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www.lincoln.ne.gov

AGENDA FOR THE WEST HAYMARKET JOINT PUBLIC AGENCY (JPA)

TO BE HELD WEDNESDAY, JANUARY 25, 2017 AT 2:30 P.M.

CITY-COUNTY BUILDING COUNCIL CHAMBERS, 1ST FLOOR

555 S. 10TH STREET LINCOLN, NE 68508

1. Introductions and Notice of Open Meetings Law Posted by Door (Chair Beutler) 2. Public Comment and Time Limit Notification Announcement (Chair Beutler) Individuals from the audience will be given a total of 5 minutes to speak on specific items listed

on today’s agenda. Those testifying should identify themselves for the official record. 3. Approval of the minutes from the JPA meeting held December 22, 2016 (Chair Beutler)

(Staff recommendation: Approval of the minutes as presented) 4. Approval of December 2016 Payment Register (Don Herz)

Public Comment (Staff recommendation: Approval)

5. Review of December 2016 Expenditure Report (Don Herz)

Public Comment 6. Reports and Communications Received: No Further Action Letter from Nebraska

Department of Environmental Quality dated December 29, 2016, regarding the remedial action conducted by the JPA on the West Haymarket Redevelopment Site North Voluntary Cleanup Program site. (PC Sports)

Public Comment (No Action Required)

7. WH 16-17 Resolution to approve an Endowment Agreement between the West

Haymarket Joint Public Agency and Lincoln Parks and Recreation Foundation to repair and maintain the infrastructure, amenities, and other assets of the JPA control area. (Jeff Kirkpatrick) (Related Items: WH16-20 and WH16-21)


8. WH 16-18 Resolution to approve the Consultant Agreement between the West

Haymarket Joint Public Agency and PC Sports Inc. for Project Management Services for a Term of January 1, 2017 through December 31, 2017. (Adam Hoebelheinrich)


http://www.pinnaclebankarena.com/

http://www.lincoln.ne.gov/

Pinnacle Bank Arena Event and West Haymarket JPA information may be found at: www.pinnaclebankarena.com

www.lincoln.ne.gov

AGENDA FOR THE WEST HAYMARKET JOINT PUBLIC AGENCY (JPA)

TO BE HELD WEDNESDAY, JANUARY 25, 2017 AT 2:30 P.M. of 2

9. WH 16-19 Resolution to authorize Chair of the West Haymarket Joint Public Agency

or Purchasing Agent to execute a postage meter rental agreement with Claritus for the rental of a Claritus IN360 postage meter for a term of four years for use at the Pinnacle Bank Arena. (Bob Walla)


10. WH 16-20 Resolution to approve Fund Statement for the Endowment Agreement

between the West Haymarket Joint Public Agency and Lincoln Parks and Recreation Foundation. (Related Items: WH16-17 and WH16-21) (Jeff Kirkpatrick)


11. WH 16-21 Resolution to amend the Operating Budget for fiscal year 2016/2017 to

include line item for payment to the Lincoln Parks and Recreation Foundation for Infrastructure Endowment. (Related Items: WH16-17 and WH16-20) (Jeff Kirkpatrick/Don Herz)


12. WH 16-22 Resolution to amend the Phase I Program Budget. (Don Herz)


13. WH 17-1 Resolution to approve a Purchase Agreement between the West

Haymarket Joint Public Agency and City of Lincoln for a portion of property legally described as Lot 1, Block 8, West Haymarket Addition. (Tim Sieh)


14. Set Next Meeting Date: The next meeting date will be February 23, 2017 at 2:30 p.m. in

the County-City Building, Bill Luxford Studio, First Floor.

15. Motion to Adjourn

http://www.pinnaclebankarena.com/

http://www.lincoln.ne.gov/

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WEST HAYMARKET JOINT PUBLIC AGENCY (JPA) Board Meeting

December 22, 2016 Meeting Began At: 3:34 P.M.

Meeting Ended At: 3:51 P.M.

