HomeMy WebLinkAbout24-121-PLN-001 Interlocal Agreement DocuSign Envelope ID:C06A3C5C-1 F7C-4AB2-96E3-A556DC6AOE9D
COA#24-121-PLN-001
Interlocal Cooperative Agreement
between the City of Anacortes and the Port of Anacortes
for Conceptual Design of an Event Venue
This Interlocal Cooperation Agreement for Conceptual Design of an Event Venue (the
"Agreement"), entered into as of the date of the last authorizing signature below(the"Effective
Date"), is between the City of Anacortes, a Washington municipal corporation, ("City")and the
Port of Anacortes, a Washington municipal corporation ("Port") (collectively the City and the Port
are referred to as the"the Parties") pursuant to Chapter 39.34 RCW,the Interlocal Cooperation
Act.
1 Recitals
1.1 On June 19, 2008,the Port adopted Resolution 1189,which formally established the Transit
Shed as an events center. Prior to this date,the Transit Shed had occasionally been used by
non-profits and as a venue for various community events.The Transit Shed has been valued
and celebrated as an event space by the Anacortes community.
1.2 In 2016,the City adopted its first Tourism Promotion Strategic Plan (Resolution No. 1973),
which recognized the need to develop a plan to respond to the future closure of the Port's
Transit Shed as an eventvenue (Action 14A-2);
1.3 In 2018,the Port conducted a real estate feasibility analysis of the possible development of
the Marine Uplands as well as a review of the uses of the Transit Shed property entitled
Transit Shed and Cap Sante Marina Redevelopment Strategy(the "Feasibility Study"),which
was funded through the Washington Department of Commerce Community Economic
Development Revitalization Board. The Feasibility Study outlined alternative uses for the
Transit Shed to maximize the limited property available to support a working waterfront, as
well as energize the underutilized upland property at Cap Sante Marina.
1.4 Also in 2018,the Parties entered into an agreement entitled Memorandum of Understanding
Regarding Development at the Cap Sante Marina Uplands(COA#18-136-LEG-001) (the
"MOU"),which outlines the Parties' shared and respective goals related to development of
the Marina Uplands and repurposing of the Transit Shed to marine industrial uses.This
Agreement supersedes the 2018 MOU with respect to the event venue.
1.5 In 2021,the Port announced it had formally decided to return the Transit Shed to a maritime
industrial use starting January 1, 2024.
1.6 The Port and City held several discussions and considered proposals around finding a
replacement event venue at a more suitable location.
1.7 The City has now proposed an arrangement whereby the City would fund construction of a
new event venue (the"Event Facility"), and the Port would construct, maintain, and manage
the Event Facility on Port property(the"Project").
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1.8 The Parties desire to work together to further develop the Event Facility requirements and
basis of design before fully committing via a future interlocal agreement for financing,
construction, operation, and management of the Event Facility.
1.9 For the purpose of City financing of the resulting Project,the City needs to know the ROM
costs before November 1, 2024. It is noted that the ROM is based on conceptual design and
Project costs will be further refined as/if design continues.
1.10 This Agreement pertains only to conceptual design of the Event Facility.Assuming continuing
partnership, the Parties would execute a future interlocal agreement for financing,
construction, operation, and management of the Event Facility.
1.11 The Parties intend that after the conclusion of this Agreement, the City will fund 100%of the
design and construction costs for the Event Facility using Lodging Tax funds, the details of
which will be outlined in future agreements provided the Parties move forward with the
Project.
2 Purpose
2.1 The purpose of this Agreement is to coordinate the respective roles of the City and the Port
for the conceptual design of the Event Facility that is suitable for, among other things:
(a) Large-scale events(e.g., Bier on the Pier, Uncorked, Boat&Yacht Show)that bring in
tourists;
(b) Community events hosted by local non-profits which are critical to the vitality of the
Anacortes community; and
(c) Weddings and other private events,which have continuing demand and bring in rental
revenue and overnight tourists and support local vendors and merchants.
3 Building Siting and Design
3.1 At the inception of this Agreement,the Parties endeavor to design the Event Facilitywith
consideration of the below items (referred to as"Project Criteria"):
(a) Located at the approximate location of development area C on the Port's planned
northwest basin development map, as shown on Exhibit attached to this Agreement.
The parties acknowledge that use of this location depends on approval of the Port's
pending West Basin Master Plan application,which is not guaranteed.
(b) Oriented to take advantage of the distinct attributes of Anacortes (e.g., its waterfront).
(c) Centrally located to support our downtown core.
(d) Capable of banquet-style seating for 400 people at 8-person round tables plus room for
amenities such as dance floor, buffet table, beverage station,gift table, and band/DJ
stage.
(e) A green room with separate bathroom.
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(f) Awarming kitchen for outside caterers(sink,worktables, refrigeration, and exterior
access).
