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HomeMy WebLinkAbout07/09/2024 - Meeting Materials    Board of Directors of the REDEVELOPMENT AGENCY OF SALT LAKE CITY AGENDA July 9, 2024 Tuesday 2:00 PM Council Work Room 451 South State Street, Room 326 Salt Lake City, UT  84111 SLCRDA.com BOARD MEMBERS: Alejandro Puy, Chair Darin Mano, Vice Chair Victoria Petro Chris Wharton Eva Lopez Chavez Dan Dugan Sarah Young In accordance with State Statute and City Ordinance, the meeting may be held electronically.  After 5:00 p.m., please enter the City & County Building through the main east entrance. This is a discussion among RDA Board Directors and select presenters. The public is welcome to listen, unless otherwise specified as a public comment period. Items scheduled may be moved and / or discussed during a different portion of the Meeting based on circumstance or availability of speakers. Item start times and durations are approximate and are subject to change at the Chair’s discretion. Generated: 15:34:49 Comments:A.   1.General Comments to the Board ~ 2:00 p.m.  5 min. The RDA Board of Directors will receive public comments regarding Redevelopment Agency business in the following formats: 1.Written comments submitted to the RDA Board offices: 451 South State Street, Suite 304, P.O. Box 145476, Salt Lake City, UT. 84114-5476. 2.Comments to the RDA Board of Directors. (Comments are taken on any item not scheduled for a public Hearing, as well as on any other RDA Business. Comments are limited to two minutes.)   B.Public Hearing - individuals may speak to the Board once per public hearing topic for two minutes, however written comments are always accepted: NONE.   C.Redevelopment Agency Business - The RDA Board of Directors will receive information and/or hold discussions and/or take action on:   1.Approval of Minutes ~ 2:05 p.m.  5 min. The Board will approve the meeting minutes of May 21, 2024.  2.Resolution: Authorizing the Mayor to Execute the First Amendment to the Interlocal Agreement between Salt Lake City Corporation, the Redevelopment Agency of Salt Lake City, and the Utah Inland Port Authority ~ 2:10 p.m.  20 min. The Board will receive a briefing about the first amendment to a resolution authorizing the Mayor to execute the Interlocal Agreement in her capacity as the Mayor of Salt Lake City Corporation and as the Executive Director of the Redevelopment Agency of Salt Lake City with the Utah Inland Port Authority (UIPA). The City and UIPA entered into a contract on October 25, 2022 to comply with changes made by the Legislature in March 2022.  3.Resolution: USA Climbing Property Disposition at Approximately 310 South 500 West Follow-up ~ 2:30 p.m.  20 min. The Board will receive a follow-up briefing and consider approving a resolution that would authorize the ground lease rate and terms for USA Climbing’s Headquarters and National Training Facility at approximately 310 South 500 West. The development is envisioned to include adaptive reuse of the historic Salt Lake Mattress Company building, construction of a primary building with multiple climbing walls, and a public outdoor plaza on the corner. Related improvements could include a temporary surface parking lot if needed, a permanent parking structure, utility upgrades, new streets, and reconstruction of existing streets, among other potential projects. 4.Report and Announcements from the Executive Director TENTATIVE  5 min. Report of the Executive Director, including a review of information items, announcements, and scheduling items. The Board of Directors may give feedback or policy input. 5.Report and Announcements from RDA Staff TENTATIVE  5 min. The Board may review Board information and announcements. The Board may give feedback on any item related to City business, including but not limited to scheduling Items.  6.Report of the Chair and Vice Chair TENTATIVE  5 min. Report of the Chair and Vice Chair.   D.Written Briefings – the following briefings are informational in nature and require no action of the Board. Additional information can be provided to the Board upon request: NONE.   E.Consent – the following items are listed for consideration by the Board and can be discussed individually upon request.  A motion to approve the consent agenda is approving all of the following items: Adjournment   NONE.   F.Tentative Closed Session The Board will consider a motion to enter into Closed Session. A closed meeting described under Section 52-4-205 may be held for specific purposes including, but not limited to:  1.discussion of the character, professional competence, or physical or mental health of an individual;  2.strategy sessions to discuss pending or reasonably imminent litigation;  3.strategy sessions to discuss the purchase, exchange, or lease of real property:   (i)disclose the appraisal or estimated value of the property under consideration; or   (ii)prevent the public body from completing the transaction on the best possible terms;  4.strategy sessions to discuss the sale of real property, including any form of a water right or water shares, if:   (i)public discussion of the transaction would:    (A)disclose the appraisal or estimated value of the property under consideration; or    (B)prevent the public body from completing the transaction on the best possible terms;   (ii)the public body previously gave public notice that the property would be offered for sale; and<   (iii)the terms of the sale are publicly disclosed before the public body approves the sale  5.discussion regarding deployment of security personnel, devices, or systems; and  6.investigative proceedings regarding allegations of criminal misconduct. A closed meeting may also be held for attorney-client matters that are privileged pursuant to Utah Code § 78B-1-137, and for other lawful purposes that satisfy the pertinent requirements of the Utah Open and Public Meetings Act. G.   CERTIFICATE OF POSTING On or before 4:00 p.m. on Friday, July 5, 2024, the undersigned, duly appointed City Recorder, does hereby certify that the above notice and agenda was (1) posted on the Utah Public Notice Website created under Utah Code Section 63F-1-701, and (2) a copy of the foregoing provided to The Salt Lake Tribune and/or the Deseret News and to a local media correspondent and any others who have indicated interest. CINDY LOU TRISHMAN SALT LAKE CITY RECORDER Final action may be taken in relation to any topic listed on the agenda, including but not limited to adoption, rejection, amendment, addition of conditions and variations of options discussed. The City & County Building is an accessible facility. People with disabilities may make requests for reasonable accommodation, which may include alternate formats, interpreters, and other auxiliary aids and services. Please make requests at least two business days in advance. To make a request, please contact the City Council Office at council.comments@slcgov.com, 801-535-7600, or relay service 711. PENDING MINUTES – NOT APPROVED The Board of Directors of the Redevelopment Agency (RDA) of Salt Lake City met on Tuesday, May 21, 2024. The following Board Members were present: Victoria Petro, Daniel Dugan, Sarah Young, Chris Wharton, Alejandro Puy, Darin Mano, Eva Lopez Chavez Present Agency Leadership: Mayor Erin Mendenhall, Jill Love – Chief Administrative Officer, Danny Walz – Director, Cara Lindsley – Deputy Director Present City Staff: Katherine Lewis – City Attorney, Cindy Lou Trishman – City Recorder, Michelle Barney – Minutes & Records Clerk, Taylor Hill – Constituent Liaison/Policy Analyst, Jennifer Bruno – Council Deputy Director, Ben Luedtke – Public Policy Analyst, Erin Cunningham – Financial Analyst IV Director Chair Puy presided at and conducted the meeting. The meeting was called to order at 1:00pm MINUTES OF THE REDEVELOPMENT AGENCY OF SALT LA.E CITY Tuesday May 21 2024 1 Comments:A. NONE. B.Public Hearing - individuals may speak to the Board once per public hearing topic for two minutes, however written comments are always accepted: NONE. C.Redevelopment Agency Business - The RDA Board of Directors will receive information and/or hold discussions and/or take action on: 1.Straw Poll – Releasing 9-Line Strategic Intervention Funds for Property Acquisition ~ 1:00 p.m. 5 min. The Board will consider a straw poll to release 9-Line Intervention Funds for property acquisition. Danny Walz introduced the item. Straw Poll Support for releasing 9-Line Strategic Intervention funds for property acquisition was supported by all Directors present. 2.Overview of the Redevelopment Agency Budget for Fiscal Year 2024-25 ~ 1:05 p.m. 60 min. The Board will receive a general overview of the proposed budget for the Redevelopment Agency of Salt Lake City for Fiscal Year 2024-25. The Board will continue to discuss the Mayor’s Recommended Budget over the next several weeks and will have public hearings on Tuesday May 21, 2024 and Tuesday, June 4, 2024 at 7 p.m. The Board expects to adopt the budget in mid-June. For more information visit tinyurl.com/SLCFY25. Directors Puy, Wharton, and Petro arrived at the meeting. Danny Walz and Ben Luedtke reviewed the following: • Project Area Funds • Housings Funds • Multi-Use Funds • Agency Operations Funds (OPS) • Agency Budget Process • Overview of Expense Changes by Fund • Organizational Chart MINUTES OF THE REDEVELOPMENT AGENCY OF SALT LA.E CITY Tuesday May 21 2024 2 • Revenue Projections • Project Area Tax Increment Revenue • Revenue & Other Sources • Housing Fund Revenue and Other Resources • Expense Projections • Obligated Expenses • Discretionary Expenses • Staffing • Housing Programs Projects • Commercial Programs Projects • Infrastructure Programs Projects • RDA Arts & Culture Program Projects • Strategic Intervention Program Projects • Debt Service Projects • Eccles & Gallivan Programs Projects • Tax Increment Programs Projects • RDA Operations Programs Projects Directors, Danny Walz, Ben Luedtke, and Erin Cunningham discussed: • Fiscal analyst position and what the position's job duties would be ◦ The new position would carry the work load of the current Fiscal Analyst and allow one analyst to be on staff at all times ◦ Director Young expressed support of adding an additional full-time employee for this position • The Downtown for All project and how it was incorporated into existing programs ◦ Directors wanted more information on the Downtown for All project and what the funding would be used for • Appropriation for Japantown construction and art documents • Approval and appropriation process for project funds • Directors thanked the RDA for completing/opening the Marmalade district project • Directors wanted a report on the ways the RDA assisted the School District by contributing to housing stock • How the Administration funds would be balanced with redevelopment districts completing their terms and if staffing would decrease over time • Current vacancies in the RDA • Potential funding for the RDA if project funds were not available ◦Jennifer Bruno explained the RDA could be funded with General Fund dollars just as any other City department ◦ Directors discussed funding the RDA with General Fund dollars in order to keep the department functioning • Directors wanted more information on programming for the Gallivan Center prior to conversations about the budget Director Puy thanked Danny Walz for all his hard work. Jennifer Bruno asked Directors to forward any budget questions to staff and explained staff was willing to provide additional presentations regarding the budget. MINUTES OF THE REDEVELOPMENT AGENCY OF SALT LAKE CITY Tuesday, May 21, 2024 3 Report of the Executive Director, including a review of information items, announcements, and scheduling items. The Board of Directors may give feedback or policy input. Nothing to report. 4.Report and Announcements from RDA Staff TENTATIVE 5 min. The Board may review Board information and announcements. The Board may give feedback on any item related to City business, including but not limited to scheduling items. Item not held. 5.Report of the Chair and Vice Chair TENTATIVE 5 min. Report of the Chair and Vice Chair. Item not held. MINUTES OF THE REDEVELOPMENT AGENCY OF SALT LAKE CITY Tuesday, May 21, 2024 4 .5eport and $nnouncements Irom the ([ecutive Director TENTATIVE 5 min. Adjournment (A)disclose the appraisal or estimated value of the property under consideration; or (B)prevent the public body from completing the transaction on the best possible terms; (ii)the public body previously gave public notice that the property would be offered for sale; and< (iii)the terms of the sale are publicly disclosed before the public body approves the sale 5. discussion regarding deployment of security personnel, devices, or systems; and 6. investigative proceedings regarding allegations of criminal misconduct. A closed meeting may also be held for attorney-client matters that are privileged pursuant to Utah Code § 78B-1-137, and for other lawful purposes that satisfy the pertinent requirements of the Utah Open and Public Meetings Act. Item not held. G. MINUTES OF THE REDEVELOPMENT AGENCY OF SALT LA.E CITY Tuesday May 21 2024 5 D.Written Briefings ± the IolloZing ErieIings are inIormational in nature and reTuire no action oI the %oard. $dditional inIormation can Ee provided to the %oard upon reTuest NONE. E.Consent ± the IolloZing items are listed Ior consideration Ey the %oard and can Ee discussed individually upon reTuest. $ motion to approve the consent agenda is approving all oI the IolloZing items NONE. F.Tentative Closed Session 7he %oard Zill consider a motion to enter into &losed 6ession. $ closed meeting descriEed under 6ection  may Ee held Ior speciIic purposes including, Eut not limited to .discussion oI the character, proIessional competence, or physical or mental health oI an individual . strategy sessions to discuss pending or reasonaEly imminent litigation . strategy sessions to discuss the purchase, e[change, or lease oI real property i disclose the appraisal or estimated value oI the property under consideration or ii prevent the puElic Eody Irom completing the transaction on the Eest possiEle terms .strategy sessions to discuss the sale oI real property, including any Iorm oI a Zater right or Zater shares, iI i puElic discussion oI the transaction Zould Meeting adjourned at 2:05 pm