CAR Prop P
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MARKET ST.
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LACLEDES LANDING BLVD.
LUCAS
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CityArchRiver 2015 PROJECT AREA
EXHIBIT F
COOPERATION AGREEMENT
By and Among the
Metropolitan Park and Recreation District
d/b/a The Great Rivers Greenway District
and
The City of St. Louis
and
The Port Authority of the
City of St. Louis
And
City Arch River 2015 Foundation
2
THIS AGREEMENT is made and entered into the ____ day of January, 2013
by and among the METROPOLITAN PARK AND RECREATION DISTRICT d/b/a THE
GREAT RIVERS GREENWAY DISTRICT, a body corporate and a political subdivision
of the State of Missouri, the CITY OF ST. LOUIS, MISSOURI, a Missouri Charter City,
the PORT AUTHORITY of the City of St. Louis, and CITY ARCH RIVER 2015
FOUNDATION, a not-for-profit corporation, existing under a Pro-Forma Decree of
the Circuit Court of the City of St. Louis, Missouri.
All capitalized terms used but not otherwise defined herein shall have the
meanings ascribed to them in Article 1 of this AGREEMENT.
RECITALS
A. The DISTRICT is a political subdivision duly organized and validly existing
under the laws of the State of Missouri.
B. The DISTRICT is currently authorized and empowered under Section
67.1700, et seq., of the Revised Statutes of Missouri, to develop, operate and
maintain a system of interconnecting trails and parks and to contract with public
and private entities or individuals, both within and without the State of Missouri,
the United States or any agency thereof in furtherance of any of its purposes.
C. The CITY is a Charter City organized and existing under the provisions of
the Constitution of the State of Missouri.
3
D. The PORT AUTHORITY of the City of St. Louis is a political subdivision of
the State of Missouri.
E. The CITYARCHRIVER PROJECT AREA consists of land owned and/or
operated by the City, State of Missouri and the National Park Service, U.S.
Department of Interior. A description and map of the CITYARCHRIVER PROJECT
AREA is attached hereto as Exhibit F.
F. CITY ARCH RIVER 2015 FOUNDATION is a pro-forma decree corporation,
organized to promote the well-being of the St. Louis region and to connect and
unify the streetscapes, roadways and landscapes of the Jefferson National
Expansion Memorial Park and adjacent portions of Downtown, the Mississippi
River and the riverfront of the State of Illinois facing the Gateway Arch.
G. The CENTRAL RIVERFRONT PROJECT SITE consists of a public street
owned and operated by the CITY known as Leonor K. Sullivan Boulevard and the
immediate surrounding real estate. A description and map of the CENTRAL
RIVERFRONT PROJECT SITE is attached hereto as Exhibit A.
H. The RIVERFRONT DISTRICT PROJECT SITE consists of several parcels of
real estate adjacent to and generally north of the ARCH GROUNDS. A description
and map of the RIVERFRONT PROJECT SITE is attached hereto as Exhibit B.
4
I. The DISTRICT, the CITY, the PORT AUTHORITY and CITY ARCH RIVER 2015
FOUNDATION wish to engage in comprehensive and coordinated development of
both PROJECT SITES to include the following improvements:
PHASE I: construction of a raised and expanded roadway providing
improved traffic flow and enhanced pedestrian amenities for bicyclists and
pedestrians on Leonor K. Sullivan Boulevard between Chouteau Avenue to the
south and Biddle Street to the north for the purpose of connecting the
Confluence, Mississippi River and Chouteau Greenways; and
PHASE II: a comprehensive and collaborative redevelopment strategy to
acquire and develop additional green space adjacent to Leonor K. Sullivan Blvd.
and spur economic development in three distinct portions of the area; 1.
Lacledes Landing; 2. Pinnacle Entertainment; 3. The Industrial Lands North of
Biddle Street; and 4. The Riverfront Trail and trailhead at Biddle Street.
J. These parties envision a comprehensive set of agreements and
ordinances which will establish a partnership with defined powers concerning
developments herein specified to operate and maintain an area to include, but
not be limited to, the CENTRAL RIVERFRONT PROJECT SITE and the RIVERFRONT
DISTRICT SITE. Said agreements will be fully executed before implementations of
5
projects requiring financial commitments from the DISTRICT beyond those set
forth in this AGREEMENT.
K. The PORT AUTHORITY and the City of St. Louis will agree to allow
development of Phase I which is currently under its jurisdiction. However, the
parties agree that Phase I construction shall not commence unless an operation
and maintenance agreement is approved by the Districts Board of Directors,
CARs Board of Directors and the Citys Board of Aldermen.
L. A portion of the CITYARCHRIVER PROJECT AREA consists of City owned
and operated public streets and parcels of real estate immediately west of the
ARCH GROUNDS located within downtown St. Louis. The City and the PORT
AUTHORITY, to the extent that this portion of the CITYARCHRIVERPROJECT AREA
lies within the PORT AUTHORITYS jurisdiction, will agree to allow improvements
to said land by the DISTRICT and CAR. All plans and specifications for the
proposed improvements shall be approved by the Citys Board of Public Service
prior to the commencement of construction.
