HomeMy WebLinkAbout98-06 RESOLUTIONRESOLUTION NO. 98-06
A RESOLUTION TO APPROVE WASHINGTON
REGIONAL MEDICAL CENTER'S PERFORMANCE
BOND AND PROMISSORY NOTE TO GUARANTEE
PAYMENT OF AN OFFSITE IMPROVEMENT
(TRAFFIC LIGHT) IN THE AMOUNT OF $110,000.00
WHEREAS, the Planning Commission determined pursuant to a traffic study that
the expansion of Washington Regional Medical Center required the installation in the
near future of a traffic signal at the intersection of Futrall Drive, Fulbright Expressway
and North Hills Boulevard for the estimated cost of $110,000.00; and
WHEREAS, Washington Regional Medical Center, Inc has offered the attached
Performance Bond and Promissory Note to guarantee payment of up to $110,000.00 for
this traffic signal.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF FAYETTEVILLE, ARKANSAS.
Section 1: That the City Council of the City of Fayetteville, Arkansas hereby
approves acceptance of the Performance Bond and Promissory Note of Washington
Regional Medical Center, Inc. (attached as Exhibit "A") to guarantee the payment of up
to $110,000.00 for the traffic signal. ,,,n!!,,,,
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By /,� . i _ ///// By:
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SONDRA SMITH, ity Clerk
PASSED and APPROVED this 6th day of June, 2006.
APPROVED:
ATTEST:
DAN COO 1 Y, Mayar.
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$110,000.00 Fayetteville, Arkansas
Mav3O, 2006
PERFORMANCE BOND AND PROMISSORY NOTE
THIS PERFORMANCEI!BOND AND PROMISSORY NOTE ("Agreement")
is made as of the /pfJj day ofd} L006 by and between Washington Regional
Medical Center, an Arkansas nonprofit corporation, and the City of Fayetteville,
Arkansas.
WHEREAS, the City of Fayetteville through its Planning Commission has
approved two large scale developments submitted on behalf of Washington
Regional Medical Center, specifically LSD 06-1960 (WRMC Senior Center
211/212) and LSD 06-1961 (WRMC Administrative Services Building,
Emergency Services, Parking Garage 211/212), LSD 06-1960 having been
approved by the Planning Commission of the City of Fayetteville on April 10,
2006 and LSD 06-1961 having been approved by the Planning Commission of
the City of Fayetteville on April 24, 2006; and
WHEREAS, a Condition of Approval passed by the Planning Commission
in conjunction with LSD 06-1960 and LSD 06-1961 is that Washington Regional
Medical Center submit a monetary assessment for off-site improvements in the
amount of One Hundred Ten Thousand Dollars ($110,000.00), such sum
representing the full cost of a traffic signal for the intersection of Futrall Drive, the
Fulbright Expressway, and North Hills Boulevard (hereinafter "the Off -Site
Improvement"); and
WHEREAS, City of Fayetteville Unified Development Ordinance Section
158.05(B) permits the City Council for the City of Fayetteville to approve and
accept a bill of assurance or performance bond from a property owner required
as a condition of approval of a large scale development to pay an assessment for
future off-site improvements in lieu of an immediate payment of the assessed
amount which would be deposited in an interest bearing escrow account; and
WHEREAS, it is the desire of the City of Fayetteville to permit Washington
Regional Medical Center to retain the use of its funds until such time as the City
of Fayetteville announces that it will commence construction of the Off -Site
Improvement.
NOW, THEREFORE, FOR AND IN CONSIDERATION OF THE
RECITALS AND VALUE RECEIVED AND DESCRIBED ABOVE, theparties
agree as follows:
Promise to Pay. Washington Regional Medical Center, promises to pay to
the order of the City of Fayetteville, Arkansas the sum of One Hundred Ten
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Thousand Dollars ($110,000.00) within ten (10) days of its receipt of written
notice from the City of Fayetteville announcing that the City of Fayetteville will
commence construction of the Off -Site Improvement within ninety (90) days of
the date of such notice. Such amount shall be exclusive of interest, unless
Washington Regional Medical Center fails to pay the entire amount within ten
(10) days of its receipt of written demand for payment in accordance with the
terms of this Agreement, in which event interest shall accrue at the highest rate
allowed under Arkansas law from the date of such written demand until the entire
principal amount, together with accrued interest, is paid in full. In the event the
Off -Site Improvement is not constructed within five (5) years from the date of this
Agreement, this Agreement shall expire and be of no further force or effect.
In the event this note is placed in the hands of an attorney for collection
Washington Regional Medical Center agrees to pay a reasonable sum for
attorney's fees, not to exceed ten percent (10%) of the unpaid principal.