Minutes Approved: _______________________________ Redevelopment Agency Chair Alejandro Puy _______________________________ City Recorder Please refer to Meeting Materials (available at https://data.slc.gov by selecting City Council Meeting Information) for supportive content including electronic recordings and comments submitted prior to or during the meeting. Websites listed within the body of the Minutes may not remain active indefinitely. This document along with the digital recording constitutes the official minutes of the Salt Lake City Redevelopment Agency meeting held Tuesday, May 21, 2024 and is not intended to serve as a full transcript. Please refer to the electronic recording for entire content pursuant to Utah Code §52-4-203. MINUTES OF THE REDEVELOPMENT AGENCY OF SALT LAKE CITY Tuesday, May 21, 2024 6 SALT LAKE CITY TRANSMITTAL Transmittal Form Combined Attachment To:  Salt Lake City Council Chair Salt Lake City Redevelopment Agency Chair Start Date: 05/23/2024 Date Sent to Council: 05/28/2024 From: Employee Name: Katie Lewis, City Attorney E-mail katherine.lewis@slcgov.com Department Attorney Department Director Signature Director Signed Date 05/23/2024 Subject: First Amendment to Interlocal Agreement, Utah Inland Port Authority Additional Staff Contact: Rachel Otto, Chief of Staff, rachel.otto@slcgov.com Presenters/Staff Table Katie Lewis, katherine.lewis@slcgov.com, City Attorney Rachel Otto, rachel.otto@slcgov.com, Chief of Staff Document Type * Resolution Budget Impact * Yes No Budget Impact: Recommendation:* Vote to Approve; Both the RDA Board and the City Council Background/Discussion On April 29, 2024, the Board of the Utah Inland Port Authority (“UIPA”) authorized UIPA Executive Director Ben Hart to execute a First Amendment to Interlocal Agreement (“First Amendment”) between UIPA, Salt Lake City Corporation (“City”), and the Redevelopment Agency of Salt Lake City (“RDA”). The Salt Lake City Council and the Board of the RDA now may consider whether to authorize Mayor Mendenhall to execute the First Amendment on behalf of the City and the RDA. Background: In 2022, the Utah Legislature enacted HB443, which revised Utah Code §§ 11-58-102, et seq. (the “Inland Port Act”) to change how much property tax differential generated in Salt Lake City that UIPA will receive, and to specify how UIPA may spend portions of the that property tax differential. On October 25, 2022, to comply with HB443, UIPA, the City, and the RDA executed an interlocal cooperation agreement to comply with Utah law, to establish a contractual relationship creating certainty on the 25-year distribution of the City Differential to UIPA and to commit to a process for the expenditure of a portion of the City Differential and the efficient processing of land use applications relating to authority jurisdictional land. Pursuant to the Agreement, the Parties committed to spending a portion of the City Differential defined in the Agreement as Environmental Differential as follows: (a) to engage an outside firm with national expertise to prepare a health impact assessment (“HIA”) analyzing the planned inland port development in the authority jurisdictional land within the City; and (b) to engage an outside firm with national expertise to prepare a traffic study using data-based analysis on best practices to mitigate environmental impacts on communities related to logistics hubs, railyards, and truck traffic (“Traffic Study ”). Pursuant to the Agreement, the Parties also committed to spending the first portion of the City Differential defined in the Agreement as the Community Differential to engage an outside firm with national expertise in community impact assessments to create a comprehensive community impact assessment (“CIA”) for the 5/29/24, 3:41 PM CAO Review https://slcidme.slcgov.com/Forms/form/submission/history/27840/63525?hideHeader=true&showInstanceDetails=false&fromInstances=true 1/2 Previous Next planned inland port development in the authority jurisdictional land and the impacts on the Westside Community (defined in the Agreement). The Parties agreed that the HIA, Traffic Study, and CIA would be complete by December 31, 2023. Since executing the Agreement, the Parties have engaged in collaborative discussions with each other and with community stakeholders. The Parties have concluded that, rather than conducting an HIA, Traffic Study, and CIA, a portion of the Community Differential and Environmental Differential would be more productively spent to establish a baseline evaluation of current development trends and potential outcomes in the port authority jurisdictional land and the Northwest Quadrant. After establishing the baseline evaluation, the Parties desire to establish a mutually agreed upon preferred scenario for future development in the port authority jurisdictional land and the Northwest Quadrant. This preferred scenario would be intended to establish policies and metrics that could serve as an evaluation tool for allocating future resources from the Parties and could also identify potential changes, if any, to the City ’s adopted Northwest Quadrant Plan. UIPA and the City engaged in negotiations to amend the Agreement to reflect this new agreement related to the baseline and preferred scenarios. The attached First Amendment to Interlocal Agreement, which was approved by the UIPA Board on April 29, 2023, does the following: -Removes the requirement that the Parties complete a Health Impact Assessment; a Traffic Study; and a Community Impact Assessment by the end of 2023. -Replaces these studies with a requirement to create a Baseline Study and a Preferred Scenario. o The Baseline Study will analyze current development trends and inform the Parties on how the port authority jurisdictional land and Northwest Quadrant would be developed if the development continues on pace with these trends. o The Preferred Scenario will be created through an analysis of the Baseline Study and through community engagement to determine what/how the various stakeholders desire these areas to be developed. -The Preferred Scenario will include a list of preferred potential projects and a matrix to identify other potential projects to effectuate the goals identified in the Preferred Scenario. -The Community Mitigation and Environmental Mitigation Differential will be spent first on engaging one or more firms to create the Baseline Scenario and the Preferred Scenario. -Any additional Community Mitigation and Environmental Mitigation Differential will be spent on either UIPA’s community enrichment grants or other projects to be mutually agreed upon by the Parties. o The Parties will work to establish a shared set of standards for issuing the grants. -After the Preferred Scenario is complete, the Community Mitigation and Environmental Mitigation Differential will be spent on projects identified in the Preferred Scenario or established through the Preferred Scenario matrix. -The Parties will both identify preferred projects annually to the UIPA Board Will the City Council need to hold a public hearing for this item?* Yes No Public Process Work session discussion; vote by RDA Board and City Council to authorize execution of the First Amendment to Interlocal Agreement Chief Administrator Officer's Comments Attachment(s) Combined attachements.pdf 1.21MB 5/29/24, 3:41 PM CAO Review https://slcidme.slcgov.com/Forms/form/submission/history/27840/63525?hideHeader=true&showInstanceDetails=false&fromInstances=true 2/2 SALT LAKE CITY TRANSMITTAL Previous Next Transmittal Form Combined Attachment Chief Administrator Officer's Signature * Chief Administrator Officer's Signed Date 05/28/2024 Link to view combined attachments in Laserfiche 5/29/24, 3:42 PM CAO Review https://slcidme.slcgov.com/Forms/form/submission/history/27840/63525?hideHeader=true&showInstanceDetails=false&fromInstances=true 1/1 1 FIRST AMENDMENT TO INTERLOCAL COOPERATION AGREEMENT THIS FIRST AMENDMENT TO INTERLOCAL COOPERATION AGREEMENT (“First Amendment”) is dated _____________, 2024, to be effective on the date the last keeper of records for each Party attests and files the Agreement (“Effective Date”), by and between Salt Lake City Corporation, a Utah municipal corporation (“City”), the Redevelopment Agency of Salt Lake City, a Utah public entity (“RDA”), and the Utah Inland Port Authority (“UIPA”), a Utah public entity. The City, RDA, and UIPA are sometimes referred to individually as “Party” and collectively as the “Parties.” R E C I T A L S A. During the general 2022 Utah legislative session, the Utah Legislature enacted HB443, which revised Utah Code §§ 11-58-102, et seq. (the “Inland Port Act”) to change, among other things, the distribution from Salt Lake County to UIPA, the City and the RDA of exempt area property tax differential, (defined in Utah law as the portion of property tax differential generated by a property tax levied by Salt Lake City in the port authority jurisdictional land (“City Differential”). Specifically, Utah Code Ann. § 58-11-604(4) specifies how UIPA may spend portions of the City Differential. B. On October 25, 2022, the Parties executed an Interlocal Cooperation Agreement (the “Agreement”) to comply with Utah law, to establish a contractual relationship creating certainty on the 25-year distribution of the City Differential to UIPA and to commit to a process for the expenditure of a portion of the City Differential and the efficient processing of land use applications relating to authority jurisdictional land. C. Pursuant to the Agreement, the Parties committed to spending a portion of the City Differential defined in the Agreement as Environmental Differential as follows: (a) to engage an outside firm with national expertise to prepare a health impact assessment (“HIA”) analyzing the planned inland port development in the authority jurisdictional land within the City; and (b) to engage an outside firm with national expertise to prepare a traffic study using data-based analysis on best practices to mitigate environmental impacts on communities related to logistics hubs, railyards, and truck traffic (“Traffic Study”). D. Pursuant to the Agreement, the Parties committed to spending the first portion of the City Differential defined in the Agreement as the Community Differential to engage an outside firm with national expertise in community impact assessments to create a comprehensive community impact assessment (“CIA”) for the planned inland port development in the authority jurisdictional land and the impacts on the Westside Community (defined in the Agreement). 2 E. The Parties agreed that the HIA, Traffic Study, and CIA would be complete by December 31, 2023. F. Since executing the Agreement, the Parties have engaged in collaborative discussions with each other and with community stakeholders. The Parties agree that, rather than conducting an HIA, Traffic Study, and CIA, a portion of the Community Differential and Environmental Differential would be more productively spent to establish a baseline evaluation of current development trends and potential outcomes in the port authority jurisdictional land and the Northwest Quadrant. After establishing the baseline evaluation, the Parties desire to establish a mutually agreed upon preferred scenario for future development in the port authority jurisdictional land and the Northwest Quadrant. This preferred scenario would be intended to establish policies and metrics that could serve as an evaluation tool for allocating future resources from the Parties and could also identify potential changes, if any, to the City’s adopted Northwest Quadrant Plan. All parties recognize that the UIPA is not responsible for the development trends or any conclusions reached in the baseline scenario. G. The Parties desire to amend the Agreement to reflect this new agreement. For good and valuable consideration, the Parties agree to amend the Agreement as follows. Any sections of the Agreement that are not specifically amended in this First Amendment shall remain in full force in effect. To the extent there is a conflict between the Agreement and this First Amendment, this First Amendment will control. 1. Expenditure of the City Generated Differential. During the term of the Agreement, within a week of receiving the 25% Set Percentage and the Decreasing Percentage (defined in the Agreement, and collectively, the “City Generated Differential”), UIPA will notify the City of the amount of City Generated Differential it received. UIPA shall spend the City Generated Differential as follows and pursuant to the process set forth in Section 1(e), below: a. Baseline and Preferred Scenario Studies. The Parties agree that a portion of the City Generated Differential (both the Environmental Differential and the Community Differential, defined below and in the Agreement) will be initially spent on the following: i. Baseline Study. After engaging in a competitive process in which the Parties will, at a minimum, have an equal role on the selection committee, the Parties will select and the UIPA will engage a mutually agreed-upon outside firm (which may subcontract with other firms for subject-matter expertise) to analyze the current development trends in the port authority jurisdictional land and the broader Northwest Quadrant, including by 3 studying current traffic trends, possible health impacts of current development, and possible community and environmental impacts related to current development in these areas (“Baseline Study”). The Baseline Study will consider current development trends in the port authority jurisdictional land based on current zoning and the broader Northwest Quadrant, using existing data related to building permit issuance/applications and requests for increased capacity in public infrastructure. The Baseline Study will also rely on existing environmental, traffic, emissions, and demographic data and plans compiled by Salt Lake City department experts. The purpose of the Baseline Study will be to identify the potential impacts on the community, environment (including air quality, water quality, water resources, habitat, wetlands and the ecosystem), residents, economic development, including job creation (types and number of jobs) and Salt Lake City if development continues on pace with the trends identified in the Baseline Study. ii. Preferred