5.1. SR 12-11-2006
City of Elk River
REQUEST FOR COUNCIL ACTION
Agenda Section Meeting Date
Administration December 11, 2006
Item Description
Memorandum of Understanding between the YMCA, Economic
Develo ment Authori , and Ci of Elk River
Administrator
Introduction
The City and YMCA have drafted a Memorandum of Understanding (MOU) to outline the main points
of an agreement between the YMCA, the City, and the EDA that will be the basis of a lease between
these three parties for the design, construction, operation, and maintenance of an EDA owned facility
that will be leased to the YMCA to operate YMCA programs.
Discussion
The attached draft MOU is the result of many discussions between YMCA representatives and City
Council representatives, attorneys, and staff. The City Council has reviewed the MOU on numerous
occasions including July 10 and July 17, 2006, before the ballot question was approved, and again on
November 6, November 20, and, most recently, on December 4. The Council's comments and
recommendations from those discussions where discussed with YMCA representatives and are addressed
in the attached draft. Some of the main items of discussion included benefits to Elk River residents, who
pays for building and grounds maintenance and capital improvements, park use by the YMCA, and
expansion of the gymnasium. As a result of those discussions, the draft MOU provides for the following:
. Elk River residents will receive four one-day household passes per year to attend the
YMCA for free.
. The Elk River Recreation Department will, at a minimum, receive 23 hours of gym use
each week for recreational programming.
. The YMCA will be allowed to use park grounds on a non-exclusive basis and may use
City park facilities based on the City's Facility Use Policy.
. The YMCA is responsible for all operating costs including building and grounds
maintenance.
. Capital improvements will be paid by the YMCA during the life of the lease. Capital
improvement costs will be prorated if either party has requested termination of the lease.
The payment causes for prorating costs differ depending on the type of capital
improvement, whether it is structural or programming, and which party requested
termination of the lease.
. If a grant is received from Sherburne County's Landfill Legacy Grant program, grant
proceeds may be used to expand the gymnasium.
The EDA has been authorized by the voters to issue up to $12,000,000 in debt to fund this project. The
debt issued shall not exceed $12,000,000. The MOU provision allowing the Council, at its discretion, to
S:\Council\Lori\2006\ YMCA MOD 12 11 06.doc
use Sherburne County Landfill Legacy Grant funds to expand the gymnasium would not increase the
amount of debt issued. Further, the agreement requires the YMCA to pay one third of the debt service
on the bonds issued. However, the City is ultimately responsible for the payment of all of the debt if the
YMCA does not make its payments.
The YMCA staff has reviewed and is in agreement with the MOU as attached. The YMCA will officially
act on the MOU at its December 15 board meeting. After the City, EDA, and YMCA have officially
approved the MOU, a lease will be drafted for approval by the City, EDA, and YMCA.
Attachments
. Draft Memorandum of Understanding dated 12/05/06
Action Requested
EDA:
The EDA is asked to consider the attached Memorandum of Understanding between the YMCA, the
City of Elk River, and the Elk River Economic Development Authority.
City Council:
The City Council is asked to consider the attached Memorandum of Understanding between the YMCA,
the City of Elk River, and the Elk River Economic Development Authority.
Council Action
Motion by _
Second by _
Vote
Follow Up
S:\Council\Lori\2006\ YMCA MOD 12 11 06.doc
DRAFT
MEMORANDUM OF UNDERSTANDING
This Memorandum of Understanding (this "Memorandum") is made as of the _ day of
,2006, by and between The Young Men's Christian Association of Metropolitan
Minneapolis, a Minnesota corporation ("YMCA") the City of Elk River ("City") and the
Economic Development Authority in and for the City of Elk River ("EDA").
RECITALS
A. The City owns certain real property (the "Site") adjacent to City Hall located within
Elk River, Minnesota, as depicted on Exhibit A. The EDA proposes to construct on
said Site an EDA owned building of approximately 51,000 square feet that is to be
no more than two stories in height and will include adequate parking for the
operation of the YMCA and outdoor spaces customary to other suburban YMCA's
to be leased to and operated by the YMCA (the "Building").
B. The EDA is interested in entering into a lease (the "Lease") with the YMCA,
whereby the YMCA will design and the EDA will construct the Building, which
will then be leased by the EDA to YMCA for the operation of a YMCA.