Members Present: Chris Beutler, Tim Clare, and Carl Eskridge Item 1 - Introductions and Notice of Open Meetings Law Posted by Door Beutler advised that the open meetings law posted at the entrance to the room is in effect. Item 2 – Reports and Communications Received This item is to let the public know that a letter was received from BKD dated November 9, 2016, summarizing BKD’s planned scope and timing for the August 31, 2016 audit of the financial statements of the West Haymarket Joint Public Agency. No action was required. Item 3 - Public Comment and Time Limit Notification Beutler advised the audience that public comment is welcome and explained the time limit. Item 4 - Approval of the minutes from the JPA meeting October 27, 2016 Eskridge moved approval of the minutes as presented. Clare seconded the motion. Motion carried 3-0. Item 5 – Approval of October and November 2016 Payment Registers (Don Herz) Don Herz, City Finance Director, presented the October and November 2016 payment registers. In October, the operating budget had expenditures totaling $1,663,152.27. $791,737.79 were operating expenses and $871,414.48 were capital expenses. In the operating budget, a first quarter payment to the Arena in the amount of $150,000.00 was made and a first quarter sponsorship payment in the amount of $265,302.00 was also made. A payment was also made to Risk Management for liability insurance and property insurance and fine art. There was also a payment for $180,000.00 to District Energy Corporation. Herz explained that a large portion of this payment is billed back to the private sector. In the capital budget there was a payment to HIS Constructors in the amount of $709,867.68 for the work at the Alter site. Final payment was made to Ed Carpenter for the civic art. Remediation payments were made to Olsson Associates and the monthly payment was paid to PC Sports. In November, the operating budget had expenditures totaling $1,305,182.59. $463,375.61 were operating expenses and $841,806.98 were capital expenses. In the operating budget, two payments were made to Lincoln Parking for the management of the three major JPA parking garages. A payment was made for Arena repair and maintenance in the amount of $76,810.93. A payment was made to District Energy

−2−

Corporation similar to the prior month. In the capital budget there was a payment made to HIS Constructors in the amount of $798,644.82 for work at the Alter site. Jane Kinsey questioned the payments made to the Arena. Herz explained the payments are quarterly payments made for maintenance and repairs to the Arena pursuant to the contract and a quarterly sponsorship payment pursuant to the sponsorship revenues collected. Kinsey further questioned payments made to HIS Constructors and PC Sports which were explained to her by Herz. Kinsey questioned a payment made to Indigo Bridge for a refund of overpayment of taxes. Mark Leikam explained Indigo Bridge made a mistake and overpaid on their occupation taxes so a refund was issued for the overpayment. There being no further discussion or public comment, Clare moved approval of the payment registers. Eskridge seconded the motion. Motion carried 3-0. Item 6 – Review of October and November 2016 Expenditure Reports (Don Herz) In presenting the October and November 2016 Operating Budget Expenditure Reports, Herz reported the reports reflect the activity discussed on the payment registers, they are within budget and there is nothing additional or out of the ordinary to report. No public comment. No action on this item was necessary. Item 7 – WH 16-17 Resolution to approve an Endowment Agreement between the West Haymarket Joint Public Agency and Lincoln Parks and Recreation Foundation to repair and maintain the infrastructure, amenities, and other assets of the JPA control area. (Chris Connolly) Beutler motioned to delay agenda items 7-12 until the next meeting date in order to finalize details and reach an agreement on a few of the items as the Board Members requested further information prior to voting. Clare moved to delay items 7-12. Eskridge seconded the motion. Motion carried 3-0. This item was delayed until the next meeting date. Item 8 - WH 16-18 Resolution to approve an addendum to the Consultant Agreement between the West Haymarket Joint Public Agency and PC Sports Inc. for Project Management Services for a Term of January 1, 2017 through December 31, 2017. (Adam Hoebelheinrich) This item was delayed until the next meeting date. Item 9 - WH 16-19 Resolution to authorize Chair of the West Haymarket Joint Public Agency or Purchasing Agent to execute a postage meter rental agreement with Claritus for the rental of a Claritus IN360 postage meter for a term of four years for use at the Pinnacle Bank Arena. (Bob Walla) This item was delayed until the next meeting date.

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Item 10 - WH 16-20 Resolution to approve Fund Statement for the Endowment Agreement between the West Haymarket Joint Public Agency and Lincoln Parks and Recreation Foundation. (Related Item WH16-17) (Chris Connolly) This item was delayed until the next meeting date. Item 11 - WH 16-21 Resolution to amend the Operating Budget for fiscal year 2016/2017 to include line item for payment to the Lincoln Parks and Recreation Foundation for Infrastructure Endowment. (Related Items: WH16-17 and WH16-20) (Chris Connolly/Don Herz) This item was delayed until the next meeting date. Item 12 - WH 16-22 Resolution to amend the Phase I Program Budget. (Don Herz) This item was delayed until the next meeting date. Item 13 - Set Next Meeting Date Without objection, the next meeting date was set for Wednesday, January 25, 2017 at 2:30 p.m. in the City-County Building, First Floor, Council Chambers. Item 14 - Motion to Adjourn Eskridge moved to adjourn. Motion seconded by Clare. The meeting adjourned at 3:51 p.m. Prepared by: Kasey Simonson, City Law Department

