HomeMy WebLinkAboutMN-CC-1983-06-16ti l
i�
j,
COMMON COUNCIL PROCEEDINGS
CITY OF ITHACA, NEW YORK
1G1
Special Meeting 8:1S P.M. June 16, 1983
PRESENT:
Mayor - Shaw
Aldermen (10) - Banfield, Clynes, Dennis, Hoffman, Holdsworth, Holman,
Killeen, Myers, Schlather, Schuler
OTHERS PRESENT:
Ithaca Urban Renewal Agency (S) - Mayor Shaw,
Dir. Planning & Development - Van Cort
Dep. Dir. Planning & Development - Sieverding
Purchasing Agent - Clynes
Developer - Mack Travis
Attorney for Developer - Jim Kerrigan
Dennis, Jones, Reed, Stein
Architect - David Taube
City Clerk _ Rundle
PLEDGE OF ALLEGIANCE:
Mayor S aw le all present in the Pledge of Allegiance to the American
flag.
MOMENT OF SILENCE:
Mayor Shaw, Common Council. and all present observed a moment of silence
in observation of the tragic passing of David Nosanchuk, High School
senior.
SPECIAL ORDER OF BUSINESS:
Public Hearing - -An option proposal between the City of Ithaca, Ithaca
Urban Renewal Agency and Travis and Travis -�
Alderman Dennis described briefly the negotiating events which have
occurred since March of this year with Travis & Travis to give the
developer some control over the land which is essential for the firm
to continue realization of its objective.
Alderman Schlather commented on the proposed Option Agreement. dated
June 13, 1983. He indicated that the last paragraph on page 1 that
talks about two deeds is not the work of the negotiating committee
which is not recommending it because it has not even considered it,
He said that in terms of the City's position in the particular docu-
ment, there is an effort to guarantee that in fact there will always
be public parking at the site of the proposed development. Also,
there is an effort to'guarantee that the cost of this project, speci--
fically the parking aspects of the project, will be borne by the
developer and /or Cornell University through UDAG funding. City in-
volvement will not be a direct cost, but a cost through securing funding
on favorable terms of the UDAG. In the event that the UDAG funding is
not secured there is in the Option Agreement a.n out fof the private
developer to, in fact, go through with the project and construct a
parking facility at his own expense, getting in exchange for that
simply a rebate on the cost of the land. The City's contribution
would be no more than the value of the land.
Resolution by Ithaca Urban Renewal Agency to open the public hearing
By Member Reed: Secon e y Member Jones
RESOLVED, That the Public Hearing to consider an Option Proposal be-
tween the City and Travis & Travis be open.
Carried Unanimously
Resolution by Common Council to open the public hearing
By Alderman Schlather: Seconded by Al erman Banfield
RESOLVED, That the Public Hearing to consider an Option proposal be-
tween the City and Travis & Travis be open.
Carried Unanimously
Steve Fontana, President of Collegetoivn Enhancement Association,
offered the Association's position on City /[Mack Travis Option:
"It is the position of the CF.A to support the current option between
the City of Ithaca and the Travis de�,elopment tear;, with the following
qualifications:
16 -2- -2- June 16, 1983
That the parking spaces available to retail customers and current
merchants (less the needs of the hotel guests, hotel employees, and
the new retail merchants and employees in stores on the Dryden Road
site) is no less than what would be available by regrading the current
lot with no development.
With fewer spaces than this, the already horrendous parking problem
in Collegetown would only worsen. If sufficient parking spaces are
built, all concerned parties -- residents, current merchants, and new
merchants.- -can enjoy some relief from our. long - standing parking problem.
Dr. Reuben Weiner, S10 Nest State Street, asked if there is any f_inan
burden or potential liability for taxpayers of the City.
Alderman Schlather responded, saying that the committee was particularly
sensitive to that point in negotiating the option. He said there is
one open area that will be agreed upon at a later date, concerning the
operating maintenance of the facility. The cost to the City was the
deed of land in exchange for 107 at -grade parking spaces.
