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RES 2000-1612 - Amendment to Benson Park Plaza redevelopment agmt • pAAHA,^, RECEIVED o� -�gee, Public Works Department LicA y�__ %�;i�� Omaha/Douglas Civic Center r,. 00 JUN 12 Ng 4o 12 �/�� ..jI 1819 Farnam Street,Suite 601 T® ct! , June 13, 2000 Omaha,Nebraska 68183-0601 •:" - •- :- �Oop_ I.eery u CITY CLERK Telefax(402)444-5248 47WDFEBO) OMAHA, NEBRASKA DonW.Elliott,P.E. City of Omaha Public Works Director Hal Daub,Mayor Honorable President and Members of the City Council, The Resolution transmitted herewith approves additional public street construction costs due to grade changes on 72nd Street immediately south of Military as it is related to the Benson Park Plaza Redevelopment. Recent detailed engineering of the street improvements has revealed that line of sight problems require a lowering of the grade in order to maintain, and even improve, public safety and traffic flow in the affected area. This consideration was outside of the understanding of the parties when the original Development Agreement was proposed for the Benson Park Plaza Redevelopment and accordingly an.amendment needs to be made to add the expenditure of these additional costs. The amendment specifically provides for payment of the actual costs not to exceed the sum of $380,000.00. Your consideration of the attached Resolution is respectfully requested. Respectfully submitted, Referred to City Council for Consideration: r2.- Zt2 La/2, 00 Don W. Elliott, P.E. 77 ate )&r s 0 tc!iTitle / Date Director Approved as to Funding: Approved: Z,,;h ZiO0 efiA) Stanley P. Ti Date e . Hamer /D e Acting Finan e Director Deputy City Attorney P:\PW2\5284pjm.doc • 41111 u f 4I • IN WITNESS WHEREOF, the parties hereto have executed this Amendment to the Redevelopment Agreement on the date set forth beneath by their respective signatures. ATTEST: CITY 1 F ,'i MAHA, nicipal rporation BY /IC1ov 11 CLERK OF CITY OF OMAH A E " AYOR DAT ' - Y L �� BENSON PARK PLAZA,LLC, a Nebraska Limited Liability Company By: Northwood Properties, Inc.,a Nebraska Corporation,Manager By: jik0. TITLE DATE APPRO ZD AS TO F RM: GrQ_ �'Y...ATTORNF`R?—_— D.4 P:\PW 2\5286pj m.doc • AMENDMENT TO REDEVELOPMENT AGREEMENT• This amendment is made to the redevelopment agreement ("Agreement") made and entered into by and among the City of Omaha, Nebraska (the "City"), Newfoundland Investment Company, LLC, a Delaware Limited. Liability Company ("Newfoundland"); and Seldin Development& Management Company, a Nebraska corporation("Seldin"). RECITALS: WHEREAS, the foregoing parties entered into a Redevelopment Agreement for the plan and project known as the Benson Park Plaza Redevelopment Plan being that specific agreement approved by the City Council.of the City of Omaha on February 29, 2000 and signed by the Acting Mayor on March 2, 2000; and, WHEREAS, an assignment of the. interests .of Seldin and Newfoundland in said Redevelopment Agreement Plan and Project has been made to Benson Park Plaza, LLC, a • Nebraska Limited Liability •Company:which assignment has been consented to by the City•of Omaha; and, . WHEREAS, .further engineering study and,plan-development..has!-revealed that certain changes shoul:d;be..made loathe:pubi.ic.str .et.improvements,associated.with..the project in order.to •maximize.the safe,and ref icient flo w o f traffic in;.the,.vici nity:of the:project.• NOW:THl RI ORE;in�cDnsideration of;;the.:mutual •covenants-..contained.herein, the • parties hereto7agree as'follows:...-• (1) That-the Redevelopment•Agreement as described herein shall -be amended by amending Section 2,3 by adding thereto a new paragraph, at the end of.the section,.which shall read as follows: "In addition to the promises contained in this section above dealing with both the special assessment street improvement district and the $600,000 grant, immediately aforesaid; the City Cr al : snli l :N.l e f.o11oV11 � contribution to public street construction costs, as generally shown on Exhibit B attached hereto, without limitation or restriction as to the specific city fund or funds from which said costs shall be paid. Such costs shall not exceed the sum of$380,000 and shall be the direct as-built costs connected to the lowering of the grade of 72" Street south of Military Ave. due to line of sight problems in the immediate vicinity of 721 Street and its intersection with Graceland Drive: The City's contribution to pay.such costs shall not exceed the lesser. of (a) the engineer's certified actual as-built cost of such work, materials, and equipment or(b) the sum of$380,000, and shall be paid in increments as construction proceeds". (2) All the paragraphs and provisions of such Redevelopment Agreement not herein specifically amended shall remain.in full force and effect as originally written. ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT ("Agreement") is made as of the day of June, 2000 (the "Effective Date"), by and among Newfoundland Investment Company, LLC, a Delaware limited liability company ("Newfoundland"), Seldin Development & Management Company, a Nebraska corporation ("Seldin"), and Benson Park Plaza, L.L.C., a Nebraska limited liability company ("Benson"). RECITALS: A. Newfoundland, Seldin and the City of Omaha, Nebraska, a Municipal Corporation ("City") are parties to (i) that certain Redevelopment Agreement, which was adopted by the Omaha City Council by Ordinance No. 35145 on February 29, 2000 ("Redevelopment Agreement"), and (ii) that certain Mixed Use Development Agreement, which was adopted by the Omaha City Council by Ordinance No. 35144 on February 29, 2000 ("Mixed Use Agreement"). For convenience of reference the Redevelopment Agreement and Mixed Use Agreement are sometimes collectively referred to herein as the "City Agreements." True and correct copies of the Redevelopment Agreement and Mixed Use Agreement are attached hereto as Exhibit A and Exhibit B, respectively, and incorporated herein by this reference. B. Seldin now desires to assign to Benson its interest in the City Agreements, and Newfoundland, by virtue of the terms of that certain Agreement by and among Newfoundland, Benson, and Seldin, dated May 31, 2000 (pursuant to which Newfoundland is transferring to Benson its entire interest in Benson Park Plaza project to Benson), is required to assign to Benson the City Agreements. C. By this Agreement Newfoundland and Seldin desire to assign their rights and delegate their duties under the City Agreements to Benson, and Benson desires to accept such assignment and assume the duties of Newfoundland'and Seldin under the City Agreements. AGREEMENT: NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10.00) in hand paid to each of Newfound and Seldin, and for other valuable consideration the receipt and sufficiency of which are hereby acknowledged, it is agreed as follows: 1. Newfoundland and Seldin hereby transfer, assign and convey to Benson, and its successors and assigns, all of Newfoundland's and Seldin's right, title and interest in, to and under the City Agreements. 1 2. Benson hereby accepts and assumes all of the obligations of the City Agreements arising from and after the Effective Date. 3. Benson hereby assumes and agrees to indemnify, protect, defend and hold Newfoundland and Seldin harmless from and against any and all damages, costs and expenses (including without limitation reasonable attorneys' fees, expenses and court costs) arising from or related to Benson's action concerning or any obligations of Newfoundland and/or Seldin under the City Agreements accruing subsequent to the Effective Date of this Agreement. [BALANCE OF PAGE INTENTIONALLY LEFT BLANK] 2 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and delivered effective as of the date stated above. NEWFOUNDLAND: Newfoundland Investment Company, LLC, a Delaware limited liability company By: Farallon Real Estate Services Company, Inc., a California corporation, Managing Member 0 By• /i0 Print ame: . Lav'4 c5h tgdA Title: \A C-e ' - de vt"t' SELDIN: Seldin Development and Management Company, a Nebraska Corporation BY: 2 J Theodore M. Seldin, President BENSON: Benson Park Plaza, L.L.C., a Nebraska limited liability company By: Northwood Properties, Inc., a Nebraska corporation, Manager By: I J Theodore M. Sel in, President 3 Exhibit A Copy of Redevelopment Agreement 4 Exhibit B o I, Copy of Mixed Use Agreement 5 c-ZSA' CITY OF OMAHA LEGISLATIVE CHAMBER Omaha,Nebr June 13, 2000 RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA: WHEREAS, the City of Omaha by Ordinance No. 35145 approved a Redevelopment Agreement by and among the City of Omaha, Newfoundland Investment Company, LLC, and Seldin Development & Management Company on or about February 29, 2000 which dealt with the redevelopment of the Benson Park Plaza Redevelopment Plan at 72nd and Ames and Military Avenues in the City of Omaha; and, WHEREAS, the interests of Newfoundland Investment Company, LLC and Seldin Development &Management Company have been assigned to Benson Park Plaza, LLC, a Nebraska Limited Liability Company, and, WHEREAS, further engineering planning and investigation have revealed that certain changes should be made in the street improvements as originally planned being the lowering of 72nd Street south of Military Ave. which additional costs are of benefit generally to the City and its citizens and should be borne by the City of Omaha; and, WHEREAS, the parties have prepared an agreement adding such additional public street expenditures to the Redevelopment Agreement in a total amount not exceeding $380,000.00. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OMAHA: That it does hereby approve the attached Amendment to the Redevelopment • Agreement, as approved by Ordinance No. 35145 of the City of Omaha on or about February 29, 2000, providing for the amendment of the Benson Park Plaza Redevelopment Plan commercial shopping center at 72nd Street and Ames Avenue by adding thereto certain public street construction costs not exceeding the amount of$380,000.00. By Councilmember Adopted City Clerk Approved Mayor • e,. CITY OF OMAHA LEGISLATIVE CHAMBER June 13, 2000 Omaha,Nebr .. . PAGE 2 BE IT FURTHER RESOLVED THAT: The costs of the work associated with this amendment shall be paid,from Year 2001, Street and Highway Bond Organization 1509, Agency 140, Bond Fund 305.' P:\PW2\5285pjm.doc APPROVED AS TO FORM: th Ali CITY ATTORNEY 7 D TE elex/4* ei9/1' 74'N \ RAC,' By Councilmember 'JIM 13 2000_, ' -O Adopted Approved %ill ATAW Mayor N W , sw O �,. 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