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West Haymarket Joint Public Agency Page - 1Payment Register Date - 01/11/17December 2016

Vendor Do Doc Payment Payment Number Name Remark Cat Project Description Ty Number Amount Date Number ------ ---------------------------------- ------------------------------ --- ------- ------------------------------ -- ------- -------------- -------- ------- 76881 Windstream Billing Number 402-477-6387 OP 06095 W Haymarket Surplus PV 1766325 103.73 12/07/16 564755 120272 City of Lincoln - Accounting Dept City Staff 8/11/16-11/16/16 OP 06095 W Haymarket Surplus PV 1766327 109,697.54 12/07/16 564756 324566 Union Bank & Trust Company WHJPA Series 2010A OP 195011 JPA 2010A Debt Service PV 1766211 2,325,755.00 12/07/16 564757 324566 Union Bank & Trust Company WHJPA Series 2010B OP 195021 JPA 2010B/C Debt Service PV 1766213 1,855,980.00 12/07/16 564757 324566 Union Bank & Trust Company WHJPA Series 2010C OP 195021 JPA 2010B/C Debt Service PV 1766217 1,081,181.25 12/07/16 564757 324566 Union Bank & Trust Company WHJPA Series 2011 OP 195031 JPA 2011 Debt Service PV 1766228 2,295,843.12 12/07/16 564757 324566 Union Bank & Trust Company WHJPA Series 2013 OP 195041 JPA 2013 Debt Service PV 1766231 559,937.36 12/07/16 564757 324566 Union Bank & Trust Company WHJPA Series 2013 OP 195041 JPA 2013 Debt Service PV 1766231 550,000.00 12/07/16 564757 613113 Riley Hunter Blue 3 Refund OP 06096 W Haymarket Parking Revenue PV 1766158 10.00 12/07/16 564758 53356 Lincoln Electric System 200 N 7th St OP 06095 W Haymarket Surplus PV 1766321 296.29 12/08/16 100931 53356 Lincoln Electric System 605 N 8th St Pk Lot Lgh OP 06095 W Haymarket Surplus PV 1766322 64.51 12/08/16 100931 98079 Black Hills Energy 277 Pinnacle Arena Dr OP 06095 W Haymarket Surplus PV 1766326 51.22 12/08/16 100973 147192 Orkin Exterminating Co Inc Acct #28640978 OP 06095 W Haymarket Surplus PV 1766333 25.00 12/08/16 100991 147192 Orkin Exterminating Co Inc Acct# 28640978 OP 06095 W Haymarket Surplus PV 1766335 25.00 12/08/16 100991 604774 Pinnacle Bank Arena Arena Repair/Maintenance 10/16 OP 06095 W Haymarket Surplus PV 1766337 21,887.44 12/08/16 101097 604774 Pinnacle Bank Arena Q2 Sponsorship/Op Increment OP 06097 W Haymarket Oper & Maint PV 1766445 150,000.00 12/08/16 101097 604774 Pinnacle Bank Arena Q2 Sponsorship/Op Increment OP 06095 W Haymarket Surplus PV 1766445 265,302.00 12/08/16 101097 53356 Lincoln Electric System 277 Pinnacle Arena Dr OP 06095 W Haymarket Surplus PV 1768251 380.82 12/15/16 101194 77921 County/City Property Management CITY CONTROLLER-JPA OP 06095 W Haymarket Surplus PV 1768255 112.06 12/15/16 101222 102154 Public Building Commission Space Rental 12/16 OP 06095 W Haymarket Surplus PV 1768256 38.75 12/15/16 101270 102154 Public Building Commission Space Rental 12/16 OP 06095 W Haymarket Surplus PV 1768256 84.00 12/15/16 101270 406174 BKD LLP Client #0081643 OP 06095 W Haymarket Surplus PV 1768257 10,000.00 12/15/16 101340 97885 Copy Services Customer #595381 OP 06095 W Haymarket Surplus PV 1770752 .02 12/21/16 565429 98642 Information Services JPA 11/16 OP 06095 W Haymarket Surplus PV 1770753 16.89 12/21/16 565430 98642 Information Services JPA 11/16 OP 06095 W Haymarket Surplus PV 1770753 75.09 12/21/16 565430 113806 City Treasurer WHJPA credit card fees 11/16 OP 06095 W Haymarket Surplus PV 1770754 58.81 12/21/16 565431 600663 Shaun Cummins Red 1 Garage Refund OP 06096 W Haymarket Parking Revenue PV 1767347 12.00 12/21/16 565432 613247 Tony and Hillary Bonin Club Seat Refund OP 06094 W Haymarket Revenue PV 1770805 50.00- 12/21/16 565433 613247 Tony and Hillary Bonin Club Seat Refund OP 950 W Haymarket Revenue Bal Sheet PV 1770805 16.31 12/21/16 565433 613247 Tony and Hillary Bonin Club Seat Refund OP 06094 W Haymarket Revenue PV 1770805 1,216.50 12/21/16 565433 77921 County/City Property Management Amtrak Station 11/16 OP 06095 W Haymarket Surplus PV 1770751 625.95 12/22/16 101534 588846 District Energy Corp Customer WHM-JPA OP 06095 W Haymarket Surplus PV 1770755 178,391.03 12/22/16 101638 98415 Lincoln Water System 277 Pinnacle Arena Dr OP 06095 W Haymarket Surplus PV 1772302 159.51 12/28/16 565725 98079 Black Hills Energy 277 Pinnacle Arena Dr OP 06095 W Haymarket Surplus PV 1772299 302.04 12/29/16 101769