C. The City will remain the owner of the land.
D. The EDA has been authorized to provide financing for the designing, constructing,
and equipping ofthe Building in an amount not to exceed $12 million. The YMCA
will make lease payments to the EDA in an amount equaling 1/3 of the annual cost
of the financing.
E. The YMCA and the EDA will cause the design and construction ofthe Building to
incorporate reasonable architectural appeal, quality building materials, and durable
finishes that comply with City standards.
F. The YMCA will operate the Building using standard YMCA designed curriculum,
practices and guidelines designed for youth, adults, and seniors associated with an
aquatics center, fitness center, kids adventure zone, and gymnasium.
G. The YMCA will use memberships that entitle members to services as a part ofthe
membership fee and access to additional programs on a fee basis. The YMCA will
offer a package of services and programs similar to other suburban YMCAs and
benefits designed specifically for Elk River residents.
H. The YMCA will offer to the community who are not members, community events
and programs at a nominal cost as well as the ability to access fee based programs.
I. The YMCA shall be solely responsible for all programming at the YMCA unless a
program is directly sponsored and run by the City, and all building interior
maintenance, building exterior maintenance, grounds and parking maintenance,
and the operation of the Building, including all related staffing.
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J. The YMCA will have a volunteer board made of community members and leaders.
K. This Memorandum is dependent on the City, the EDA and the YMCA determining
that it is feasible to financially meet the programming needs of both entities and
provide cash flow adequate to operate, staff, maintain and make capital
improvements to the Building, and to provide the services and programs intended.
NOW, THEREFORE, in consideration of the foregoing recitals, the parties hereto agree as
follows:
I. The EDA and the YMCA will enter into a Lease pursuant to which the YMCA will design
and the EDA will construct the Building which will be leased to the YMCA for the
operation of a YMCA in accordance with the following terms and conditions:
A. Design and Construction. The YMCA and the EDA will cause the design and
construction of the Building to incorporate reasonable architectural appeal, quality
building materials, and durable finishes that comply with City standards. The cost
of designing, constructing, and equipping the building will be funded through the
financing. The City and the EDA's financial commitment shall not exceed $12
million without prior approval of the City and the EDA.
The YMCA and EDA intend to design and construct the Building to meet current
Building Codes and environmental standards. The Building is programmed to
include one small gymnasium for the use of YMCA members and City of Elk River
recreational programs when the YMCA has no scheduled activities. If feasible, the
gymnasium shall be designed and constructed in a manner that permits City
staffing and City users controlled access to the gymnasium. The YMCA and EDA
will include alternates in the design documents that will give the YMCA and EDA
the option to elect to use building materials that qualify the Building for a
Sherburne County Landfill Abatement Grant (the "Grant") provided the total cost
of the Building does not exceed $12 million. The YMCA and EDA will also
include an alternate to build a full size gymnasium provided the total cost of the
building does not exceed $12 million or if the Building qualifies for the Grant and
is awarded the Grant, the YMCA and EDA may elect to use the Grant proceeds to
build a full size gymnasium provided the cost of the building does not exceed $12
million plus the Grant proceeds. The gymnasium will be made available for City of
Elk River recreational programs not less than the following:
Monday through Friday: 8 hours/week between the hours of9:00 a.m. and
3:00 p.m. and 8 hours/week between the hours of3 p.m. and 9 p.m. The
City will not be required to use more than 2 of the 8 hours per week on
Fridays.
Saturday and Sunday: 3 hours/week between the hours of 6 a.m. and 12:00
p.m. and 4 hours/week between the hours of 12:00 p.m. and 8:00 p.m.
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B. Programming. The YMCA will operate the Building using standard YMCA
designed curriculum, practices and guidelines designed for youth, adults, and
seniors associated with an aquatics center, fitness center, kids adventure zone, and
gymnasium. The YMCA will use memberships that entitle members to services as
a part ofthe membership fee and access to additional programs on a fee basis. The
YMCA will offer a package of services and programs similar to other suburban
YMCAs.
The YMCA will also provide Elk River residents:
. One time waiver of the Joiner's Fee.
. 4 household Guest passes per year which would entitle everyone living at
that address access to the YMCA for the day - proof of residence is
required.
