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HomeMy WebLinkAbout210-14 RESOLUTIONRESOLUTION NO.210-14 A RESOLUTION TO AUTHORIZE AN AGREEMENT WITH THE NORTHWEST ARKANSAS LAND TRUST IN THE AMOUNT OF $50,309.00, WHICH WILL BE PAID BY THE FAYETTEVILLE NATIONAL HERITAGE ASSOCIATION, TO BEGIN THE PROCESS OF ESTABLISHING A CONSERVATION EASEMENT FOR THE PRESERVATION OF MOUNT KESSLER RESERVE WHEREAS, The Fayetteville Natural Heritage Association has committed to contributing $300,000.00 toward the City's purchase of the Mount Kessler Reserve; and WHEREAS, the Fayetteville National Heritage Association and the City have agreed to use a portion of the $300,000.00 to pay the startup and stewardship fees required by the Northwest Arkansas Land Trust to begin the process of establishing a conservation easement for the preservation of Mount Kessler Reserve. 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 authorizes an agreement with the Northwest Arkansas Land Trust in the amount of $50,309.00, which will be paid by the Fayetteville National Heritage Association, in order to begin the process of establishing a conservation easement for the preservation of Mount Kessler Reserve. A copy of the agreement is attached to this Resolution. PASSED and APPROVED this 2nd day of December 2014. TTCST: SONDRA E. SMITH, City Clerk/Treasurer - City of Fayetteville, Arkansas 113 West Mountain Street Fayetteville, AR 72701 479-575-6323 TDD - .I f 479-521-1316 I Text File - / File Number: 2014-0528 Agenda Date: 12/2/2014 Version: 1 Status: Passed In Control: City Council File Type: Resolution Agenda Number: A. 6 A RESOLUTION TO AUTHORIZE AN AGREEMENT WITH THE NORTHWEST ARKANSAS LAND TRUST IN THE AMOUNT OF $50,309.00, WHICH WILL BE PAID BY THE FAYETTEVILLE NATIONAL HERITAGE ASSOCIATION, TO BEGIN THE PROCESS OF ESTABLISHING A CONSERVATION EASEMENT FOR THE PRESERVATION OF MOUNT KESSLER RESERVE WHEREAS, The Fayetteville Natural Heritage Association has committed to contributing $300,000.00 toward the City's purchase of the Mount Kessler Reserve; and WHEREAS, the Fayetteville National Heritage Association and the City have agreed to use a portion of the $300,000.00 to pay the startup and stewardship fees required by the Northwest Arkansas Land Trust to begin the process of establishing a conservation easement for the preservation of Mount Kessler Reserve. 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 authorizes an agreement with the Northwest Arkansas Land Trust in the amount of $50,309.00, which will be paid by the Fayetteville National Heritage Association, in order to begin the process of establishing a conservation easement for the preservation of Mount Kessler Reserve. A copy of the agreement is attached to this Resolution. City of Fayetteville, Arkansas Page 1 Printed on 121312014 Jeremy Pate Submitted By City of Fayetteville Staff Review Form 2014-0528 Legistar File ID 12/2/2014 City Council Meeting Date - Agenda Item Only N/A for Non -Agenda Item 11/14/2014 Development Services / Development Services Department Submitted Date Division / Department Action Recommendation: Approval of a resolution entering into an agreement with the Northwest Arkansas Land Trust to begin the process of establishing a conservation easement for Mt. Kessler Budget Impact: Account Number Project Number Budgeted Item? NA Current Budget Funds Obligated Current Balance Fund Project Title Does item have a cost? No Item Cost Budget Adjustment Attached? NA Budget Adjustment Remaining Budget $ - V20140710 Previous Ordinance or Resolution # Original Contract Number: Approval Date: Comments: CITY OF • ayVle ARKANSAS MEETING OF DECEMBER 02, 2014 TO: Mayor and City Council THRU: Don Marr, Chief of Staff CITY COUNCIL AGENDA MEMO FROM: Jeremy Pate, Development Services Director DATE: November 13, 2014 SUBJECT: Mt. Kessler Conservation Easement RECOMMENDATION: Staff recommends that the City Council enter into an agreement with the Northwest Arkansas Land Trust (NWALT) to begin the process of establishing a conservation easement on Mt. Kessler. Final approval of the conservation easement language and legal documents is required to be approved by both the NWALT and City Council before it goes into effect. BACKGROUND: The purchase of Mt. Kessler by the City of Fayetteville was made possible by a grant from the Walton Family Foundation in the amount of $1.5 million. This was a 1:1 matching grant, wherein the City contributed the same amount for the purchase and agreed to certain terms for the grant. These terms included, in summary: • execute the real estate contract and take ownership of the property by April 30 • outline a plan and process for placing the property in the public domain and permanent preservation as greenspace • commit to maintain and operate all current and future trails to certain standards, referencing International Mountain Bicycling Association handbooks • establish a baseline of trail usage with the existing access point • commit to and construct a trailhead that will create access to the trail system through city -owned property by July 01 • Increase and monitor general trail usage on the trails for a 6-month period following initial baseline measurements • Document progress via financial and narrative reports on a regular basis DISCUSSION: Attached is a Grant Schedule document that our department utilizes to track the progress of our grants. As noted, we have met all deadlines and expectations of the grant terms thus far. This agenda item follows up on the outline of the plan and process for placing the 376 acres acquired from Chambers Bank into permanent preservation as greenspace. Once the City took ownership, the property was automatically placed in the public domain. This property has been designated as "park" property, and falls under the operation and maintenance responsibility of the Parks and Recreation Department within the City. The most common method to ensure a Mailing Address: 113 W. Mountain Street www.fayetteville-ar.gov Fayetteville, AR 72701 property's permanent status as protected greenspace is through the development of a conservation easement on the property. A conservation easement is a legal agreement between a land owner and a land trust that permanently protects the conservation values of the property by limiting certain land uses. As the landowner, the City continues to own and utilize Mt. Kessler for its intended purposes — primarily as a forested preserve, with access for many user types via nature, mountain biking, hiking and running trails. Low impact educational and recreational uses, informational signage, outdoor structures, etc. are the only intended development improvements. A Request for Proposals for a Trails Master Plan for the property will be advertised before the end of the year, in order to solicit public input and create a master plan for future soft -surface trail construction on Mt. Kessler. The conservation easement is tailored to the values that the City is trying to protect in this land, along with the uses that are desirable that still accomplish the goals of protecting the greenspace assets. Staff has researched the various possible ways to create a conservation easement on Mt. Kessler. We are recommending the utilization of the only local land trust, the Northwest Arkansas Land Trust, as the entity that would assist us in this effort. NWALT has conducted a thorough site visit with members of their board and city staff, and is very familiar with the property. They agree that this property is worthy of permanent protection and the Board of Directors has approved preliminary acceptance of the Conservation Easement. This agenda item would result in the approval of a preliminary agreement to proceed, so that the NWALT can begin drafting the necessary legal documents for review by staff and the City Attorney. A title search, surveys, and any other information that is helpful in this effort is collected as part of this process. Based on the size and nature of this property, the initial step requires a Start -Up Fee of $10,309. A portion of this fee goes to the legal defense fund, and the remainder is utilized to gather all necessary information, draft the legal documents, and create a Baseline Documentation Report, including a detailed environmental assessment. This Report establishes the location, boundaries and condition of the property at the time of the agreement, and is the baseline for each annual review of the property thereafter. Once the City and land trust reach final agreement on the conservation easement language, this document would come before the City Council for final approval. If approved, a Stewardship Fee is to be paid to the NWALT, for long-term easement monitoring and management. This fee is calculated at $40,000. The Fayetteville Natural Heritage Association has agreed to pay for both the Start-up Fee and Stewardship Fee as part of their fundraising efforts for Mt. Kessler. Details of their commitment to fundraising for a variety of purposes are found in a separate agenda item. As noted before, the City and the NWALT ultimately both have to agree on the terms and conditions of the conservation easement before it can be finalized. Please see the attached letter of agreement for more details. BUDGET/STAFF IMPACT: $10,309 is due to begin the process of establishing a conservation easement on Mt. Kessler. If the City approves of this agreement, the Fayetteville Natural Heritage Association has agreed to incur this cost at its sole expense, therefore there is no direct cost to the City other than staff time to gather and submit materials and information that we have related to the property, and to provide guidance and review of the resulting documents. 