City Commission

OTTAWA CITY COMMISSION REGULAR MEETING AGENDA Wednesday, March 6, 2024 - 7:00 pm Ottawa City Hall - 101 S. Hickory In accordance with Kansas Open Meetings Act (KOMA), the Citizens may in person, via Zoom or submit comments (300 meeting can be viewed live on Channel 23 and via Facebook Live words or less) for the City Commission to be read during public or listened to by dialing: 1-312-626-6799 and entering meeting comment or during discussion on an agenda item. ID 979 6273 3505#. To view on YouTube: https:// To submit your comment or request the meeting Zoom link to www.youtube.com/@ottawaksgov give a public comment, email publiccomments@ottawaks.gov If you need this information in another format or require a no later than 7:00 pm on March 6, 2024; all emails must reasonable accommodation to attend this meeting, contact the include your name and address. Participants who generate City’s ADA Coordinator at 785-229-3621. Please provide advance unwanted or distracting noises may be muted by the meeting notice of at least two (2) working days. TTY users please call 711. host. If this happens, unmute yourself when you wish to speak. I. CALL TO ORDER II. ROLL CALL ____ Skidmore ____ Allen ____ Caylor ____ Clayton ____ Crowley III. WELCOME IV. PLEDGE OF ALLEGIANCE V. INVOCATION - Pastor Tiger Pennington, First Baptist Church VI. PUBLIC COMMENTS Subject to the above restrictions, persons who wish to address the City Commission regarding items on the agenda may do so as that agenda item is called. Persons who wish to address the City Commission regarding items not on the agenda and that are under the jurisdiction of the City Commission may do so at this time when called upon by the Mayor. Comments on personnel matters and matters pending in court or with other outside tribunals are not permitted. Speakers are limited to three minutes. Any presentation is for information purposes only. The Governing Body will take comments under advisement. VII. APPOINTMENTS, PROCLAMATIONS, RECOGNITIONS, NOMINATIONS, AND PUBLIC HEARINGS A. First Baptist Church Recognition (P. 3) Comments: Pastor Tiger Pennington will accept a thank you letter from the City for the hospitality shown by the Church during the January winter storm. VIII. CONSENT AGENDA A. Minutes From February 28, 2024 Meeting (Pp. 4 - 5) B. Agenda Approval Motion: __________ Second: __________ Vote: __________ IX. DECLARATION At this time, I’d like to give the Commissioners a chance to declare any conflict or communication they’ve had that might influence their ability to consider today’s issues impartially. X. UNFINISHED BUSINESS A. Ordinance Establishing a Process and Requirements for Licensing Mobile Food Vendors - City Clerk Reed (Pp. 6 - 13) Comments: This ordinance revises the mobile food vendor municipal code to include a one-time 30-day license for a $20 fee, as well as include a language revision that all licensees must comply with City laws. Motion: __________ Second: __________ Vote: __________ 3.06.24 Agenda Pkt Page #1  B. Resolution Establishing the Commencement of Terms of Office for Ottawa City Commissioner (P. 14) Comments: If approved, any City Commissioner elected or re-elected will begin his or her term of office on the second Wednesday in December following the general election of city officers. Motion: __________ Second: __________ Vote: __________ C. Resolution Approving the Assignment of Development Agreement and Authorizing Certain Actions in Connection with Assignment - Tyler Ellsworth, Kutak Rock LLP (Pp. 15 –18) Comments: Ottawa Lodging, LLC is proposing a sale of the property and is requesting assignment of the development agreement associated with the TIF and CID related to the Holiday Inn Express Suites to Ottawa Hotel Group, LLC with the sale of the property. Motion: __________ Second: __________ Vote: __________ XI. NEW BUSINESS XII. COMMENTS BY CITY MANAGER XIII. COMMENTS BY GOVERNING BODY XIV. ANNOUNCEMENTS A. March 13, 2024 City Commission Meeting - 4:00 pm, CANCELLED B. March 20, 2024 City Commission Meeting - 10:00 am, City Hall C. March 27, 2024 City Commission Meeting - 4:00 pm, City Hall XV. ADJOURN 3.06.24 Agenda Pkt Page #2  Agenda Item: VII.A Back to Agenda March 6, 2024 First Baptist Church 410 South Hickory Ottawa, KS 66067 Dear First Baptist, City of Ottawa Thank you for opening your facility to our vulnerable neighbors during the extreme 101 S. Hickory cold event in January. This act of hospitality was essential to our neighbors’ survival. Ottawa, KS 66067 Our community is stronger because of your generosity and the generosity of your 785.229.3600 partners who worked to provide meals and make it a safe event. www.ottawaks.gov With sincere thanks, Mayor Mike Skidmore 3.06.24 Agenda Pkt Page #3  Agenda Item: VIII.A Back to Agenda Regular Meeting Minutes City Hall Minutes of February 28, 2024 The Governing Body met at 4:00 pm on this date for the Regular City Commission Meeting with the following members present and participating to wit: Mayor Skidmore, Mayor Pro Tem Allen, Commissioner Caylor, Commissioner Clayton and Commissioner Crowley. Mayor Skidmore called the meeting to order. Mayor Skidmore welcomed the audience and led the Pledge of Allegiance to the American flag. Pastor Dakota Smith with Ottawa Bible Church gave the invocation. Public Comments No public comments were received. Appointments, Proclamations, Recognitions, Nominations and Public Hearings Consent Agenda Commissioner Crowley made a motion, seconded by Commissioner Caylor, to approve this consent agenda to include minutes from the February 21, 2024 Regular Meeting, Financial Reports from January 2024 and the Regular Meeting agenda. The motion was considered, and upon being put, all present voted aye. The Mayor declared the consent agenda duly approved. Declaration No declaration was made. Unfinished Business New Business Review of Monthly Report for January 2024 The Governing Body reviewed the January Monthly Report and received updates from Franklin County Development Council and Ottawa Main Street Association. Finance staff answered questions related to the January Financial Reports. City Manager’s Comments City Manager Brian Silcott provided department updates during his comments. Governing Body Comments Commissioner Crowley made an inquiry regarding legal representation at Planning Commissions. Announcements A. March 6, 2024 City Commission Meeting – 7:00 pm, City Hall B. March 10-13, 2024 National League of Congressional City Conference, Washington D.C. C. March 13, 2024 City Commission Meeting - Cancelled 3.06.24 Agenda Pkt Page #4 Executive Session Recess Mayor Pro Tem Allen made a motion, seconded by Commissioner Crowley, to recess into executive session for a period of 20 minutes, resuming at 4:50 pm with City Attorney Blaine Finch and City Manager