M. To the extent permitted by law, the CITY will accept certain parcels of
real estate and, through appropriate ordinances, designate such real estate as
public open space in perpetuity subject to appropriate agreements among the
parties hereto regarding ownership, control, operation and maintenance.
6
N. On October 11, 2011 the DISTRICTs Board of Directors adopted
Resolution No. 2011.59 and Resolution 2011.60 approving the DISTRICTs
commencement of design of Phase I and approving the deadline of June 30, 2012
for execution of this AGREEMENT. Said deadline has been extended by mutual
consent to November 13, 2012.
O. On December 27, 2011, the DISTRICT and CITY ARCH RIVER 2015
FOUNDATION entered into a DESIGN AGREEMENT for schematic design of Phase I
of the PROJECT as well as an AGREEMENT with David Mason & Associates for
survey and preliminary engineering of Phase I of the PROJECT.
P. This AGREEMENT describes PROJECT funding details, operations and
maintenance provisions, transportation improvements and sources of revenue
from public and private entities involved with Phase I of the PROJECT and
describes the intent and obligations of the parties hereto with regard to Phase II
of the PROJECT.
Q. In the event the parties, for any reason, are unable to meet the
timelines or agreed benchmarks set forth in this AGREEMENT, the DISTRICT may
elect to withdraw from the AGREEMENT without further obligation or liability.
Notwithstanding any language to the contrary, should the DISTRICT commence
construction on any phase of the PROJECTS provided for in this AGREEMENT, and
7
then elect to withdraw from this AGREEMENT, the DISTRICT shall be obligated, at
the option of the City, to return all City property, including but not limited to
right-of-ways and real estate, which was altered by way of said construction, to a
condition that is deemed satisfactory as determined solely by the City without
expense to the City or Port Authority.
AGREEMENT
NOW, THEREFORE, in consideration of the premises and promises
contained herein, and other good and valuable consideration, the receipt,
adequacy and sufficiency of which are hereby acknowledged, the parties agree as
follows:
ARTICLE 1.
DEFINITIONS
Section 1.1 Terms Used Herein. As used in this AGREEMENT, the following
words and terms shall have the following meanings:
AGREEMENT means this COOPERATION AGREEMENT.
ARCH or ARCH GROUNDS means the Jefferson National Expansion
Memorial as defined by the National Park Service, U.S. Department of Interior.
BENCHMARKS means the dates upon which those elements of a PROJECT
will be complete and/or require funding and which dates must be met in order for
8
the DISTRICT to continue its obligation under this AGREEMENT. The
BENCHMARKS are described in Exhibit C.
CITY ARCH RIVER or CAR means the City Arch River 2015 Foundation, a
pro-forma decree corporation, organized in the Circuit Court of the City of St.
Louis and existing pursuant to the laws of the State of Missouri.
CITY means the City of St. Louis, Missouri, a political subdivision of the
State of Missouri existing pursuant to the laws of the State.
CITYARCHRIVER PROJECT AREA means the area described in Exhibit F
which is attached hereto and made a part hereof.
CENTRAL RIVERFRONT PROJECT SITE means the area described in Exhibit
A which is attached hereto and made a part hereof.
COMPREHENSIVE CAPITAL IMPROVEMENTS PROGRAM AGREEMENT or
CCIPA means a document setting forth a comprehensive capital improvements
program agreement in the event that an additional sales tax is authorized by the
voters of at least two of the jurisdictions composing the DISTRICT pursuant to
Section 67.1715-2 of the Revised Statutes of Missouri. The COMPREHENSIVE
CAPITAL IMPROVEMENTS PROGRAM AGREEMENT shall use the same format as
the DISTRICTS annual capital budget plan and will be updated as necessary with a
capital budget document approved by the DISTRICTs Board of Directors.
9
CONTRACTOR means any contractor or contractors hired to work on
construction or development of a PROJECT.
CONSTRUCTION PLANS means the plans, drawings specifications and
related documents, and construction schedules for the construction of the
PROJECT which shall be prepared by consultants contracted by the DISTRICT,
substantially as set forth in the Site Plan and Concept Drawings, together with all
supplements, amendments or corrections thereto.
DESIGN AGREEMENTS means the Agreements executed by the DISTRICT
and CAR dated December 27, 2011, engaging MVVA for preliminary design
services and the Agreement executed by the DISTRICT engaging David Mason &
Associates for survey and engineering services.
DISTRICT means the Metropolitan Park and Recreation District, a body
corporate and a political subdivision of the State of Missouri, organized and
existing pursuant to Section 67.1700, et seq. and doing business as the Great
Rivers Greenway District.
GOVERNMENTAL APPROVALS means all licensing, plat approvals,
rezoning or other zoning changes, site plan approvals, site approvals, building and
use permits, variances or other regulatory, subdivision, zoning or similar
approvals required for the implementation of the Project.
10
MVVA means Michael Van Valkenburgh Associates.
MASON means David Mason & Associates.
PHASE I means any work contracted, performed or anticipated on the
CENTRAL RIVERFRONT PROJECT SITE.
PHASE II means any work contracted, performed or anticipated on the
RIVERFRONT DISTRICT PROJECT SITE.
PORT AUTHORITY means the Port Authority of the City of St. Louis, a
political subdivision of the State of Missouri created by the City of St. Louis
pursuant to enabling legislation contained in Chapter 68 of the Missouri Revised
Statutes.