2 Attachments: • Grant Schedule • NWALT Letter of Agreement • Information about Northwest Arkansas Land Trust • Terms of Walton Family Foundation Grant -W �NORTHWEST ARKANSAS Land Trust CONSERVING LANE] AND WATER November 11, 2014 Mayor Lioneld Jordan 113 W Mountain Street Fayetteville, AR 72701 RE: Letter Agreement for Kessler Mountain Conservation Easement Dear Mayor, This Letter Agreement outlines our understanding with respect to the grant of a conservation easement from the City of Fayetteville, as Grantor ("Grantor, to the Northwest Arkansas Land Trust, an Arkansas nonprofit corporation, as Grantee, the "NWA Land Trust") with respect to 376 acres (more or less) of open space located in Washington County, Arkansas, known as the "Kessler Mountain Reserve." The conservation easement for the Kessler Mountain Reserve is referred to in this Letter Agreement as the "Conservation Easement." The NWA Land Trust takes its perpetual land stewardship role very seriously. In accordance with Land Trust Alliance Standards and Practices, NWA Land Trust must ensure that each project is backed with sufficient funding to cover the upfront and long-term costs it incurs in accepting a conservation easement. Stewardship funding is calculated according to the formula specified in NWA Land Trust's Stewardship Funding Cost Analysis, which is performed for each potential project. Calculations are based on experience and informed assumptions. The calculation is adjusted upward based on size, complexity and risk factors that will require greater time and expenditures by NWA Land Trust in the future. Based on these calculations, and as previously communicated, costs for the Kessler Mountain Conservation Easement are $10,309 for initial set-up fees (the "Start -Up Fee"), and a $40,000 contribution for ongoing monitoring and stewardship (the "Stewardship Fee"). The Board of Directors of the NWA Land Trust has approved preliminary acceptance of the Conservation Easement, subject to payment of the Start -Up Fee and the Stewardship Fee and satisfaction of the additional terms and conditions hereinafter set forth. Ag—reements of the Parties; Terms and Conditions to Final Conservation Easement. Grantor shall pay to the NWA Land Trust the Start -Up Fee upon execution of this Letter Agreement. This Letter Agreement shall not be effective until Grantor shall have executed the Letter Agreement and the NWA Land Trust shall have received the Start -Up Fee. • NWA Land Trust agrees to allocate $2,500 of the Start -Up Fee to its conservation easement defense fund, in accordance with its current policies, and such funds shall continue to be maintained and administered in accordance with NWA Land Trust's policies and procedures, as in effect from time to time. The conservation easement defense fund is Board -designated, and the NWA Land Trust's Board of Directors directs the use of these funds for their stated purposes. • Upon execution of this Letter Agreement and receipt of the Start -Up Fee, NWA Land Trust will begin its due diligence work to draft and complete the Conservation Easement. Grantor shall provide the following items to the NWA Land Trust at Grantor's cost, all of which must be received, reviewed and approved by the NWA Land Trust, its Board of Directors and its legal counsel prior to final approval of the Conservation Easement: o Current survey of the property subject to the Conservation Easement, platting the Conservation Easement and including a separate legal description for the conservation property subject to the Conservation Easement; o Current title commitments for an owner's policy for the property subject to the Conservation Easement; and o Master plans including trail design, access points and any other improvement plans for the property subject to the Conservation Easement. NWA Land Trust will prepare and complete a Baseline Documentation Report, which will be forwarded to the Grantor for review and signature. To prepare the Baseline Documentation Report, a NWA Land Trust staff member will be making a several more site visits to the conservation property. Final Approval and Payment of Stewardship Fee. Final approval of the Conservation Easement will be subject to approval and by both parties. While preliminary due diligence has yielded no reason to suspect such an issue may arise, the NWA Land Trust shall have the right to disapprove the final Conservation Easement and terminate this Letter Agreement upon notice to Grantor if the title commitment, survey, or further due diligence performed by NWA Land Trust in accordance with this Letter Agreement reveal unanticipated conditions that would severely impact the conservation values of the property. Once final approval of the Conservation Easement is obtained, Grantor shall pay to the NWA Land Trust the Stewardship Fee, which shall be due and payable upon execution and delivery of the final Conservation Easement. The Stewardship Fee will be deposited into the NWA