Brian Silcott present for the purpose of attorney/client consultation. The justification for the closed session is to engage in confidential and privileged communication with the board's attorney by K.S.A. 75- 4319(b)(12). The motion was considered and upon being put, all present voted aye. The Mayor declared the meeting duly recessed. Reconvene Mayor Pro Tem Allen made a motion, seconded by Commissioner Crowley, to reconvene into open session. The motion was considered and upon being put, all present voted aye. The Mayor declared the meeting duly reconvened at 4:50 p.m. Adjournment There being no further business to come before the Governing Body, the Mayor declared the meeting duly adjourned at 4:50 p.m. Melissa Reed, City Clerk 3.06.24 Agenda Pkt Page #5  Back to Agenda Agenda Item: X.A City of Ottawa City Commission Regular Meeting March 6, 2024 TO: Mayor and City Commission SUBJECT: Mobile Food Vendor Licensing INITIATED BY: City Clerk AGENDA: Unfinished Business Recommendations: Adopt an ordinance amending mobile food vendor licensing per Chapter 11, Article XIII of the Municipal Code. - Background: A request from the Governing Body prompted a review of the mobile food licensing fee structure. At the February 21, 2024, Regular Meeting, the Governing Body agreed by consensus to revise the mobile food vendor municipal code to include a one-time 30-day license for a $20 fee, as well as include a language revision that all licensees must comply with City laws. Analysis: The proposed amendments include Section 4, Mobile Food Vendor’s License fee, as well as Section 6, Mobile Food Vendor’s License Issuance; Denial. Fee Structure Modification: • The Mobile Food Vendor's License application fee will remain at $150. • Additionally, vendors will now have the option to obtain a one-time 30-day license for a fee of $20. Section 4. MOBILE FOOD VENDOR’S LICENSE FEE. The application fee for a Mobile Food Vendor’s License is $150.00 per year. Alternatively, vendors may opt for a one-time 30 day license at a fee of $20. The fee shall not be pro-rated or refunded for any reason, including denial of an application or revocation of a license. Additional Provision Regarding License Issuance: • An essential addition to the ordinance includes a new denial provision stating, "Applicant does not meet the zoning ordinance requirements of the City or conflicts with the other City laws, including building, fire and health codes." Section 6. MOBILE FOOD VENDOR’S LICENSE ISSUANCE; DENIAL. A. The City Clerk shall review each application for a Mobile Food Vendor’s License. Within ten (10) days of application, the City Clerk shall approve the application and shall issue to the applicant a Mobile Food Vendor’s License together with an official copy for each Mobile Food Unit identified in the application unless: 1. The application is incomplete. 2. The application is determined to be fraudulent, to include a material misrepresentation, or to contain a false statement. 3.06.24 Agenda Pkt Page #6  3. The applicant has had a Mobile Food Vendor’s License revoked by the City for any reason within the preceding two (2) years. 4. Applicant does not meet the zoning ordinance requirements of the City or conflicts with the other City laws, including building, fire and health codes B. If the application is deficient for any of the reasons set forth in Section 11-1306(a) of this Article, then the City Clerk shall deny the application by giving written notice of denial to the applicant. Notice of Denial shall be in writing, shall be mailed to the applicant at his or her given address, shall inform the applicant of the reason for denial, and shall inform the applicant that he or she has fourteen (14) days from the date of the Notice of Denial in which to appeal the denial of the application to the Governing Body. The City Clerk shall maintain a copy of the Notice of Denial in his or her files. Financial Considerations: Anticipated budgetary impact is minimal due to the low number of licenses issued annually. Revenue from mobile food license fees for 2024 is projected to be $1,350. The revenue from Mobile Food Vendor licenses is deposited to the General Fund. Legal Considerations: The proposed ordinance has been approved as to form by City Attorney Finch. Recommendations/Actions: It is recommended the City Commission deliberate approval of the proposed amendments to the municipal code. Take Final Action at the March 6, 2024 Regular Meeting: “Adopt an ordinance repealing Ordinance 3988-18 and revising Section 4 and Section 6 of Chapter 11, Article XIII of the municipal code.” • Refer Item X.A.1 To the Wednesday, March 27, 2024 Regular Meeting for continued deliberation and consideration Attachments: Proposed Ordinance – X.A.1 3.06.24 Agenda Pkt Page #7  Back to Agenda ORDINANCE NUMBER ________ AN ORDINANCE ESTABLISHING A PROCESS AND REQUIREMENTS FOR LICENSING MOBILE FOOD VENDORS IN THE CITY OF OTTAWA, KANSAS. WHEREAS, the City of Ottawa desires to regulate and permit the operation of mobile food vendors in the city, and; WHEREAS, the City of Ottawa has the inherent and constitutional right to make and enforce such regulations for the health, welfare, and safety of its citizens: NOW THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF OTTAWA, KANSAS: Section 1. PURPOSE. The Governing Body finds that to advance the health, safety, and welfare of the residents of the City of Ottawa, Kansas, it is necessary to regulate various activities, including those of Mobile Food Vendors. Section 2. DEFINITIONS. The following words, terms, and phrases, when used in this Article, shall, except where the context clearly indicates otherwise, have the following meanings: A. “City Clerk,” for the purposes of this Article, shall mean the City Clerk, the interim City Clerk, anyone fulfilling the duties of the City Clerk on either a temporary or a permanent basis, or any designee of the City Clerk. B. “Mobile Food Vendor” shall mean any person, corporation, association, or other entity, however organized, that offers food and/or beverage for sale from a Mobile Food Unit. C. “Mobile Food Unit” shall mean any self-contained vehicle, trailer, cart, or other type of conveyance from which food and/or beverage is offered for sale. D. “City Approved Event” shall mean any event sanctioned by a Permit issued by the City, including but not limited to a Temporary/Special Event Permit or a Temporary Use of Public Right of Way agreement. E. “Public Property” shall mean and includes streets, alleys and public ways of the City, County or School District owned public property, State and Federal highways within the Corporate Limits of the City, off-street parking facilities of businesses, churches and schools, private parking areas specifically designed for the parking of motor vehicles, public parks, public playgrounds, church playgrounds, school and church driveways, service stations, food and beverage drive-ins, drive-in laundries, and automobile, implement and machinery sales display lots. Section 3. MOBILE FOOD VENDOR’S LICENSE REQUIRED. No person, corporation, association, or other entity, however organized, shall operate within the corporate limits of the City as a Mobile Food Vendor without first obtaining a valid Mobile Food Vendor’s License. 