PROJECT BUDGET shall mean the total expenditures contemplated by
this AGREEMENT as set forth in Exhibit D of this AGREEMENT which is attached
hereto and made a part hereof.
PROJECT TEAM shall mean the team comprising one member from each
party to this AGREEMENT, said team being responsible for the day-to-day
decisions regarding the PROJECT.
RIVERFRONT DISTRICT PROJECT SITE means the area described in Exhibit
B which is attached hereto and made a part hereof.
STATE means the State of Missouri.
11
TRANSRIVER AUTHORITY or TRA means the TransRiver Authority, a
Chapter 355 not-for-profit corporation organized under the laws of the State of
Missouri and affiliated with CAR providing construction oversight for CAR.
Section 1.2 Interpretation of Terms. Words of the masculine gender shall
be deemed and construed to include correlative words of the feminine and
neuter genders and vice versa. Unless the context indicates otherwise, words
importing the singular number shall include the plural and vice versa, and words
importing persons shall include firms, associations and corporations, including
public bodies, as well as natural persons. All references in this AGREEMENT to
designated Articles, Sections and other subdivisions are, unless otherwise
specified, to the designated Articles, Sections and subdivisions of this instrument
as originally executed.
Section 1.3 Incorporation Herein. All of the above Definitions and
foregoing Recitals are incorporated into and made a part of this AGREEMENT.
ARTICLE 2.
PHASE I DESCRIBED
Section 2.1 Description of Tasks. Phase I involves the design, construction,
operation and maintenance of a new open and public roadway and a vibrant and
active public space on the current site of Leonor K. Sullivan Boulevard which will
12
elevate the current street level and provide for special events, a public
promenade and gathering space for enjoying the Mississippi River and the
outdoors and which will improve the flow of vehicular traffic and facilitate
walking, hiking and cycling access to the ARCH GROUNDS. Exhibit A describes the
tasks in preliminary detail.
Section 2.2 Additional Improvements to the ARCH. Phase I of the
CENTRAL RIVERFRONT PROJECT is the first phase of an anticipated cooperative
development encompassing the ARCH and surrounding areas which will connect
and unify the streetscapes, roadway and landscape of the Jefferson National
Expansion Memorial Park and the Great Rivers Greenway regional system of
parks, trails and open space and adjacent portions of downtown St. Louis, the
Mississippi River and the riverfront of the State of Illinois facing the ARCH.
Section 2.3 Contemplated Agreements Regarding Phase I.
The parties hereto, together with other parties who may be necessary or helpful
in the accomplishment of the goals set forth in Article 2.2 contemplate further
agreements for development which will allow ongoing cooperative activity and
ensure sound and sustainable operations and maintenance practices as a single
public space. Such agreements (including the RIVERFRONT DISTRICT PROJECT
SITE PHASE II) will be negotiated by the parties as circumstances require.
13
ARTICLE 3.
PHASE II DESCRIBED
Section 3.1 Description of Tasks. Phase II involves a comprehensive and
collaborative redevelopment strategy to acquire and develop additional green
space and other property adjacent to Leonor K. Sullivan Boulevard to spur
economic development in four distinct zones. Those zones are:
1. Lacledes Landing
2. Pinnacle Entertainment
3. Industrial area north of Biddle Street
4. The Riverfront Trail and trailhead at Biddle Street
Section 3.2 Acquisitions. Completion of Phase II will require acquisition of
real estate through fee, right of way or license to various parcels within the
RIVERFRONT DISTRICT PROJECT SITE necessary to complete Phase II. The parties
hereto agree to cooperate in obtaining the property necessary for the execution
of Phase II and that the acquired property shall to the extent permitted by law be
titled to Great Rivers Greenway District to remain in perpetuity for use as parks
and trails.
Section 3.3 Phase II Agreements. The parties hereto will execute a
comprehensive development agreement for the development of the RIVERFRONT
DISTRICT including provisions for acquisition of property, design, construction,
14
operation and maintenance. Such agreements will be prepared and executed
when funds become available and may include additional parties deemed
necessary for the successful completion and operation of Phase II.
ARTICLE 4.
DESIGN AND CONSTRUCTION OF PHASE I
Section 4.1 Preliminary Design. The DISTRICT and CAR have entered into
DESIGN AGREEMENTS dated December 27, 2011. Pursuant to such Agreements,
the parties have engaged Michael Van Valkenburgh Associates, Inc. (MVVA) and
David Mason & Associates (MASON) to provide engineering and design services
for the CENTRAL RIVERFRONT PROJECT SITE. The deliverables defined in the
DESIGN AGREEMENTS are set forth in Exhibit E. All design, survey, and
deliverables produced by MVVA and MASON are incorporated herein by
reference and are made a part of this agreement and the obligations contained
herein.
Section 4.2 Intermediate Design. As of the date of this AGREEMENT,
additional engineering and design services will be required to move the CENTRAL
RIVERFRONT PROJECT SITE to a point where additional approvals can be obtained.