Land Trust's stewardship fund for long-term easement monitoring and management, in accordance with the NWA Land Trust's current policies, and such funds shall continue to be maintained and administered in accordance with NWA Land Trust's policies and procedures, as in effect from time to time. The stewardship fund is Board -designated, and the NWA Land Trust's Board of Directors directs the use of these funds for their stated purposes. Failure to Complete. Should the NWA Land Trust disapprove the final Conservation Easement and terminate this Letter Agreement due to an unforeseen defect in title, assurances or other unanticipated circumstances, as more particularly set forth in "Final Approval and Payment of Stewardship Fee" above, then the Start -Up Fee shall be retained by the NWA Land Trust to cover costs of its due diligence, but any portion of the Stewardship Fee paid by Grantor shall be refunded in its entirety to Grantor, and this Letter Agreement shall terminate. 2 In the event Grantor has performed all obligations under this Letter Agreement and the NWA Land Trust has failed to perform any of its obligations and such default is not cured as agreed and specified in writing, then Grantor may terminate this Letter Agreement by written notice to the NWA Land Trust on or prior to an agreed upon deadline and receive a refund of any portion of the Stewardship Fee and the Start -Up Fee paid by Grantor to the NWA Land Trust as liquidated damages in lieu of any other remedy Grantor may have. Execution of Letter Agreement. This Letter Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument. A counterpart hereof signed and transmitted by any party hereto by facsimile or attachment to electronic mail is to be treated as an original. The signature of such party thereon, for purposes hereof, is to be considered as an original signature, and the counterpart so transmitted is to be considered to have the same binding effect as an original signature on an original document. In making proof of this Letter Agreement, it shall not be necessary to produce or account for any counterpart other than one signed by the party against which enforcement is sought. Thank you for your interest in the Northwest Arkansas Land Trust. We look forward to working with you to ensure the permanent protection of this important property for future generations. Please call us at 479-966-4666 if you have any questions. 3Sincere[ Terri L. Lane Executive Director By signing below, the Parties acknowledge that they have read, understand and agree to the terms of the Letter Agreement. GRANTOR: GRANTEE: CITY OFF YETTEVILLE, NORTHWEST ARKANSAS LAND TRUST ARKANSAS �1 Attest:',s;-:-- Sondra E. Smith, City Clerk Date: �'Z -,OP "/'�/ phi► . --Own- Date- //- I 1 -/ 2 = m 12 0 0) 2 r u 0 m �2f j0 2 \ l k k k * R \ \ \ / \ k /'\\�//\� 2 \- 0�_£ec 2 j g#' s't -d[ t a =m o $ k 2 k 2 _0J CL© S a 0 )cl p { o�-£ 022� 0 (D m o E _ ]k£t k) � a f { 0cl 0 \ & a $ k a \ a ) a ) b E E E E E E E E E E ° v \ 3 u 3 u / u 3 u / k - . / / 0 k / / $ / Cl) \ = n r e / ® _ < - < - < - < - § _ § \ - j \ $ 0 0 \ ® k ) \ \ 0 b - \ k ) # E § Q. b / b \ \ ) 7 0 a ) Q » § n t § E f a ® 2 2 2 8 D \ ) \ u k ® [ ( ! 2 [ b * / o� ) \ k $ ) § 0 ■ ) G[ \{ o ®A k \ t o $£ ) § ± & B } £ 2 & k a f I } 2 q / \ t \\ j{ ) [{ u { -0 OL �E GG 3 § 3 / ) S ) § {$ o§ 2 I< AG ) t§»�� )u § �< fk - ; 7�|kt )/ \ O \e 9 0r /����0 /® 2 k } �k 2 �f 2k�f\k £� k� ) 2f © }\;k�£ )\z &� o § �« f ro o=®§2a )- 2>` 2 �E k§ } ( /( \�\k±t \}( /f§ �22 ) _ 0 02 o W2 ?)2C) {{\ 0 ba_§ - 60 / § 0a k�§E2k 0 })r ® 2 \/k \ §o = a . ;E u2��pa 222§< u! /W§ `E7 a°2 u 2 ) ® 0 E_' f 0# E; a g . Ga! -�-.�0) 00'o u Eat 22+ & § ƒ 2fe ot| tb f & o �_ a-1 ®][§a��c E-2a�2 E�= ��2 .- = : $ . e@r § _ .o a� ƒ = Go@ 0- $u@ 2§2 2)§ 5 2 [ ) b 7�% ) o§ z a z=m 0) <0oo./ 0) <»o �_E a z use 9v; _ tD Q N N 7 t z zO C Lr PF 1 M� Worth Protecting: Wilson Springs Conservation Area The 121-acre Wilson Springs Conservation Area, located west of I-540, next to Sam's Club in Fayetteville, feels a world away from the urban development that surrounds it. The property, owned by the Northwest Arkansas Land Trust since 2011, is the largest remaining wetland in Fayetteville, and one of the last tallgrass prairies in Northwest Arkansas. EWith its variety of microhabitats, Wilson Springs is a haven for Ozark -native plants and animals, including two species listed as Species of Greatest Conservation Need by the Arkansas Game & Fish Commission. The Henslow's Sparrow, and the Arkansas darter, a small fish which is a candidate for endangered species listing, are associated with this wet prairie ecosystem. Each species is declining nationwide due to habitat loss. The land trust works with the Arkansas Game & Fish Commission, and other partners and agencies, to conduct biological monitoring and habitat restoration to permanently protect this unique property. (continued page 