--------------Categorytotal 9,407,599.24

598263 PC Sports LLC PH1 870002 WH General Coordination P3 OV 1764800 17,000.00 12/08/16 101084 598263 PC Sports LLC PH1 870002 WH General Coordination P3 OV 1767871 17,000.00 12/15/16 101398

--------------Categorytotal 34,000.00

--------------Grandtotal 9,441,599.24

83410 City of Lincoln, NE 1

MARK West Haymarket Joint Public Agency 01/11/17

REP10 951 Job Cost Report 10:32:29

As of December 31, 2016

Total Available

Budget Expend. Encumb. Balance

-------------------------------------------------- ----------------- ----------------- ----------------- -----------------

00951 West Haymarket Capital Proj

70090 West Haymarket Park

870000 WH General Coordination 6,733,501.51 6,679,203.14 54,298.37

870002 WH General Coordination P3 408,000.00 391,000.00 17,000.00

----------------- ----------------- ----------------- -----------------

70090 West Haymarket Park 7,141,501.51 7,070,203.14 71,298.37

70091 Arena

870100 WH Arena 183,909,365.20 183,805,525.20 3,840.00 100,000.00

870101 WH Arena Contingency 1,480,092.13 1,480,092.13

870203 WH Arena Parking Garage 726,438.23 726,438.23

----------------- ----------------- ----------------- -----------------

70091 Arena 186,115,895.56 184,531,963.43 3,840.00 1,580,092.13

70092 Parking

870201 WH HymktPkLot,FestSp&PedGrdStr 15,033,683.69 15,033,683.68 .01

870202 WH Parking Garage #1 14,067,207.27 14,067,207.27

870204 WH Parking Garage #2 203,400.39 203,400.39

----------------- ----------------- ----------------- -----------------

70092 Parking 29,304,291.35 29,304,291.34 .01

70093 Roads

870301 WH Charleston Bridge/Roadway 252,015.40 252,015.40

870302 WH "M"&"N" St,7th to 10th St 3,436,496.59 3,436,496.59

870303 WH USPS Parking Lot Reconstctn 696,053.96 696,053.96

870304 WH 10th & Salt Creek Road Impr 3,436,720.69 3,436,720.69

870305 WH Core Area Roadway & Utility 14,890,418.47 14,740,418.47 150,000.00

870306 WH Traffic Analysis 72,351.96 72,351.96

870307 WH Streetscape 2,586,338.83 2,586,338.83

870308 WH Sun Valley Blvd & West "O" 23,681.50 23,681.50

----------------- ----------------- ----------------- -----------------

70093 Roads 25,394,077.40 25,244,077.40 150,000.00

70094 Pedestrian Ways

870401 WH Plaza

870402 WH Canopy Phase II 1,510,961.05 1,358,813.05 152,148.00

----------------- ----------------- ----------------- -----------------

70094 Pedestrian Ways 1,510,961.05 1,358,813.05 152,148.00





Total Available


-------------------------------------------------- ----------------- ----------------- ----------------- -----------------