The DISTRICT agrees to contribute and pay to CAR an additional sum not to
exceed seventy-five thousand dollars ($75,000.00) to pay the cost of additional
15
services by MVVA. The DISTRICT further agrees to authorize and pay to MASON
an additional sum not to exceed fifty thousand dollars ($50,000.00) to coordinate
these additional engineering and design services. The sums described in this
paragraph represent the total commitment of the DISTRICT for engineering and
design services or tasks until the CITY and the PORT AUTHORITY grant formal
approval to a comprehensive cooperation agreement encompassing the CENTRAL
RIVERFRONT PROJECT SITE and the RIVERFRONT DISTRICT PROJECT SITE to the
satisfaction of the DISTRICT.
Section 4.3 Design Enhancements. In the event the Preliminary Design
prepared by MVVA and MASON shall be deemed by the DISTRICT to be
insufficient or the DISTRICT shall determine it wishes to enhance the preliminary
design to include additional features or amenities, the DISTRICT, at its own
expense, may commission MVVA and MASON to prepare an enhanced design
incorporating the additional features or amenities and, in the event any other
party shall desire additional engineering and design enhancements, that party
may, at its own expense, request the same upon approval of the DISTRICT and
CAR. Any enhanced design plans or specifications shall be submitted to the Citys
Board of Public Service for approval.
16
Section 4.4 Final Design. The final engineering and design criteria shall be
agreed among the parties to this AGREEMENT. Construction shall not begin until
such final engineering and design specifications are approved in writing by the
funding parties, the Citys Board of Public Service and TransRiver Authority.
Section 4.5 Financial Commitments of the DISTRICT and CAR. The
DISTRICT will commit the sum of $14,397,000 and CAR will commit the remainder
of the funds necessary for the completion of PHASE I tasks. Said amounts are not
required to be from any particular source and may be contributed by outside
entities, but the DISTRICT and CAR remain responsible for each of their respective
commitments. Exhibit D sets forth the PHASE I budget upon which these
commitments are based. Regardless of any increase in the budget for PHASE I,
the commitment of the DISTRICT will not be increased without a separate written
agreement stating specific purposes and amounts in excess of those described in
Exhibit D.
Section 4.6 Responsibility for Expenditures.
Except for the DISTRICT commitment set forth in Section 4.5, all other funds
required by the PROJECT BUDGET shall be provided by CAR and other public and
private funding sources as outlined in the budget. Said public funds shall be
distributed and disbursed as outlined by the statutes and indentures governing
17
the funds. CAR will distribute and disburse all private funds necessary to complete
the project. The DISTRICT will administer both public and private funding
pursuant to the laws, policies, bylaws and procedures applicable to the DISTRICT.
BENCHMARKS contained in Exhibit C, which is attached hereto and made a part
hereof, set forth timelines for receipt of funds from CAR or other public sources.
Should CAR or other public sources fail to meet any of the funding deadlines, the
DISTRICT may, at its sole option, suspend further expenditures on the PROJECT
until said funding deadline is met. As funds are needed to expeditiously complete
the work on this PROJECT, the DISTRICT will notify CAR as provided in the
BENCHMARKS outlined in Exhibit C.
Section 4.7 Procurement of Goods and Services. All contractors
participating in the construction of the PROJECT will be selected and contracted in
accordance with the Procurement Policy in effect at the DISTRICT and pursuant to
the laws applicable thereto. In such selections, the DISTRICT intends to follow all
applicable Charter requirements, ordinances, codes, executive orders and rules
and regulations of the CITY in the selection of contractors. Additionally, the
District agrees to make good faith efforts to meet goals for minority participation,
including MBE/WBE/DBE. To the extent required by law, the DISTRICT shall
comply with all prevailing wages and living wage requirements.
18
Section 4.8 Control and Supervision of Work. The DISTRICT will be the
primary entity supervising construction on the PROJECT in cooperation with the
TransRiver Authority. Each party to this AGREEMENT shall designate, in writing,
an individual who will be responsible for day-to-day decisions required on the
part of that party. Collectively, these persons shall be known as the PROJECT
TEAM which will meet no less than monthly or more frequently as requested by
the DISTRICT and TransRiver Authority.
Section 4.9 Performance of Work. To the extent any party hereto
exercises control over CONTRACTORS, such party shall require that
CONTRACTORS perform all tasks in strict compliance with the Americans with
Disabilities Act, as Amended, 42 U.S.C. 12101 et seq., 47 U.S.C. 225 and 611
and all standards set forth in the regulations promulgated by the United States
Department of Justice (2010 ADA Standards and the 2009 Draft Final Accessibility
Guidelines for Outdoor Developed Areas) and Missouris accessibility standards
set out in the Missouri Revised Statutes at 8.610 et seq., as well as any
modifications, amendments or updates to any of these standards in effect at the
time of construction. Regarding any property owned, leased, operated or
governed by the Missouri Department of Transportation (MoDOT), CONTRACTOR
will be required to ensure that all requirements of that agency pertaining to this
19
PROJECT are met. Any deviation from the standards of the Americans with
Disabilities Act, as Amended, Missouris accessibility standards or MoDot
requirements, whether in accordance with plans or at the discretion of the
CONTRACTORS, must be approved in writing by the DISTRICT or its authorized
representative before construction or installations by the CONTRACTOR.
ARTICLE 5.
