Res 1420 - Agrmt Waremart
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COUNCIL BILL NO. 1805
RESOLUTION NO. 1420
A RESOLUTION ENTERING INTO A CONSTRUCTION FINANCE AGREEMENT WITH
WAREMART, INC. TO PROVIDE FOR ADMINISTRATION AND FUNDING OF A STATE OF
OREGON IMMEDIATE OPPORTUNITY FUND PROJECT FOR ROAD IMPROVEMENTS ON
HIGHWAYS 214 AND 219 AND THE 1-5 INTERCHANGE REQUIRED BY CONSTRUCTION
OF WARE MART'S DISTRIBUTION CENTER AND AUTHORIZING THE MAYOR AND CITY
RECORDER TO SIGN SUCH AGREEMENT.
WHEREAS, Construction of the Waremart, Inc. Distribution Center required Highway
214 and 219 and 1-5 interchange roadway improvements, and
WHEREAS, The State of Oregon provided Immediate Opportunity Fund program
financing for the roadway improvements required by the Waremart Distribution Center, and
WHEREAS, The City of Woodburn through the State of Oregon Agreement No.
14,736 is required to administer the construction contract for the required
improvements, and
WHEREAS, The State of Oregon is not allowed by state law to enter into an
agreement with a private company to accomplish administration and funding for the
Immediate Opportunity Fund (lOF) project that was approved to provide roadway
improvements for the Waremart, Inc. distribution center, and
WHEREAS, To receive the 10F project that has been approved for the roadway
improvements an agreement is required between the City and Waremart, Inc. for
administration and funding; NOW THEREFORE
THE CITY OF WOODBURN RESOLVES AS FOLLOWS:
Section 1. That the City of Woodburn enter into a Construction Finance Agreement
agreement with Waremart Inc. which is attached as Exhibit II A II and by this reference
incorporated herein for administration and funding of a State of Oregon Immediate
Opportunity Fund project for roadway improvements on Highway 214 and 219 and the 1-5
Interchange required by construction of Waremart's distribution center.
Section 2. That the Mayor and City Recorder are authorized to sign said agreement
on behalf of the City of Woodburn.
Page 1 - COUNCIL BILL NO. 1805
RESOLUTION NO. 1420
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Approved as to form~~
City Attorney
6~(1-11-
Date
APPROVED:r ~ ~.~~
~cy ~y, Mayor .
Passed by the Council
Submitted to the Mayor
Approved by the Mayor
Filed in the Office of the Recorder
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ATTEST: ~ ~r~~
Ma v T~nant, Recorder
City of Woodburn, Oregon
June 23, 1997
June 25, 1997
June 25, 1997
June 25, 1997
Page 2 -
COUNCIL BILL NO. 1805
RESOLUTION NO. 1420
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Exhibit "A"
Page ---1- of 4
1 OF--
CONSTRUCTION - FINANCE AGREEMENT
IMMEDIATE OPPORTUNITY FUND PROJECf
TIllS AGREEMENT is made and entered into by and between the CITY OF WOODBURN. an
Oregon municipal corporation, acting by and through its elected officials, hereinafter referred to
as "City", and W AREMART, INC., a corporation authorized to do business in the State of
Oregon, acting by and through its company officials, hereinafter referred to as "Company".
RECITALS
1. The Oregon Transportation Commission, at its July IS, 1988, meeting, approved
establishing an Immediate Opportunity Fund (lOF). The pwpose of the IOF is to support
specific economic development in Oregon through the construction or improvement of
roads. Funding is reserved for cases where there is an actual transportation problem to be
solved, and where a development location decision hinges upon an immediate commitment
of road construction resources.
2. The State of Oregon, acting through its Department of Transportation (hereinafter
referred to as "State") has entered into IOF Agreement No. 14.736 with City which
outlines State and City responsibilities for the IOF project.
