Agenda - 10-17-2017 - 6-c - Orange County Southern Branch Library Development Agreement

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29 Attachment 2—Development Agreement Highlights 1. The Town and County Managers and staff have crafted and reviewed the draft Development Agreement language attached. Key negotiated points are as follows: i. Section III.K — Operating Subsidy. The Managers have a tentative agreement for Carrboro to install a $70,000 fiber-optic internet and networked communications infrastructure set as well as the ongoing support for this service in lieu of its cash and in-kind subsidy to the Cybrary. This service is part of a larger infrastructure investment sponsored by UNC. Should UNC terminate the service, replacement service terms will be negotiated between the County and Town at that time. Carrboro will be responsible for providing service within this negotiated framework. ii. Section IV — Allocation of Project Costs (Land, Site, Off-Site, Vertical Building, and Vertical Parking Structure). The Managers and staff have discussed the Elements of Value schedule (Exhibit C to the Development Agreement) to identify these cost sharing elements as either: 1) wholly owned by each Party (ex: interior space upfit); 2) equally shared; or 3) proportionally shared. These cost allocations are to be finalized by the County and Town no later than 45 calendar days after schematic design drawings are approved by both Boards. The Managers tentatively agree as follows: 1. Land costs:Owned by Carrboro, no contribution required by the County; 2. Design and permitting costs: Equally shared; 3. Parking Structure: shared proportionally based upon adequate parking needs as derived and designed during the design phase of the project. The Managers also agree that the overall parking design, space assignment, and management plan is to be flexible to support both the Town and County's needs. Carrboro will provide parking program management and enforcement for the overall facility; 4. Site-civil "On Site"and "Off Site(road improvements,etc.): Equally shared; 5. Shell building foundation, roof,and major functions: Equally shared; 6. Remaining Shell building components,Common Areas: Proportionally shared; 7. Interior Upfits: Owned by each Party; 8. Legal services: Owned by each Party. 2. Capital Project Planning. Carrboro is placing portions of a $15MM CIP item within its FY2017-18 appropriation for the 203 Greensboro design costs. Construction costs would be appropriated in FY18-19 and potentially FY19-20. The County's CIP is structured in a similar fashion where adequate design funds have been appropriated in previous fiscal years and adequate funds of$6.375MM for the County's portion of the Project's construction costs are contemplated in FY18-19 and FY19-20. As discussed in paragraph d.ii„the Parties will have 45 days after the formal schematic design to evaluate more specific cost estimates, negotiate final appropriate cost allocations, and benefit from ongoing value engineering practices. Should agreement not be reached during this time, each Party has the ability to terminate the Development Agreement with no recourse other than the absorption of assigned design and related costs up to that point in time. 3. On-Site Parking. Adequate parking for the project is contemplated to be provided in some combination of on and off site facilities. The Agreement provides an understanding that a satisfactory proportion of on-site parking be allocated to the Orange County Southern Branch Library during normal operating hours. 4. Friends of the Orange County Southern Branch Library discussions. Discussions with the leadership of the Friends organization on capital and in-kind service contributions to the Project and its ongoing Library operations.