Tom Hanna, 210 Eddy Street, representing the East Hill Civic Association,
addressed the Council, expressing the hope that the proposed option be
acted upon at the earliest possible time. He indicated that the Civic
Association are disappointed and feel that consideration of the option
would be taking place in a more favorable atmosphere if the long -term
issues and parking and traffic, as discussed in their resolution to
the Council, had been made a part of this public process. He urged
that this step be taken and that action be taken by the chairs of the
committees, departments reviewing the materials and the Mayor's office
to resurrect those resolutions and to bring them forward for discussion,
altering them in any way that best serves the neighborhood.
Bob Johnson, 403 College Avenue, proprietor of Triangle Book Store,
spoke in favor of the proposed project.
Resolution by IURA to close Public Hearing
By Mem er Jones: econ e y em er Stein
RESOLVED, That the Public Hearing to consider a proposed Option Agree-
ment between the City and Travis f, Travis be closed.
Carried Unanimously
Resolution by Common Council To Close Public Hearing
By Alderman Ban iel : Seconded Amerman Holman
RESOLVED, That the Public Hearing to consider a proposed Option
Agreement between the City and Travis $ Travis be closed.
Carried Unanimously
Mayor Shaw commented that since the Agency considered the Agreement
in May, 1983, there have been only three major changes: one addresses
the question of assignability; one, the extended date for status of
preferred developer to February 29, 1984; and one, the division of
land - two deed areas as opposed to one. There appears to be a
consensus opposed to the last two items.
Jim Kerrigan, Attorney for the developer, explained the purpose of
requesting two deeds.
Alderman Holdsworth left the meeting al: 9 :4S p.m.
Resolution (Common Council)
By Alderman Dennis: Seconded by Alderman Killeen
WHEREAS, the IURA and Common Council have directed the Developer.
Negotiation Committee and staff to negotiate with Travis and Travis
the conditions and commitments necessary to continue the designation
of Travis and Travis as the conditional. preferred developer for the
Collegetown redevelopment project, and
WHEREAS, the Negotiating Committee has negotiated with Travis and
Travis an Option Agreement that defines the responsibilities each
party will. assume in the development of a hotel, retail and parking
project and the conditions precedent to a land conveyance between the
City-, IURA and Travis and Travis, and
0
- 3 - June 16, 1916 :3
WHEREAS, the Common Council has held a public hearing to invite public
comment on the option proposal between the City, Ithaca Urban Renewal
Agency and Travis and Travis, now, therefore, be it
RESOLVED, That the Common Council agrees to the terms and conditions of
the option proposal dated June 13, 1983 and authorizes and directs the
Mayor to execute the option proposal, and be it further
RESOLVED, That the Travis and Travis conditional preferred developer
status be extended subject to the terms of the option proposal.
Amending Resolution
By Alderman Holman: Seconded by Alderman Killeen
RESOLVED, That 1. CITY CONVEYANCE be amended as follows: by deleting
last paragraph, and substituting "In the event the Developer is
unable to obtain financing, the City will consider conveyance of the
land in two deeds."
Discussion followed on the floor.
A vote on the resolution resulted as follows:
Ayes (3) - Killeen, Holman, Clynes
Nays (3) - Banfield, Myers, Schlather
Abstentions (3) - Dennis, Hoffman, Schuler
Absent (1) - Holdsworth
Motion Defeated
Amending Resolution
By Al erman Schlather: Seconded by Alderman Banfield
RESOLVED, That the second paragraph of Item 1, CITY CONVEYANCE, be
deleted.
Discussion followed on the floor.