3. Company plans to build a new distribution center on an 80 acre site in Woodburn. The
project will include improvements to the Woodburn 1-5 interchange and to the Hillsboro-
Silverton Highway as follows: half street improvements across the entire frontage of the
Waremart property along the Hillsboro-Silverton Highway at the standard of a five lane
arterial, right-turn lane on northbound off-ramp, new traffic signal at northbound off-
ramp, and interconnection of the two signals at the interchange northbound and
southbound ramps (hereinafter referred to as "the Improvements"). The Improvements
are approximately as shown on Exhibit "A", attached hereto and by this reference made a
part hereof.
4. In addition, Company bas agreed to pay for the cost of one half of the additional frontage
improvements along the Hillsboro-Silverton Highway that are required to extend from the
eastern boundary of the proposed Hillyer's Ford dealership to the southbound on-ramp to
1-5.
5. The new traffic signal at the northbound off-ramp is covered by Agreement No. 14,751
between State and City.
6. The highway widening and other improvements along the frontage of Hillyer's Ford
(hereinafter referred to as Hillyer's) on the Hillsboro-Silverton Highway will be funded
pursuant to the terms of a separate agreement to be entered into between Hillyer's Mid-
City Ford, Inc. and City. Said frontage improvements are part of the entire project but not
a part of the IOF reimbursement.
Page 1 - CONSTRUCTION-FINANCE AGREEMENT
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Exhibit "A"
Page -2L of 4
7. The project meets the IOF criteria. The cost of the Improvements is estimated to be
$570,000. The Oregon Economic Development Department is requesting assistance on
this project in the amount of 50 percent funding, or up to $285,000. The matching 50
percent will be provided by City ($122,797, per Agreement No. 14,571) and Company
($162,203).
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8. State has agreed to provide IOF funds up to an amount not to exceed $285,000. Any
project costs, as outlined in this Agreement, over this amount shall be the responsibility of
Company.
NOW, THEREFORE, the premises being in general as stated in the foregoing RECITALS, it is
agreed by and between the parties hereto as follows:
ARTICLE 1. OBLIGATIONS OF CITY
1. City agrees to fund, pursuant to Agreement No. 14,571, the sum of $122,797 as City's
share of the Improvements.
2. City agrees, by January 30, 2005, to send to State a written report documenting the
number of new employment positions created and filled by Company at the Woodburn
Distribution Center from the start of construction until December 31, 2004. The data
contained in City's written report to State shall be based upon the information supplied to
City by Company.
ARTICLE 2. OBLIGATIONS OF COMPANY
1. Company agrees to pay to City the sum of $162,203 as Company's share of the
Improvements.
2. If the total cost of the Improvements exceed $570,000, Company agrees to pay to City an
additional sum equal to the full amount of the excess cost.
3. Company shall be solely and exclusively responsible for half street improvements to
Highway 219 for a distance of 474.23 feet beginning at the northwest corner of tax lot
100, map 5-2W-11, and proceeding easterly along said frontage to a point where the Tax.
lot joins tax lot 105, owned by Hillyer.
4. Company and Hillyer shall be equally responsible for road improvements to Highway 219
and the freeway interchange from the eastern terminus of the Hillyer's street improvement
obligation to the beginning of the project (station 0+00 on the engineering plans prepared
by Westech Engineering) at the entrance to the south bound freeway on-ramp, an
approximate distance of 25 5 feet.
Page 2 - CONSTRUCTION-FINANCE AGREEMENT
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Exhibit "A"
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5. Company agrees, by January 15,2005, to send to City a written report documenting the
number of new employment positions created and filled by Company at the Waremart
Woodburn Distribution Center from the beginning of construction until December 31,
2004.
6. Company understands and agrees that, pursuant to IOF requirements, Company is under a
legal obligation to create and fill at least 350 new employee positions at the Waremart
Woodburn Distnoution Center from the beginning of construction until December 2004.
In the event that 350 new employee positions are not created and filled by Company at the
Waremart Woodburn Distribution Center from the beginning of construction until
December 31, 2004 and State seeks to recapture all or a portion of the $285,000 State
contribution, Company agrees to pay to State a sum equal to amount State seeks to
recapture.