. Periodic Community events at a nominal charge per family such as:
Breakfast with Santa
Fall Festival
4th of July Picnic
. Partnerships with the County, Police, School District, Boys and Girls Club,
United Way and other agencies to offer programs for Youth such as:
Kids and Cops
National Youth Program Using Mini-Bikes (NYPUM)
After school programming
Leaders Club
Teen Nights
. Senior citizen programs at a nominal fees such as :
Luncheons
Day trips
Fitness assessment
. Local bus stops to day camp and access to 4 overnight camps.
. Through a strong partnership with the City other local needs will be
identified and addressed as needed and funding allows.
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C. City Park Land and Facility Access
The YMCA shall have access to the City Park and its facilities as follows:
1. The YMCA will be able to use City park land on a non-exclusive
basis to allow supervised play for approximately 50 children at any
one time. The park will be available to the YMCA from 6 a.m. to 6
p.m. on school out days and during summer vacation.
2. The YMCA will be able to use City Park Facilities for programming
pursuant to the City's applicable policies for park facility use. The
current Facility Use Policy is attached as Exhibit B. Fees are set
each year by the City Council. A Facility Use form must be
submitted for all requests.
For programs that are not otherwise offered in the City of Elk River,
the YMCA will be considered a Priority One User and will be
granted access to facilities based on availability.
For programs that are already offered in the City of Elk River, the
YMCA will be considered a Priority Two User and will be granted
access to facilities based on availability.
Any access to facilities that are open to the public must not interfere with the
general public use. These facilities will remain open during any YMCA activity.
D. Lease Term. The initial term of the Lease shall be 30 years from the date of
commencement of the Lease. At the expiration of the initial term, the lease shall
remain in effect unless and until terminated by either party as provided below.
E. Lease Payments. The YMCA will make lease payments to the EDA in an amount
equal to the amount required to amortize one-third (113) of the total amount
financed by the EDA plus the City's insurance costs as provided in IILB. Once the
EDA's debt on the Building has been repaid in full, the lease payments shall be one
dollar ($1) per year plus the City's insurance cost as provided in IILB.
F. Management and Operation. The YMCA will assume all management and
financial responsibility of operating and maintaining the YMCA, including related
staffing. The YMCA shall be solely responsible for all programming at the YMCA
unless a program is directly sponsored and run by the City. The YMCA shall be
responsible for all interior and exterior building maintenance including grounds
and parking. The YMCA will collect all membership fees and program fees and
pay all costs of operations for the YMCA, including the lease payments to the EDA.
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Any shortages between the amounts collected and paid will be funded by the
YMCA.
G. Maintenance and Capital Improvements. YMCA shall be responsible for
maintaining the Building to an appropriate standard for such a facility, including
making all capital improvements necessary to ensure the structural integrity of the
building and to support any changes in programming necessary to keep the
programming current and consistent with the programming at other YMCAs
operated by the YMCA.
Structural
Structural capital improvements with an economic life exceeding the term ofthe
Lease will be submitted to the EDA for approval ofthe cost and the economic life
of the proposed capital improvement, both of which will neither be unreasonably
withheld nor altered.
If the Lease is terminated by the City or EDA prior to the end of the approved
economic life of a capital improvement, the YMCA will be reimbursed the value of
the remaining economic life ofthe capital improvement after the termination ofthe
Lease. Reimbursement to the YMCA will be made at the time of the notice of
termination of the Lease.
Ifthe Lease is terminated by the YMCA prior to the end ofthe approved economic
life of a Capital improvement, the YMCA will be reimbursed the value of the
remaining economic life of the capital improvement 120 days prior to termination
of the Lease.
The value ofthe remaining economic life will be calculated based on the approved
cost of the capital improvement divided by the total number of months in the
approved economic life of the capital improvement multiplied by the number of
months remaining in the approved economic life of the capital improvement.
Structural capital improvements to be made after a notice of termination has been
given must be approved by the EDA as provided above and will be paid for
proportionately by the YMCA and City with the YMCA's share being the number
of months remaining in the Lease divided by the number of months in the economic
life multiplied by the capital improvement cost.
If the YMCA makes structural capital improvements without the required approval
of the EDA, the YMCA will be responsible for payment of 100% of the cost of the
capital improvement and will not be entitled to reimbursement in the event of
termination.
Programming improvements
Capital improvements to accommodate programming changes with an economic
life exceeding the term ofthe Lease will be submitted to the EDA for approval of
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the cost and the economic life of the proposed capital improvement, both of which
will neither be unreasonably withheld nor altered ifthe YMCA demonstrates to the
EDA's satisfaction that the program change is occurring or has occurred in similar
YMCAs or that the program is needed for the Building to remain competitive.