All payments contemplated herein shall be payable at the City of
Fayetteville, 113 W. Mountain Street, Fayetteville, Arkansas, Attn:
Successors and Assigns. This Agreement shall inure to the benefit of and
is and shall continue to be binding upon the parties, their successors,
representatives, receivers, to permit Borrower to assign this Agreement or any of
Borrower's rights or obligations under this Agreement without first obtaining
Secured Party's express written approval.
Applicable Law. This Agreement shall be governed by and construed
under the laws of the State of Arkansas.
Severability. If any provision of this Agreement shall for any reason be
held to be invalid or unenforceable, such invalidity or unenforceability shall not
affect any other provision of this Agreement.
Remedies Cumulative. All rights, remedies and powers of Secured Party
under this Agreement, the Documents or any other obligation shall be cumulative
and may be exercised singly or concurrently.
Waiver by City. The City of Fayetteville shall not, by any act, delay,
omission or otherwise be deemed to have waived any of its rights or remedies
under this Agreement. A waiver shall be valid only if in writing and signed by the
City of Fayetteville. A waiver by the City of Fayetteville of any right or remedy
under this Agreement on any one occasion shall not bar the City of Fayetteville
from asserting any right or remedy on any future occasion.
Waiver by Washington Regional. Washington Regional Medical Center
agrees that presentment, demand for payment, protest, notice of protest, notice
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of dishonor, filing of suit and diligence in collecting payment under this
Agreement are waived.
Notices. All communications in connection with this Agreement shall be in
writing and shall be deemed properly given if hand delivered or sent by overnight
courier with adequate evidence of delivery or sent by registered or certified mail
return receipt requested to the following addresses:
Washington Regional Medical Center
3215 N. North Hills Boulevard
Fayetteville, Arkansas 72703
Attn: President & Chief Executive Officer
City of Fayetteville, Arkansas
113 W. Mountain Street
Fayetteville, Arkansas
Attn:
Any notice shall be deemed given on the earlier of the date actually
received, or two (2) business days after delivery in compliance with this Section.
Complete Agreement and Amendment. This Agreement is the complete
written agreement of the parties with respect to the subject matter of this
Agreement and supersedes any prior understandings or written agreements.
This Agreement may be amended only upon the written agreement of the parties.
IN WITNESS WHEREOF, the parties have executed this Agreement as of
the date first set forth above.
WASHINGTON REGIONAL MEDICAL
CENTER, an Arkansas nonprofit corporation
By:
William L. Bradley
President & Chief Executive Officer
CITY OF FAYETTEVILLE, ARKANSAS
By:
Dan Goody, Mayorp
Attest:
City Clerk
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STATE OF ARKANSAS
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COUNTY OF WASHINGTON
ACKNOWLEDGMENT
On this day, before me personally appeared William L. Bradley, to me
personally well known, who acknowledged that he is the President and Chief
Executive Officer of Washington Regional Medical Center, an Arkansas nonprofit
corporation, and that he, as such an officer, being authorized to do so, has
executed the foregoing Agreement for the consideration and purposes therein
contained, by signing the name of the corporation as such officer.
WITNESS my hand and official seal this 3tY 'day of May, 2006.
My Commission Expires:
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" CITY ATTORNEY AGENDA REQUEST
FOR: COUNCIL MEETING OF JUNE 6, 2006
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FROM:
KIT WILLIAMS, CITY ATTORNEY
ORDINANCE OR RESOLUTION TITLE AND SUBJECT:
A Resolution To Approve Washington Regional Medical Center's Performance Bond And
Promissory Note To Guarantee Payment Of An Offsite Improvement (Traffic Light) In The
Amount Of $110,000.00
APPROVED FOR AGENDA:
City Attorney
S`- i C o c,
Date
QS.1b_ Nen
Date
Date
FAYETTEVILLE
THE CITY OF FAYETTEVILLE. ARKANSAS
KIT WILLIAMS, CITY ATTORNEY
DAVID WHITAKER, ASST. CITY ATTORNEY
DEPARTMENTAL CORRESPONDENCE
LEGAL DEPARTMENT
TO: Dan Coody, Mayor
City Council
FROM: Kit Williams, City Attorney
DATE: May 17, 2006
RE. Approval of Washington Regional Medical Center's
$110,000.00 Performance Bond and Promissory Note
Mr. Thomas 7 Olmstead has requested that the City Council approve the
$110,000.00 Performance Bond and Promissory Note from Washington
Regional Medical Center to satisfy its required condition of approval for its
Large Scale Development to fund future probable construction of a traffic
signal at the intersection of Futrall Drive, Fulbright Expressway and North
Hills Boulevard.