ARTICLE 3. JOINT OBLIGATIONS OF CITY AND COMPANY
1. City and Company shall conduct the necessary field surveys, perfonn all PE design work
required to produce plans, specifications, and cost estimates; obtain all required permits;
and arrange for utility relocations.
2. City and Company shall forward to State, through the assigned liaison person, project
plans, specifications, and cost estimates prior to advertisement for construction bid
proposals.
3. City and Company shall prepare the contract and bidding documents and advertise for bid
proposals. City shall award all construction contracts and pay all construction contract
costs associated with this project. City shall be reimbursed, as part of total project costs,
construction contracts and administrative expenses associated with completion of this
obligation.
4. City and Company shall comply with all requirements stated on the permit issued by
State's District 3 office.
5. City and Company shall furnish competent, qualified people to assure that all construction
engineering, materials testing, technical inspection, and project manager services for
administration of the contract are performed properly and per ODOT specifications. City
and Company shall provide to State permanent mylar "as constructed" plans stamped by a
Registered Professional Engineer assuring all phases of the construction work was done in
conformance with the plans and specifications.
6. City and Company shall compile accurate cost accounting records. When the actual total
PE and construction costs of the project have been computed, City shall furnish State with
an itemized statement of said total costs. City shall be reimbursed, from the total project
costs for the administrative expenses associated with completion of this obligation.
Page 3 - CONSTRUCTION-FINANCE AGREEMENT
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ARTICLE 4. OTHER PROVISIONS
1. The intent of the parties is that the Improvements shall be completed by December 1,
1997.
2. Company understands and agrees that, notwithstanding the other provisions of this
Agreement, City is under a legal obligation to State not to allow company to open its
W aremart Woodburn Distribution Center until the traffic signal at the northbound off-
ramp is completed to State specifications and approved by State and until the rest of the
project is under contract.
3. The costs records and accounts pertaining to the work covered by this Agreement shall be
retained for inspection for a period of three years following final payment. Copies shall be
made available upon request.
4. In the event a suit or action is instituted to enforce any right guaranteed pursuant to this
Agreement, the prevailing party shall be entitled to, in addition to the statutory costs and
disbursements, a reasonable attorney's fee to be fixed by trial and appellate courts
respectively.
IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their seals of the
day and year hereinafter written.
WAREMART, INC., by and
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CITY OF WOODBURN, by and
through its Mayor
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By'
NANCY A.
Date June 25, 1997
Attest:
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City Re~or
Date:
APPROVED AS TO FORM:
B;YJ(YVd-~
City Legal Counsel
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Date: I.? I
APPROVED AS TO FORM
By:
Company Legal Counsel
Page 4 - CONSTRUCTION-FINANCE AGREEMENT
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Exhibit "A"
Page Lof4
ARTICLE 4. OTHER PROVISIONS
1. The intent of the parties is that the Improvements shall be completed by December 1,
1997.
2. Company understands and agrees that, notwithstanding the other provisions of this
Agreement, City is under a legal obligation to State not to allow company to open its
W aremart Woodburn Distribution Center until the traffic signal at the northbound off-
ramp is completed to State specifications and approved by State and until the rest of the
project is under contract.
3. The costs records and accounts pertaining to the work covered by this Agreement shall be
retained for inspection for a period of three years following final payment. Copies shall be
made available upon request.
4. In the event a suit or action is instituted to enforce any right guaranteed pursuant to this
Agreement, the prevailing party shall be entitled to, in addition to the statutory costs and
disbursements, a reasonable attorney's fee to be fixed by trial and appellate courts
respectively.
IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their seals of the
day and year hereinafter written.
W AREMART, INC., by and
through its Corporate Officials
CITY OF WOODBURN, by and
through its Mayor
By
By
Title
Date
Date
Attest:
City Recorder
APPROVED AS TO FORM
APPROVED AS TO FORM:
By:
Company Legal Counsel
By:
City Legal Counsel
Date:
Date:
Page 4 - CONSTRUCTION-FINANCE AGREEMENT
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