3) Northwest Arkansas Land Trust FALL 2013 1 Mom ber o1 Land TrUst Alliance Capacity for Conservation Our History began in 2003 when a group of Northwest Arkansas community leaders founded the land trust in response to intense development in our region. Our vision is to protect and preserve the quality of life in Northwest Arkansas through the protection of land and water resources. Our Core Values include working hard to address our mission by collaborating with partners and landowners for the benefit of our community. We Care About the land that people care about. We are focused on helping landowners who want to preserve their land for themselves and their families. Accreditation is a major component of our current work plan. The Northwest Arkansas Land Trust was recently selected by the land Trust Accreditation Commission to formally enter this two year process. The Northwest Arkansas I -and Trust was also invited into two programs offered by the Land Trust Alliance; the Excellence Enhancement Program and the Executive Director Leadership Training Program. Each provide extensive training and organizational support for our board and staff. Thank Youto the Walton Family Foundation, the Land Trust Alliance and all of our supporters and partner organizations. 1I! i ilrlr+ l � rl�f tilll[Irlr � �� 1rll:llrrlr;� +' ll,f , rliilf ll,!V [ il'.'dr• "I'll I {!?r'rl rf lit"111 1'1 : f Ili I tr r+ f + 1lY 111 '1'� l�l: '';irl f'I I1{tj Ir .; :.il, ••r �•, ;rl' r =l l ! ;l'rllIrlil[':, 111 lel fl. NEWS FROM THE NORTHWEST ARKANSAS LAND TRUST 2 Wilson Springs —Continued from Cover Development over the past decade reduced the original ecosystem to it's current size. Wetlands provide habitat for local wildlife, protect water quality and reduce stream erosion and sedimentation by slowing and filtering stormwater run-off. With ongoing collaboration, restoration and preservation, Wilson Springs will continue to provide these valuable ecosystem services to our community. The absence of large herbivores, such as bison and elk, along with decades of fire suppression, have altered the land. Current restoration efforts include the thinning of overgrowth and removal of invasive plant species to allow the native seed bank to regenerate. The land trust is working on preliminary plans for public access in the future, including light -use nature paths, educational signage and observation areas. Volunteers, in cooperation with the Illinois River Watershed Partnership and Spring International, plant trees and collect trash at Wilson Springs. Damselflies and daisies. Beauty abounds at Wilson LAND LEGACY: John Rule •//\/►\►••••/\►/\\\/R1►/1/\1■\►\/\/►•/\►//\//\\•►//\/\•\///1//0.0/0•11//\///1/1/111a/1//1/\//1\//01//4\/1 Take a walk with John Rule around his remote 146-acre property on the north line of Crawford county and you get a lesson in history, biology and humanity all in one. lt's the type of place, and he is the type of person, who leaves you feeling a little more connected to and aware of the land than you were before. As you follow Mr. Rule through the woods, stepping over downed branches and stopping for the occasional glance around, you notice how he pats the trees like old friends as he passes them by. lobi Rule donated 146 acres to the Northwest Ai kansas Lund 1 rust forhermnnent j)resetvarion on June 17, ?Ol?. When you hear him share a poem, while seated on a rock in the afternoon sun, you begin to contemplate your own existence in the authentic and humble presence of this man and these surroundings. Mr. Rule does not treat his lifetime as an isolated event, or his land as an isolated place, but rather as pieces of a much larger and connected whole, taking only what he needs and leaving so much more - a legacy of peace, poetry and preservation. Thank you John Rule. ' "I"o1 I And when you stand in the one -room, sod- L I roofed house with him, a home that he built �i and has lived in with no electricity or running water for more than 40 years, you '= r notice how this man never fell prey to the need For "more". . I - :- "L .- -,t-. . His stories of years spent homesteading this land with his late wife, Margaret, such as how the two of them bathed in the river and dried by the sun, make you realize why protecting this land was so important to him. NEWS FROM THE NORTHWEST ARKANSAS LAND TRUST 4 Your Land. Our Focus. The Nort) west Arkansas Land Trust is committed to helping landowners who wish to conserve their land for themselves and for their families. Why? • To preserve working farms and rural landscapes. • To protect wildlife habitat and migration corridors. • To protect the scenic "viewsheds" of our region. • To provide places for outdoor recreation. • To keep landscapes in tact for future generations. • To protect water quality in our lakes, rivers and streams. WII_DSCA}'f YOUR YARD: I0 ldcct,,� to Share \Vitll Your kid.,� I. Plant a "Pollinator Bed" with 6. Install nest boxes and monitor Ozark -native plants. the activities of the occupants. i. Use a handful of sand to clean 7. Plant milkweed for Monarchs your birdbaths. and their "hungry little caterpillars". 