70095 Utilities

870501 WH Sanitary Sewer Relocation 1,492,905.32 1,492,905.32

870502 WH Fiber Optic Comm & Other 506,034.95 506,034.95

----------------- ----------------- ----------------- -----------------

70095 Utilities 1,998,940.27 1,998,940.27

70096 Environmental

870601 WH NDEQ T-200 1,783,034.68 1,679,790.50 18,579.33 84,664.85

870602 WH Voluntary Clean-up Program 1,927,570.15 2,077,115.66 12,143.90 161,689.41-

870603 WH Environmental Contngy Pln 1,460,289.05 1,336,596.32 5,941.26 117,751.47

870604 WH Other/Miscellaneous 742,155.42 729,676.23 6,105.36 6,373.83

870605 WH Canopy Phase I-Lead Abatemt

870606 WH Alter Brownfield Site 200,000.00 200,000.00

870607 WH JayLynn/Watson/Alter N 200,000.00 200,000.00

----------------- ----------------- ----------------- -----------------

70096 Environmental 6,313,049.30 6,223,178.71 42,769.85 47,100.74

70097 Dirt Moving

870701 WH Stmwtr Mtgtn-Sth&WstOf BNSF

870703 WH Initial Haymarket Site Prep 9,549,708.60 9,070,329.56 313,399.73 165,979.31

870704 WH Other Stormwater Mitigation

----------------- ----------------- ----------------- -----------------

70097 Dirt Moving 9,549,708.60 9,070,329.56 313,399.73 165,979.31

70098 TIF Improvements

870800 WH TIF Improvements

----------------- ----------------- ----------------- -----------------

70098 TIF Improvements

70099 Site Purchase

870901 WH BNSF Land Acquisition 1,060,419.44 1,060,419.44

870902 WH Alter Site Purchase 4,611,008.12 4,611,008.12

870903 WH Jaylynn Site Purchase 1,702,838.21 1,702,838.21

870904 WH UP Site Purchase 1,326,248.15 1,326,248.15

870905 WH BNSF Const, Rehab, Reloc 47,671,698.85 47,671,698.85

870906 WH Amtrak Station 2,369,425.17 2,369,425.17

870907 WH UP Track Mod West of Bridge 1,225,231.66 1,225,231.66





Total Available


-------------------------------------------------- ----------------- ----------------- ----------------- -----------------


70099 Site Purchase

870908 WH Other Private Prop Acqstns 2,264,387.01 2,264,387.01

----------------- ----------------- ----------------- -----------------

70099 Site Purchase 62,231,256.61 62,231,256.61

70100 Other Costs

870951 WH ITS & Dynamic Message Signs 1,140,949.49 1,140,949.49

870952 WH Community Space & Civic Art 1,500,000.00 1,342,114.85 157,885.15

870953 WH Breslow Ice Rink 2,000,000.00 2,000,000.00

----------------- ----------------- ----------------- -----------------

70100 Other Costs 4,640,949.49 4,483,064.34 157,885.15

70105 Bond Related Costs

870975 WH Miscellaneous

870976 WH Line of Credit 78,227.31 78,227.31

870977 WH Series 1 JPA Debt 1,535,167.50 1,535,167.50


870979 WH Series 3 JPA Debt 577,661.29 577,661.29


----------------- ----------------- ----------------- -----------------

70105 Bond Related Costs 4,656,682.85 4,656,682.85

----------------- ----------------- ----------------- -----------------

00951 West Haymarket Capital Proj 338,857,313.99 336,172,800.70 431,307.95 2,253,205.34



REP10 951A Job Cost Report-Phase II 10:32:41


Total Available


-------------------------------------------------- ----------------- ----------------- ----------------- -----------------


70090 West Haymarket Park

870001 WH General Coordination P2 360,000.00 360,000.00

----------------- ----------------- ----------------- -----------------

70090 West Haymarket Park 360,000.00 360,000.00

70092 Parking

870205 WH Parking Garage #2 P2 12,108,756.13 12,108,756.13

870206 WH Parking Garage #3 P2 14,833,773.58 14,833,773.58

----------------- ----------------- ----------------- -----------------

70092 Parking 26,942,529.71 26,942,529.71

70093 Roads

870309 WH Streetscape P2 943,968.17 943,968.17

----------------- ----------------- ----------------- -----------------

70093 Roads 943,968.17 943,968.17

70105 Bond Related Costs

870981 WH Series 5 JPA Debt P2 411,982.31 411,982.31

----------------- ----------------- ----------------- -----------------

70105 Bond Related Costs 411,982.31 411,982.31

----------------- ----------------- ----------------- -----------------

00951 West Haymarket Capital Proj 28,658,480.19 28,658,480.19



JPAADMIN Operating Expenditure Report 10:32:14


ORIGINAL REAPPROP YTD PURCHASE AVAILABLE

BUDGET & P/Y ENC TOTAL EXPEND ORDERS BALANCE

---------------------------------------- -------------- -------------- -------------- -------------- -------------- --------------