Scenario. Upon completion of the Baseline Study, after engaging in a competitive process in which the Parties will, at a minimum, have an equal role on the selection committee, the Parties will select and the UIPA will engage a mutually agreed-upon outside firm (which may subcontract with other firms for subject-matter expertise) to identify a preferred development scenario for the Northwest Quadrant; the port authority jurisdictional land; the property adjacent to the Salt Lake City International Airport; and property directly affected by development in the port authority jurisdictional land, including the Great Salt Lake shoreline heritage area. The preferred development scenario will take into account the trends identified by the UIPA Logistics Study, UIPA Sustainability Study, Baseline Study, as well as the Parties and stakeholders’ objectives related to optimal economic growth, optimal logistics strategies, community mitigation, environmental preservation, water consumption and water quality, air quality and related human health impacts, sustainable transportation, job creation (both types of jobs and numbers of jobs) and economic development (“Preferred Scenario”). The outside firm will establish the preferred scenario by engaging with the community, Salt Lake City Corporation, property owners, developers, Northwest Quadrant jurisdiction businesses, and the UIPA Board, and taking into consideration the priorities of each entity. Such engagement will include conducting a robust and equitable community engagement process using various means of engagement, including, but not limited to public hearings, multiple-language meetings, and small group meetings with key stakeholders and leaders within the community. The outside firm may compensate these community members and stakeholders for their participation in the engagement process, consistent with current city 4 policies and prior precedent. This engagement will be to effectuate the objective of creating new policies and matrices to guide future decisions related to the expenditure of the Environmental Differential, and Community Differential. The Preferred Scenario will include a list of potential projects or investments the Parties could make to effectuate the Preferred Scenario (“Preferred Projects”), which will help the Parties prioritize the expenditure of the Environmental Differential and the Community Differential, pursuant to Utah law. In addition, the Preferred Scenario will establish policies and metrics to serve as an evaluation tool for allocating future resources from the Parties, a plan for regular status reviews and long-term accountability to ensure the policies and matrices continue to achieve the Parties’ objectives under the Preferred Scenario. The Preferred Scenario will identify which policies and metrics are within the scope of authority of UIPA, the City, and/or other entities. The Preferred Scenario could also identify potential changes, if any, to the City’s adopted Northwest Quadrant Plan. The UIPA Board has the authority to make all final funding determinations consistent with this First Amendment and State law. The preferred scenario will provide guidance where any conflicts occur, except in cases where there are cross- cutting regulatory or legal obligations that the parties are required to meet future plans. In such an instance, the Parties will work towards maintaining the intent of the Preferred Scenario while meeting regulatory and legal obligations. b. Upon completion of the Preferred Scenario, the outside firm will present the findings and recommendations to the Salt Lake City Council and the UIPA Board, in public meetings, which include public comment opportunities, for potential formal adoption. c. Environmental Mitigation Projects within the Authority Jurisdictional Land: Under Utah law, UIPA will spend 40% of the City Generated Differential on environmental mitigation projects in the authority jurisdictional land within the City (“Environmental Differential”) according to the following: i. A portion of the Environmental Differential will be used by the City and UIPA to engage the mutually agreed upon and selected outside firm to create the Baseline Study and Preferred Scenario in a timely manner. Any additional Environmental Differential will be spent on either UIPA’s Community Enrichment Grants or other projects, to be mutually agreed upon by the Parties under the terms of this First Amendment. ii. While the Baseline Study and Preferred Scenario are being established, any unspent Environmental Differential may fund UIPA’s Community 5 Enrichment Grants, particularly grants that mitigate the environmental impacts on Salt Lake City related to the development of the authority jurisdictional land. Such environmental mitigation projects may include, but are not limited to, net zero, electric, or equivalent building; mitigation of truck traffic; protection of wetlands and other areas important to the function of the Great Salt Lake and habitat; construction that supports migratory bird patterns in and around the jurisdictional land; low water usage; solar or renewable energy and/or transportation electrification, including rail, trucks, vans, transit and non-road vehicles and projects related to rail and clean air. The Parties agree that the City and UIPA will establish mutually agreed upon standards for the Community Enrichment Grant applications, prior to releasing any grant applications, to ensure that the Environmental Differential is being allocated pursuant to Utah law. iii. Expenditure of the Environmental Differential for Community Enrichment Grants will only occur after the City and UIPA follow the process described in Section 1(e) below. After the establishment of the Baseline Study and Preferred Scenario, the Environmental Differential may fund the Preferred Projects, which will be prioritized pursuant to the process described in Section 1(e) below. So long as it is consistent with this First Amendment and State law, the UIPA board will maintain final approval of any expenditure for Environmental Differential. d. Mitigation Projects for Communities within the City. UIPA will spend 40% of the City Generated Differential (“Community Differential”) on mitigation projects for communities that are within the City; are adjacent to the authority jurisdictional land; and are west of the east boundary of the right of way of commuter rail used by the City (“Westside Community”) according to the following: i. A portion of the Community Differential will be used by the City and UIPA to engage the mutually agreed upon and selected outside firm to create the Baseline Study and Preferred Scenario in a timely manner. Any additional Community Differential will be spent on either UIPA’s Community Enrichment Grants or other projects, to be mutually agreed upon by the Parties under the terms of this First Amendment. ii. While the Baseline Study and Preferred Scenario are being established, any unspent Community Differential may fund UIPA’s Community Enrichment Grants, particularly grants that mitigate the impacts of development of the port authority jurisdictional land on the Westside Community, including but not limited to, projects that address community-identified priorities, including creating quiet zones, railroad crossings, new infrastructure to benefit adjacent communities, 6 apprenticeship programs, career and youth development, and scholarships for certain careers associated with UIPA, and clean air opportunities related to rail. The Parties agree that the City and UIPA will establish mutually agreed upon standards for the Community Enrichment Grant applications, prior to releasing any grant applications, to ensure that the Community Differential is being allocated pursuant to Utah law. iii. Expenditure of the Community Differential for Community Enrichment Grants will only occur after the City and UIPA follow the process described in Section 1(e) below. After the establishment of the Baseline Study and Preferred Scenario, the Community Differential will fund the Preferred Projects, which will be prioritized pursuant to the process described in Section 1(e) below. So long as it is consistent with this First Amendment and State law, the UIPA board will maintain final approval of any expenditure for Community Differential. iv. Process to Review and Identify Expenditures for the Environmental Differential and Community Differential. During each fiscal year, within 30 days after receiving the amount of City Differential from the County, the UIPA executive team will first allocate sufficient Environmental Differential and Community Differential to complete the Baseline Study and Preferred Scenario in a timely manner. If Environmental Differential and Community Differential remain unallocated, the UIPA executive team will develop a list of priority projects to spend the Environmental Differential and Community Differential (collectively, the “Mitigation Money”), in conformance with the priorities of this First Amendment. By April 15 of each year, the UIPA executive team will submit any proposed use of Mitigation Money to the City’s advisory group of experts, via the Mayor’s office, which will be comprised of members of City departments, including but not limited to, the Redevelopment Agency, Community and Neighborhoods, Public Utilities, and Sustainability, Mayor’s Office and Council Office, and stakeholders invested in the City’s Northwest Quadrant including the Audubon Society and community leaders from westside neighborhoods (“NWQ Review Group”). The NWQ Review Group may develop a separate list of priority projects to spend the Mitigation Money. If the NWQ Review Group develops a separate list of priority projects, the NWQ Review Group will share this list with the UIPA executive team no later than May 1 of each year. e. The UIPA team and representatives of the NWQ Review Group will seek to develop a joint recommendation to be presented to UIPA’s board no later than June 15 of each year. The Parties anticipate that there will always be more ways to spend the Mitigation Money than there is money available. If there is no agreement on a joint recommendation, the NWQ Review Group’s identified projects and the UIPA executive team’s identified projects will both be submitted to the UIPA Board. Upon completion of the Preferred Scenario, the Parties agree that the list of priority projects will either be the Preferred Projects identified in the Preferred Scenario or 7 will be identified using the policies and matrices established in the Preferred Scenario and within the scope of authority of the City and/or the UIPA. In all events, UIPA’s board shall consider the budget requests and approve a budget after a public hearing at a public meeting located within Salt Lake City boundaries, and such budget will include line-item approval of projects for the expenditure of the Mitigation Money. The UIPA board may approve a multi-year option for significant projects, so long as such projects are consistent with this First Amendment and State law. f. Economic Development Activities. UIPA will spend the remaining 20% of the City’s Property Tax on economic development projects within the authority jurisdictional land in Salt Lake City. UIPA will use commercially reasonable efforts to incentivize economic development projects that align with Preferred Scenario, the City’s Northwest Quadrant Master Plan, and/or the UIPA Northwest Quadrant Project Area Plan. 2. Interlocal Cooperation Act. In satisfaction of the requirements of the Interlocal Cooperation Act, and in connection with this Agreement, the Parties agree as follows: (a) This Agreement shall be approved by each Party pursuant to Utah Code §11-13- 202.5 of the Interlocal Cooperation Act, including by the Board of the RDA, the Salt Lake City Council, and the UIPA Board of Directors. (b) This Agreement shall be reviewed as to proper form and compliance with applicable law by a duly authorized attorney on behalf of each Party, pursuant to Utah Code §11-13-202.5 of the Interlocal Cooperation Act. (c) A duly executed original counterpart of this Agreement shall be filed with keeper of records of each Party, pursuant to Utah Code §11-13-209 of the Interlocal Cooperation Act. (d) Except as otherwise specifically provided herein, each Party shall be responsible for its own costs of any action taken pursuant to this Agreement, and for any financing of such costs. (e) Any Party may withdraw from the joint or cooperative undertaking described in this Agreement only upon the termination of this Agreement. (f) No real or personal property shall be acquired jointly by the Parties as a result of this Agreement. To the extent that a Party acquires, holds, or disposes of any real or personal property for use in the joint or cooperative undertaking contemplated by this Agreement, such Party shall do so in the same manner that it deals with other property of such Party. (g) No joint board or entity is created through this Agreement. 