IMPLEMENTATION
Section 5.1 Creation of Development Partnership. The parties hereto
wish to create a permanent partnership to coordinate and maintain a vibrant and
sustainable environment in and around the ARCH GROUNDS, in the area shown in
Exhibit F, including the areas described herein as the CENTRAL RIVERFRONT
PROJECT SITE and the RIVERFRONT DISTRICT PROJECT SITE and such portions of
the Arch grounds as shall be designated by the National Park Service. Such
partnership will emphasize the national historic importance of the ARCH, the Eads
Bridge and related amenities and will enable greater public use and enjoyment of
the areas within its boundaries. Among other functions, the partnership will
serve as a vehicle for implementation of the COMPREHENSIVE CAPITAL
IMPROVEMENTS PROGRAM AGREEMENT required by Section 67.1715-2 of the
Revised Statutes of Missouri and to provide for operations and maintenance
within its boundaries.
20
Section 5.2 Additional Funding. Together with the parties hereto, the
development partnership will seek to create permanent funding sources to
operate and maintain improvements within its boundaries and will explore
various types of public and private activities and support for such purposes.
Section 5.3 District Activities Within the Partnership. Except for the
cooperation by the DISTRICT in the completion of improvements provided in this
AGREEMENT and in similar agreements for the future enhancements of the
CENTRAL RIVERFRONT PROJECT SITE, the function of the DISTRICT relating to
development of park and trail projects within the partnerships boundaries will be
similar to the functions currently performed by the DISTRICT in other areas of its
jurisdiction.
Section 5.4 Governance to be Determined. The parties hereto agree to
negotiate a workable method of governing the activities of the development
partnership to be created hereunder and to allocate duties and responsibilities of
each party regarding participation in the development partnership.
ARTICLE 6.
ADDITIONAL AGREEMENTS
Section 6.1 Rights of the DISTRICT. Completion of PHASE I of this
AGREEMENT will depend upon receipt of necessary funds to pay contractors and
other necessary expenses. Exhibit C lists BENCHMARKS for receipt of funds.
21
Should these funds not be available when required per Exhibit C, the DISTRICT, at
its option, may (a) suspend work on PHASE I, (b) terminate this AGREEMENT or (c)
proceed with the work on PHASE I. In the event the DISTRICT exercises its option
to terminate this AGREEMENT subsequent to the commencement of
construction, the DISTRICT, at the option of the City, shall be obligated to return
all City property, including but not limited to right-of-ways and real estate, which
was altered by way of said construction, to a condition that is deemed satisfactory
as determined solely by the City without expense to the City or Port Authority.
Section 6.2 Operation and Maintenance. The CITY, Port Authority, the
District and CAR agree that they will develop a workable and sustainable plan for
operation and maintenance utilizing the development partnership of the PHASE I
improvements acceptable to the DISTRICT no later than April 30,2013. The
parties agree that construction shall not commence on any phase of the
PROJECTS provided for in this AGREEMENT until an operation and maintenance
agreement is approved by the Districts Board of Directors, CARs Board of
Directors, the PORT AUTHORITY, the Citys Board of Public Service and the Citys
Board of Aldermen.
Section 6.3 COMPREHENSIVE CAPITAL IMPROVEMENTS PROGRAM
AGREEMENT. The parties hereto will develop a COMPREHENSIVE CAPITAL
22
IMPROVEMENTS PROGRAM as contemplated by Section 67.1742 (2) of the
Revised Statutes of Missouri. The right to terminate this AGREEMENT shall
remain in effect until a satisfactory CCIPA is reached and approved by the Districts
Board of Directors. Notwithstanding any language to the contrary, should the
DISTRICT commence construction on any phase of the PROJECTS provided for in
this AGREEMENT, and then elect to withdraw from this AGREEMENT, the
DISTRICT shall be obligated, at the option of the City, to return all City property,
including but not limited to right-of-ways and real estate, which was altered by
way of said construction, to a condition that is deemed satisfactory as determined
solely by the City without expense to the City or Port Authority.
ARTICLE 7.
FUNDRAISING
Section 7.1 CAR Principally Responsible. The parties hereto acknowledge
the need for additional funding for PHASE I and for the continuing relationships
among the parties contemplated by the additional agreements described in this
AGREEMENT. The primary entity to plan and execute fundraising activities shall
be CAR or such entity as CAR may create or designate as responsible for these
activities.
Section 7.2 Cooperation. Both before and after the execution of said
additional agreements, the parties hereto agree to cooperate and collaborate in
23
seeking federal, regional, local state and private funds. Said cooperation shall
include, but not be limited to, providing information and data to be utilized in the
preparation of grant applications, executing all necessary documents required by
government agencies or private donors and providing support in the form of
letters or testimony as required.
ARTICLE 8.
ASSIGNMENT OF RIGHTS OR DUTIES
Section 8.1 Assignment generally. With respect to the rights, duties and
obligations of the parties hereto regarding the PROJECT, no assignment shall be
permitted unless specifically agreed to in writing by all parties.
Section 8.2 Effect of Subsequent Agreements. With respect to the rights,
duties and obligations of the parties hereto concerning their future relationship
among them (including agreements which may include additional parties), the
execution of binding written agreements (signed by the parties hereto) as
contemplated by this AGREEMENT, will supersede this AGREEMENT with respect
to the subject matter thereof.
ARTICLE 9.