00950 West Haymarket Revenue

06095 W Haymarket Surplus

11 Materials & Supplies

5221 Office Supplies 250.00 250.00 250.00

5261 Postage 2,000.00 2,000.00 421.70 1,578.30

5323 Bldg Maint Supplies 500.00 500.00 500.00

-------------- -------------- -------------- -------------- -------------- --------------

11 Materials & Supplies 2,750.00 2,750.00 421.70 2,328.30

12 Other Services & Charges

5621 Misc Contractual Services 859,009.00 859,009.00 109,915.27 749,093.73

5624 Auditing Service 20,500.00 20,500.00 14,500.00 6,000.00

5631 Data Processing Service 1,301.00 1,301.00 317.25 983.75

5643 Management Services 1,263,868.00 1,263,868.00 530,604.00 733,264.00

5643.61 Deck 1 Mgmt Services 537,695.00 537,695.00 165,275.24 372,419.76



5683.04 Snow Removal 2,500.00 2,500.00 2,500.00

5683.05 Fire Alarm Monitoring 500.00 500.00 101.70 398.30

5685 VOIP Payments to I S 203.00 203.00 50.67 152.33

5762 Photocopying 500.00 500.00 1.65 498.35

5763 Printing 500.00 500.00 82.57 417.43

5784 Misc Insurance 30,632.00 30,632.00 30,632.00

5786 Property 162,763.00 162,763.00 162,763.00

5794 Public Officials 31,800.00 31,800.00 24,361.98 7,438.02

5795 Misc Insurance Floater 200.00 200.00 200.00

5821 Electricity - Bldg & Grnds 10,590.00 10,590.00 3,043.13 7,546.87

5825 Natural Gas 1,500.00 1,500.00 445.19 1,054.81

5829 Telephone 1,350.00 1,350.00 415.19 934.81

5830 Water 1,100.00 1,100.00 315.81 784.19

5835 Thermal Heating & Cooling 2,200,000.00 2,200,000.00 717,231.46 1,482,768.54

5856 City Share Linc Center Maint 29,000.00 29,000.00 29,000.00

5862 Grounds Maintenance 18,000.00 18,000.00 18,000.00

5870 Other Bldg Maintenance 372,300.00 372,300.00 100,865.96 271,434.04

5928 Rent of Co/City Bldg Space 1,008.00 1,008.00 336.00 672.00

5931 Parking Rent Bldg Comm 465.00 465.00 155.00 310.00

5952 Advertising/Media Serv 2,350.00 2,350.00 190.00 2,160.00

5993 Fees Paid to State of NE 25.00 25.00 25.00







---------------------------------------- -------------- -------------- -------------- -------------- -------------- --------------


06095 W Haymarket Surplus


5996 Credit Card/Bank Fees 7,500.00 7,500.00 3,625.47 3,874.53

-------------- -------------- -------------- -------------- -------------- --------------

12 Other Services & Charges 6,538,295.00 6,538,295.00 2,058,109.01 4,480,185.99

13 Capital Outlay - Equipment

6068 Concession Equipment 100,000.00 100,000.00 100,000.00

6076 Miscellaneous Equipment 450,000.00 230,000.00 680,000.00 230,000.00 450,000.00

-------------- -------------- -------------- -------------- -------------- --------------

13 Capital Outlay - Equipment 550,000.00 230,000.00 780,000.00 230,000.00 550,000.00

-------------- -------------- -------------- -------------- -------------- --------------

06095 W Haymarket Surplus 7,091,045.00 230,000.00 7,321,045.00 2,058,530.71 230,000.00 5,032,514.29

06097 W Haymarket Oper & Maint


5643 Management Services 600,000.00 600,000.00 300,000.00 300,000.00

-------------- -------------- -------------- -------------- -------------- --------------

12 Other Services & Charges 600,000.00 600,000.00 300,000.00 300,000.00

-------------- -------------- -------------- -------------- -------------- --------------

06097 W Haymarket Oper & Maint 600,000.00 600,000.00 300,000.00 300,000.00

195011 JPA 2010A Debt Service

15 Debt Service

6233 Bd Trustee Pmt-Serv Chg 524.00 524.00 524.00

6235 Bd Trustee Pmt-Interest 4,651,510.00 4,651,510.00 2,325,755.00 2,325,755.00

-------------- -------------- -------------- -------------- -------------- --------------

15 Debt Service 4,652,034.00 4,652,034.00 2,326,279.00 2,325,755.00

-------------- -------------- -------------- -------------- -------------- --------------