(400, A vote on the resolution resulted as follows:
Ayes (3) - Banfield, Schuler, Schlather
Nays (5) - Clynes, Myers, Holman, Dennis, Killeen
Abstention (1) - Hoffman
Absent (1) - Holdsworth
Motion Defeated
Amending Resolution
By Alderman Sc lat er: Seconded by Alderman Clynes
RESOLVED, That Section 7, ASSIGNABILITY, be amended by adding a third
paragraph to read:
"In any event all of the terms and conditions of this agreement which
relate to public parking and open space shall be covenants running
with the land and shall survive as such. in all transfers and con -
veyances
Ayes (8) - Banfield, Roffman, Killeen, Schuler, Holman, Myers,
Clynes, Schlather
Nay (1) - Dennis
Absent (1) - Holdsworth
Carried
Tabling Resolution
(4well By Alderman Dennis: Seconded by Alderman Schuler
P.ESOI.VED, The matter be tabled.
.Ayes (4) - Schuler, Killeen, Dennis, Schlather
;'Ways (5) - Banfield, Hoffman, dolman, Clynes, Myers
Absent (1) - Ioldsworth
Motion Defeated
Common Council recessed at 10:25 p.m. and reconvened in Regular
session at 10:35 p.m.
-4-
June 16, 1983
Amending Resolution
By Alderman Banfield: Seconded b�' Alderman Hoffman
RESOLVED, That Section 4, PARKING, on page 4, Item d, be changed to
read, "The developer and City shall negotiate an operating and
maintenance program for the public portion of the garage at the
developer's expense at standards acceptable and approved by the Board
of Public Works."
Discussion followed on. the floor
Aldermen Banfield and Hoffman withdrew their resolution.
Amending Resolution
By Alderman Holman: Seconded by Alderman. Schuler
RESOLVED, That 1. CITY CONVEYANCE be amended as follows: by deleting
last paragraph, and substituting "In the event the Developer is
unable to obtain financing, the City will consider conveyance of the
land in two deeds."
Discussion followed. on,the floor.
Alderman Schlather noted, ° °I will support this at this point, only
because it is certainly preferable to the two deed language that is
now on the table; I had hoped that we could defeat it altogether;
obviously I didn't have the support of my colleagues, so I will take
the next best thing which is what I cal-l- very unforceful, but
certainly directional."
A_'vote on the amendment resulted as follows:
Ayes (9) Clynes, Schlather, Holman, Myers, Dennis, Hoffman,
Schuler, Killeen, Ban.field
Absent (1) Holdsworth
Carried
Alderman Hoffman addressed the Council -, explaining -the reasons why he
would have to vote Nay to the resolution.
A vote on the Main. Motion As Amended resulted- as follows:
Ayes (8) Banfield, Killeen,
Clynes, Schlather
Nays (1) - Hoffman
Absent (1) - Holdsworth
Schuler, Dennis, Holman, Myers,
Carried
A copy of the Option Agreement- is attached to the Official Minutes.
ADJOURNMENT:
On a motion the meeting adjourned at 11:1S p.m.
4pA.. ✓�, _
o Run le, City ClerTc-
6Villiam R. Shaw, Mayor
June 13, 1983
OPTION AGREEMENT
THIS AGREEMENT, entered into this day of May 1983,
by and between the City of Ithaca, hereafter referred to as
the "City ", and the Ithaca Urban Renewal Agency, hereafter
the "IURA ", and MACK TRAVIS, of ill S. Cayuga Street,
Ithaca, New York, hereafter referred to as the "Developer ".
WHEREAS, the Developer intends to build a 250 car park-
ing facility in Collegetown to help the City to solve a
chronic parking problem in that area of the community and to
support the proposed new development, and,
WHEREAS, the Developer intends to construct on a
�rtion of the site an hotel as part of the Collegetown
velopment program in coordination with the design and
nstruction of the Cornell University Performing Arts
Center, and.