3. Use a plant saucer and rocks to create a ground -level water source. 4. Include stacked -rock borders to create shelter spaces for small creatures. 5. Make a "toad -abode" out of an upturned, broken clay pot. r 8. Create brush piles to provide denning sites for mammals. 9. Hang a bird feeder near a window and enjoy birding from indoors. 10. Create a "Nature Journal" to record pictures and notes about your backyard habitat. .........................................................................................................................................LL •........................ 5 Bentonville, AR 72712 479-966-4666 www.nwalandtrust.org WE WANT YOUR PHOTOS! Do you like to take photos? Send us your photos of Ozark places, people and wildlife to share in our Email to tlane@nwalandtrust.org! b op g u 3 a o a �2 0 0 .0 ii,'L .El LL ° U 2 c'n d a EL r 61 A o o v o o o c s u E E= go Z ,� ❑ N o o� a '� a'o 5 o Y .9 w 5 me s �o ppv ❑ Q° t c u o 'o a E OR v 3 w a 8 E u El Q o"" E 9 El bb L € S u 3�X'�o a. I 0 �H-�.�` A The WA LTO N FA M 11,Y F O U N D A -F I O N February 4, 2014 Mayor Lioneld Jordan City of Fayetteville 113 W. Mountain Fayetteville, AR 72701 Re: Grant #2013-1037 Dear Mayor Jordan, I)Ionvill" I A 72712 7030 It is my pleasure to inform you that The Walton Family Foundation, Inc. (the "Foundation") has approved a grant of up to $1,500,000.00 to the City of Fayetteville (the "Grantee"). This grant is subject to the following terms and conditions: 1. Purpose: The purpose of the grant is support the City of Fayetteville as they acquire approximately 376 acres located in southeast Fayetteville known as Mt. Kessler which lies adjacent to the City's 200 acre regional park currently under development. The purchase of this property from private ownership will permanently place this asse and its existing —5-6 miles of single track mountain bike and hiking trails in the public domain. This grant is more fully described in Grantee's letter of interest dated August 28, 2013. Grantee agrees to use all grant funds exclusively for the grant's purposes. Any changes in these purposes must be authorized in advance by the Foundation in writing. 2. Amount: Up to One Million Five Hundred Thousand Dollars ($1,500,000.00). 3. Payable: One payment in the amount of up to $1,500,000.00 shall be payable upon receipt of a copy of this letter from Grantee acknowledging the terms and conditions set forth herein and satisfactory evidence of $1,500,000 in matching commitments as well as an executed real estate purchase contract for the 376 acres. Matching commitments must be documented for the foundation by April 30, 2014, in the event the matching commitments are not documented by this deadline, all outstanding obligations of the Foundation will terminate. 4. Accounting: (a) The Foundation encourages, whenever feasible, the deposit of grant funds in an interest -bearing account. For purposes of this letter, the term "grant funds" includes the grant and any income earned thereon. (b) Grantee will maintain records of receipts and expenditures made in connection with the grant funds and will keep these records during the period covered by the Grantee's reporting obligations specified in paragraph 5 and for at least four years thereafter ("Maintenance Period"). Grantee will make its books and records in connection with the grant funds available for inspection by the Foundation during normal business hours as the Foundation may request at any time during the Maintenance Period. 5. Reporting and Evaluation: Grantee will provide the Foundation with an interim financial and narrative report by October 31, 2014 and a final financial and narrative report by May 31, 2015. These reports shall include an account of expenditures of grant funds, and a brief narrative of what was accomplished F 4 7 9 4 6 4 1� 7 0 1 F 4 7 9 4 6 4 1 5 8 0 (including a description of progress made in fulfilling the purposes of the grant and a confirmation of Grantee's compliance with the terms of the grant). Success will be measured against the outputs and outcomes described below. All reports will be sent electronically to HomeRegion(i�wffmail.com. If you have questions relative to reporting, please contact Janet Post, Home Region Focus Coordinator, 479-464-1576, email jpost@wffmail.com. Please reference Grant #2013-1037 on all reports submitted. 