PUBLICITY AND CONFIDENTIALITY
Section 9.1 Confidential Information. To the extent that all or any of the
parties hereto are governed by the terms of The Missouri Open Meetings Law
24
(Section 610.010, et seq., RSMo.), these parties agree to observe the
requirements that certain documents will be open to the public. To the extent
that Section 610.021, RSMo. authorizes certain meetings, records and votes to
be closed, the parties further agree that matters authorized to be closed to the
public will to the extent permitted by law remain closed unless all parties hereto
agree to its release.
Section 9.2 Publicity. When any party to this AGREEMENT shall prepare
and disseminate any press release relating to the Central Riverfront PROJECT
described herein, unless otherwise agreed, it shall contain the information that
the CENTRAL RIVERFRONT PROJECT is funded in part by the GREAT RIVERS
GREENWAY DISTRICT and CAR
Section 9.3 Signage. The DISTRICT agrees to coordinate wayfinding
signage with the CITY, CAR and other partnerships involved in preparing
wayfinding signage. CAR and the CITY understand that interpretive and greenway
signage will be incorporated into the CENTRAL RIVERFRONT PROJECT for the
benefit of visitors and users as part of a designated greenway. The District shall
comply with all applicable City requirements as they pertain to signage.
Section 9.4 Donor Recognition. CAR, the DISTRICT and the CITY agree to
coordinate preparation and installation of donor recognition signage to recognize
25
philanthropic donations which help pay for improvements within the CITY ARCH
RIVER PROJECT AREA. The DISTRICT and CAR shall comply with all applicable City
requirements as they pertain to signage.
ARTICLE 10.
NOTICE
Section 10.1 Notice. All notices required or permitted under this
CONTRACT shall be deemed served when received by personal delivery, by
nationally recognized overnight carrier or certified mail, return receipt requested,
postage prepaid, at the following address:
Great Rivers Greenway District City Arch River 2015 Foundation
6174 A Delmar Blvd. One Memorial Drive
St. Louis, MO 63112 Suite 700
ATTN: Executive Director St. Louis, MO 63102
ATTN: Executive Director
City of St. Louis, Missouri Port Authority of the City of St. Louis
1200 Market Street 1520 Market Street
St. Louis, MO 63103 Suite 2000
ATTN: St. Louis, MO 63103
ATTN: Nick Nichols
City of St. Louis Board of Public Service
1200 Market Street
Room 301
St. Louis, MO 63103
ATTN: President of the Board of Public Service
26
ARTICLE 11.
CONTROLLING LAW
Section 11.1 Controlling Law. This CONTRACT shall be interpreted in
accordance with the laws of the State of Missouri. Any action brought hereunder
shall be brought in the City of St. Louis or the United States District Court for the
Eastern District of Missouri.
WHEREAS, the parties hereto have affixed their hands and seals the day
and date first above written, and they hereby attest that the execution of this
document is the official act of their respective entities.
CITY ARCH RIVER 2015 FOUNDATION METROPOLITAN PARK AND
RECREATION DISTRICT d/b/a
THE GREAT RIVERS GREENWAY
By ____________________________ By ____________________________
CITY OF ST. LOUIS, MISSOURI PORT AUTHORITY OF ST. LOUIS,
MISSOURI
By ____________________________ By ____________________________
Mayor CITY OF ST. LOUIS BOARD OF PUBLIC
SERVICE
By ____________________________
By ____________________________
Comptroller
27
ATTEST:
By _____________________________
City Register
APPROVED AS TO FORM, ONLY:
By _____________________________
City Counselor
THE CENTRAL RIVERFRONT LINK
JNEM
CAR 2015 Projects
I-70 Corridor
Project
Chouteau Ave.
Trailhead
BIddle St.
Trailhead
LKS Boulevard and Riverfront
PHASE 1 SITE
LKS Boulevard and Riverfront
PHASE 2 SITE
EXHIBIT A
Description of Central Riverfront Project:
I. Geographic Location:
a. County: City of St. Louis
b. Length of project: 1.6 miles
c. Project Limits: From Biddle Street on the north to Chouteau Ave. on the south,
raise Leonor K. Sullivan by 2-3.5 feet and decrease flood occurrences by 60 to 70
percent annually. Also, construct a fully multi-modal and reliable transportation
corridor to the Riverfront, improving accessibility and usefulness to operations
and businesses moored in this location.
II. Project Narrative:
This project creates a year round connection and usable corridor along Leonor K.
Sullivan and the St. Louis Central Riverfront. The essential elements of the construction
project are raising Leonor K. Sullivan 2-3.5 feet and constructing a fully multi-modal
transportation corridor. The total cost of the project is estimated to be $25,072,000 to
$33,400,000, with funds coming from The Great Rivers Greenway ($10,720,000),
Federal Transit Administration ($700.000), Department of Interior ($2,947,000) and
private contributions (Project Gap Financing). Two federal grants to the Department of
Transportation are pending and could assist in funding the construction of this project.
The project is being proposed by the Great Rivers Greenway District, a public agency
supported by a dedicated sales tax with a mission of creating a regional system of parks,
trails and open space. The Great Rivers Greenway District collects 1/10 of a cent of sales
tax in three counties and raises approximately $10,000,000 per year for regional
greenway projects. The commitment to the Leonor K. Sullivan project is approximately
one years full allocation of sales tax, which represents a large commitment by the
District, but one that is vital to the regional greenway system.