3.06.24 Agenda Pkt Page #8 Section 4. MOBILE FOOD VENDOR’S LICENSE FEE. The application fee for a Mobile Food Vendor’s License is $150.00 per year. Alternatively, vendors may opt for a one-time 30 day license at a fee of $20. The fee shall not be pro-rated or refunded for any reason, including denial of an application or revocation of a license. Section 5. MOBILE FOOD VENDOR’S LICENSE APPLICATION. Application for a Mobile Food Vendor’s License shall be made to the City Clerk on a form provided by the City Clerk for that purpose. In addition to paying the Mobile Food Vendor’s License Fee, the applicant shall attest to the truthfulness of the application and shall complete the application in full, providing the following information: A. The applicant’s full legal name, date of birth, place of birth, and Social Security Number. B. The applicant’s permanent address, business mailing address, and telephone number. C. A copy of the applicant’s government-issued photo identification. D. A copy of applicant’s valid Kansas sales tax number and certificate. E. A brief description of the nature of the business and the food and/or beverage to be offered for sale. F. A photograph of each Mobile Food Unit and, if licensed, the license plate number of each Mobile Food Unit. G. A copy of a valid State of Kansas license for food service establishments, if such is required. H. Proof of general liability insurance in the amount of $500,000.00 or more. I. A statement indicating whether or not the applicant has had a Mobile Food Vendor’s License, or any similar license, revoked in this jurisdiction within the preceding two (2) years. J. The applicant’s signature. Section 6. MOBILE FOOD VENDOR’S LICENSE ISSUANCE; DENIAL. A. The City Clerk shall review each application for a Mobile Food Vendor’s License. Within ten (10) days of application, the City Clerk shall approve the application and shall issue to the applicant a Mobile Food Vendor’s License together with an official copy for each Mobile Food Unit identified in the application unless: 1. The application is incomplete. 2. The application is determined to be fraudulent, to include a material misrepresentation, or to contain a false statement. 3. The applicant has had a Mobile Food Vendor’s License revoked by the City for any reason within the preceding two (2) years. 3.06.24 Agenda Pkt Page #9  Back to Agenda 4. Applicant does not meet the zoning ordinance requirements of the City or conflicts with the other City laws, including building, fire and health codes B. If the application is deficient for any of the reasons set forth in Section 11-1306(a) of this Article, then the City Clerk shall deny the application by giving written notice of denial to the applicant. Notice of Denial shall be in writing, shall be mailed to the applicant at his or her given address, shall inform the applicant of the reason for denial, and shall inform the applicant that he or she has fourteen (14) days from the date of the Notice of Denial in which to appeal the denial of the application to the Governing Body. The City Clerk shall maintain a copy of the Notice of Denial in his or her files. Section 7. MOBILE FOOD VENDOR’S LICENSE APPEARANCE; DURATION. A. The Mobile Food Vendor’s License shall contain the seal of the City, the name of the licensee, and the expiration date of the license. B. The Mobile Food Vendor’s License shall be valid for a period not to exceed one year and shall expire on December 31 of the year in which it is issued. Section 8. MOBILE FOOD VENDOR’S LICENSE SUBSEQUENT MOBILE FOOD UNIT. In the event that a licensed Mobile Food Vendor begins using a Mobile Food Unit that was not identified in the application for the Mobile Food Vendor’s License, the Mobile Food Vendor shall, before using said Mobile Food Unit, present to the City Clerk a photograph of the Mobile Food Unit, the license plate number, if licensed, and a copy of the original Mobile Food License. Upon receipt of that information, the City Clerk shall issue to the licensee an official copy of the Mobile Food License for the new Mobile Food Unit. Section 9. MOBILE FOOD VENDOR’S LICENSE DISPLAYED. Mobile Food Vendors shall display the Mobile Food Vendor’s License in a prominent place on a Mobile Food Unit at all times that Mobile Food Unit is engaged in any of the activities licensed by this Article. Section 10. MOBILE FOOD VENDOR’S LICENSE NON-TRANSFERABLE. No Mobile Food Vendor’s License issued in accordance with the provisions of this Article shall be used by any person other than the person, corporation, association, or other entity, however organized, to whom it was issued. Section 11. MOBILE FOOD VENDOR’S LICENSE RESTRICTIONS. A. Mobile Food Vendors shall obtain the permission of the property owner before engaging in any activities licensed by this Article. B. Mobile Food Vendors may only engage in activities licensed by this Article on improved surfaces in commercial, industrial, and public use zoning districts as defined in the Zoning Regulations of the City of Ottawa, as amended, unless granted a waiver by the City Manager or the City Manager’s designee. 3.06.24 Agenda Pkt Page #10  C. Mobile Food Vendors are prohibited from offering for sale any food and/or beverage from a public right of way, including public sidewalks, except as part of a City Approved Event, unless granted a waiver by the City Manager or the City Manager’s designee. D. Mobile Food Vendors are prohibited from offering for sale any food and/or beverage from any unoccupied or vacant lot, except as part of a City Approved Event or pursuant to a City- approved Sketch Plan establishing a location for Mobile Food Vendors as a permanent or seasonal element of the site in accordance with subsection (g) of this Section, or when granted a waiver by the City Manager or the City Manager’s designee. E. No more than two (2) Mobile Food Units may be operated at the same time on any single property, except as part of a City Approved Event or pursuant to a City-approved Sketch Plan establishing a location for Mobile Food Vendors as a permanent or seasonal element of the site in accordance with subsection (g) of this Section. F. Mobile Food Vendors are prohibited from offering for sale any food and/or beverage from a single property for more than eight (8) hours out of every day, except as part of a City Approved Event or pursuant to a City-approved Sketch Plan establishing a location for Mobile Food Vendors as a permanent or seasonal element of the site in accordance with subsection (g) of this Section, unless granted a waiver by the City Manager or the City Manager’s designee. G. The City may approve a Sketch Plan establishing a location for Mobile Food Vendors as a permanent or seasonal element of a site only when the following conditions are met: 1. The owner must submit to the City, for its approval, a standard Sketch Plan showing, among other things, the location on the site of Mobile Food Vendors as either a permanent or seasonal element of the site; 2. Address and location on the site, with distances to property lines. 