WHEREAS, The City is the owner of a substantial portion
of the land upon which the construction is to take place and
wishes to facilitate the development to solve a chronic
parking shortage in the collegetown area and to convey its
"and for the development;
IT IS THEREFORE AGREED BY AND BETWEEN THE PARTIES THAT
1. CITY CONVEYANCE
The City shall take all necessary steps required by law
to convey to IURA all of its right, title and interest in
and to the City Parking Lot and adjacent premises including
the land its the Westetn portion of t_h(, site eur)- ently in a
park like condition which is located to the North of Dryden
Road between College Avenue and Eddy Street in the City of
Ithaca which parcel of land is hereafter referred to as the
Lity Land" and which is more particularly described in
nibit A attached hereto and made a part hereof, subject to
e terms and conditions of this agreement which relate to
public parking and open space which terms and conditions
shall be covenants running with the land. In the event the
developer fails or otherwise is unable to exercise the
option agreement the IURA shall convey the permises back to
the City.
The Developer shall be entitled as of right to take
Ale to the premises in two deeds, one deed to convey the
.)rtion of the premises upon which the Hotel and the Hotel
.)rtion of the Development shall be erected and the other
deed to convey the protion of the premises upon which the
1
June 13, 1983
—iblic parking and open spaces shall be erected. The
in
>venants running with the land shall deed only
and be contained
be
id applicable to the second
)plicable to the deed or premises for the Hotel site.
2. IURA OPTION TO DEVELOPER
IURA hereby grants to the Developer the exclusive right
to acquire the City Land fore during exercises term,
the of
option the
op-
tion. In the event the Developer
IURA shall convey the land by Covenant Against Grantor free
conveying good and marketable title to the City Land,
of liens and encumbrances and prior to closing shall deliver
to the Developers attorney a copy of the proposed deed and a
40 year abstract of title, prepared by an Abstract Company
showing such marketable title excepting only encumbrances
shown on Exhibit A, and subject to the terms and conditions
of this agreement which relate to public parking and open
space which terms and conditions shall be covenants running
with the land.
PRICE The Developer shall
value pay shall. be jl determined as
value of the land which
follows:
The Developer and IURA shall each select an appraiser
ich of whom shall appraise the land. The appraiser shall
and the
the land to IUR
;_ubmit their appraisals of A.
Developer and if the said appraisals are within 5$ of one
another the price of the land shall be the average of the
appraisals. In the event the appraisals are more than 5%
apart the two appraisers shall select a third appraiser and
the 3 appraisers, acting as arbitrators with the third
appraiser as Chairman, shall determine the price by majority
vote. 'If the 2 appraisers cannot agree upon a third the
third shall be selected by a Supreme Court Justice pursuant
to the NYCPLR. The final price deterrrzinatias must: ire within.
the two original prices. All appraisals shall assume, in
determining the price that the parcel is zoned as provided
in this agreement and that any development on the site must
provide parking as provided in this agreement.
3. CONDITIONS PRECEDENT TO DEVELOPERS EXERCISE OF
OPTION TO ACQUIRE CITY LAND
The Developers right to exercise this— OPtion to acquire
the City Land shall be conditioned upon the Developers
having met each and every one of the following conditions:
a. Hotel. The Developer shall agree to erect on the
Ate an hotel of the highest quality possible as determined
by a hotel market study and economic feasibility analysis.
The hotel shall consist of at least 75 rooms together with
related commercial shops. The developer shall demonstrate
2
0
June 13, 1983
his ability by August 31, 1983 or November 30, 1983 or
7ebruary 29, 1984 to complete the project within 24 months
A land acquisition.