The intent of the Leonor K. Sullivan project is to create connectivity for all modes of
traffic, both vehicular and pedestrian, along Leonor K. Sullivan and increase the usability
of the street as a greenway connection along the Mississippi River Greenway. The
construction of this project would also provide more reliable accessibility for the business
along the Riverfront and all types of vehicles that need access for the Jefferson National
Expansion Memorial (the Archgrounds). The project would closely coordinate both
aesthetically and logistically with the City+Arch+River Design competition, which is
currently underway with the National Park Service at the Jefferson National Expansion
Memorial. The connection of the Leonor K. Sullivan to such an important publicly held
park would have a very positive impact both for visitors and businesses who value the
National Park experience.
III. General Information
Through the design competition process (for more, see:
www.cityarchrivercompetition.org), the NPS and CAR2015 engaged a team led by
Michael Van Valkenburgh Associates (MVVA) to provide design services for
improvements to the JNEM and contiguous transportation, riverfront and urban fabric
projects contained within the CAR2015 goals. Critical components of the project are; a
pedestrian link over I-70, replacement of the bridges, roadways and ramps that are
necessary due to the pedestrian link, upgrade of the City of St. Louis street grid that feeds
into the JNEM and the transportation loop that services both downtown St. Louis and the
Archgrounds. The design and implementation of the overall CAR2015 project will
achieve two interrelated goals: mitigate the obstacles between downtown and JNEM and
improve accessibility between the Arch and the Mississippi River while creating more
incentives for visitors to make repeat visits. The CAR2015 project received a $20
million allocation from the TIGER III process for the Park over the Highway (aka The
Lid).
The project geography is adjacent to the Mississippi River on the east and the Jefferson
National Expansion Memorial (the Archgrounds) on the west. The enhanced and
reconstructed corridor would provide for every practical mode of transportation to be
accommodated, i.e. pedestrians of all abilities, bicyclists, cars, buses and trams. Leonor
K. Sullivan is an important transportation corridor for downtown and for the
Archgrounds experience and is heavily trafficked by tourists and local travelers. It is the
most direct experience of the Mississippi River in downtown St. Louis and provides some
of the most iconic views of the river in the City of St. Louis.
Beyond accommodation, the project will create an attractive and organized connection to
the Mississippi River and a major National Park, which are the defining features of the
City of St. Louis and the Region. The reconstruction will also dovetail with METROs
currently funded Transit in Parks Program project along Leonor K. Sullivan, which is
$1,000,000 for placing new signs, pole banners, trestle painting, and flood wall graphics
as well as the reconstruction of Leonor K. Sullivan north of Eads Bridge to the Biddle
Street parking lot. METROs funded project is focused on the north portion of the
project geography. METROs project and Great Rivers Greenway proposed project will
meet at the Eads Bridge and create a seamless, multi-modal corridor for people traveling
along Leonor K. Sullivan to the North Riverfront Trail and all points north along the
Mississippi River.
A few of the significant attractions the proposed project will connect on the Mississippi
River and along the North Riverfront Trail are the McKinley Bridge Bikeway, the Mary
Meachum Freedom Crossing, and the Old Chain of Rocks Bridge. Moving east of the
project geography along the Eads Bridge, an entire system of parks and trails exist in
Madison and St. Clair counties in Illinois.
On the south side of the project geography, the project will end at Chouteau Ave., but
will provide a connection to the Mississippi River Greenway and the Chouteau
Greenway. Both of these greenway connections are current projects of GRGs and will
connect both south and west of the Archgrounds along the Mississippi River and the
historic Chouteau Ave. Both connections are vital for full utilization of the river as a
regional asset for tourism, commerce and industry.
City Arch River 2015 Foundation has worked with NPS, the City of St. Louis, MoDOT
and the US Army Corps of Engineers as well as local partners including METRO, East
West Gateway, Great Rivers Greenway, and the Gateway Mall Conservancy, uniting
efforts to transform the relationship between the Memorial and downtown St. Louis, of
which Leonor K. Sullivan reconstruction is a key part.
Other pedestrian and bicycle paths associated with CAR2015 project will connect to a
multimodal circulation network that integrates the JNEM grounds and the city. This
connection will increase the alternative transportation methods available for visiting the
JNEM grounds. Proposed interpretive signage will inform and guide visitors in their
experience of the JNEM grounds. Proposed signage identifying parking, drop-off and
circulation routes within the project area will improve traffic flow and safety for
pedestrians, bicycles and vehicles.
The overall City Arch River 2015 project is estimated to cost $577 million. CAR2015 is
projected to begin construction in early 2013 and be implemented by October 28, 2015.
The cumulative impact of these improvements will increase visits to the JNEM and
downtown St Louis and in the process stimulate economic recovery for the region and
invigorate the National Park and reestablish its relevance.