Attached is §158.05 (B) stating that a "developer may, "with approval
of the City Council, guarantee payment of said amount so determined by
executing a ... performance bond ...." Also attached is the proposed
performance bond, the form of which I have approved.
Upon our approval of this bond and promissory note, WRMC may
proceed with its new (already approved) expansion project. Although a traffic
study found such a traffic light to be necessary, this bond would not tie up
WRMC's $110,000.00 until such a traffic signal was approved and its
construction authorized. This performance bond is not backed up by an
insurance company, but by WRMC's own promissory note.
Although this is not typical,. I believe Washington Regional Medical
Center as a substantial, long term, and vital non-profit health facility serving
Fayetteville's citizens should be granted this option.
Oa WashingtonRegional
Medical Center
May 12, 2006
Via hand delivery
Thomas J. Olmstead
GENERAL COUNSEL
211 N. College Avenue
P. O. Box 290
Fayetteville, Arkansas 72702-0290
Telephone: 479-443 3896
Facsimile: 479-443-3889
E -Mail Address:
tohnstead@wreuional.com
Mr. Kit Williams
City Attorney
City of Fayetteville
113 W. Mountain Street
Fayetteville, AR 72701
Re: Assessment for off-site improvement LSD 06-1960 and LSD 06-1961;
Washington Regional Medical Center
Dear Kit:
In accordance with our telephone conversation yesterday morning, enclosed you will find
a proposed Performance Bond and Promissory Note (the "Agreement") -that -Washington
Regional Medical Center would execute to fulfill its obligations regarding the $ 10,000.00
assessment for construction of a traffic signal at the Fulbright Expressway/Fut all Drive
intersection, which assessment was a condition of approval passed by the City Planning
Commission in conjunction with the referenced large scale developments. I
Washington Regional Medical Center would appreciate the consideration of the City
Council with respect to the proposed Agreement pursuant_to_Section 158.05(B)_of_the_Unified
Development Ordinance. As a nonprofit healthcare organization that utilizes a I assets to further
its charitable mission of providing for the healthcare needs of the citizens of Norrthwest
Arkansas, it is our hope that the City Council will favorably receive this reques rand permit
_ Washington Regional Medical Center to retain use of the $110,000.00 until such time as the
City. of Fayetteville commences construction of ttie trafficcsignal'at the Fulbrigh
Expressway/Futrall Drive intersection.--
ntersection. 1
Should you have any questions, please give me a call.
1
Your wry-,
TJO/nm
Enclosure
Cc: Mr. William L. Bradley
Thomas J. Olmstead
3215 N. NORTH HILLS BLVD. • FAYETTEVILLE, ARKANSAS 72703 • (479) 713-1000 • wregional.com
Here' far you/
Fayetteville Cdde of Ordinances
158.02 Excavation in public rights-of-way
Cash bond. No person shall make any excavation of
a street or public right-of-way unless a cash bond is
first deposited with the city for the purpose of
guaranteeing repair and replacement of said street or
public right-of-way. Said cash bond shall be in an
amount equivalent to the estimated cost of properly
repairing arid replacing said street or public right-of-
way, as determined by the Mayor, or his duly
authorized representative.
(Code 1991, §161.23; Ord. No. 3551, 6.4-91; Ord. No. 4100,
§2 (Ex. A), 6-16-98)
158.03 Maintenance
(A) installed improvements. An acceptable
maintenance bond shall be provided in the
amount of the contrail price of the improvement
against defects In workmanship and materials for
a period of one year form the date of acceptance
of such improvements. The bond shall be filed
with the City Engineer prior to the acceptance of
the improvements by the city.
(8) Stormwater management, drainage and erosion
control. A'one (1) year maintenance bond for the
stormwater management drainage system. The
bond shall run from the date of final acceptance
and for a one-year period thereafter. A walk-
through shall be performed at the end of the one-
year period and all deficiencies corrected prior to
the release of the bond.
(Code 1965, App. C., Art. ill, §C: Ord. No. 1750, 7--70;
Code 1991, §§159.35, 163.13; Ord. No. 3895, §1, 6-20-95;
Ord. No. 4100, (Ex. A), 6-16-98)
158.04 Grading; Bonds/Sureties
The building official may require bonds orr other
sureties in such form and amounts as may be
deemed necessary to assure the work, if not
completed in accordance with the approved plans and
specifications, will be corrected to eliminate
hazardous conditions.