The developers demonstration of his ability in the
event of a UDAG shall mean that:
i. he shall retain a nationally recognized consultant
to assess the market and economic feasibility of the hotel;
ii. he shall provide a statement demonstrating that
the project is not economically feasible if private funds
must be substituted for the requested UDAG funds and /or that
the private investment is contingent upon public
infrustructural improvements that are beyond the capacity of
the developer;
iii. he shall establish project pro forma and a 10
(6.0.6ar cash flow projection;
iv. he shall prepare project cost estimates;
V. he shall prepare project design;
vi. he shall prepare a statement indicating the amount
and source of equity and debt financing;
vii. he shall obtain a firm commitment, contingent only
upon the requested UDAG funding, from each private financial
participant (including sources of equity and debt) stating
it has both the authority and resources to commit the
required investment and a willingness to sign a legally
binding commitment upon receipt of the UDAG.
viii. The developer shall negotiate a UDAG payback
acceptable to the City and HUD.
b. Parking. The Developer shall as part of the devel-
opment erect on the site a parking facility providing park-
ing for the development as more fully defined below in
egard to the UDAG and the parking facility. This
ligation shall be in addition to the parking obligations
- ontained in paragraph 4.
C. Open Space. The Developer shall as part of the
development provide public open space to compensate the City
for existing open space. Control and management of the
open space shall be the responsibility of the Dev-1.0per in
consultation with the City. If the parties fai). 'co agree
upon the implementation of this subparagraph the question
shall be resolved by arbitration in accordance with the
Design Review arbitration clause.
d. Design Review. The Developer shall submit his
designs and architectural plans to IURA for Design Review
�3
June 131 1983
and approval after the Schematic Design phase and after the
Design Development phase. The agency may refer these plans
to other City agencies for their review as appropriate,
Failure of the Agency to reject the plans within 15 working
days shall be deemed to be approval. Should IURA and
developer fail to agree regarding the design of the project,
the dispute shall be resolved through binding arbitration by
an AIA arbitration panel whose decision shall include
economic feasibility problems created by any requested
design changes.
4. PARKING
The developer shall as part of the development erect on
the site a parking facility providing parking for the
development and for public parking more fully described as
follows:
a. The Developer shall erect a parking facility on the
site in addition to the hotel;
b. The Developer shall build and retain control over
at least one parking space for every hotel, room;
C. In no event shall the number of public spaces
(those not needed for the hotel) be less than 107. Should.
the project be developed without a UDAG the y cost
reimburse the Developer for the total project
attributable to the public parking spaces by reducing the
price paid for the land by the said cost, but in no event
shall the 'said reduction be greater than the total land
cost
d. The developer and City thealpubl negotiate c po t operating
and maintenance program
garage.
e. The limit on the number of parking spaces in the
facility in addition to the hotel parking and 107 pusite
spaces referred to above will be determined by
capacity, amount of available UDAG, and the requirements of
the overall development program which includes the hotel,
new retail space, existing retail space and future
development potential for the Collegetown commercial
district. In any event said parking spaces shall he erected
with the net proceeds of any UDAG which the City allocates
to the project. The total number of ;.zpac'es shall be equal
to the amount of UDAG and / or funds from other sources
including any capital funds obtained by the City from
Cornell University and allocated to parking divided by the
total project cost of building a parking space Total
project costs shall be as defined by UDAG guidelines for
estimating private leverage rates. The design and
June 13, 1983
construction of the parking facility shall be subject to the
')esign Review provisions set forth above.
5. URBAN DEVELOPMENT ACTION GRANT
If on the basis of paragraph 3 above the City and
Developer determine that an UDAG is necessary to the project
financial package, the City and the Developer agree to
cooperate together in all respects with an Application for
an Urban Development Action Grant, hereafter referred to as
the UDAG. In the event the UDAG application is approved by
HUD the City agrees to accept it. The City shall. have full
discretion to allocate available UDAG proceeds based upon
the financial requirements of the total development program
which consists of hotel, retail space, parking garage and
plated public improvements.
In the event the UDAG application is not approved dur-
ing the round in which it is first submitted it is agreed
that the City shall resubmit an application in the next
round for which it is eligible to make such a reapplication.
