completed within 60 days from the date of execution of this Agrocment.
· Final negotiations, preparation of financing documents and develop~.nt agreements
enabling implementation of PROJECT are expected to be completed within 120 days from
the date of execution of this Agreement
H. Hold Harmless
CONSULTANT hereby agrees to indemnify and hold CllY harmless from all claims or 'iability
including attorneys' fees arising out of the professional services furnished under this contract,
providing that such claims or 'iability is the rosult of a negligent act. error or omission of the
CONSULTANT and/or its emploYeGS/agents. successors and assigns arising out of the
pr0f9ssional services described in the contract.
I. Other Provisions
The CllY, and the CONSULTANT agree to the tenns and conditions outlined in Appendix C, a
copy of which i$ attached hereto and incorporated as part of this AGReEMENT.
This Agreement shall be governed by the Laws of Minnesota.
IN WITNESS WHEREOF, the CITY, and the CONSULTANT have executed this AGREEMENT on
the date and year first above written.
CONSULTANT:
ADVANCE RESOURCES
FOR OevELOPMENT, INC.
CUENT:
CllY OF PRrOR LAKE
By:
Roger Guenette
By:
Lydia Andren
Its:
Partner
Its: Mayor
By:
Frank Boyles
Its: City Manager
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APPENDIX A
The PROJECT involves approximately 30 acres of land situated east 01 and adjacent to Highway
13 between Franklin Trail and Duluth Streets in the City 01 Prior lake. MN.
The CONSULTANT shall perform the following services to assist the CITY in structuring.
negotiating and implementing a Highway 13 Redevelopment Project (the .PROJECTj. Such assistance
involves undertaking the following actiVities:
1. Research, anaJ~e and make recommendations to the City on the affordability and financing of
the PROJECT. The following tasks identified as STEP 1 for purposes of Section F 1 of the
Agreement are anticipated to fulfill this objective:
Conduct research to detennine costs of Jand acquisition, infrastructure improvements,
demolition, relocation and extent of private sector participation.
Upon completion of this research and identification of costs and timeframes associatad
with these resou~ the CONSULTANT will present the CITY with a written report
detailing financing options and recommended strategies and altematives.
Once concurrence has been reached with the CITY and regarding a specific
redevelopment and financing strategy, the CONSULTANT will identify a schedule for
implementation of the Development Project.
2. Prepare, assist and/or coordinate the drafting and submission of applications or other technical
documents necessary to secure comrnitments for the implementation of this PROJECT. To
accomplish these objectives the following tasks are anticipated:
Negotiate land acquisition and secur@ executed purchase agreements for appropriate
parties.
Address relocation issues to the CITY'S satisfaction.
Prepare tax increment financing documents and obtain all necessary approvals.
Prepare and execute development agreements in a form satisfactory to the City Manager
between the CITY and private developers.
Prepare or assist with the preparation of hearing notices, resolutions, commitment letters
or other documents or correspondence necessary to the successfully complete the
redevelopment PROJECT.
Attend all public hearings, public mGetings and other meetings requested by the CITY or
nocossary for implementation of redevelopment PROJECT.
Maintain ongoing communication with the CITY regarding any changes or new
opportunities which could impact the PROJECT.
The CITY and CONSULTANT mutually agree that it is the intent to promote and implement redevelopment
of an approximate 30 acre parcel east of and adjacent to Highway 13 between Franklin Trail and Duluth
Street. However, approximately 18 acres of this property are presently owned by Neil Soderman (or his
aiftliatoa). The abilltyto incorporate this parcel as part of the redevelopment PROJECT shall be impacted
by ability of private developers to acquire the property from Neil Boderman. In the event that the City and
private developers are unable to affordably acquire" the Soderman property by either purchase or
condemnation the PROJECT will be restricted to the balance of acreage in the area identified for
redevolopment.
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APPENDIX B
INFORMATION AND SERVICES TO BE PROVIDED BY THE CITY
The CITY agrees to provfdca the following information and services to the CONSULTANT on a
timely baais. The completion of serviQ.. to be porformed by the CONSULTANT under tho AGREEMENT
is contingent upon the timely receipt from the CITY, at no cost to the CONSULTANT, the s.vices, data,
and reports describ8d in this attachment. The information and services to be provided are identified in
the following paragraphs.
1. The CITY shall b. reasonably available on a day.to-day basis to ensure timely progress of the
PROJECT.
2. The CITY shall assist the CONSULTANT if requested to arrange necessary meetings with public
officials and other appropriate public agencios.
3. The CITY shall obtain any neCGssary property appraisals for the acquisition of private property by
the CIlY.
4. The CllY shall obtain any regal, engineering or financial underwriting services necessary to
complete the PROJECT.
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APPENDIX C
OTHER PROVISIONS
1. Termination. The CITY and the CONSULTANT shall have the right to terminate the AGREEMENT
by 10 days written notice delivered personally or by certified mail to the other party. In such
event, all finished and unfinishOd documents and work papers prepared by the CONSULTANT
shan become the property of the CITY, and the CONSULTANT shall receive just and equitable
compensation and reimbursement for the work undertaken to the date of tennination. f1 the CITY
does not exercise the option to claim $uch documents and work papers as its property, then no
fee shall be payable. In any event, any documents dolivered to the CONSULTANT by the CITY
shall remain the seae property of the CITY and shalf be returned upon termination or concfusion
of this Agreement.
2. Excusable Delavs. The CONSULTANT shall not be in default by any reason of any failure in
porformance of this AGREEMENT in accordance with its terms, if such failure arises out of causes
beyond the reasonable control at the CONSULTANT and without default or negligence of the
CONSULTANT.
3. Extra Work. If requested and authori~ed in writing by the CITY, the CONSULTANT will be available
to furnish or obtain from others, additional services. The cost and schedule for completing extra
werk authorized by the CITY shall be subject to negotiation between the CITY and the
CONSULTANT and shall be set forth in a written amendment to this Agreement.
4. Findinas ProDertv of CITY. Notwithstanding the provisions set forth in paragraph 1 above at the
conclusion of this Agreement. all finished or unfinished documents, data, surveys, studies,
drawings, maps, models, photographs, and reports prepared by the CONSULTANT shall at the
option of the CrTY, become the property of the CITY and shall be delivered to the CITY.
5. Conftict of Interest. The CONSULTANT certifies to the best of its knowtedge that no CITY
employee or employee or officer of any public agency interested in this AGREEMENT has any pe-
cuniary interest in the business of the CONSULTANT or the AGREEMENT, and that no person
associated with the CONSULTANT has any interest that would conflict in any manner or degree
with the performance of the AGREEMENT. -.
6. Comofiance with Laws. The CONSULTANT shall at all times observe and comply with all laws,
ordinances and regulations of the state, federal, local and city government which may in any
manner affect the performance of the AGREEMENT.
7. Personnel. All of the services will be performed by the CONSULTANT. The CONSULTANT
represents that it has, or will secure at its own ex~se, all personnel required to carry out and
perform the scope of services of this AGREEMENT. Such personnel shall be fully qualified.
8. Jndeoendent Contractor. The relationship of the CONSULTANT to the CITY Is that of an
independent contractor. Nothing in this AGREEMENT shaff be construed so as to deem any
employee or agent of the CONSULTANT to be ~n employee or agent of the CITY for any purpose.
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