3. Use and number of parking spaces blocked, no more than 20% of required parking can be utilized for vending operation or create a shortage that impacts streets or traffic. 4. Plan must indicate no negative impacts to pedestrian, bicycle, or motor vehicle traffic circulation or cause safety issues. 5. Plan for litter control. 6. Additional lighting planned, if any. 7. Use of amplification or items generating noise. 8. The real property that is the subject of the Sketch Plan must be located in a zoning district where the licensed activity is a permitted use. Section 12. MOBILE FOOD UNIT STANDARDS. All Mobile Food Units shall comply with the following standards: 3.06.24 Agenda Pkt Page #11  Back to Agenda A. All Mobile Food Units shall be maintained in good, operable condition and shall, at all times, be capable of being moved. B. The exterior of all Mobile Food Units shall be maintained in good repair, shall be sound, shall be free from peeling or flaking paint, and shall be clean and sanitary so as not to pose a threat to the public health, safety, and welfare. C. All Mobile Food Units, unless completely self-contained, shall be located in close proximity to and shall be connected safely to electricity and other necessary utilities, such that they do not pose a threat to the public health, safety, and welfare. D. Signs shall be limited to: one (1) portable pedestrian sign per food truck, which may only be displayed during hours that the Mobile Food Unit is being operated. The portable pedestrian sign must meet all requirements of Article 27 of the Zoning Regulations, as amended, of the City of Ottawa. Section 13. MOBILE FOOD VENDOR LICENSE REVOCATION. A. The City Clerk may revoke any Mobile Food Vendor’s License issued under this Article for one or more of the following reasons: 1. Fraud, misrepresentation, or false statement contained in the application for the Mobile Food Vendor’s License; 2. Any violation of the provisions of this Article; 3. Conducting a licensed activity in an unlawful manner, in a manner that disturbs the peace, or in a manner that is injurious to the health, safety, or welfare of the residents of the City; 4. Unauthorized use of a public right of way; 5. Violation of a sketch plan requirement for an existing land use or for any other violation of the Zoning Regulations, as amended; or 6. Revocation or denial of any license issued by the State of Kansas for food service establishments. B. Notice of Revocation shall be in writing, shall be mailed to the applicant at his or her given address, shall inform the licensee of the reason for revocation, and shall inform the licensee that he or she has fourteen (14) days from the date of the Notice of Revocation to appeal the revocation to the Governing Body. The City Clerk shall maintain a copy of the Notice of Revocation in his or her files. Section 14. MOBILE FOOD VENDOR’S LICENSE APPEAL. Any person aggrieved by the action of the City Clerk in denying an application for a Mobile Food Vendor’s License or in revoking a Mobile Food Vendor’s License shall have the right to appeal that action to the Governing Body. Such appeal shall be taken by filing with the City Clerk a Notice of Appeal within fourteen (14) days of the date of the Notice of Denial or the Notice of Revocation. The Notice of Appeal must be in writing and must set forth why the applicant or the licensee 3.06.24 Agenda Pkt Page #12 believes that the denial or the revocation is erroneous. After the Notice of Appeal is filed, the Governing Body shall set a time and place for hearing the appeal. Notice of the hearing shall be given to the applicant or licensee in the same manner as the Notice of Denial or the Notice of Revocation. The Governing Body’s decision and order on such appeal shall be the final order of the City. Section 15. MOBILE FOOD VENDOR’S LICENSE MUNICIPAL OFFENSE. Operating as a Mobile Food Vendor without a Mobile Food Vendor’s License shall be a municipal offense. Any person, upon an adjudication of guilt or the entry of a plea of no contest, shall be subject to a fine of a minimum of $500.00 and a maximum of $1,000.00. The municipal court judge shall have no authority to suspend all or any portion of the minimum fine. Section 16. MOBILE FOOD VENDOR’S LICENSE EXEMPTIONS. The provisions of this Article shall not apply to the following activities: A. Ice cream vendors licensed under Chapter 11, Article XIV of the Municipal Code of the City of Ottawa. B. Itinerant vendors licensed under Chapter 11, Article IV of the Municipal Code of the City of Ottawa. C. Vendors selling at the Farmers’ Market. D. Vendors selling on university campuses. E. Vendors selling on the Franklin County Fair Grounds, between 17th and 19th Streets and S. Elm Street and the Prairie Spirit Trail F. Vendors selling as part of a City Approved Event. Section 17. All prior ordinances in conflict with this ordinance are hereby repealed. Section 18. CODIFICATION. The City Code shall be amended by adding the contents of this ordinance at such place and in such manner as the City Clerk shall deem appropriate. Section 19. EFFECTIVE DATE This ordinance shall take effect upon publication in the official city newspaper. ADOPTED by the Governing Body of the City of Ottawa on this ______ day of _______, 2024. Michael Skidmore, Mayor Attest: City Clerk 3.06.24 Agenda Pkt Page #13  Agenda Item: X.B Back to Agenda RESOLUTION NO. ________ A RESOLUTION ESTABLISHING THE COMMENCEMENT OF TERMS OF OFFICE FOR THE OFFICE OF CITY COMMISSIONER IN THE CITY OF OTTAWA, KANSAS. WHEREAS the Governing Body of the City of Ottawa, Kansas has the authority under its home rule powers and K.S.A. 25-2120 to establish the commencement of the term of office of city commissioner. WHEREAS the Governing Body has found that waiting two months between November elections and the second Monday in January is not in the best interest of new commissioners nor the citizens of Ottawa. WHEREAS the Governing Body adopted Charter Ordinance Number 22-23 reserving for itself the authority to set the commencement date of new terms of office. WHEREAS the Governing