195011 JPA 2010A Debt Service 4,652,034.00 4,652,034.00 2,326,279.00 2,325,755.00

195021 JPA 2010B/C Debt Service

15 Debt Service

6233 Bd Trustee Pmt-Serv Chg 1,048.00 1,048.00 1,048.00







---------------------------------------- -------------- -------------- -------------- -------------- -------------- --------------


195021 JPA 2010B/C Debt Service

15 Debt Service


-------------- -------------- -------------- -------------- -------------- --------------

15 Debt Service 5,875,371.00 5,875,371.00 2,937,161.25 2,938,209.75

-------------- -------------- -------------- -------------- -------------- --------------

195021 JPA 2010B/C Debt Service 5,875,371.00 5,875,371.00 2,937,161.25 2,938,209.75

195031 JPA 2011 Debt Service

15 Debt Service



-------------- -------------- -------------- -------------- -------------- --------------

15 Debt Service 4,592,212.00 4,592,212.00 2,295,843.12 2,296,368.88

-------------- -------------- -------------- -------------- -------------- --------------

195031 JPA 2011 Debt Service 4,592,212.00 4,592,212.00 2,295,843.12 2,296,368.88

195041 JPA 2013 Debt Service

15 Debt Service


6234 Bd Trustee Pmt-Principal 550,000.00 550,000.00 550,000.00

6235 Bd Trustee Pmt-Interest 1,111,625.00 1,111,625.00 559,937.36 551,687.64

-------------- -------------- -------------- -------------- -------------- --------------

15 Debt Service 1,662,149.00 1,662,149.00 1,109,937.36 552,211.64

-------------- -------------- -------------- -------------- -------------- --------------

195041 JPA 2013 Debt Service 1,662,149.00 1,662,149.00 1,109,937.36 552,211.64

-------------- -------------- -------------- -------------- -------------- --------------

00950 West Haymarket Revenue 24,472,811.00 230,000.00 24,702,811.00 11,027,751.44 230,000.00 13,445,059.56

NEBR/\SK/\ Good Life. Great Environment.

DEC 2 9 2016 DEPT. OF ENVIRONMENTAL QUALITY

The Honorable Chris Beutler Chairman, West Haymarket joint Public Agency City of Lincoln SSS S. lO'h Street, Suite 301 Lincoln, NE 68S08-3994

RE: NDEQ ID: Program ID: Subject:

West Haymarket Redevelopment Site North VCP Site 80731 RAP 36-336-4930 No Further Action Letter

Dear Mayor Beutler:

RECEIVED

JAN 0 5 'Ii

MAYORS OFFICE

The Nebraska Department of Environmental Quality (NDEQ) has reviewed the Remedial Action Report (RAR), dated December 2016, for the West Haymarket Redevelopment Site North (WHRSN) Voluntary Cleanup Program (VCP) project (Site), submitted by the Alfred Benesch Company on behalf of the West Haymarket joint Public Agency ()PA). NDEQ accepts the RAR as an adequate description and documentation of the remedial action conducted by the )PA at the Site. With the submittal of the RAR, the NDEQ has determined that the )PA has completed the remedial action at the Site in material satisfaction of the technical requirements for the approved Remedial Action Plan (RAP).

The remedial actions performed by the )PA consisted of the excavation and disposal of contaminated site soils, installation of a minimum of 6 inches of concrete/asphalt cover or a minimum of 18 inches of clean fill across the site to prevent direct soil contact exposures, implementation of an Operation & Maintenance Plan to maintain the integrity of any cap and other engineered controls, conducting long-term groundwater monitoring to ensure that shallow groundwater concentrations do not have the potential to impact Salt Creek, and the execution of a number of Environmental Covenants to restrict future land use on some parcels to industrial or commercial use and prohibit use of groundwater. A final groundwater monitoring report is to be submitted at the end of the long-term monitoring period in 2017. The only other remaining reporting requirement is an annual documentation verifying that the activity and use limitations under the environmental covenants remain in place and are being complied with.

Department of Environmental Quality

deq.ne.gov

Subject to the conditions in this letter, the NDEQ has determined that no further action need be taken at the Site related to any contamination for which remedial action has been taken in accordance with the approved RAP. The NDEQ may rescind this no further action letter for failure to satisfy the conditions identified in the approved RAP and the environmental covenants, including failure to complete the three years of groundwater monitoring, submit a final monitoring report, and pay for NDEQ oversight costs to review the monitoring report. The NDEQ may require that the )PA conduct additional remedial action in the event that any monitoring conducted at or near the Site or other circumstances indicate that (1) additional contamination is present that was not originally identified pursuant to Neb. Rev. Stat. §81-15,184 or §81-15,185; or (2) contamination is present for which remedial action was not taken according to the approved remedial actions.