IV. Safety
The improvements proposed by the CityArchRiver Bi-State Transportation Loop will
address a range of vehicular, pedestrian, and bicycle safety issues. Traffic calming
measures proposed along LKS, including a slightly elevated table top at the base of the
Arch Grounds steps and designated bus drop off zones, will create better opportunities for
safely accommodating visitor arrival and gathering spaces while reducing vehicular-
pedestrian circulation. The existing LKS and Front Street right of ways do not adequately
provide safe vehicle-bicycle separation. Improvements in bike route delineation at both
locations will separate vehicle and bicycle traffic.
V. State of Good Repair
Taken as a whole, the inefficiencies of the existing traffic network have the effect of
limiting the economic vitality of the region. The reconfigured network will improve
mobility and efficiency for visitors and residents and by providing a more even
distribution of traffic across the network the project will reduce concentrated wear and
tear on roadway surfaces. Raising the elevation of LKS will provide a new roadway that
is less costly for the City to maintain and one that is less prone to annual flood damage.
Additionally, the improved LKS Boulevard will provide greatly improved infrastructure
with greater reliability for year-round, long term, access and support of Riverfront
businesses. Front Street roadway improvements will address long-neglected maintenance
of the roadway surface and right-of-way, returning them to a state of good repair.
VI. Livability
The Central Riverfront Project will improve multi-modal access for communities on both the
Missouri and Illinois banks of the Mississippi River. As a multijurisdictional, multi-sponsor
project it includes livability initiatives that will benefit every part of the St. Louis region, and
will demonstrate that action undertaken by government agencies at all levels, private and non-
profit sectors can help build greater value into interaction between various members of the
community. Multiple aspects of the scheme will contribute to the improved reliability, safety,
and convenience of multi-modal access to the Downtown Core, the Old Courthouse, the
Convention Center, the sports stadiums, the MetroLink Light Rail System, the JNEM, the
historic Lacledes Landing Entertainment District, East St. Louis Businesses, and Malcolm W.
Martin Memorial Park by providing a new land bridge, highway ramps, bikeways and year-
round use of Leonor K Sullivan Boulevard. The growing number of residents in Downtown St.
Louis will be better able to take advantage of proximity to local and regional destinations
through improved access to a bi-state transportation loop for motorists, transit riders, pedestrians
and bicyclists brought about by the project. The economically depressed neighborhood on the
North Riverfront, and the City of St. Louis, will be given greater opportunity to prosper through
the elevation of LKS roadbed above seasonal flooding, and reducing the $200,000+ average
street cleaning and repair expenditure attributed to flooding in this area. The integration of LKS
into the growing regional bike trail networks on both sides of the Mississippi River will further
fortify the social vitality of the riverfront. The project as a whole will increase the direct use
value tourists and other visitors place on the Jefferson National Expansion Memorial, and the St.
Louis Mississippi Riverfront, by converting paved areas to green space and dramatically
expanding program opportunities and safe connections.
Exhibit B
Description of Phase II: Riverfront District Project Site
The project site described in the document, Phase II: Reimagining a Riverfront District, is a
geographical area that is bounded by Leonor K. Sullivan to the east, western boundaries of publicly
owned parcels adjacent to Leonor K. Sullivan, Washington Avenue to the south and the new Mississippi
River Bridge project to the north.
The potential redevelopment area is being called the Riverfront District for purposes of the plan. The
plan document describes a comprehensive redevelopment strategy to acquire and develop additional
green space adjacent to Leonor K. Sullivan Blvd. and spur economic development in three distinct
portions of the area; 1. Lacledes Landing, 2. Pinnacle Entertainment; and 3. The Industrial Lands North
of Biddle Street.
Exhibit D
Central Riverfront Development Agreement
with City+Arch+River
Project Budget (Design and Construction) $30,000,000
Sources:
Great Rivers Greenway District
Local Sales Tax Funds from 2011-2016 $10,750,000.00
National Park Service
Federal Earmark $2,947,000.00
Bi-State Development Agency (METRO)
Federal Transit Administration - Paul S. Sarbanes Transit in Parks $700,000.00
Total Public Funds $14,397,000.00
PROJECT FUNDING GAP $15,603,000.00
Total Private Funds Required $15,603,000.00
Central Riverfront Pricing Package
AdditionAl RefeRence MAteRiAls to AccoMpAny site
MAteRiAls dRAwing set
Michael Van Valkenburgh Associates, inc.
June 6 2012
Armored Slope And
levee ACCeSS lAne
TegulA-TeC
pAverS
ASphAlT
BIKe lAne
BuS
drop-oFF lKS BoulevArd
eXISTIng elevATIon
rIver gAuge 34
Jnem
plAnTed
medIAn npS properTY
central Riverfront pricing package Additional Reference Materials
June 6 2012
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CentRal RiveRfRont tyPiCal seCtion
central Riverfront pricing package Additional Reference Materials
June 6 2012
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pre-cast Concrete planters with planting (l5.14/dT-5)
Asphalt Bike lane with Thermoplastic pavement markings
pedestrian promenade with Tegula-Tec Concrete pavers (cut sheet to follow)
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guard rail Type A (l5.14/dT-1)
light poles
proposed Tree planting
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CentRal RiveRfRont site elements
For Roads, Industrial Yards, Parking Lots, Driveways
Tegula-Tec with horizontal and vertical
interlock hidden below the surface for
heavy and constant tra c.
Tegula -Tec
T he i nge ni ous i nt e r l oc k i ng pa v i ng s t one s y s t e m