Body desires to exercise its authority and establish a new commencement date for the term of office of its members: THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF OTTAWA, KANSAS, AS FOLLOWS: Section 1. Commencement of Terms. Any city commissioner elected or re-elected in a general election of the city shall begin his or her term of office on the second Wednesday in December following the certification of the general election for city officers. Section 2. Effective Time. The change in commencement of terms of office shall take effect upon adoption of this resolution. Adopted by the Governing Body of the City of Ottawa, Kansas ___day of _______________2024. ___________________________________ Michael Skidmore, Mayor (SEAL) ATTEST: ___________________________________ Melissa Reed, City Clerk 3.06.24 Agenda Pkt Page #14  Back to Agenda Agenda Item: X.C City of Ottawa City Commission Meeting March 6, 2024 TO: Mayor and City Commission SUBJECT: Assignment of Development Agreement related to TIF and CID with Ottawa Lodging, LLC to Ottawa Hotel Development Group, LLC INITIATED BY: Finance Director PRESENTED BY: Bond Counsel AGENDA: Unfinished Business Recommendation: Staff recommends approval of a Resolution approving the assignment of a development agreement with Ottawa Lodging, LLC to Ottawa Hotel Development Group, LLC and authorizing certain actions in connection therewith. Background: The City of Ottawa started working with Ottawa Lodging, LLC in the spring of 2017 on a package of incentives including Tax Increment Financing (TIF) reimbursement, two Community Improvement Districts (CIDs) with 1% additional sales tax on the hotel and a second 1% additional sales tax on the hotel and Arby’s; and sales tax Industrial Revenue Bonds (IRBs) in the amount of $6,950,000. On July 19, 2017, the Governing Body approved and adopted Ordinance NO. 3955-17 adopting the original redevelopment project plan. A public hearing was held on July 19, 2017, related to establishing the TIF project related to construction of the Holiday Inn Express within the NW-35 & Princeton St. district. Additionally at this meeting Resolution 1727-17 was adopted to issue $6,950,000 in IRBs to pay a portion of the cost of acquiring, constructing, and equipping a commercial facility within the City for Holiday Inn Express. Development was delayed and at the March 26, 2018, City Commission meeting, the Governing Body approved updated development plan documents. The updated documents expanded the reimbursable TIF costs by $100,000 to reimburse the costs of a deceleration lane to be placed on Princeton St. and increased the term of the TIF incentive by one year. When development was delayed a second time, the City Commission adopted the Second Amended and Restated Development Agreement on July 1, 2019, which reset the original timeframe for the developer to be reimbursed and removed wording prohibiting the selling of the property within the first three years. The timeframe was extended from 11 years to 12 years, with no increase in the dollar cap. The IRBs Bond Ordinance No. 4020-19 was approved at the May 15, 2019, City Commission meeting. Resolution No 1802-19 for the second amended and restated development agreement between the City of Ottawa and Ottawa Lodging, LLC was approved on May 15, 2019, but the Governing Body delayed the signing until back taxes were paid and was signed on July 1, 2019. Resolution 1954-24 was adopted by the City Commission at the February 21, 2024, Regular Meeting authorizing the sale and conveyance of the hotel project and release of associated leases. 3.06.24 Agenda Pkt Page #15  Analysis: Ottawa Lodging, LLC is proposing a sale of the property and is requesting assignment of the development agreement associated with the TIF and CID related to the Holiday Inn Express Suites to Ottawa Hotel Group, LLC with the sale of the property. The assignment of the Development Agreement transfers the rights to receive TIF and CID revenues generated from the hotel project to the new owner. The existing development agreement with Ottawa Lodging, LLC, provides a process for considering requests for assignments such as this, and the process requires: • That the new owner provide the City with information on its qualifications and financial ability to own and operate the hotel (this information has been provided to staff) • That Bond Counsel verify the transfer complies with the terms of the Development Agreement (There is confirmation that it does meet the terms) • That the City Commission consider the request for assignment and, unless there is a reasonable objection, approve the transfer Financial Considerations: Assignment of the development agreement between parties continues the original return of property tax and sales tax contemplated under the original agreement and therefore does not have a change impact on the City of Ottawa. Legal Considerations: Assignment of the development agreement resolution was prepared by City Bond Counsel, Kutak Rock, and approved as to form by City Attorney Finch. The Assignment and Assumption Agreement was prepared by the seller’s attorney and reviewed with modifications added by Bond Counsel and City Attorney. Recommendation/Action: It is recommended the City Commission deliberate approval of the proposed resolution. • Take Final Action at the March 6, 2024, Regular Meeting: “Adopt a resolution approving the assignment of a development agreement with Ottawa Lodging LLC to Ottawa Hotel Development Group LLC, authorizing certain action in connection therewith.” • Refer Item X.C to the Wednesday, March 20th Regular Meeting for continued deliberation and consideration. Attachments: X.C.1 Resolution approving the assignment of a development agreement with Ottawa Lodging LLC to Ottawa Hotel Development Group LLC and authorizing certain action in connection therewith. X.C.2 Assignment and Assumption Agreement X.C.3 Excerpt of related minutes 3.06.24 Agenda Pkt Page #16  Back to Agenda Agenda Item: XC.1 RESOLUTION NO. ____-24 A RESOLUTION OF THE GOVERNING BODY OF THE CITY OF OTTAWA, KANSAS, APPROVING THE ASSIGNMENT OF A DEVELOPMENT AGREEMENT WITH OTTAWA LODGING, LLC, TO OTTAWA HOTEL DEVELOPMENT GROUP LLC, AND AUTHORIZING CERTAIN ACTIONS IN CONNECTION THEREWITH. WHEREAS, the City of Ottawa, Kansas (the “City”), entered into that certain Second Amended and Restated Development Agreement dated as of July 1, 2019 (the “Agreement”), by and between the City and Ottawa Lodging, LLC, a Nebraska limited liability company (the “Assignor”), in connection with certain economic incentives relating to the construction of a Holiday Inn Express hotel located northwest of Interstate 35 and Princeton Street within the City; WHEREAS, capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Agreement; WHEREAS, pursuant to Section 804 