8 (h)The functions to be performed by the joint or cooperative undertaking are those described in this Agreement. IN WITNESS WHEREOF, the Parties are executing this First Amendment to Interlocal Agreement to be effective as of the Effective Date. Utah Inland Port Authority, a Utah public entity _______________________________ Name:__________________________ Title:___________________________ Approved as to Proper Form and Compliance with Applicable Law: ______________________________ _____________, Attorney for Utah Inland Port Authority Salt Lake City Corporation, a Utah municipal corporation ______________________________ Erin Mendenhall, Mayor Approved as to Proper Form and Compliance with Applicable Law: Katherine Lewis, City Attorney Redevelopment Agency of Salt Lake City, a Utah public entity ___________________________________ Erin Mendenhall, Executive Director Approved as to Proper Form and Compliance with Applicable Law: ____________________________________ Katherine Lewis, City Attorney Attest: _________________________________ Cindy Lou Trishman, City Recorder Ben Hart Executive Director This page has intentionally been left blank RESOLUTION NO. OF 2024 (A Resolution Approving the First Amendment to Interlocal Cooperation Agreement (Utah Inland Port Authority)) WHEREAS, on October 25, 2022, the Utah Inland Port Authority (“UIPA”), the Redevelopment Agency of Salt Lake City (“RDA”), and Salt Lake City Corporation (“City”, and collectively with the UIPA and RDA, the “Parties”) executed an Interlocal Cooperation Agreement (“Interlocal Agreement”), setting forth a process for distribution and expenditure of City Differential (as defined in the Interlocal Agreement). WHEREAS, the Parties now desire to amend the Interlocal Agreement to address the expenditure of the City Differential. THEREFORE, BE IT RESOLVED by the Redevelopment Agency of Salt Lake City Board of Directors that the First Amendment to Interlocal Agreement, in the form attached to this resolution as Exhibit A, is hereby approved. Passed by the Redevelopment Agency of Salt Lake City Board of Directors this day of , 2024. REDEVELOPMENT AGENCY OF SALT LAKE CITY BOARD OF DIRECTORS Alejandro Puy, Chair Attest: Cindy Lou Trishman, City Recorder Salt Lake City Attorney’s Office Approved as to form: Katherine Lewis (May 21, 2024 15:39 MDT) Katherine Lewis, City Attorney EXHIBIT A TO RESOLUTION [Attach First Amendment to Interlocal Agreement ] This page has intentionally been left blank RESOLUTION NO. OF 2024 (A Resolution Approving the First Amendment to Interlocal Cooperation Agreement (Utah Inland Port Authority)) WHEREAS, on October 25, 2022, the Utah Inland Port Authority (“UIPA”), the Redevelopment Agency of Salt Lake City (“RDA”), and Salt Lake City Corporation (“City”, and collectively with the UIPA and RDA, the “Parties”) executed an Interlocal Cooperation Agreement (“Interlocal Agreement”), setting forth a process for distribution and expenditure of City Differential (as defined in the Interlocal Agreement). WHEREAS, the Parties now desire to amend the Interlocal Agreement to address the expenditure of the City Differential. THEREFORE, BE IT RESOLVED by the City Council of Salt Lake City that the First Amendment to Interlocal Agreement, in the form attached to this resolution as Exhibit A, is hereby approved. Passed by the City Council of Salt Lake City, Utah this day of , 2024. SALT LAKE CITY COUNCIL Victoria Petro, Chair Attest: Cindy Lou Trishman, City Recorder Salt Lake City Attorney’s Office Approved as to form: Katherine Lewis, City Attorney EXHIBIT A TO RESOLUTION [Attach First Amendment to Interlocal Agreement ] This page has intentionally been left blank This page has intentionally been left blank COUNCIL STAFF REPORT CITY COUNCIL of SALT LAKE CITY TO:City Council Members FROM: Nick Tarbet, Policy Analyst DATE: July 9, 2024 RE:First Amendment to Interlocal Agreement, Utah Inland Port Authority PROJECT TIMELINE: Briefing: July 9, 2024 Set Date: N/A Public Hearing: N/A Potential Action: July 9, 2024 ISSUE AT-A-GLANCE The Council will receive a briefing on a proposed amendments to the interlocal agreement between Salt Lake City, The Redevelopment Agency (RDA) and the Utah Inland Port Authority (UIPA). In October of 2022, UIPA, the City, and the RDA executed an interlocal cooperation agreement to comply with Utah law, to establish a contractual relationship creating certainty on the 25-year distribution of the City Differential to UIPA and to commit to a process for the expenditure of a portion of the City Differential and the efficient processing of land use applications relating to authority jurisdictional land. The parties committed to spending differential on a Health Impact Assessment (HIA) and a Traffic Study and a Community Impact Assessment (CIA). Those were to be completed by 2023. Since then, the Parties have engaged in collaborative discussions with each other and with community stakeholders and have concluded that rather than conducting an HIA, Traffic Study, and CIA, a portion of the Community Differential and Environmental Differential would be more productively spent to establish a baseline evaluation of current development trends and potential outcomes in the port authority jurisdictional land and the Northwest Quadrant. Based on those discussions, UIPA, the City and RDA are recommending the following changes to the interlocal agreement (Transmittal Letter page 2): Page | 2 •Removes the requirement that the Parties complete a Health Impact Assessment; a Traffic Study; and a Community Impact Assessment by the end of 2023. - Replaces these studies with a requirement to create a Baseline Study and a Preferred Scenario. - The Baseline Study will analyze current development trends and inform the Parties on how the port authority jurisdictional land and Northwest Quadrant would be developed if the development continues on pace with these trends. - The Preferred Scenario will be created through an analysis of the Baseline Study and through community engagement to determine what/how the various stakeholders desire these areas to be developed. •The Preferred Scenario will include a list of preferred potential projects and a matrix to identify other potential projects to effectuate the goals identified in the Preferred Scenario. •The Community Mitigation and Environmental Mitigation Differential will be spent first on engaging one or more firms to create the Baseline Scenario and the Preferred Scenario. •Any additional Community Mitigation and Environmental Mitigation Differential will be spent on either UIPA’s community enrichment grants or other projects to be mutually agreed upon by the Parties. - The Parties will work to establish a shared set of standards for issuing the grants. •After the Preferred Scenario is complete, the Community Mitigation and Environmental Mitigation Differential will be spent on projects identified in the Preferred Scenario or established through the Preferred Scenario matrix. - The Parties will both identify preferred projects annually to the UIPA Board These changes outlined in the Interlocal Agreement were approved by the UIPA Board on April 29, 2023. These changes must be approved by both the City Council and the RDA. The briefing will be held during the June 9 RDA meeting. It will then be on the June 9 Council Meeting as a written briefing and then potentially adopted later during the formal meeting POLICY QUESTIONS Some Council/Board Members have been asked about the environmental mitigation differential funds being used on projects that were not identified and supported by the city’s northwest quadrant review committee. The Council may wish to ask the Administration for additional background on how it is decided that differential funds are spent. USA Climbing at Rio Grande RDA Board of Directors July 9, 2024 Requested Action Approval of the resolution and proposed ground lease terms with USA Climbing to facilitate the construction of the organization’s permanent headquarters and national training facility in the Rio Grande District. Next Steps Execute Exclusive Negotiation Agreement (ENA) to memorialize commitments. USAC to refine design and launch capital funding campaign to support construction costs. Coordinate on design and construction of District-wide public improvements. When all conditions have been met, execute ground lease and development agreements. USA Climbing Headquarters & National Training Center Provide competitive athletes with the terrain, spaces, and support they need to achieve their best. Host large-scale climbing events such as National Championships, World Cups, and World Championships, with spectator counts up to 1,500 indoors and 5,000 outdoors. Serve as a resource to provide indoor climbing access to the entire community, including underserved populations. Serve as the headquarters of the USA Climbing organization. Provide true accessibility for all as a principal aspect of the design. USA Climbing Project Goals: A Catalytic Activation Opportunity to have something tangible happening while V&I Plan is finalized and other developers secured. Exciting use that could help attract developers/tenants for other sites. May spur other South Block landowners to make plans for their properties. Would lend the Rio Grande District an identity and focus that aligns with natural/cultural context of SLC. Would attract visitors to district during off- peak hours (early mornings and evenings). 6 - 10 large multi-day events planned to be held per year. Would bring awareness to SLC as a world-class climbing destination. Site & Project Details Located at southwest corner of 500 W/300 S New structure: 65-75 feet tall; approx. 45,000 sf footprint Adaptive reuse of SL Mattress Co. Building Outdoor plaza that can be utilized for USAC- hosted competitions and other public events Lease Area To include: Building footprints (including SL Mattress) and setback areas between buildings and adjacent ROWs (~1.12 acres) Outdoor plaza (~0.6 acres) = ~1.72 acres *Plaza area to be leased at no cost Lease Rate Fee simple Fair Market Value of Lease Area x 5% Annual Lease Rate to be escalated every 5 years, based on previous 5 years’ average consumer price index (CPI) Minimum escalation of 2% and maximum of 5% YR 1: $7,289,295 x 5% = $364,465/year Requested Lease Abatement Years 1-6: No lease payments made during construction/stabilization Year 7: 45% of Escalated Annual Lease Rate due Year 8: 50% of Escalated Annual Lease Rate due Year 9: 55% of Escalated Annual Lease Rate due Years 10-99: 60% of Escalated Annual Lease Rate due YR 10: $379,043.37 * 60% = $227,426.02 Common Area Maintenance (CAM) fees to be collected from all Rio Grande District lessees. USA Climbing CAM fee = $1.50/sf of gross floor area To be charged with same levels of escalation/abatement as the annual lease rate. Common Area Maintenance (CAM) Fees FINANCIAL USES IMPLEMENTATION RDA CONTRIBUTION Adaptive Reuse of SL Mattress Co. Building USAC will fund and construct, with RDA contribution.$6 million Outdoor Plaza - USAC will fund and construct, with RDA contribution. -USAC will manage future plaza. -RDA will maintain future plaza, utilizing CAM fees. $1 million Demolition USAC will fund and implement demolition, with RDA contribution.$120,000 Environmental Remediation USAC will fund and implement remediation, with RDA contribution.~$200,000* TOTAL DIRECT CONTRIBUTION TO USAC PROJECT:~$7,320,000 Relocation of State Warehouse Users & Art Collection RDA to work with State of Utah to find temporary location until permanent facility at Capitol is completed (currently under construction).~523,000* Shared Parking Structure RDA exploring feasibility of financing/developing structure. USAC will lease future parking allocation from RDA.~$31 million* TOTAL OUTSIDE COSTS:~$31,523,000 Associated Budget Impacts *Cost estimates Additional Community Benefits Rehab and activation of SL Mattress Co. Building Design, construction, management of outdoor plaza 5-year community benefits plan with progress reports to RDA BOD, to include: youth programming through partnerships with K-12 schools, workforce development opportunities, efforts to expose non-traditional community members to sport based on income or other key measures, and transportation demand management strategies to reduce auto dependency and encourage use of alternative modes of transportation. Salt Lake Mattress Co. Building Former State-owned warehouse at 500 West/300 South Proposed Location of Shared Parking Structure & Interim Parking MAYOR ERIN MENDENHALL Executive Director REDEVELOPMENT AGENCY of SALT LAKE CITY DANNY WALZ Director STAFF MEMO DATE:May 24, 2024 PREPARED BY:Ashley Ogden, Senior Project Manager Marcus Lee, Project Coordinator Cara Lindsley, Deputy Director RE:USA Climbing at Rio Grande District – Property Disposition at approximately 310 South 500 West REQUESTED ACTION:Review the proposed term sheet and consider approving via attached resolution POLICY ITEM:Property Disposition, Budget BUDGET IMPACTS:Proposed ground lease abatement and ~$7.3 million in financial contribution EXECUTIVE SUMMARY: The RDA has been engaged in discussions with USA Climbing centered on the opportunity of locating their permanent headquarters and national training facility on RDA-owned property at approximately 310 South 500 West, which is within the bounds of the Rio Grande District redevelopment project. The RDA and USA Climbing have negotiated the proposed term sheet (Attachment A), and key terms are summarized in this memo. The RDA proposes to enter into a 99-year ground lease agreement with USA Climbing and requests that the Board consider approving the requested lease abatement, which involves no lease payments being charged while the facility is under construction and stabilization, and subsequent escalation of the lease rate until 60% of fair market value (FMV) is reached. In addition, the proposed terms call for multiple areas of RDA investment in the project, which would be funded via allocations that were made as part of FY2024 Budget Amendment #2. If the proposed term sheet is approved, the RDA and USA Climbing will enter into an exclusive negotiation agreement to memorialize the commitments until all conditions are met and final ground lease and development agreements can be executed. BACKGROUND: USA Climbing is the national governing body of the sport of competition climbing in the United States and as a 501(c)3 nonprofit, promotes the disciplines of bouldering, lead, and speed climbing, as well as the collegiate and paraclimbing series. The organization is sanctioned by the International Federation for Sport Climbing, the International Olympic Committee, and the United States Olympic & Paralympic Committee. Sport Climbing became an official Olympic event at the 2020 Tokyo games and multiple American athletes are preparing to compete at the 2024 Paris Summer Olympics. SALT LAKE CITY CORPORATION 451 SOUTH STATE STREET, ROOM 118 WWW.SLC.GOV · WWW.SLCRDA.COM P.O. BOX 145518, SALT LAKE CITY, UTAH 84114-5518 TEL 801-535-7240 · FAX 801-535-7245 USA Climbing relocated to Salt Lake City from Boulder, Colorado, in 2018, and quickly announced their intentions to establish a National Training Center where athletes could receive specialized training to compete at the highest levels internationally. Since that time, the organization has been operating and training athletes in Granary District buildings that are slated for eventual redevelopment, while also searching for a site where they can develop a permanent headquarters and training facility. The Utah State Legislature appropriated $15 million to USA Climbing during the 2023 session to support the effort. In the Spring of 2023, the RDA was asked to explore potential opportunities to locate the new facility on RDA-owned property, and USA Climbing expressed interest in the Rio Grande District. As the Rio Grande District Vision & Implementation Plan was actively in progress, negotiations were concurrent with the visioning and planning of the district. USA Climbing has been a great partner, engaging in productive and transparent negotiations while being an active participant in Rio Grande District planning workshops and outreach events. RDA Staff welcomes the opportunity to continue to work with USA Climbing to make the vision for the Rio Grande District a reality, with the headquarters and national training facility serving as the first anchor tenant and catalytic flag in the ground. Please refer to Attachment B, Rio Grande District Site Plan. PROJECT DESCRIPTION: The project involves the construction of a national headquarters and training facility for USA Climbing on the southwest corner of 500 West and 300 South and is anticipated to include three primary components: 1.New construction of a primary structure that is 65-75 feet tall with a roughly 45,000 square foot (sf) footprint (exact specifications subject to further community engagement). This structure will include bouldering, lead, and speed climbing walls, as well as other support uses that are typical of a climbing facility. Most areas will be accessible by the community; some spaces will be reserved for the U.S. National Team’s exclusive use. 2.Rehabilitation of the historic Salt Lake Mattress Company building, anticipated to include publicly facing and accessible food, beverage, and retail uses, as well as private spaces for USA Climbing offices. 