6. Representations: Grantee represents and warrants to the Foundation that: (a) Grantee is an organization in good standing, is either an organization described in section 501(c)(3) of the Internal Revenue Code ("Code") or a governmental unit, and is not a "private foundation" described in section 509(a) of the Code. Grantee will promptly notify the Foundation of any change in Grantee's tax status under the Code. (b) In no event will Grantee use any grant funds: (i) to carry on propaganda, or otherwise to attempt, to influence legislation; (ii) to influence the outcome of any specific public election or to carry on, directly or indirectly, any voter registration drive; or (iii) to undertake any activity other than for a charitable, educational or other exempt purpose specified in section 170(c)(2)(B) of the Code. (c) Grantee will comply with all applicable laws and regulations. 7. Repayment: The Foundation may discontinue any further payments to Grantee, and may direct Grantee to repay any unexpended grant funds to the Foundation, if any of the following events occurs: (i) Grantee ceases to maintain its tax-exempt status as described in paragraph 6(a) above; (ii) Grantee fails to comply with the terms of this letter; or (iii) There is a material change in Grantee's key personnel that in the sole opinion of the Foundation adversely affects Grantee's management of the grant. 8. Release and Indemnity: Unless prohibited by law, Grantee shall release, indemnify, defend and hold harmless the Foundation and its directors, officers, employees and agents from and against any and all claims, actions, suits, demands, damages, losses, expenses and liabilities, arising out of or related in any way to the actions or omissions of Grantee (or its directors, officers, employees, agents or contractors) in connection with the Grant and the project funded by the Grant, except to the extent caused by the Foundation's (or its directors, officers, employees or agents') negligent actions or omissions. Grantee further agrees to carry insurance in such forms and amounts as are commercially reasonable and appropriate to cover Grantee's operations and to enable Grantee to indemnify and defend the Foundation as provided hereunder. 9. Grant Publicity: Grant publicity related to this grant consistent with Grantee's normal practice is permitted, subject to the following provisions. The Foundation expects any announcements and other publicity 2 to focus on Grantee's work and the project or issue funded by the grant. Recognition of the Foundation's role in funding the project is permitted, provided that the timing, content and strategic focus of such publicity should be approved by the Foundation contact listed in paragraph 11. Publicizing the grant and the Foundation in Grantee's publications and communications in a manner consistent with similar grants obtained by Grantee is permitted. The Foundation may ask Grantee to provide illustrations, photographs, videos, recordings, information or other materials related to the grant (collectively "Grant Work Product") for use in Foundation communications including the Foundation's website, annual report, newsletters, board materials, presentations, communications and other publications. Grantee agrees to provide the Foundation with such items upon the Foundation's reasonable request and hereby grants to the Foundation and anyone acting under the authority of the Foundation a fully paid -up, world-wide, right and license to use, reproduce, display and distribute the Grant Work Product in connection with the Foundation's charitable operations and activities. In connection therewith, Grantee shall be responsible for obtaining all necessary rights and permissions from third parties for the Foundation to use the Grant Work Product for these purposes. By signing this Agreement, Grantee also acknowledges and agrees to use by the Foundation of historical, programmatic and other information relating to Grantee and the grant hereunder. 10. Gratuities: The Foundation desires that all of Grantee's resources be dedicated to accomplishing its philanthropic purposes. Therefore, Grantee agrees that it will not furnish the Foundation or its Board of Directors, officers, staff or affiliates with any membership, commemorative items, recognition plaques or gratuities or benefits of any kind. 11. Contact: For all communications regarding the grant, your point of contact at the Foundation will be Program Officer, Ryan Hale. He can be contacted via phone or email as follows: Telephone number (479) 464- 1579, Fax number (479) 464-1580 and Email rhale@wffmail.com. We have enclosed two original grant letters. Please sign one copy as Grantee's acknowledgment of the terms and conditions herein stated and return it to me in the enclosed self-addressed envelope. If the signed acknowledgment of this letter is not received in the Foundation's office by February 28, 2014, the Foundation will consider the Grantee to have declined the grant. On behalf of the Foundation, I extend every good wish for the success of your organization's endeavors. Sincerei uddy D. Philpot Executive Director ACKNOWLUDGED AND AGREED By: ao4 do an (Date) City oU4yetteville 3 Appendix A: City of