(g) Enclosed storage for tables, chairs, portable stage, dance floor.
(h) Patron restrooms, including ADA restrooms (approximately 10 stalls).
(i) Capacity for overflow/outdoor seating.
(j) Substantial transparency on the west side fronting the marina and north side fronting the
plaza, using operable glass doors to blur the threshold between the interior and exterior
space.
3.2 The Parties anticipate the design process will yield the following deliverables (the
"Conceptual Design Work"), including those further described in the Port memorandum
attached as Exhibit B:
(a) Identify respective Project teams for both Port and City;
(b) Consensus on minimum Project design criteria (size, capacity, orientation, etc.);
(c) Vetting the Project Criteria with stakeholders (e.g., potential users)through meetings
with those stakeholders;
(d) Conceptual design of the Event Facility;
(e) Rough order of magnitude(ROM)of costs for construction including hard and soft costs,
(f) Outline of permitting and design timeline;
(g) Outline of future agreements for construction, maintenance and operations of the
facility;
(h) Outline of responsibilities as it relates to adjacent park area for event"spill-out" and
public access.
3.3 The Parties anticipate and intend to complete the items identified in Section 3.2 within ten
weeks from the Effective Date.
3.4 Without compromising the Project Criteria, the City desires to design the Event Facility such
that it can be constructed for an approximate cost of$6 million in 2024 dollars (i.e., not
accounting for inflationary costs).
4 Responsibilities of City
4.1 The City,through the Port-City Liaison Committee,will provide feedback and input to the Port
throughout the preliminary design process.
4.2 The City will be responsible for reimbursing the Port pursuant to the Section 7 of this
Agreement.
5 Responsibilities of Port
5.1 The Port will contract with, or use an existing contract with, consultants (the"Design Team")
to perform the Conceptual Design Work for the Event Facility.
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5.2 The Port is responsible for providing direction to-and the supervision of the Design Team,
including without limitation, overseeing deliverables.The Port will be responsible for all
administrative aspects of any contracts with the Design Team, including without limitation,
payment for services,which shall be reimbursed 50% by the City.
5.3 The Port will coordinate with the Cityto communicate feedback and input from the City to
the Design Team.
5.4 Upon request,the Port will provide the City copies of any records or deliverables produced
under the scope of this Agreement that the City may be required to produce pursuant to the
Public Records Act, including but not limited to consultant contracts, invoices, drafts,work
notes, emails, CAD files, and exhibits.
6 Term.
6.1 The term of this Agreement is from the Effective Date until December 31, 2024.
6.2 The Parties may extend the term of this Agreement by written amendment.
7 Manner of Financing and Payment.
7.1 For the scope of this Agreement,the Parties estimate that the Design Team fees and costs
will be approximately$95,000.00.At the conclusion of the work, the City will reimburse the
Port for one-half of the actual Design Team fees and costs incurred by the Port to achieve
deliverables in Section 3.2, up to a total not-to-exceed of$47,500.00.
7.2 The City must make the reimbursement payment called for in this section within 30 calendar
days following the Port's written request for reimbursement. The Port's written request for
reimbursement must be accompanied by an invoice from the Design Team showing the fees
and costs.The City must notify the Port within 15 calendar days from receipt of the invoice if
it has objections or corrections to an invoice.The Port must then resubmit a new invoice
without the disputed amount,which the City must paywithin 30 calendar days.The Parties
must work cooperatively to resolve any disputed amounts.
7.3 The Port will finance any of its obligations under this Agreement from the Port's general fund.
8 Administration.
8.1 The following individuals are designated as representatives of the respective Parties:
(a) The City's representative is its mayor.
(b) The Port's representative is its executive director.
8.2 The above-identified representatives are responsible for administration of this Agreement
and for coordinating and monitoring performance under this Agreement. In the event such
representatives are changed,the Party making the change must notify the other Party in
writing.
8.3 The Parties do not intend to create a separate organization, composition, or any separate
legal entity or administrative entity under this Agreement.
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9 Notices.
Any notice or invoice under this Agreement must be sent by any of the following methods:
postage pre-paid by regular mail, delivered personally, or sent via e-mail.Any notice so
posted shall be deemed received two business days after the date of mailing. Notices shall
be mailed or delivered to the following persons at the following addresses:
PORT OF ANACORTES CITY OF ANACORTES
Executive Director Mayor
100 Commercial Ave P.O. Box 547
Anacortes,WA 98221 904 6ch St
john.dumas@portofanacortes.com Anacortes,WA 98221
mattm@cityofanacortes.org
10 Treatment of Assets and Property
No fixed assets or personal or real property will be jointly or cooperatively acquired, held,
used, or disposed of pursuant to this Agreement.