of the Agreement, the Assignor may assign its interest in the Agreement with the approval of the City; WHEREAS, the Assignor is requesting the City’s approval of the assignment of the Assignor’s interest under the Agreement to Ottawa Hotel Development Group LLC, a Kansas limited liability company (the “Assignee”); and WHEREAS, to accommodate the request from Assignor, and based upon information provided by the Assignee, the City desires to approve the assignment of the Assignor’s interest under the Agreement to the Assignee as described herein; NOW, THEREFORE, BE IT RESOLVED BY THE GOVERNING BODY OF THE CITY OF OTTAWA, KANSAS, AS FOLLOWS: Section 1. Qualifications and Financial Responsibility. Based upon information provided by the Assignee, the Governing Body of the City hereby finds and determines that the proposed Assignee has the qualifications and financial responsibility necessary and adequate to fulfill the obligations of the Developer under the Agreement. Section 2. Approval of Assignment. The Governing Body of the City hereby approves the assignment of the Agreement from the Assignor to the Assignee. Such approval is contingent upon the satisfaction of all other requirements for assignments and transfers contained in the Agreement and the execution, delivery, and recording of an Assignment and Assumption Agreement between the Assignor and Assignee (the “Assignment”) in substantially the form now on file with the City Clerk. Section 3. Further Authority. The Mayor is hereby authorized and directed to execute and deliver the City’s approval of the Assignment, and such other approvals, documents, certificates, and instruments as may be necessary or desirable to carry out and comply with the intent of this Resolution, for and on behalf of and as the act and deed of the City, subject to the confirmation by the City Attorney and the City’s Special Counsel, Kutak Rock LLP, that any conditions precedent to such acts have been satisfied. The City Clerk is hereby authorized and directed to attest to and affix the seal of the City to the City’s approval of the Assignment and such other approvals, documents, 3.06.24 Agenda Pkt Page #17 certificates, and instruments as may be necessary or desirable to carry out and comply with the intent of this Resolution. Section 4. Effective Date. This Resolution shall take effect and be in full force from and after its adoption by the Governing Body of the City. [remainder of page left blank intentionally] 3.06.24 Agenda Pkt Page #18  ADOPTED by the Governing Body of the City of Ottawa, Kansas, on March __, 2024. CITY OF OTTAWA, KANSAS _____________________________________ Mayor [SEAL] Attest: By: ____________________________ City Clerk 3.06.24 Agenda Pkt Page #19  Back to Agenda Agenda Item: X.C.1 Assignment and Assumption Agreement This ASSIGNMENT AND ASSUMPTION AGREEMENT ("Assignment") is made as of [____________], 2024 (the "Effective Date"), by and between Ottawa Lodging, LLC, a Nebraska Limited Liability Company (“Assignor”), and Ottawa Hotel Development Group, LLC, a Kansas limited liability company (the "Assignee"), (collectively, the "Parties" and individually, "Party"). RECITALS WHEREAS, Assignor and Assignee entered into that certain Purchase and Sale Agreement dated November 27, 2023, for the purchase by Assignee from Assignor of certain property located at 2340 South King Street, Ottawa, Kansas 66067 (“Agreement”), as more fully described in the Agreement; and WHEREAS, Assignor entered into that certain Second Amended and Restated Development Agreement dated as of July 1, 2019, with the City of Ottawa, Kansas, a municipal corporation duly organized under the laws of the State of Kansas (“City”) pursuant to Resolution No. 1802-19 adopted by the Governing Body of the City on May 15, 2019 (the “Redevelopment Agreement”); and WHEREAS, Assignor desires to assign, and Assignee agrees to assume, the Redevelopment Agreement pursuant to the terms of the Redevelopment Agreement; and WHEREAS, Assignor has requested the assignment of the Redevelopment Agreement to Assignee pursuant to the terms of the Redevelopment Agreement and the City has approved such assignment pursuant to Resolution No. [____] adopted by the Governing Body of the City on [____________], 2024; and NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, the Parties hereto hereby agree as follows: AGREEMENT 1. Assignment & Assumption. As of the Effective Date, Assignor hereby assigns, sets over and transfers to Assignee, and Assignee hereby assumes all of Assignor’s right, title and interest in and to the Redevelopment Agreement. 2. Governing Law. This Assignment and all transactions hereunder shall be governed by the laws of the State of Kansas. 3. Counterparts. This Assignment may be executed and delivered in any number of counterparts, each of which so executed and delivered shall be deemed to be an original and all of which shall constitute one and the same instrument. 4. Invalidity. If any provision of this Assignment is determined by a court of competent jurisdiction to be invalid or unenforceable, then such determination shall not affect any other provision of this Assignment or the application thereof, and each remaining term and provision of this Assignment shall be valid and enforced to the fullest extent permitted by law. 5. Interpretations. Any uncertainty or ambiguity existing herein shall not be interpreted against a party because such party prepared any portion of this Assignment but shall be interpreted according to the application of rules of interpretation of contracts generally. The headings used in this Assignment are inserted for convenience and reference only and are not intended to be an integral part of or affect the meaning or interpretation of this Assignment. 3.06.24 Agenda Pkt Page #20 6. Recording and Further Assurances. As required by Section 804 of the Redevelopment Agreement, the parties shall record this Assignment in the office of the Register of Deeds of Franklin County, Kansas. In addition, the parties shall perform such acts, execute and deliver such instruments and documents, and do all such other things as may be reasonably necessary to affect the transactions contemplated by this Assignment. 7. Severability. Each provision of this Assignment shall be considered severable, and if for any reason any provision is determined to be invalid and contrary to any existing or future law, such invalidity shall not impair the operation of or affect those provisions of this Assignment that are valid. 