If the Lease is terminated by the City or EDA prior to the end of the approved
economic life of a capital improvement, the YMCA will be reimbursed the value of
the remaining economic life of the capital improvement after the termination of the
Lease. Reimbursement to the YMCA will be made at the time of the notice of
termination of the Lease.
The YMCA will not be reimbursed for program generated capital improvements if
the YMCA elects to terminate the Lease.
The value of the remaining economic life will be calculated based on the approved
cost of the capital improvement divided by the total number of months in the
approved economic life of the capital improvement multiplied by the number of
months remaining in the approved economic life of the capital improvement.
Programming capital improvements to be made after a notice of termination has
been given must be approved by the EDA as provided above and will be paid for
proportionately by the YMCA and City with the YMCA's share being the number
of months remaining in the Lease divided by the number of months in the economic
life multiplied by the capital improvement cost.
If the YMCA makes programming capital improvements without the required
approval of the EDA, the YMCA will be responsible for payment of 100% ofthe
cost of the capital improvement and will not be entitled to reimbursement in the
event of termination.
H. Termination.
1. At End of Initial Term. The Lease may be terminated by either party by
providing 10 years written notice to the other party on the first day of the
20th anniversary of the effective day of the lease and on each anniversary
date thereafter.
2. For Cause. The EDA shall have the right to terminate the Lease for cause,
upon 90 days' written notice, with the opportunity to cure, if:
a. The YMCA fails to make lease payments;
b. The operation of the YMCA, including the fees charged, is not
consistent with the standard YMCA curriculum, practices,
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guidelines, and fees charged for other YMCAs operated by the
YMCA;
c. The YMCA ceases operations; or
d. YMCA fails to maintain the Building consistent with other YMCA
facilities. If the EDA denies a capital improvement to maintain the
building submitted by the YMCA as described in Section I.F., then
failure to maintain the Building will not be cause for termination if
the failure to maintain is caused by the denial of the requested
capital improvement.
The YMCA will have 90 days to cure the default.
I. Access. The City will be responsible for providing access to the site for the YMCA
Building.
II. The YMCA's Hours of Operation:
A. The YMCA may operate from 5 a.m. until 11 p.m. Monday through Sunday.
B. Holidays:
1. The YMCA will be closed on Christmas and Easter.
III. Risk Management Principles
A. The YMCA will carry casualty and liability insurance customary for such a facility.
Insurance policies will include the City and EDA as named insured.
B. The City and EDA as Owners will carry casualty, property and liability insurance
that is customary to similar facilities, meets statutory requirements, and is
consistent with other City owned facilities. The insurance will include the YMCA
as named insured. The City and EDA's costs for insurance shall be added to the
Lease payments due from the YMCA.
This document represents a framework of principles expressing the current understanding between
both parties and does not constitute a legally binding agreement. The parties agree to utilize the
principles expressed in this document as a framework for all subsequent legally binding
documents between the City, EDA and the YMCA.
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CITY OF ELK RIVER
By:
Its Mayor:
By:
Its:
ECONOMIC DEVELOPMENT AUTHORITY IN AND FOR
THE CITY OF ELK RIVER
By:
Its President:
By:
Its Executive Director:
THE YOUNG MEN'S CHRISTIAN ASSOCIATION OF
METROPOLITAN MINNEAPOLIS
By:
Harold Mezile, Ir.
Its: President and CEO
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EXHIBIT B
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Parks and
Recreation
POLICY FOR FIELD USE
Effective January 1, 2003
Priorities
The following priority schedule will be used for identifying associations and field use:
Priority One: One association/group per sport/activity and population served. This association will be the
association with seniority if it serves the largest number of participants.
Priority Two: All other groups requesting fields.
Field Use
Fields will be scheduled for Priority One first. Groups must allow a minimum of 14 days for the processing of
their request. Field use will be assigned based on the previous year's participation numbers as well as what
fields are available for use. Requests must be submitted in writing by the deadline as determined by the
Recreation Department to ensure field availability.
Field Maintenance
Fields will be maintained in accordance with industry standards as outlined by Priority One association based
on the schedule supplied by the association. Any changes to the original schedule must be completed in writing
at least 2 business days before the need or no maintenance will be provided and change request may be denied.