11 Termination.
This Agreement may not be terminated during its term except by mutual agreement of the
Parties.
12 Indemnification.
To the extent allowed by law, each party hereby agrees to save, defend, indemnify and hold
harmless the other party and its officers, directors, employees,consultants and agents from
and against any and all losses, damages, liabilities, expenses and costs, including
reasonable legal expense and attorneys'fees, to which the indemnified party may become
subject as a result of any claim, demand, action or other proceeding by any third party to the
extent such losses arise directly or indirectly out of activities performed by the indemnifying
party pursuant to this Agreement, except to the extent such losses result from the alleged
gross negligence orwillful misconduct of any indemnified party.
13 Changes,Modifications,Amendments and Waivers:
This Agreement may be changed, modified, amended or waived only by written agreement
executed by the parties hereto.Waiver or breach of any term or condition of this Agreement
must not be considered a waiver of any prior or subsequent breach, and the failure to
exercise a right or remedy upon a breach does not constitute a waiver of any other terms or
conditions of this Agreement.
14 Governing Laws.
This Agreement and the rights of the Parties hereto shall be governed by and construed in
accordance with the laws of the State of Washington. Venue for any litigation concerning this
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Agreement shall be in Skagit County Superior Court, unless otherwise agreed to in writing by
the Parties.
15 Dispute Resolution.
The Parties shall attempt to resolve all claims, disputes, and other matters in question,
arising out of or related to this Agreement,first through informal discussions and then
through formal written notification and cure, before resorting to litigation.
16 No Third-Party Beneficiaries.
This Agreement is intended to be enforceable only by the Port and the City. There are no
third-party beneficiaries to this Agreement.
17 Authority.
The persons signing below represent and warrant that they have the requisite authority to
bind the Party on whose behalf they are signing.
18 Severability.
In the event any term or condition of this Agreement or application thereof to any person or
circumstances is held invalid, such invalidity shall not affect other terms, conditions or
applications of this Agreement which can be given effect without the invalid term, condition,
or application.To this end the terms and conditions of this Agreement are declared
severable.
19 Recording or Posting.
This Agreement shall be recorded with the Skagit County Auditor or, alternatively, posted by
subject on the Parties' respective websites or other electronically retrievable public source.
20 Entire Agreement.
This Agreement contains all the terms and conditions agreed upon by the Parties.All items
incorporated herein by reference are attached. No other understandings, oral or otherwise,
regarding the subject matter of this Agreement may be deemed to exist or to bind any of the
Parties hereto.
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IN WITNESS HEREOF,the Port and the City have caused this Agreement to be executed in their
names and to be attested by their duly authorized officers as of the below dates.
PORT OF ANACORTES CITY OF ANACORTES
By: John Dumas By: Matt Miller
Its: Interim Executive Director Its: Mayor
Date: 4/2/2024 Date: 4/2/2024
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Exhibit A Vicinity Map
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Exhibit 6 Port Conceptual Design Cost Memo
wo Commercial Ave.,Anacortes,WA982211 (360)293-3134 I'"ww.portofnMortes-com ON
PORT OF ANACORTES MEMORANDUM
Date: February 22,2024
To: Port City Liaison Committee
From: Brenda Treadwell,Director of Planning,Properties&Environmental
Re: Event Venue Conceptual Design Phase—Consultant Services Scope and Fee
In follow-up to discussions at the February 6,2024 Port City Liaison meeting,the Port has worked with
its existing West Basin design team to develop a scope of work and associated fee to bring the event
venue proposed in the February 3,2024 memo from Councilmembers Walters,Cleland-McGrath and
McDougall to a conceptual design level.
The Port's West Basin design team has been collaborating on North and West Basin Upland
Redevelopment since 2018. Some members of the design team have been working with the Port for
several years prior to 2018.
The existing core design team includes:
RMC Architects: Jeff McClure,AIA,Principal and Bill Hager,Senior Planner
Bellingham WA
Pacific Survey&Engineering: David Galbraith,PE,Principal and Adam Morrow,PLS,Principal
Bellingham,WA
HBB Landscape Architecture: Dean Koontz,ASLA,CPD,Principal
Seattle,WA
The goal of this conceptual design phase,as discussed by the team and outlined in their respective
proposals, is to analyze building programming, propose floor plan solutions that integrate provided
criteria, generate overall site plans and diagrams for the use of the adjacent park that will support
outdoor event"spill out".The concept will bring in precedent images to help define the character of the
building and adjacent park area. In addition,civil work required for utility connections and other civil
elements of the building and park will be brought to a 15%design level.All of this work will be done with
consideration for integrating the proposed event center facility into the Port's existing West Basin Plan.
Rough order of magnitude (ROM) costs for selected building concept, adjacent park area, and civil
elements will be produced as part of this conceptual phase of work.