8. Authority. Assignor and Assignee each represent, respectively, that they have the lawful power and authority to enter into this Assignment, acting by and through the duly authorized officer of each party who has executed this Assignment. SIGNATURES ON FOLLOWING PAGE 3.06.24 Agenda Pkt Page #21  Back to Agenda IN WITNESS WHEREOF, Assignor and Assignee have executed this Assignment effective as of the Effective Date written above. ASSIGNOR: Ottawa Lodging, LLC ____________________________________ By: Balvant Patel, Manager ACKNOWLEDGMENT STATE OF _____________ ) ) SS. COUNTY OF ____________ ) On this ________________, 2024, before me appeared Balvant Patel, to me personally known, who, being by me duly sworn did say that he is the Manager of Ottawa Lodging, LLC, a Nebraska limited liability company, and that said instrument was signed on behalf of said company and acknowledged said instrument to be the free act and deed of said company. In Witness Whereof, I have hereunto subscribed my name and affixed my official seal, the day and year last above written. [SEAL] Notary Public in and for said County and State My Commission Expires: _____________________ 3.06.24 Agenda Pkt Page #22  IN WITNESS WHEREOF, Assignor and Assignee have executed this Assignment effective as of the Effective Date written above. ASSIGNEE: Ottawa Hotel Development Group LLC ____________________________________ By: Jatin Patel, Manager ACKNOWLEDGMENT STATE OF _____________ ) ) SS. COUNTY OF ____________ ) On this ________________, 2024, before me appeared Jatin Patel, to me personally known, who, being by me duly sworn did say that he is the Manager of Ottawa Hotel Development Group LLC, a Kansas limited liability company, and that said instrument was signed on behalf of said company and acknowledged said instrument to be the free act and deed of said company. In Witness Whereof, I have hereunto subscribed my name and affixed my official seal, the day and year last above written. [SEAL] Notary Public in and for said County and State My Commission Expires: _____________________ 3.06.24 Agenda Pkt Page #23  City Approval of Assignment and Assumption Agreement Pursuant to Resolution No. [____] of the Governing Body of the City of Ottawa, Kansas (the “City”), adopted on [____________], 2024, and Section 804 of that certain Second Amended and Restated Development Agreement dated as of July 1, 2019 (the “Redevelopment Agreement”), by and between Ottawa Lodging, LLC, a Nebraska limited liability company (the “Assignor”), and the City, Assignor has requested, and the City has approved, the assignment of all of Assignor’s rights, duties, and obligations under the Redevelopment Agreement to Ottawa Hotel Development Group LLC, a Kansas limited liability company (the “Assignee”), as of the Effective Date reflected and defined in that certain Assignment and Assumption Agreement dated as of [____________], 2024, by and between Assignor and Assignee. CITY: City of Ottawa, Kansas [SEAL] By: Mayor ATTEST: City Clerk ACKNOWLEDGMENT STATE OF KANSAS ) ) SS. COUNTY OF FRANKLIN ) On this ________________, 2024, before me, a Notary Public in and for said County and State, came Mike Skidmore, Mayor of the City of Ottawa, Kansas, a municipal corporation duly authorized, incorporated and existing under and by virtue of the Constitution and laws of the State of Kansas, and Melissa Reed, City Clerk of said City, who are personally known to me to be the same persons who executed, as such officers, the within instrument on behalf of said City, and such persons duly acknowledged the execution of the same to be the act and deed of said City. In Witness Whereof, I have hereunto subscribed my name and affixed my official seal, the day and year last above written. [SEAL] Notary Public in and for said County and State My Commission Expires: _____________________ 3.06.24 Agenda Pkt Page #24  Back to Agenda Agenda Item: X.C.3 EXCERPT OF MINUTES Holiday Inn Express & Suites IRB Regular Meeting Minutes Commission Chambers 101 S Hickory, Ottawa, Kansas Minutes of July 19, 2017 The City Governing Body met at 9:30 am this date, for the Regular City Commission Meeting with the following members present and participating to wit: Mayor Caylor, Commissioner Crowley, Commissioner Graves, and Commissioner Skidmore. Commissioner Jorgensen was absent. A quorum was present. Public Hearing – Consideration of the Establishment of TIF District at Princeton and I35 This hearing is for public comment regarding the proposal to establish a Tax Increment Financing (TIF) Project in the Princeton and I-35 TIF District for the Ottawa Lodging Project. Mayor Caylor opened the public hearing at 9:57 am. The Governing Body heard from Community Development Director Wynndee Lee who discussed incentives for the project and explained the TIF district opportunity was created to cover costs for public improvements that would otherwise be paid by property tax revenue. The Governing Body heard from the developer’s attorney Matthew Gough with Barber Emerson, L.C. who discussed project details and community benefits the site would provide. Mr. Gough requested the approval of a Community Improvement District (CID) petition, resolution for a second CID petition, Industrial Revenue Bonds (IRB), a TIF plan, and the execution and delivery of the development agreement. Franklin County Development Council Director James Oltman discussed his involvement in this project, travelers passing by Ottawa, and the 8-12 jobs the project would create. Project Developer Mike Works thanked everyone involved in the process and stated that his main contractor would be looking for local subcontractors in the area and is working on a deal with a local builder. Bond Counsel Tyler Ellsworth explained he represented the City of Ottawa and Franklin County in this project in a collaborative effort to provide the incentive needed for the developer. Mr. Ellsworth explained that a second CID is a request from the developer and part of an approach to bridge the gap needed for the developer and the City to come to an agreement. No further comments were given. Mayor Caylor closed the public hearing at 10:36 am. Ordinance— Redevelopment Project Plan (Lodging Project Plan) The Governing Body reviewed an ordinance adopting a lodging project plan for the southern section within the NW I-35 & Princeton Tax Increment Financing District. Commissioner 3.06.24 Agenda Pkt Page #25 Skidmore stated his appreciation for everyone’s efforts and commitment to the community, and the City Commission’s responsibility to the tax payers. Commissioner Skidmore made a motion, seconded by Commissioner Graves, to adopt the ordinance. The motion was considered and upon being put, all present voted aye. The Mayor declared the ordinance duly adopted and the ordinance was duly numbered Ordinance No. 3955-17. Resolution—Intent of the City of Ottawa to Issue Industrial Revenue Bonds (IRB) The Governing Body heard from the Bond Counsel Tyler Ellsworth who reviewed a resolution stating the City’s intent to issue IRBs in the amount of $6,950,000 to pay a portion of the cost of