(Code 1991, §161.23; Ord. No. 3551, 6-4-91; Ord. No. 4100
(Ex. A), 6-16-98)
158.05 Off -Site Improvements/Delays
(A) Proportionate share. If the Planning Commission
determines that a needed off-site improvement
cannot be built until future development occurs,
the developer shall pay to the city an amount
determined by the Planning Commission, in
accordance with the standards prescribed in
§166.07, to be the developer's proportionate
share of the cost of said off-site improvements as
of the date of final plat or large scale
development approval.
CD158:4
(1) The city shall deposit said money into an
interest bearing escrow account until such
time as the off-site improvement is
constructed and shall provide for payment of
interest on said amount at the rate of 10%
per annum, or the maximum rate allowable
under Arkansas law, whichever is lower.
(2) If the off-site improvement is not constructed
within five (5) years from the date of the first
payment into the escrow account by a
developer, the Planning Commission shall
hold a public hearing, after notification to all
affected property owners, to determine the
disposition of all money in the escrow
account. Following the public hearing, the
Planning Commission may:
(a) Determine that the off-site improvement
is still necessary and feasible, and can
be built within a reasonable time, in
which case the escrow account shall be
continued for a period specified by the
Planning Commission; or
(b) Determine that the off-site improvement
is not necessary, or will not be feasible,
or that insufficient development has
occurred to render the improvement
likely in the foreseeable future, in which
case the Planning Commission shall
refund the monies to the then current
owner of the land for which such fee
was paid with interest since the date of
payment. Interest shall be based on a
five percent (5%) annual rate.
(c) With the written consent of a majority of
the property owners who have
purchased lots in the subdivisions) and
the developer(s),direct that money in
the escrow account be utilized for a
different purpose which will specifically
benefit the neighborhood.
(8) Bill of Assurance/performance bond. The
developer may, with approval of the City Council,
guarantee payment of said amount so
determined by executing a bill of assurance, or
performance bond in a form approved by the City
Attorney.
Bilis of Assurance and/or performance bonds
shall meet the following requirements:
(1) Bills of assurance shall be filed of record and
shall be a covenant running with the land.
(2) Bilis of assurance, or performance bonds,
shall obligate the landowner to pay the city
the amount so determined by the Planning
mks
TITLE XV UNIFIED DEVELOPMENT CODE
Commission within 10 days from receipt of
written notice from the city.
(Ord. No. 4100, §2 (Ex. A), 6-16-98)
158.06 Sidewalks
In lieu of issuing a notice as set forth in §171.12, the
mayor may accept a bill of assurance executed by the
property owner to guarantee installation of the
sidewalk within three months from receipt of notice
from the mayor. The property owner's obligation
under the bill of assurance shall be a covenant
running with the land, and the form of the bill of
assurance shall be approved by the city attorney.
(Ord. No. 4100, §2 (Ex. A), 6-16-98)
Cross referenee(s)—Streets and Sidewalks, Ch. 171.
158.07-158.99 Reserved
CD158:5
RESOLUTION NO.
A RESOLUTION TO APPROVE WASHINGTON REGIONAL
MEDICAL CENTER'S PERFORMANCE BOND AND
PROMISSORY NOTE TO GUARANTEE PAYMENT OF AN
OFFSITE IMPROVEMENT (TRAFFIC LIGHT) IN THE
AMOUNT OF $110,000.00
WHEREAS, the Planning Commission determined pursuant to a traffic study that
the expansion of Washington Regional Medical Center required the installation in the
near future of a traffic signal at the intersection of Futrall Drive, Fulbright Expressway
and North Hills Boulevard for the estimated cost of $110,000.00; and
WHEREAS, Washington Regional Medical Center, Inc. has offered the attached
Performance Bond and Promissory Note to guarantee payment of up to $110,000.00 for
this traffic signal.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
THE CITY OF FAYETTEVILLE, ARKANSAS:
Section 1: That the City Council of the City of Fayetteville, Arkansas hereby
approves acceptance of the Performance Bond and Promissory Note of Washington
Regional Medical Center, Inc. (attached as Exhibit "A") to guarantee the payment of up
to $110,000.00 for the traffic signal.
PASSED and APPROVED this 6th day of June, 2006
APPROVED: ATTEST:
By: By:
DAN COODY, Mayor SONDRA SMITH, City Clerk
Clarice Pearman - Res. 98-06 — - - Page 1
From: Clarice Pearman
To: Williams, Kit
Subject: Res. 98-06
Kit,
Attached is a copy of the above resolution along with the Washington Regional Performance and
Promissory Note. I will forward to you one of two originals of this item.
Thanks.
Clarice
CC: Audit