3.New construction of an outdoor plaza that will be utilized for USA Climbing-hosted competitions as well as other non-USA Climbing events (will be designed to accommodate 3,500 – 5,000 spectators). Adjacent building facades will include climbing walls to be used for regular training and competition events, with secure access controls that allow the public to view the climbing but prevent general access from the plaza. Design work is preliminary and if the project moves forward, USA Climbing will work with the Planning and Building Services Divisions to achieve a design that meets applicable zoning and building code requirements, in addition to receiving administrative design approval from the RDA. USA Climbing’s goal is to break ground on the facility in late Summer 2025 and, if feasible, be operational in time to submit a bid to host the 2027 Climbing World Championships, a qualifying event for the 2028 Los Angeles Olympic Games. Please refer to Attachment D, Preliminary Project Renderings. COMMUNITY AND ECONOMIC IMPACT: In addition to the community benefits described in the “Summary of Key Terms” section below, which are captured in the proposed term sheet, the project will bring many additional community and economic benefits to the Rio Grande District, Salt Lake City, and the State of Utah: •Supported by a $15 million investment from the State of Utah (already appropriated). •Lends the Rio Grande District an identity and focus that aligns with the natural/cultural context of Salt Lake City and Utah. •Will regularly attract visitors to the district during off-peak hours and activate the neighborhood with ~6-10 large multi-day events per year. •Provides near-term development activity in the Rio Grande District while developers for other sites are solicited. •Will be a catalytic activation to generate excitement for the Rio Grande District project, help attract developers/tenants, and spur adjacent private landowners to make plans for their properties. •Will result in the creation of 50-60 new jobs. •USA Climbing has an estimated events-related economic impact of ~$300 million over a 10-year period. •USA Climbing draws many national and international visitors and brings awareness to Salt Lake City as a world-class climbing destination. SUMMARY OF KEY TERMS: Lease Area •To include building footprints and setback areas between buildings and adjacent right-of-ways (approximately 1.12 acres) •Outdoor plaza area to be leased at no cost (approximately 0.6 acres) •These areas are highlighted in Attachment D. Lease Term •99 years, to commence upon execution of a ground lease agreement •In last five (5) years of term - option to extend for an additional 50 years at FMV, unless otherwise negotiated and approved Lease Rate •Based on fee simple FMV of lease area multiplied by 5% •Annual lease rate to be escalated every 5 years based on previous 5 years’ average Consumer Price Index (CPI), with a minimum escalation of 2% and a maximum escalation of 5% (hereafter referred to as “escalated annual lease rate”). Lease Abatement •The escalated annual lease rate shall be reduced according to the following schedule: o Years 1-6: USA Climbing will not make any lease payments during the first six years to account for construction and stabilization. o Year 7: USA Climbing shall make a payment that is equal to 45% of the escalated annual lease rate. o Year 8: USA Climbing shall make a payment that is equal to 50% of the escalated annual lease rate. o Year 9: USA Climbing shall make a payment that is equal to 55% of the escalated annual lease rate. o Years 10-99: USA Climbing shall make annual payments that are equal to 60% of the escalated annual lease rate. Common Area Maintenance (CAM) Fees •CAM fees will be collected from Rio Grande District developers to contribute to the cost of maintaining public spaces in the neighborhood, including plazas, park strips, public art, alleyways, parking facilities, etc. •Annual CAM fee for USA Climbing will be $1.50/sf of the gross floor area of the project, to be assessed upon receipt of an occupancy permit. •The annual CAM fee shall be escalated using the same escalation method as the annual lease rate and charged at the same reduced schedule used for the lease abatement. Community Benefits •The proposed lease abatement is tied to USA Climbing providing certain community benefits and as such, if they are not provided, the lease rate will increase. A mechanism for this increase will be specified in a future ground lease agreement. •Some community benefits are physical improvements that will be memorialized in construction drawings, development agreements, cost-sharing agreements, and/or use agreements. These include: o Activation of the historic Salt Lake Mattress Company Building as described above. o Design, construction, and management of the outdoor plaza, which will primarily be used for USA Climbing-hosted events and made available for use by other entities for additional events. USA Climbing shall allow all reasonable requests by outside parties to utilize the plaza for special events and shall not charge the City or RDA for use of the space. •Other community benefits are programmatic and ongoing in nature and shall be memorialized in a 5-year community benefits plan that is provided by USA Climbing to RDA staff for their approval, and which may be amended from time to time with prior staff approval. RDA staff will present USA Climbing’s informational progress report to the RDA Board of Directors at the conclusion of each 5-year plan period. At this time, the following benefits have been noted in the Term Sheet: o Equitable and inclusive programming that may include offerings such as youth programming, workforce development opportunities, and access to the facility for community members who may not otherwise have access to the sport of climbing, based on income or other key measures. o Transportation demand management strategies to reduce auto dependency of employees and visitors and encourage the use of alternative modes of transportation. This may include discounted day passes for those that utilize public transit, and inclusion of shower, locker, and bicycle storage facilities. RDA Participation and Other Obligations Parking – The RDA is exploring the feasibility of financing and developing a shared parking structure on the south block of the neighborhood. •If developed, the RDA will lease parking privileges to interested property owners and tenants, including USA Climbing. •If the structure is not completed by the time the USA Climbing facilities are operational, the RDA shall lease adjacent property to USA Climbing at no cost, to be used as a temporary surface parking lot. The planned location of the parking structure and temporary lot (if needed) is shown in Attachment E. Outdoor Plaza – Prior to construction, USA Climbing and the RDA will determine a cost-sharing formula and the RDA will reimburse USA Climbing up to $1 million for agreed-upon plaza construction costs. Adaptive Reuse of Salt Lake Mattress Company Building – The RDA will reimburse USA Climbing up to $6 million for design and construction costs associated with seismic upgrades and building improvements needed to meet minimum building code requirements. After the 2020 earthquake, the RDA made a significant investment in the stabilization of this historic warehouse with the intent to rehabilitate and incorporate it into Rio Grande District development. Demolition of Existing Structures on Site – The RDA will reimburse USA Climbing up to $120,000 for costs related to the demolition of existing structures on site. Environmental Remediation – The RDA will reimburse USA Climbing for the cost differential between disposing of clean soils and contaminated soils that may be encountered on site. It is estimated that these costs will not exceed $200,000. Adjacent Public Improvements, Accessible Parking Spaces – USA Climbing will benefit from the planned Rio Grande District public improvements, to include upgraded utilities, the reconstruction of 300 South, construction of new mid-block street connections and public plazas. It is the RDA’s intent to coordinate with USA Climbing, the design consultants, and pertinent City divisions when developing the public improvement plans and construction phasing strategy. The RDA will identify opportunities to incorporate accessible on-street parking spaces near the project to serve the organization’s paraclimbing athletes. Relocation of State Warehouse Users & Art Collection (not in term sheet) – In late 2022, the RDA purchased multiple State-owned parcels that will make up the future USA Climbing site. As part of that transaction, the RDA agreed to allow the State’s Department of Cultural & Community Engagement (C&CE) to continue using the existing warehouse structure, parking lot, and small storage shed on site, as their future permanent home is currently under construction near the State Capitol building. A handful of C&CE employees work on site and a historic art collection is housed there. The lease agreement indicates that this arrangement shall remain in place until 1) C&CE can move into the new facility or 2) through the end of 2028, whichever comes first. If the RDA desires to redevelop the property before either of the above milestones are reached, the RDA must work with C&CE to relocate the employees and art to another site that can accommodate their needs. The RDA and C&CE leadership will work together to identify potential locations where the art collection and office can be temporarily located until the new C&CE facilities at the State Capitol are completed, anticipated in Fall 2026. ASSOCIATED BUDGET IMPACTS: The table below summarizes RDA budget impacts associated with the USA Climbing project and attached term sheet. The planned shared parking structure and relocation of the State warehouse users and art collection are listed separately as outside costs because the parking structure will not solely benefit USA Climbing, and the State relocation would be a necessary RDA obligation for any redevelopment project that occurs before 2027. FINANCIAL USES IMPLEMENTATION RDA CONTRIBUTION Outdoor Plaza •USA Climbing will fund design work. •USA Climbing will fund and implement construction, with RDA contribution. •USA Climbing will be responsible for management. •RDA will be responsible for maintenance, utilizing USA Climbing CAM Fees. $1 million Adaptive Reuse of SL Mattress Co. Building •USA Climbing will fund and implement construction, with RDA contribution. $6 million Demolition •USA Climbing will fund and implement demolition, with RDA contribution. $120,000 Environmental Remediation •USA Climbing will fund and implement remediation work, with RDA contribution. ~$200,000 (cost estimate) TOTAL DIRECT CONTRIBUTION TO USA CLIMBING PROJECT ~$7,320,000 Shared Parking Structure •RDA exploring feasibility of financing/developing structure. •USA Climbing will lease future parking allocation from RDA. ~$31 million Relocation of State Warehouse Users & Art Collection •RDA to work with State of Utah to find new temporary location until permanent facility at State Capitol is completed (currently under construction). ~$523,000 (cost estimate) TOTAL OUTSIDE COSTS ~$31,523,000 NEXT STEPS: It is requested that the Board review the proposed term sheet and consider approving via attached resolution. If approved, next steps will include the following: •The RDA and USA Climbing will enter into an exclusive negotiation agreement to memorialize commitments by both parties until final ground lease and development agreements can be executed. •USA Climbing will refine the project design and launch a capital funding campaign to support construction costs, with the goal of securing permits and breaking ground in late Summer 2025. •RDA staff will work with USA Climbing to identify and incorporate short-term infrastructure needs into the larger Rio Grande District public improvements planning, funding, and design strategy. •When all conditions have been met (listed in Attachment A, Proposed Term Sheet), the RDA and USA Climbing will finalize and execute ground lease and development agreements. PREVIOUS BOARD ACTION: •On September 15, 2020, the RDA Board allocated $865,000 for the stabilization of the Salt Lake Mattress Company Building. •On April 16, 2024, the RDA Board adopted a resolution approving FY2024 Budget Amendment #2, which allocated $8,100,000 to activities related to Rio Grande District property disposition and site work. ATTACHMENTS: A. Proposed Resolution and Term Sheet B. Rio Grande District Site Plan C. Proposed Lease Area D. Preliminary Project Renderings E. Proposed Parking Locations ATTACHMENT A REDEVELOPMENT AGENCY OF SALT LAKE CITY RESOLUTION NO. Authorizing Lease Rate and Terms for USA Climbing Headquarters and Training Facility at Approximately 500 West 300 South RESOLUTION OF THE BOARD OF DIRECTORS OF THE REDEVELOPMENT AGENCY OF SALT LAKE CITY AUTHORIZING LEASE RATE AND TERMS FOR USA CLIMBING HEADQUARTERS AND TRAINING FACILITY AT RDA-OWNED PROPERTY AT APPROXIMATELY 500 WEST 300 SOUTH IN THE DEPOT DISTRICT PROJECT AREA. WHEREAS, the Redevelopment Agency of Salt Lake City (RDA) desires to ground lease real property located at approximately 500 West and 300 South in Salt Lake City (Property) for the purpose of redeveloping it in a manner consistent with RDA’s Depot District Project Area Plan. WHEREAS, USA Climbing (USAC), a non-profit and national governing body of the sport of competition climbing in the United States, intends to ground lease the Property from the RDA and construct their national headquarters and training facility (Project) at the Property. The Project will also include certain public benefits including equitable and inclusive programming, transportation demand management strategies, use and activation of the historic Salt Lake Mattress Company building, and construction of an outdoor plaza to be utilized for USAC-hosted competitions as well as other non-USAC community events. Certain details of the Project, ground lease terms, and public benefits are more particularly described on the term sheet attached as Exhibit A (Term Sheet). WHEREAS, the RDA is willing to provide USAC a below-market ground lease of the Property to facilitate the development of the Project in exchange for USAC’s commitment to develop and maintain the public benefits in the Project as detailed on the Term Sheet. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Redevelopment Agency of Salt Lake City that the Board approves the terms outlined on the Term Sheet for the Project and that the Board authorizes the RDA administration to negotiate the final agreements consistent with the Term Sheet or more beneficial to the RDA, and execute the ground lease and any other relevant documents consistent with this Resolution and incorporating such other terms and agreements as recommended by the City Attorney’s office. Passed by the Board of Directors of the Redevelopment Agency of Salt Lake City, this day of , 2024. , Chair Approved as to form: Salt Lake City Attorney’s Office Allison Parks The Executive Director: does not request reconsideration requests reconsideration at the next regular Agency meeting. Erin Mendenhall, Executive Director Attest: City Recorder EXHIBIT A TERM SHEET 1 USA CLIMBING AT RIO GRANDE DISTRICT Draft Development and Ground Lease Agreement Term Sheet Purpose The purpose of ground leasing Redevelopment Agency property to USA Climbing is to help facilitate the construction of their national headquarters and training facility as well as establish an exciting and catalytic anchor tenant for the Rio Grande District. Parties The Redevelopment Agency of Salt Lake City (RDA) and USA Climbing. USA Climbing is the national governing body of the sport of competition climbing in the United States. USA Climbing is a non-profit entity that promotes the disciplines of bouldering, lead and speed climbing, as well as collegiate and paraclimbing series. Property to be Leased A portion of property near the southwest corner of 500 West 300 South, Salt Lake City, Utah 84101. The lease area shall encompass building footprints, setback areas between buildings and adjacent rights-of- way, and the outdoor plaza. An approximate depiction of the real property to be leased is shown in Exhibit A of this document and will be referred throughout as “Lease Area.” Project Description The project involves the construction of a headquarters and training facility for USA Climbing, which will include: 1.New construction of a primary structure that is about 65-75 feet tall with a roughly 45,000 sf footprint (exact specifications subject to further stakeholder engagement). This structure will include bouldering, lead, and speed climbing walls, as well as other support uses that are typical of a climbing facility. Most areas of the facility will be accessible by the community; some spaces will be reserved for the U.S. National Team’s exclusive use. The exterior building facades will include climbing walls. 2.Rehabilitation of the historic Salt Lake Mattress Company building, anticipated to include publicly facing and accessible food, beverage, and retail uses, as well as private spaces for USA Climbing offices. 3.New construction of an outdoor plaza that will be utilized for USA Climbing-hosted competitions as well as other non-USA Climbing events (will be designed to accommodate 3,500 – 5,000 spectators). Lease Terms 1.Term: 99 years, to commence upon execution of a ground lease agreement. Execution of a ground lease agreement is contingent on both parties satisfying the conditions outlined in the last section of this document. Ownership of the improvements constructed on the Lease Area will revert to RDA ownership at the end of the term. In the last five years of the term, USA Climbing may exercise an option to renew the lease for an additional 50 years. The lease rate for the additional lease period will be fair market value, unless otherwise negotiated and approved by the administration and legislative body. 2 2.Lease Rate: As set forth in more detail below, the lease rate will be based on a portion of the fair market value of the Lease Area and will be increased incrementally over time. The outdoor plaza space shall not be included in the calculation of the lease rate. Stated another way, the outdoor plaza shall be leased at no cost. a.The annual lease rate will be the fee simple, fair market value of the Lease Area (not including the outdoor plaza space, as determined by an RDA-commissioned appraisal) multiplied by 5% (Annual Lease Rate). If a ground lease agreement is not executed within 12 months of the approval of this term sheet by the RDA Board of Directors, the RDA shall reserve the right to commission an updated appraisal on which the Annual Lease Rate will be based. b.The Annual Lease Rate will be increased, or escalated, every five years. This escalator is based on the average consumer price index (CPI) rate over the previous five years, with a minimum escalation rate of 2% and a maximum escalation rate of 5%. The first escalation will take place at the start of the 6th year of the lease and be based on the average CPI rate calculated for the first 1-5 years of the lease. The Annual Lease Rate, inclusive of the escalation, shall be referred to as the “Escalated Annual Lease Rate.” c.The Escalated Annual Lease Rate shall be reduced according to the following schedule: i.Years 1-6: USA Climbing will not make any lease payments during the first six years to account for construction and stabilization. ii.Year 7: USA Climbing shall make a payment that is equal to 45% of the Escalated Annual Lease Rate. iii.Year 8: USA Climbing shall make a payment that is equal to 50% of the Escalated Annual Lease Rate. iv.Year 9: USA Climbing shall make a payment that is equal to 55% of the Escalated Annual Lease Rate. v.Years 10-99: USA Climbing shall make annual payments that are equal to 60% of the Escalated Annual Lease Rate. 3.Common Area Maintenance (CAM) Fees: CAM fees will be collected from Rio Grande District property lessees to contribute to the cost of maintaining public spaces in the neighborhood. The annual CAM fee for USA Climbing will be $1.50 per square foot of the gross floor area of their project, inclusive of the new structure and the Salt Lake Mattress Company Building (Annual CAM Fee). Gross floor area shall be interpreted to mean the sum in square feet of all floors of the building, measured from the exterior face of the exterior walls. The Annual CAM Fee will be assessed upon USA Climbing receiving its occupancy permit, be charged at the same reduced rate as the schedule provided in 2.c.i-v, and escalated in the same manner as outlined in 2.b. 4.Community Benefits: During the term of the lease, USA Climbing is committed to providing the community benefits described below. The lease rate outlined above is tied to USA Climbing providing these benefits, and as such, should USA Climbing not provide these benefits, the lease rate will increase as specified in more detail in the agreements. a.Equitable and inclusive programming that may include offerings such as youth programming, workforce development opportunities, and access to the facility for community members who may not otherwise have access to the sport of climbing, based on income or other key measures. b.Transportation demand management strategies to reduce auto dependency of employees and visitors and encourage the use of alternative modes of transportation. This may 3 include discounted day passes for those that utilize public transit, and inclusion of shower, locker, and bicycle storage facilities. c.Activation of the historic Salt Lake Mattress Company Building, anticipated to include – at ground level - food and beverage and retail components that are open and clearly accessible by the general public during regular operating hours. The second floor will house private USA Climbing offices and the basement may be utilized for storage. d.Design, construction, and management of the outdoor plaza, which will primarily be used for USA Climbing-hosted events and made available for use by other entities for additional events. i.Design – USA Climbing shall work collaboratively with the RDA to develop the design for the outdoor plaza, which shall be incorporated into the construction drawings for the larger project at USA Climbing’s sole expense. ii.Construction – The plaza shall be constructed by USA Climbing and built at the same time as the rest of the project. Prior to construction, USA Climbing and the RDA will determine a cost-sharing formula and the RDA will reimburse USA Climbing for agreed-upon plaza construction costs, in an amount not to exceed $1 million, unless a greater amount is approved by the RDA Board of Directors. iii.Management – USA Climbing will be responsible for managing the use of the plaza, for both USA Climbing and non-USA Climbing-hosted events. It is anticipated that USA Climbing will host six (6) multi-day competition events per year, in addition to smaller events associated with their programming. USA Climbing events may take precedence over other plaza uses but when there is no scheduling conflict, USA Climbing shall allow all reasonable requests by outside parties to utilize the plaza for special events. USA Climbing shall not charge the City or RDA for the use of the plaza. Other Rio Grande District property lessees that contribute to the CAM fund will be charged a reduced rental rate for the use of the plaza. iv.Maintenance – USA Climbing shall contribute to a CAM fund that will be utilized to fund maintenance of the outdoor plaza, as well as other publicly owned parks, plazas, park strips, public art, alleyways, parking facilities, etc., within the neighborhood. CAM fees will also be used to fund enhanced street and sidewalk maintenance beyond the baseline City maintenance level. The RDA shall be responsible for implementing maintenance activities funded by the CAM assessment. e.Tracking and Reporting. Some of the community benefits described above are physical improvements that will be memorialized in construction drawings, development agreements, cost-sharing agreements, and/or use agreements. Others are programmatic and ongoing in nature and shall be memorialized in a 5-year community benefits plan that is provided by USA Climbing to RDA Staff for their approval, and which may be amended from time to time with prior Staff approval. RDA Staff will present USA Climbing’s informational progress report to the RDA Board of Directors at the conclusion of each 5-year plan period. 5.Additional Terms: a.Parking: The RDA is exploring the feasibility of financing and developing a shared parking structure on the south block of the neighborhood. 4 i.If developed, the RDA will lease parking privileges to interested property owners and tenants, including USA Climbing, based on operational needs, estimated demand, and parking management best practices. ii.If the parking structure is not completed by the time the USA Climbing project is operational, the RDA shall lease adjacent RDA-owned property to USA Climbing at no cost for a temporary surface parking lot. USA Climbing shall be responsible for funding and constructing all site improvements necessary for the surface parking lot. The planned location of the parking structure and temporary surface parking lot (if needed) is shown in Exhibit B. iii.Should the parties need surface parking for an extended period, or if the proposed temporary parking location becomes unavailable for this use, the parties will work together to negotiate a solution to accommodate USA Climbing’s parking needs within one block of their facility, with the goal of ultimately eliminating the surface parking lot. b.Salt Lake Mattress Building: As part of the construction of the project, USA Climbing will take on the responsibility of paying the up-front costs of rehabilitating the historic Salt Lake Mattress Building. The RDA will reimburse USA Climbing up to $6 million for design and construction costs associated with seismic upgrades and building improvements needed to meet minimum building code requirements, unless a greater amount is approved by the RDA Board of Directors. c.Demolition of Existing Buildings: The Lease Area currently contains existing structures. USA Climbing will take on the responsibility of paying the up-front costs of demolition. The RDA will reimburse USA Climbing up to $120,000 for these costs, unless a greater amount is approved by the RDA Board of Directors. d.Contaminated Soil Disposal: It is possible that USA Climbing will encounter soils contaminated with semi-volatile organic compounds (SVOCs) during excavation for their building. Potentially contaminated soils should be screened and stockpiled during excavation and disposed of in accordance with applicable laws. USA Climbing will take on the responsibility of paying the up-front costs of disposing of contaminated soils, and the RDA will reimburse USA Climbing for the cost differential associated with transporting and disposing of contaminated soil versus non-contaminated soil. It is anticipated that the cost differential will not exceed $200,000. e.RDA to Develop Certain Adjacent Public Improvements: As part of the planned redevelopment of the neighborhood, RDA will design and install utilities with increased capacity to support increased density, reconstruct 300 South between 500 West and 600 West, and extend the City grid by building out new midblock street connections, as illustrated in Exhibit C. It is the RDA’s intent to coordinate with USA Climbing, the design consultants, and pertinent City divisions when developing plans for the public improvements adjacent to USA Climbing’s lease area. i.Accessible Parking Spaces – The RDA recognizes that USA Climbing works with paraclimbing athletes who may require special accommodation. As such, the RDA commits to working with USA Climbing to identify opportunities to incorporate accessible on-street parking spaces near the project, along the planned Market Street alignment. 