acquiring, constructing, and equipping a commercial facility within the City for Holiday Inn Express & Suites. Mr. Ellsworth explained the bonds issued would be paid by the developer, not by taxes and answered questions from the Governing Body. Commissioner Graves made a motion, seconded by Commissioner Skidmore, to adopt the resolution. The motion was considered and upon being put, all present voted aye. The Mayor declared the resolution duly adopted and the resolution was duly numbered Resolution No. 1727- 17. Resolution—Execution and Delivery of Development Agreement The Governing Body heard from City Attorney Blaine Finch who reviewed a resolution approving the execution of a development agreement with Ottawa Lodging LLC as the developer to build a Holiday Inn Express & Suites, limited service hotel, containing 81 rooms in the City of Ottawa. Mr. Finch explained that this agreement is the business end of the Lodging Project Plan authorizing city staff to enter into an agreement with the developer agreeing on a Tax Increment Financing (TIF) of 10 full years and 2 partial years, a Community Improvement District (CID) at 1% for the full site and an additional 1% CID on the hotel for 22 years with a 1.6 million dollar cap, Industrial Revenue Bonds in the amount of $6,950,000.00, and a County Transient Guest Tax worth $600,000.00. Commissioner Skidmore made a motion, seconded by Commissioner Graves, to adopt the resolution. Commissioner Skidmore thanked developer Mike Works and his attorney Matt Gough for their openness and vulnerability and Mayor Caylor thanked them for working with staff and stated she looks forward to a bright future between both parties. The motion was considered and upon being put, all present voted aye. The Mayor declared the resolution duly adopted and the resolution was duly numbered Resolution No. 1728-17. Study Session Minutes Ottawa, Kansas Minutes of March 26, 2018 The Governing Body met at 4:00 pm this date with the following members present and participating to wit: Mayor Skidmore, Commissioner Weigand, Commissioner Graves, and Commissioner Jorgensen. Commissioner Caylor was absent. A quorum was present. 3.06.24 Agenda Pkt Page #26 Resolution Approving Amended Development Agreement for Holiday Inn Express The Governing Body heard from Special Bond Counsel Tyler Ellsworth, Kutak Rock LLP, who reviewed a resolution that works in conjunction with the ordinance amending Tax Increment Financing (TIF) Project Plan for Holiday Inn Express & Suites to amend the development agreement to provide an additional $100,000 of reimbursement from tax increment revenues and to reimburse the costs of such deceleration lane, and to increase the term of the tax increment financing incentive by one year. The Governing Body agreed to place this item on the next Regular Meeting agenda. Bond Ordinance Authorizing Issuance of Industrial Revenue Bonds The Governing Body heard from Special Bond Counsel Tyler Ellsworth, Kutak Rock LLP, who explained as part of an agreement with the hotel developer (Holiday Inn Express & Suites) the City would consider the issuance of Industrial Revenue Bonds (IRB) to allow the developer to purchase construction materials without paying sales tax. Mr. Ellsworth further explained the City would issue the bonds which are not payable by taxes or a liability to the City, where the developer owns the hotel property, the developer leases the base lease to the City, the City leases back to the developer, and the developer essentially pays rent to the City to pay the bonds, and answered questions from the Governing Body. It was agreed to place this item on the next Regular Meeting agenda. Regular Meeting Minutes Commission Chambers 101 S Hickory, Ottawa, Kansas Minutes of May 15, 2019 The City Governing Body met at 9:30 am this date for the Regular City Commission Meeting with the following members present and participating to wit: Mayor Jorgensen, Commissioner Crowley, Commissioner Skidmore, Commissioner Caylor, and Commissioner Weigand. A quorum was present. Ordinance—Reauthorizing Issuance of Industrial Revenue Bonds Commissioner Skidmore made a motion, seconded by Commissioner Weigand, to approve this ordinance. The motion was considered and upon being put, all present voted aye. The Mayor declared this ordinance duly approved and the ordinance was duly numbered Ordinance No. 4020-19. Resolution—Authorizing Second Amended & Restated Development Agreement Commissioner Caylor made a motion, seconded by Commissioner Crowley, to adopt this resolution and delay signing of the development agreement until receipt of all property taxes owed on parcels is confirmed. The motion was considered and upon being put, all present voted aye. The Mayor declared this resolution duly adopted and the resolution was duly numbered Resolution No. 1802-19. 3.06.24 Agenda Pkt Page #27  Back to Agenda Regular Meeting Minutes City Hall Minutes of February 21, 2024 The Governing Body met at 10:00 am. on this date for the Regular City Commission Meeting with the following members present and participating to wit: Mayor Skidmore, Mayor Pro Tem Allen, Commissioner Caylor, and Commissioner Crowley. Commissioner Clayton was absent. Mayor Skidmore called the meeting to order. Resolution Authorizing the Sale and Conveyance of the Project and Execution of a Release of Leases for Industrial Revenue Bond Series 2019 for Holiday Inn Express and Suites The Governing Body heard from Tyler Ellsworth from Kutak Rock, who stated Ottawa Lodging, LLC, owners of Holiday Inn Express and Suites, have requested a closeout and release of leases related to the 2019 Industrial Bonds to facilitate a sale of the property and included the following: • Resolution authorizes the sale and conveyance of the project and the execution of a release of leases and further authorizes certain additional related actions in connection with the City’s not to exceed $6,950,000 Industrial Revenue Bonds, Series 2019 • City of Ottawa started working with Ottawa Lodging LLC in the spring of 2017 on a package of incentives, including Tax Increment Financing reimbursement, two Community Improvement Districts with a 2% additional sales tax on the hotel and a 1% additional tax on Arby’s, and a sales tax exemption on construction under Industrial Revenue Bonds in a not-to-exceed amount of $6,950,000 • Ottawa Lodgding, LLC is requesting to terminate their IRB and, subsequently, the lease created by the IRB which is the final step in closing the IRB • There are no financial considerations for the City of Ottawa Commissioner Caylor made a motion, seconded by Mayor Pro Tem Graves, to adopt this resolution, and upon being put, all present voted aye. The Mayor declared this resolution duly adopted, and this resolution was duly numbered Resolution No. 1954-24. 3.06.24 Agenda Pkt Page #28