This work will be accomplished through a series of meetings with the Port City team: Kick-Off Meeting,
Concept Design Review Meeting,Final Concept Design Review Meeting. The design team has asked for
10 weeks from Notice to Proceed to accomplish this work(with the assumption that the aforementioned
meetings will be timely scheduled).
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The bulk of the work of this phase will be completed by RMC(300+hours). In addition to developing
building concepts,RMC will be serving in a Project Coordinate role by integrating the work of the other
disciplines.RMC proposes this conceptual phase be accomplished in series of eight tasks.
Task 1 Project Initiation: Gather precedent images, review building programming based on criteria
provided so far,develop conceptual phase project schedule,create site base map to convey extent of
project area.
Task 2 Preparation for Kick-Off Meeting: Prepare resources to assist in determining additional
programming requirements, prepare diagrams showing similarly sized buildings to convey impact to
area,investigate parking requirements and impacts to Port's West Basin Plan,create meeting agenda
and list of critical questions to be considered.
Task 3 Kick-Off Meeting:Facilitate meeting with Port Cityteams,identify major goals of project,discuss
program requirements,size,operational considerations,discuss historical costs of precedent projects,
review project schedule.
Task 4 Concept Design:Prepare two floorplan alternatives with diagrams,massing models,and cost
data.
Task 5 Coordinate with Consultant Team:Discuss concept plans with overall team to inform the work
of landscape architects(HBB)and civil engineers(PSE).
Task 6 Concept Review Meeting: Meet with Port City teams to review concept designs to select a
preferred alternative for further refinement.
Task 7 Concept Design Refinement:Based on input from Concept Review Meeting refine the selected
alternative and develop site plan,floor plan,massing model,ROM project budget,schedule,summary
of permitting/entitlements.
Task 8 Final Concept Review Meeting: Meet with Port City teams to discuss concept design
refinements,ROM costs,and outline potential next steps.
RMC Fee: $58,315
HBB Landscape Architecture's work is highly coordinated with RMC.HBB's scope of workfollows RMC's
eight tasks with just over 100 hours of work anticipated.HBB will provide the following information for
each task:
Task 1 Project Initiation:Coordinate with RMC in preparation of site base map regarding adjacent spill-
out park space and workwith RMC and PSE to determine site work,project goals and programming,and
transitions between adjacent phases of work.
Task 2 Preparation for Kick-Off Meeting:Prepare four open space diagrams and precedent images.
Task 3 Kick-Off Meeting:Attend meeting to discuss the primary functional goals of the spill out space,
define operational limits,review precedent images.
Task 4 Concept Design:Prepare park configuration diagrams that reflect feedback from kick-off
meeting.Refine precedent images,collect historical cost information using comparable projects from
HBB archive records.
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Task 5 Coordinate with Consultants:Continued coordination with RMC and PSE on site design and
infrastructure.
Task 6 Concept Review Meeting: Attend meeting to review park concept design where preferred
alternative will be selected.
Task 7 Concept Design Refinement:Refine preferred alternative and provide final concept design along
with ROM budget for park elements.
Task 8 Final Concept Review Meeting: Attend meeting to review final concept, address budget
questions.
HBB Fee: S19,870
In addition to Pacific Survey and Engineering(PSE)providing civil engineering services for this phase,PSE
is also the project lead on the right of way vacations and associated "land swap" proposals. PSE
anticipates it will take 90 hours to accomplish the following:
Task 1 Project Initiation:Establish project limits,support with preparation of base site map.
Task 2 Preparation for Kick-Off Meeting:Provide support to RMC and HBB with meeting prep.
Task 3 Kick-Off Meeting:Attend meetingto gather information for building and park conceptual design
and answer any appropriate questions.
Task 4 Concept Design:Provide project limits and other support to RMC and HBB.
Task 5 Coordinate with Consultants:Coordinate civil site plan with RMC site plan.Civil plan to show
building footprint,park improvements per HBB and produce 15%design drawings and associated ROM
cost estimate.
Task 6 Concept Review Meeting:Attend meetingto present civil elements.
Task 7 Concept Design Refinement:Revise site plan to address comments from previous meeting.
Task 8 Final Concept Review Meeting:Attend meeting and present final concept and civil ROM costs.
PSE Fee:$15,320
The consulting costs for this critical first phase total$93,505. All contracts will be billed on a time and
materials basis.Per the draft ILA,the direct costs for this phase only will be split 50/50 between the Port
and City. Port will provide coordination and oversight of the design team.
The 10 week period for this work will commence after the ILA is fully executed. It is worth noting that the
project schedule and budget for this phase does not include stakeholder and/or community outreach.
If anything formal along those lines is anticipated during this initial phase,and the design team would be
expected to prepare for and participate in those meetings,it is expected that costs for this phase will
increase and the timeline will be extended.
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