5 Conditions to Execution of Lease and Development Agreements •USA Climbing to receive approval of these development agreement and lease terms by the RDA Board of Directors. •Compliance with all applicable laws and regulations, including any applicable RDA policies such as the Sustainable Development and Public Art policies. If any waivers of RDA policies are requested, such waivers must be considered by the RDA Board of Directors. •The Project shall align with the RDA’s administrative design review process, which shall require RDA’s review and approval to ensure the design and development plans are consistent with the term sheet. •USA Climbing to receive all City approvals required to construct the Project, including obtaining any necessary zoning approvals from the City’s Planning Division and a will-issue demolition and building permit from the City’s Building Services Division. •USA Climbing to provide evidence of insurance in such amounts and coverage as deemed necessary by the RDA. •RDA to review USA Climbing’s projected operating pro forma to ensure that future ground lease payments are supported and the Project will be maintained, during the term, consistent with the RDA Board-approved term sheet. •Parties agree on the form of a Development Agreement, which shall include, but is not limited to: o USA Climbing’s commitment to construct the Project consistent with the RDA Board- approved term sheet, all City approvals, and a schedule of development. o An RDA-approved community benefit plan/strategy. o RDA to approve USA Climbing’s financial sources and uses and firm financial commitments for sources of funding and donations consistent with the schedule of development. o USA Climbing’s commitment to comply with all applicable laws and regulations. o An obligation for USA Climbing to provide the RDA quarterly progress reports on the construction of the Project. o Remedies should USA Climbing not comply with the terms of the Development Agreement may include, but not be limited to, filing a breach of contract claim, terminating the ground lease, damages, injunctive relief, or any other remedies available at law. •Parties to agree on the form of a Lease Agreement, which shall include, but is not limited to: o USA Climbing’s obligation to pay the applicable Lease Rate and CAM fees. o USA Climbing’s commitment to maintain the Project, during the term, consistent with the RDA-Board approved term sheet. o USA Climbing shall not be permitted to assign the lease to an unaffiliated entity without the RDA’s consent, which may be withheld at the RDA’s sole discretion. o Submission and approval of the community benefits plan. o An obligation for USA Climbing to provide the RDA annual progress reports on the performance of the public benefits. o Continual operation of USA Climbing’s headquarters, outdoor plaza, and activation of the Salt Lake Mattress Building consistent with the term sheet and the community benefits plan. o Remedies should USA Climbing not comply with the terms of the Lease Agreement may include, but not be limited to, filing a breach of contract claim, terminating the ground lease, increasing the Lease Rate, damages, injunctive relief, or any other remedies available at law. 6 •Receive approval from the RDA and City Attorney’s Office on all matters pertaining to the legality, sufficiency, and form and substance of all other documents that are deemed reasonably necessary for the execution of the transaction. 7 Exhibit A: Lease Area 8 Temporary Surface Parking Lot Shared Parking Structure Exhibit B: Proposed Future Parking Areas 9 Exhibit C: Planned Neighborhood Midblock Street Connections ATTACHMENT B RIO GRANDE DISTRICT SITE PLAN ATTACHMENT C PROPOSED LEASE AREA ATTACHMENT D PRELIMINARY PROJECT RENDERINGS usA VcuMBING usA VcuMBING ..,.USA VcuMBING VCBO ATTACHMENT E PROPOSED PARKING LOCATIONS REDEVELOPMENT AGENCY OF SALT LAKE CITY RESOLUTION NO. Authorizing Lease Rate and Terms for USA Climbing Headquarters and Training Facility at Approximately 500 West 300 South RESOLUTION OF THE BOARD OF DIRECTORS OF THE REDEVELOPMENT AGENCY OF SALT LAKE CITY AUTHORIZING LEASE RATE AND TERMS FOR USA CLIMBING HEADQUARTERS AND TRAINING FACILITY AT RDA-OWNED PROPERTY AT APPROXIMATELY 500 WEST 300 SOUTH IN THE DEPOT DISTRICT PROJECT AREA. WHEREAS, the Redevelopment Agency of Salt Lake City (RDA) desires to ground lease real property located at approximately 500 West and 300 South in Salt Lake City (Property) for the purpose of redeveloping it in a manner consistent with RDA’s Depot District Project Area Plan. WHEREAS, USA Climbing (USAC), a non-profit and national governing body of the sport of competition climbing in the United States, intends to ground lease the Property from the RDA and construct their national headquarters and training facility (Project) at the Property. The Project will also include certain public benefits including equitable and inclusive programming, transportation demand management strategies, use and activation of the historic Salt Lake Mattress Company building, and construction of an outdoor plaza to be utilized for USAC-hosted competitions as well as other non-USAC community events. Certain details of the Project, ground lease terms, and public benefits are more particularly described on the term sheet attached as Exhibit A (Term Sheet). WHEREAS, the RDA is willing to provide USAC a below-market ground lease of the Property to facilitate the development of the Project in exchange for USAC’s commitment to develop and maintain the public benefits in the Project as detailed on the Term Sheet. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Redevelopment Agency of Salt Lake City that the Board approves the terms outlined on the Term Sheet for the Project and that the Board authorizes the RDA administration to negotiate the final agreements consistent with the Term Sheet or more beneficial to the RDA, and execute the ground lease and any other relevant documents consistent with this Resolution and incorporating such other terms and agreements as recommended by the City Attorney’s office. Passed by the Board of Directors of the Redevelopment Agency of Salt Lake City, this day of , 2024. , Chair Approved as to form: Salt Lake City Attorney’s Office Allison Parks The Executive Director: does not request reconsideration requests reconsideration at the next regular Agency meeting. Erin Mendenhall, Executive Director Attest: City Recorder EXHIBIT A TERM SHEET 1 USA CLIMBING AT RIO GRANDE DISTRICT Draft Development and Ground Lease Agreement Term Sheet Purpose The purpose of ground leasing Redevelopment Agency property to USA Climbing is to help facilitate the construction of their national headquarters and training facility as well as establish an exciting and catalytic anchor tenant for the Rio Grande District. Parties The Redevelopment Agency of Salt Lake City (RDA) and USA Climbing. USA Climbing is the national governing body of the sport of competition climbing in the United States. USA Climbing is a non-profit entity that promotes the disciplines of bouldering, lead and speed climbing, as well as collegiate and paraclimbing series. Property to be Leased A portion of property near the southwest corner of 500 West 300 South, Salt Lake City, Utah 84101. The lease area shall encompass building footprints, setback areas between buildings and adjacent rights-of- way, and the outdoor plaza. An approximate depiction of the real property to be leased is shown in Exhibit A of this document and will be referred throughout as “Lease Area.” Project Description The project involves the construction of a headquarters and training facility for USA Climbing, which will include: 1.New construction of a primary structure that is about 65-75 feet tall with a roughly 45,000 sf footprint (exact specifications subject to further stakeholder engagement). This structure will include bouldering, lead, and speed climbing walls, as well as other support uses that are typical of a climbing facility. Most areas of the facility will be accessible by the community; some spaces will be reserved for the U.S. National Team’s exclusive use. The exterior building facades will include climbing walls. 2.Rehabilitation of the historic Salt Lake Mattress Company building, anticipated to include publicly facing and accessible food, beverage, and retail uses, as well as private spaces for USA Climbing offices. 3.New construction of an outdoor plaza that will be utilized for USA Climbing-hosted competitions as well as other non-USA Climbing events (will be designed to accommodate 3,500 – 5,000 spectators). Lease Terms 1.Term: 99 years, to commence upon execution of a ground lease agreement. Execution of a ground lease agreement is contingent on both parties satisfying the conditions outlined in the last section of this document. Ownership of the improvements constructed on the Lease Area will revert to RDA ownership at the end of the term. In the last five years of the term, USA Climbing may exercise an option to renew the lease for an additional 50 years. The lease rate for the additional lease period will be fair market value, unless otherwise negotiated and approved by the administration and legislative body. 2 2.Lease Rate: As set forth in more detail below, the lease rate will be based on a portion of the fair market value of the Lease Area and will be increased incrementally over time. The outdoor plaza space shall not be included in the calculation of the lease rate. Stated another way, the outdoor plaza shall be leased at no cost. a.The annual lease rate will be the fee simple, fair market value of the Lease Area (not including the outdoor plaza space, as determined by an RDA-commissioned appraisal) multiplied by 5% (Annual Lease Rate). If a ground lease agreement is not executed within 12 months of the approval of this term sheet by the RDA Board of Directors, the RDA shall reserve the right to commission an updated appraisal on which the Annual Lease Rate will be based. b.The Annual Lease Rate will be increased, or escalated, every five years. This escalator is based on the average consumer price index (CPI) rate over the previous five years, with a minimum escalation rate of 2% and a maximum escalation rate of 5%. The first escalation will take place at the start of the 6th year of the lease and be based on the average CPI rate calculated for the first 1-5 years of the lease. The Annual Lease Rate, inclusive of the escalation, shall be referred to as the “Escalated Annual Lease Rate.” c.The Escalated Annual Lease Rate shall be reduced according to the following schedule: i.Years 1-6: USA Climbing will not make any lease payments during the first six years to account for construction and stabilization. ii.Year 7: USA Climbing shall make a payment that is equal to 45% of the Escalated Annual Lease Rate. iii.Year 8: USA Climbing shall make a payment that is equal to 50% of the Escalated Annual Lease Rate. iv.Year 9: USA Climbing shall make a payment that is equal to 55% of the Escalated Annual Lease Rate. v.Years 10-99: USA Climbing shall make annual payments that are equal to 60% of the Escalated Annual Lease Rate. 3.Common Area Maintenance (CAM) Fees: CAM fees will be collected from Rio Grande District property lessees to contribute to the cost of maintaining public spaces in the neighborhood. The annual CAM fee for USA Climbing will be $1.50 per square foot of the gross floor area of their project, inclusive of the new structure and the Salt Lake Mattress Company Building (Annual CAM Fee). Gross floor area shall be interpreted to mean the sum in square feet of all floors of the building, measured from the exterior face of the exterior walls. The Annual CAM Fee will be assessed upon USA Climbing receiving its occupancy permit, be charged at the same reduced rate as the schedule provided in 2.c.i-v, and escalated in the same manner as outlined in 2.b. 4.Community Benefits: During the term of the lease, USA Climbing is committed to providing the community benefits described below. The lease rate outlined above is tied to USA Climbing providing these benefits, and as such, should USA Climbing not provide these benefits, the lease rate will increase as specified in more detail in the agreements. a.Equitable and inclusive programming that may include offerings such as youth programming, workforce development opportunities, and access to the facility for community members who may not otherwise have access to the sport of climbing, based on income or other key measures. b.Transportation demand management strategies to reduce auto dependency of employees and visitors and encourage the use of alternative modes of transportation. This may 3 include discounted day passes for those that utilize public transit, and inclusion of shower, locker, and bicycle storage facilities. c.Activation of the historic Salt Lake Mattress Company Building, anticipated to include – at ground level - food and beverage and retail components that are open and clearly accessible by the general public during regular operating hours. The second floor will house private USA Climbing offices and the basement may be utilized for storage. d.Design, construction, and