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HomeMy WebLinkAboutINTERGOVERNMENTAL MOU MEDICAL COLLEGE OF GEORGIA WITNESSETH: INTERGOVERNMENTAL MEMORANDUM OF UNDERSTANDING This In~rg<)v.""".!)I?l M.m~Understilnding. (hereinafter referred to as "MOU") .is entered into this l.!Jl~ay of~ 2008, by and among the Board of Regents of the Univ~rsity System of Georgia on behalf of the Medical College of Georgia. (hereinafter referred to.as "Board of Regents"); the City of Augusta (her~inafter referred to as "City"); and the Housing Authority of the City of Augusta (hereinafter refetred to as "Authority"). WHEREAS, the Medical College of Georgia (hereinafter referred to as "MCG") is a liliit of higher learning of the University System of Georgia; and WHEREAS, the mission of MCG is to educate and train health care professionals; provide comprehensive health caresentices; benefit the indigen~near indigent and paying patients; and conduct medical and biomedical research,; and WHEREAS, MCG through Board of Regents operates the State of Georgia'souly public dental and medical school; and WHEREAS, the Governor of the State of Georgia has directed that the MCG educate more physicians as well as other health professionals; and WHEREAS, the. opportunity to expand the campus ofMCG has arisen due to the fact that the Housing Authority of the City of Augusta (hereinafter referred to as the "Authority") .has been provided alternative housing opportunities for the residents of the Gilbert Manor Housing Development (hereinafter referred to as "Gilbert Manor"). Gilbert Manor is directly adjacent to the existing campus ofMCG; and WHEREAS, the Board of Regents has received MCG's Master Plan which identifies the Gilbert Manor site as strategically important for the growth and development of the campus to achieve institutionaland system objectives; and WHEREAS, during the 2008 Legislative Session, the Georgia General ASsembly authorized the issuance of SEVENTY MILLIONS DOLLARS AND NO/CENTS ($70,000,000.00) worth of General Obligation Bonds with a described. purpose in the related bond tracking document being to "design, construct, .and equip the School of Dentistry, Medical College of Georgia, Augusta, Richmond County." TEN MILLION DOLLARS AND NO/CENTS ($10,000,000.00) worth of General Obligation Bonds were issued under this authorization during the State of Georgia's June bond sale. The Board of Regents has requested that the remaining SIXTY MILLION DOLLARS AND NO/CENTS ($60,000,000.00) be issued in the October bond sale; and WHEREAS, the Board of Regents has engaged the architectural finn of Lord, Aeck.& Sargent who has completed the schematic design for the School of Dentistry with the intent. of having full construction.. doctunents prepared by the end ofthe 2008 calendar year. NOW, THEREFORE, the parties hereto understand and agree that: WHEREAS, the Authority desires to sell the Gilbert Manor property to the Board of Regents for the expansion of dental and medical programs at MCG; and WHEREAS, the City wishes to facilitate the sale because the City recognizes that by enabling MCG to expand its campus it will create significant direct and indirect economic benefit for the City and provide an economic stimulus for its citizens by creating jobs immediately and in the future and by increasing the number of medical and dental faculty and students in the Augusta area, all with an end result of insuring the continued growth ofMCG's campus. 1. The City will transfer to Board of Regents TEN MILLION DOLLARS AND NO/CENTS ($10,000,000) (hereinafter referred to as "Purchase Amount"), less the amount estimated as a Tipping Fee Allotment and described in paragraph 5, to be used to purchase Gilbert Manor property from the Authority, demolish the existing structures, and begin site work for construction on the Gilbert Manor property . 2. The Authority has obtained all necessary approvals to and will convey Gilbert Manor to the Board of Regents for the Purchase Price of SIX MILLION EIGHT HUNDRED NINETY THOUSAND DOLLARS AND NO/CENTS ($6,890,000.00) (hereinafter referred to as "Purchase Price"). 3. The Board of Regents will utilize a portion of the Purchase Amount to purchase and acquire the Gilbert Manor property and intends to use the property to support its mission and will take the necessary action to immediately begin demolition activities on the property. 4. The remainder of the Purchase Price (approximately) THREE MILLION ONE HUNDRED TEN THOUSAND DOLLARS AND NO/CENTS ($3,110,000) (hereinafter referred to as "Demolition Funds"), less the amount estimated as a Tipping Fee Allotment and described in paragraph 5, will be allocated for the demolition of the existing structures, removal of all debris and to begin site work for construction on the Gilbert Manor property. 5. THREE HUNDRED SEVENTY EIGHT THOUSAND ONE HUNDRED THIRTY EIGHT DOLLARS AND NO/CENTS ($378,138.00) (hereinafter referred to as "Tipping Fee Allotment") of the Demolition Funds will be withheld by the City to cover the cost of MCG's cost of disposing of the debris resulting from the demolition of structures and other improvements and debris located on the Gilbert Manor property (hereinafter referred to as "Demolition Debris"). The Tipping Fee Allotment will be expended in an amount equivalent to the actual cost for the disposal of Demolition Debris in the landfill owned and operated by City (hereinafter referred to as "City Landfill'). Provided that all Demolition Debris is disposed of in the City Landfill or recycled, should the Tipping Fee Allotment not be exhausted by the disposal of the Demolition Debris, the City will pay to MCG an amount equal to the Tipping Fee Allotment less the actual tipping fees incurred. MCG will pay to the City (at the time of disposal) the amount by which the actual cost of Demolition Debris disposal exceeds the Tipping Fee. The Tipping Fee Allotment will also be reduced by an amount equal to the fee that would have been charged by the City Landfill for the disposal of Demolition Debris if Demolition Debris is disposed of in any landfill other than the City Landfill. Provided, however, that the Tipping Fee Allotment will not be reduced by an amount equal to the fee that would have been charged by the City Landfill for the disposal of Demolition Debris for any Demolition Debris that is disposed of through recycling and which can be verified.. 6. If, prior to thirty (30) months from the date that demolition of the current improvements contemplated by this MOU is completed, the Board of Regents has failed to begin construction on the ~ $' .. . Gilbert Manor property in accordance with the Mastel' Plan, Augusta shall have a continuing right and option thereafter, until such construction begins, to purchase the property at its fair market value, with ~prorata credit for the Purchase Amount being appli~d to the purchase price. Further, if after having completed such Qonstruction and prior to the thirteenth (l3th) anniversary of the date that the real property closing contemplated by this MOU occurs, the Board of Regents ceases to use the property for educational or related purposes.or sells. the property, or any part thereof, to any non- governmental entity other than a Cooperative Organization (as defined by the Board of Regents) or any entity involved in a public/private venture with the Board of Regents, the City will have aright of first refusaltopurchase, at fair market value, that portion of property that is being sold, with. a prorata credit for the Purchase Amount bein.g applied to the purchase price. 7. The Board of Regents of the University System of Georgia will consider the acquisition of Gilbert Manor at its duly called meeting scheduled for August 19, 2008. 8. Provided all .required approvals are obtained by the City, the Authority and the Board of Regents, the AuthoritywiHtransfer Gilbert Manor to the Board of Regents as provided for in the Optionfor the Purchase ofhnproved Real Property between Board of Regents and the Authority. 9. No later than five (5) business days after receipt of notice that the transaction contemplated by this MOU is prepared to close, the City will wire the Purchase Amount and the Demolition Funds (less the Tipping Fee Allotment) into the aCCount of the Board of Regents' > MCG or the closing attorney or as directed by the Board of Regents. Board of Regents oftheUniversity System of Georgia on Behalf of the Medical College of Georgia Housing Authority of the City of Augusta ~~~?70J7fftl1~c{t;g