In such an event all of the terms of this optior, shall be
extended for 30 days after receipt of formal notification of
denial of the final application. The Developer 'shall have
the option of continuing this option in full force and
affect for a period of 6 months after the aforesaid 30 day
)eriod if he notifies the City of his intention to do so and
that he intends to attempt to proceed in good faith with the
development.
6. PREFERRED DEVELOPER STATUS
It is agreed that the the City shall continue the des-
ignation of the Developer as Preferred Developer of the site
until the conveyance of the premises t-(-) the Deve7.oj -er if the
UDAG award is made after either the August 31 or November 31
or February 28 submission or until the termination of this
option and the deposit heretofore paid to the City shall be
redited to the purchase price or refunded at termination as
e case may be.
Neither the City nor Agency shall prior to termination,
negotiate with or enter into any agreement with any person
or firm with respect to designating them as developer.
Nothing shall prevent one party froiii exteridin�; the time
period upon request from the other. 1)�i) -ty, pi-ov .line such
request is in writing.
7. ASSIGNABILITY
The Developer shall have the right to assign the rights
granted to him to a corporation or joint venture or partner-
5
June 13, 1983
ship in the event such an entity is formed for the development
of the site as long as all of the obligations imposed upon him
by this agreement are assumed by such an entity. The Developer
shall also have the right to form a separate entity for the con-
struction and maintenance of the parking facility. The consent
of the City shall only be required to such an assignment in the
event Mack Travis is no longer a principal in each component of
the project.
If Mack Travis wants to be relieved of his responsibilities
and obligations upon a transfer, he must request such from IURA
in writing. The Developer must also submit to the Agency a State-
ment of Qualifications and Financial Responsibility for the entity
to which his interest in the project will. be transferred, and a
statement that such entity will. assume all the obligations of the
developer.
In any event all of the terms and conditions of this agreement which
relate to public parking and open space shall be covenants running
with the land and shall survive as such in all transfers and
conveyances.
8. TIMETABLE AND CITY APPROVALS
The parties agree to proceed in accordance with the timetable
attached to this agreement. It is to be noted that: certain actions
contemplated by this agreement may require approval of elected
officials and municipal boards. The City will take all necessary
steps to initiate the appropriate actions including the process of
rezoning the site. This agreement does not impose any obligation on
any such officials or boards, but since the Developer is relying on
such actions in incurring expenses it is agreed that if such actions
are not completed as scheduled that the Developer shall be entitled
to terminate this agreement on 45 days notice to the City.
9. ZONING AND APPROVALS
It is acknowledged that this agreement :is predicated upon t11.a
rezoning of the entire site to a zoning classi.fi.cat: ion no more re-
0
strictive than the present zoning classification of the 300 block of
College Avenue. Such rezoning shall not eliminate the parking obliga-
tions contained in this agreement to be performed by the developer.
The City will complete any Environmental_ Impact Statement re-
quired for any zoning change and parking facility construction. If
on the basis of the final program and design, a project Environmental
Impact Statement is required for the hotel it wi_l.l be the responsibility
of the Developer.
10. ARBITRATION, CONTROLLING LAW AND MODIFICATION
C7
19
Any disputes arising out of this agreement shall be re-
olved by binding arbitration. This agreement shall be in-
nterpreted in accordance with the laws of the State of New
'ork. This is the entire agreement between the parties and
there are no representations upon which either party has re-
lied which are not contained in this agreement.This agree-
ment may not be modified except by a further written
amendment to the agreement signed by the parties.
11. NOTICES
All notices to the Developer shall be personally deliv-
ered to him or mailed to his offices at 111 S. Cayuga.
Street, Ithaca, New York, 14850 or to such other address as
may designate in writing. All notices to the City or any
Qlw� its agencies and to IURA shall. be delivered to the Office
the City Clerk or mailed to the City Clerk, 108 East
Green Street, Ithaca, New York, 14850 and also to the
Director of Planning and Development, 108 East Green St.,
Ithaca New York, 14850.
61�q_