management of the outdoor plaza, which will primarily be used for USA Climbing-hosted events and made available for use by other entities for additional events. i.Design – USA Climbing shall work collaboratively with the RDA to develop the design for the outdoor plaza, which shall be incorporated into the construction drawings for the larger project at USA Climbing’s sole expense. ii.Construction – The plaza shall be constructed by USA Climbing and built at the same time as the rest of the project. Prior to construction, USA Climbing and the RDA will determine a cost-sharing formula and the RDA will reimburse USA Climbing for agreed-upon plaza construction costs, in an amount not to exceed $1 million, unless a greater amount is approved by the RDA Board of Directors. iii.Management – USA Climbing will be responsible for managing the use of the plaza, for both USA Climbing and non-USA Climbing-hosted events. It is anticipated that USA Climbing will host six (6) multi-day competition events per year, in addition to smaller events associated with their programming. USA Climbing events may take precedence over other plaza uses but when there is no scheduling conflict, USA Climbing shall allow all reasonable requests by outside parties to utilize the plaza for special events. USA Climbing shall not charge the City or RDA for the use of the plaza. Other Rio Grande District property lessees that contribute to the CAM fund will be charged a reduced rental rate for the use of the plaza. iv.Maintenance – USA Climbing shall contribute to a CAM fund that will be utilized to fund maintenance of the outdoor plaza, as well as other publicly owned parks, plazas, park strips, public art, alleyways, parking facilities, etc., within the neighborhood. CAM fees will also be used to fund enhanced street and sidewalk maintenance beyond the baseline City maintenance level. The RDA shall be responsible for implementing maintenance activities funded by the CAM assessment. e.Tracking and Reporting. Some of the community benefits described above are physical improvements that will be memorialized in construction drawings, development agreements, cost-sharing agreements, and/or use agreements. Others are programmatic and ongoing in nature and shall be memorialized in a 5-year community benefits plan that is provided by USA Climbing to RDA Staff for their approval, and which may be amended from time to time with prior Staff approval. RDA Staff will present USA Climbing’s informational progress report to the RDA Board of Directors at the conclusion of each 5-year plan period. 5.Additional Terms: a.Parking: The RDA is exploring the feasibility of financing and developing a shared parking structure on the south block of the neighborhood. 4 i.If developed, the RDA will lease parking privileges to interested property owners and tenants, including USA Climbing, based on operational needs, estimated demand, and parking management best practices. ii.If the parking structure is not completed by the time the USA Climbing project is operational, the RDA shall lease adjacent RDA-owned property to USA Climbing at no cost for a temporary surface parking lot. USA Climbing shall be responsible for funding and constructing all site improvements necessary for the surface parking lot. The planned location of the parking structure and temporary surface parking lot (if needed) is shown in Exhibit B. iii.Should the parties need surface parking for an extended period, or if the proposed temporary parking location becomes unavailable for this use, the parties will work together to negotiate a solution to accommodate USA Climbing’s parking needs within one block of their facility, with the goal of ultimately eliminating the surface parking lot. b.Salt Lake Mattress Building: As part of the construction of the project, USA Climbing will take on the responsibility of paying the up-front costs of rehabilitating the historic Salt Lake Mattress Building. The RDA will reimburse USA Climbing up to $6 million for design and construction costs associated with seismic upgrades and building improvements needed to meet minimum building code requirements, unless a greater amount is approved by the RDA Board of Directors. c.Demolition of Existing Buildings: The Lease Area currently contains existing structures. USA Climbing will take on the responsibility of paying the up-front costs of demolition. The RDA will reimburse USA Climbing up to $120,000 for these costs, unless a greater amount is approved by the RDA Board of Directors. d.Contaminated Soil Disposal: It is possible that USA Climbing will encounter soils contaminated with semi-volatile organic compounds (SVOCs) during excavation for their building. Potentially contaminated soils should be screened and stockpiled during excavation and disposed of in accordance with applicable laws. USA Climbing will take on the responsibility of paying the up-front costs of disposing of contaminated soils, and the RDA will reimburse USA Climbing for the cost differential associated with transporting and disposing of contaminated soil versus non-contaminated soil. It is anticipated that the cost differential will not exceed $200,000. e.RDA to Develop Certain Adjacent Public Improvements: As part of the planned redevelopment of the neighborhood, RDA will design and install utilities with increased capacity to support increased density, reconstruct 300 South between 500 West and 600 West, and extend the City grid by building out new midblock street connections, as illustrated in Exhibit C. It is the RDA’s intent to coordinate with USA Climbing, the design consultants, and pertinent City divisions when developing plans for the public improvements adjacent to USA Climbing’s lease area. i.Accessible Parking Spaces – The RDA recognizes that USA Climbing works with paraclimbing athletes who may require special accommodation. As such, the RDA commits to working with USA Climbing to identify opportunities to incorporate accessible on-street parking spaces near the project, along the planned Market Street alignment. 5 Conditions to Execution of Lease and Development Agreements •USA Climbing to receive approval of these development agreement and lease terms by the RDA Board of Directors. •Compliance with all applicable laws and regulations, including any applicable RDA policies such as the Sustainable Development and Public Art policies. If any waivers of RDA policies are requested, such waivers must be considered by the RDA Board of Directors. •The Project shall align with the RDA’s administrative design review process, which shall require RDA’s review and approval to ensure the design and development plans are consistent with the term sheet. •USA Climbing to receive all City approvals required to construct the Project, including obtaining any necessary zoning approvals from the City’s Planning Division and a will-issue demolition and building permit from the City’s Building Services Division. •USA Climbing to provide evidence of insurance in such amounts and coverage as deemed necessary by the RDA. •RDA to review USA Climbing’s projected operating pro forma to ensure that future ground lease payments are supported and the Project will be maintained, during the term, consistent with the RDA Board-approved term sheet. •Parties agree on the form of a Development Agreement, which shall include, but is not limited to: o USA Climbing’s commitment to construct the Project consistent with the RDA Board- approved term sheet, all City approvals, and a schedule of development. o An RDA-approved community benefit plan/strategy. o RDA to approve USA Climbing’s financial sources and uses and firm financial commitments for sources of funding and donations consistent with the schedule of development. o USA Climbing’s commitment to comply with all applicable laws and regulations. o An obligation for USA Climbing to provide the RDA quarterly progress reports on the construction of the Project. o Remedies should USA Climbing not comply with the terms of the Development Agreement may include, but not be limited to, filing a breach of contract claim, terminating the ground lease, damages, injunctive relief, or any other remedies available at law. •Parties to agree on the form of a Lease Agreement, which shall include, but is not limited to: o USA Climbing’s obligation to pay the applicable Lease Rate and CAM fees. o USA Climbing’s commitment to maintain the Project, during the term, consistent with the RDA-Board approved term sheet. o USA Climbing shall not be permitted to assign the lease to an unaffiliated entity without the RDA’s consent, which may be withheld at the RDA’s sole discretion. o Submission and approval of the community benefits plan. o An obligation for USA Climbing to provide the RDA annual progress reports on the performance of the public benefits. o Continual operation of USA Climbing’s headquarters, outdoor plaza, and activation of the Salt Lake Mattress Building consistent with the term sheet and the community benefits plan. o Remedies should USA Climbing not comply with the terms of the Lease Agreement may include, but not be limited to, filing a breach of contract claim, terminating the ground lease, increasing the Lease Rate, damages, injunctive relief, or any other remedies available at law. 6 •Receive approval from the RDA and City Attorney’s Office on all matters pertaining to the legality, sufficiency, and form and substance of all other documents that are deemed reasonably necessary for the execution of the transaction. 7 Exhibit A: Lease Area 8 Temporary Surface Parking Lot Shared Parking Structure Exhibit B: Proposed Future Parking Areas 9 Exhibit C: Planned Neighborhood Midblock Street Connections SALT LAKE CITY CORPORATION SWORN STATEMENT SUPPORTING CLOSURE OF MEETING I, ____________________, acted as the presiding member of the Redevelopment Agency of Salt Lake City, which met on ________________________ in an electronic meeting pursuant to Salt Lake City Proclamation. Appropriate notice was given of the Redevelopment Agency meeting as required by §52-4-202. A quorum of the Council was present at the meeting and voted by at least a two-thirds vote, as detailed in the minutes of the open meeting, to close a portion of the meeting to discuss the following: §52-4-205(l)(a) discussion of the character, professional competence, or physical or mental health of an individual; §52 -4-205(1)(b) strategy sessions to discuss collective bargaining; §52-4-205(l)(c) strategy sessions to discuss pending or reasonably imminent litigation; §52-4-205(l)(d) strategy sessions to discuss the purchase, exchange, or lease of real property, including any form of a water right or water shares, if public discussion of the transaction would: (i) disclose the appraisal or estimated value of the property under consideration; or (ii) prevent the public body from completing the transaction on the best possible terms; §52-4-205(l)(e) strategy sessions to discuss the sale of real property, including any form of a water right or water shares if: (i) public discussion of the transaction would: (A) disclose the appraisal or estimated value of the property under consideration; or (B) prevent the public body from completing the transaction on the best possible terms; (ii) if the public body previously gave public notice that the property would be offered for sale; and (iii) the terms of the sale are publicly disclosed before the public body approves the sale; §52-4-205(1)(f) discussion regarding deployment of security personnel, devices, or systems; and §52-4-205(1)(g) investigative proceedings regarding allegations of criminal misconduct. A Closed Meeting may also be held for Attorney-Client matters that are privileged pursuant to Utah Code §78B-1-137, and for other lawful purposes that satisfy the pertinent requirements of the Utah Open and Public Meetings Act. Other, described as follows: _____________________________________________________________ The content of the closed portion of the Council meeting was restricted to a discussion of the matter(s) for which the meeting was closed. With regard to the closed meeting, the following was publicly announced and recorded, and entered on the minutes of the open meeting at which the closed meeting was approved: (a)the reason or reasons for holding the closed meeting; (b)the location where the closed meeting will be held; and (c)the vote of each member of the public body either for or against the motion to hold the closed meeting. The recording and any minutes of the closed meeting will include: (a)the date, time, and place of the meeting; (b)the names of members Present and Absent; and (c)the names of all others present except where such disclosure would infringe on the confidentiality necessary to fulfill the original purpose of closing the meeting. Pursuant to §52-4-206(6), a sworn statement is required to close a meeting under §52-4-205(1)(a) or (f), but a record by tape recording or detailed minutes is not required; and Pursuant to §52-4-206(1), a record by tape recording and/or detailed written minutes is required for a meeting closed under §52-4-205(1)(b),(c),(d),(e),and (g): A record was not made. A record was made by: : Electronic recording Detailed written minutes I hereby swear or affirm under penalty of perjury that the above information is true and correct to the best of my knowledge. Presiding Member Date of Signature July 9, 2024 Alejandro Puy Alejandro Puy (Jul 27, 2024 15:40 GMT+2) Jul 27, 2024 RDA July 9 2024 Sworn Statement Final Audit Report 2024-07-27 Created:2024-07-22 By:STEPHANIE ELLIOTT (stephanie.elliott@slcgov.com) Status:Signed Transaction ID:CBJCHBCAABAAIauCYJgqI_mxKZP2ursmsIjJBhVB-1n_ "RDA July 9 2024 Sworn Statement" History Document created by STEPHANIE ELLIOTT (stephanie.elliott@slcgov.com) 2024-07-22 - 4:41:43 PM GMT Document emailed to alejandro.puy@slcgov.com for signature 2024-07-22 - 4:42:12 PM GMT Email viewed by alejandro.puy@slcgov.com 2024-07-22 - 6:04:11 PM GMT Email viewed by alejandro.puy@slcgov.com 2024-07-27 - 1:40:19 PM GMT Signer alejandro.puy@slcgov.com entered name at signing as Alejandro Puy 2024-07-27 - 1:40:43 PM GMT Document e-signed by Alejandro Puy (alejandro.puy@slcgov.com) Signature Date: 2024-07-27 - 1:40:45 PM GMT - Time Source: server Agreement completed. 2024-07-27 - 1:40:45 PM GMT