We are not responsible for any messages left on the voice mail system. No changes may be made to City fields
by anyone other than the City.
Fees
Priority One Fees:
The City will set fees each season. This fee, any outstanding bills, and a complete participant roster must be
submitted to the Recreation Department before any scheduling needs will be considered for that season. This
fee will cover the following basic services:
· Coordination of scheduling and maintenance
. Portable toilets at each site
. General field set up for games, excluding items listed below
These items are not included in seasonal fees and will be billed at actual cost unless otherwise noted:
· Maintaining a field more than once each day
· Extra portable toilets and/or cleanings
· Moving of bases - $25/move
Priority Two Fees:
All other Applications for Facility Use received for fields will be reviewed once scheduling is complete for the
associations. Field use fees will be as determined by the City. This fee covers use only. No maintenance will
be performed nor may any changes be made to the field by the persons/groups reserving the field. Any
maintenance or changes to fields may be requested and will be reviewed for feasibility. Ifwe are able honor
requests, fees will be assessed based on actual expenses incurred as determined by the City.
ELK RIVER PARKS AND RECREATION
Outdoor Facility Use Application
This form and the appropriate fee must be completed and submitted a minimum of 14 days prior to the requested date. We are unable to
check availability without a completed application and payment. Payment must be made by individual or group renting the facility. If
there is no scheduling or policy conflict pertaining to the date and facility requested, a permit will be issued. Please note that some
requests may involve city Parks and Recreation Commission review and must be submitted a minimum of 60 days prior to the event.
Applications can be dropped off, mailed or faxed to our office. All applicable city, county, and state ordinances and policies must be
followed. VISA. MasterCard, check and cash accepted. Amounts over $100 must be made by credit card or money order.
Facility
Type of Facility 0
Not all facilities are available at all 0
park locations. Please ask if 0
unsure. 0
Shelter (please specify park)
Bandshell (at Lions Park only)
Field (individual)
Athletic Complex
o Concession Stand (at athletic
complexes only)
o Park *
o Street(s) **
* Many park uses require review by the Parks and Recreation Commission.
** A map must be included with details on the back side of this application and event may also require review by
the Parks and Recreation Commission.
Location Requested - Please be specific
First Choice
Second Choice
Event
Day Date(s) Times
Activity Number of People
Equipment group will bring
Needs/Requests from the City (please confirm availability upon rental)
Renter
Individual Responsible
Address
Phone #
Sponsoring Group
Ernail
Fax #
The applicant is responsible and must be on site at all times during this event. By signing below, you agree to follow all applicable state,
county, and city ordinances and policies. You understand that the fees are non-refundable unless this request is not granted or is
cancelled by the City of Elk River.
Signature
Date
c..~.
E.........
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Parknnd
Recreation
See back for fee information.
, 763.635.1150 1104 Lions Park Drive Fax: 763.635.1155
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Fee Schedule
Shelters Athletic Complex
Residents: $20 Per Day: $50
N on-Residents: $40 Gate Fees or Team Fees (payable after event):
Percentage of fees collected as listed below
$0-1,000 0%
Bandshell $1,001-1,500 10%
Residents: $20 $1,501-2,000 15%
Non-Residents: $40 $2,001-2,500 20%
$2,501 + 25%
Fields /Hockey Rink
Residents: $20 Concession Stand
Non-Residents: $40 Per Day: $50
With a Shelter: $0 Inventory Fee: $100
MSF JO Fee if applicable: $100
Deposit: $500
Parks Use ofInventory/Supplies (payable after event):
Minor Use as Determined by the City- Cost + 10% + sales tax
Residents: $0
Non-Residents: $40
Streets
Major Use as Determined by the City- No fee
Fees set by the Parks and Recreation Commission Barricades are available and must be picked up within 24 hours
Maximwn Fee: $500 prior to the event and returned within 24 hours after the event.
ADDITIONAL FEES MAY APPLY BASED ON EXPENSES ASSOCIATED WITH THE EVENT SUCH AS TOILET
CLEANINGS AND GARBAGE PICK UP.
Map of Street Being Used (if applicable)
Ifplacing barricades, please mark barricade locations
FOR OFFICE USE ONLY
Please initial, date, and return to the Parks and Recreation
Date and Time Received: Department
Person Accepting Application: Route to: Police Dept. Approval
Public Works Approval
Parks and Recreation
Commission Approval ,