Fayetteville Purchase & Preserve Mt. Kessler in Fayetteville Output Performance Measures: • The City will execute a real estate contract for the purchase of 376 acres known as Mt. Kessler by April 15, 2014 as evidenced by submission of executed contract. • The City will fully acquire and take ownership of the property by April 30, 2014 as evidenced by deed. • The City will provide an outline of its plan and process for permanently placing the 376 acres in the public domain and permanent preservation as greenspace in perpetuity by April 30, 2014. • The City will sign an agreement to commit to maintain and operate all current and future trails on Mt. Kessler to the same standards as outlined in the Razorback Regional Greenway operations and management plan as well as the guidelines listed in the IMBA "Guide to Sweet Single-track" and "Managing Mountain Biking" handbooks by April 30, 2014, as evidenced by a letter signed by Mayor Lioneld Jordan. • The City will sign an agreement to commit to establish a trailhead that will create access to the trail system at Mt. Kessler through city owned or controlled property by April 30, 2014, as evidenced by a letter signed by Mayor Lioneld Jordan. • The City will establish a baseline of trail usage for the single track trails located on Mt. Kessler using the methodology developed by ALTA Planning + Design Consultants. Measurement will commence within 30 days of acquisition and will be collected for no less than six months. Outcome Performance Measures: The City will provide evidence of match funding in the amount of up to $1.5 million by April 30, 2014 as evidenced by program records. • The City will establish a publicly accessible trailhead allowing access to trails on the 376 acres within 90 days of officially acquiring the property as evidenced by program records. • General trail usage on the single track trails located on Mt. Kessler will increase in the six months following initial measurement. The baseline established during the first 6 months after completion will be used to set the target for the increase in trail usage. All targets will be subject to WFF input. 0 RESOLUTION NO.40-14 A RESOLUTION TO AUTHORIZE MAYOR JORDAN TO APPLY FOR AND ACCEPT A 50150 MATCHING GRANT FROM THE WALTON FAMILY FOUNDATION IN THE AMOUNT OF $1,500,000.00, TO USE THIS GRANT AND $1,600,000.00 OUT OF RESERVES TO PURCHASE ABOUT 328 ACRES OF MT. KESSLER FROM CHAMBERS BANK AND TO BUILD A TRAILHEAD, TO APPROVE A LAND SWAP WITH CHAMBERS BANK, TO SUPPORT A PARKLAND DEDICATION OF ABOUT 48 ACRES FOR FUTURE PARKLAND CREDIT AND TO APPROVE THE ATTACHED BUDGET ADJUSTMENT WHEREAS, the City of Fayetteville has a unique opportunity to work with the Walton Family Foundation, Fayetteville Natural Heritage Association and Chambers Bank to acquire and preserve 376 acres of Mt. Kessler for $3,000,000.00 and parkland dedication so that the Regional Park will grow to almost 600 contiguous acres of amenities running the gamut from developed sports fields to mountain biking and nature trails; and WHEREAS, the City will also need to spend about $100,000.00 from reserves to develop a public trailhead for the many nature, hiking, biking and recreational trails already established and to be established and enhanced as part of the Regional Park. 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 the City of Fayetteville application for the 50150 matching grant with the Walton Family Foundation, extends its deepest appreciation and gratitude to the Walton Family Foundation for this grant, agrees to accept and match this $1.5 million donation with City funds from reserves, agrees to use this Three Million Dollars to purchase about 328 acres from Chambers Bank, agrees to build the public trailhead for about $100,000.00 from reserves and authorizes Mayor Jordan to sign all necessary documents and agreements necessary to accomplish this grant, purchase and project. Section 2: That the City Council of the City of Fayetteville, Arkansas hereby agrees to support and recommend that the Fayetteville Planning Commission accept a parkland dedication of about 48 acres by Chambers Bank to be used for future parkland credit. Section 3: That the City Council of the City of Fayetteville, Arkansas hereby agrees to swap those parcels of City land with Chambers Bank for the Chambers Bank parcels and trail easements all as identified on the map attached to this Resolution as Exhibit A. Page 2 Resolution No. 40-14 Section 4: That the City Council of the City of Fayetteville, Arkansas hereby approves the attached Budget Adjustment recognizing grant revenue of $1.5 million from the Walton Family Foundation and expenditures of $3.1 million for purchase of the Mt. Kessler property and construction on the trailhead. PASSED and APPROVED this 1 P day of February, 2014. APPROVED: By: ATTEST: SONDRA E. SMITH, City Clerk/Treasurer y. Jr •.=. Y ■- Jr. A a A c .2 Im d d E;