Please note that this No Further Action letter is restricted to the work conducted at the WHRSN through the NDEQ's Voluntary Cleanup Program and does not cover any past, present, and future actions overseen by NDEQ's Petroleum Remediation Section regarding historic diesel fuel releases associated with the Site's historic railroad operations.

The NDEQ greatly appreciates the )PA's participation in the Nebraska Voluntary Cleanup Program and the commitment to protection of human health and the environment.

Jim Macy '-'bi rector

cc: Frank Uhlarik, City of Lincoln

Page 2 of 2

WH 16-17 Introduce: 12-22-16

RESOLUTION NO. --- --

1 BE IT RESOLVED by the Board of Representatives of the West Haymarket Joint Public

2 Agency:

3 That the attached Endowment Agreement between the West Haymarket Joint Public

4 Agency and the Lincoln Parks and Recreation Foundation to provide funding for the repair and

5 maintenance of the infrastructure, amenities, and other assets of the JP A control area, upon the

6 terms and conditions as set forth in said Endowment Agreement, is hereby approved, and the

7 Chairperson of the West Haymarket Joint Public Agency Board of Representatives is authorized to

8 execute said Endowment Agreement on behalf of the JP A.

9 The City Clerk is hereby directed to transmit a copy of the executed original Agreement to

10 Lynn Johnson, Director of the Parks and Recreation Department, for transmittal to the Lincoln

11 Parks and Recreation Foundation.

Adopted this __ day of December, 2016.

Approved as to Form & Legality:

~!l~ West Haymarket Joint Public Agency

Introduced by:

West Haymarket Joint Public Agency Board of Representatives

Chris Beutler

Tim Clare

Carl Eskridge

Agreement Regarding Endowment Funds Between Page 1 of 4 West Haymarket Joint Public Agency and Lincoln Parks and Recreation Foundation

AGREEMENT REGARDING ENDOWMENT FUNDS BETWEEN WEST HAYMARKET JOINT PUBLIC AGENCY

AND LINCOLN PARKS AND RECREATION FOUNDATION THIS AGREEMENT is entered into by and between the West Haymarket Joint Public Agency, a joint public agency and political subdivision of the State of Nebraska (“WHJPA”) and the Lincoln Parks and Recreation Foundation, a Nebraska non-profit 501(c)(3) corporation (“Foundation”) as of the date of full execution below for the purpose of setting forth the parties’ respective obligations for management and use of endowment funds. WHEREAS, West Haymarket Joint Public Agency is a joint public agency between the City of Lincoln and the University of Nebraska-Lincoln that constructed, maintains, and operates the Pinnacle Bank Arena (“Arena”) and improved the West Haymarket area surrounding the Arena in the City of Lincoln, Nebraska. WHEREAS, Lincoln Parks and Recreation Foundation is a non-profit Nebraska corporation designated as tax exempt under §501(c)(3) of the Internal Revenue Code and organized for the purpose of soliciting and receiving gifts, bequests, grants and devises of property for the use and benefit of Lincoln parks and park facilities consistent with its Articles of Incorporation as amended from time to time. WHEREAS, WHJPA and Foundation desire to preserve and maintain various spaces and facilities owned, operated, or maintained in whole or in part by the WHJPA, other than the Arena and other facilities excepted herein, into the future by establishing and maintaining an endowment fund with the Parks Foundation for capital improvement projects, major repairs and replacements, and extraordinary maintenance obligations. WHEREAS, WHJPA desires to, and warrants that it has the legal authority to, transfer certain funds to the Foundation for creation and management of a separate WHJPA Endowment Fund that shall be restricted for use for the purposes provided herein (“WHJPA Endowment Fund”). NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained herein, the WHJPA and the Foundation do agree as follows: 1. Endowment Fund Contributions. WHJPA shall transfer or pay from the WHJPA Surplus Fund the amount of Two Million Dollars ($2,000,000.00) to the Foundation for management as the WHJPA Endowment Fund to ensure capital improvement projects, major repairs and replacements, and extraordinary maintenance obligations of the current and/or future West Haymarket JPA Area enhanced landscape and streetscape features, including the public right-of-way and adjacent park property within the West Haymarket JPA Project Area.

Administration of Endowments. Foundation agrees to accept the WHJPA Endowment Fund and administer and distribute the WHJPA Endowment Fund in accordance with the terms and conditions provided herein. All future payments from WHJPA to the WHJPA Endowment Fund shall also be managed in accordance with the terms and conditions provided herein. Foundation shall appropriately manage the WHJPA Endowment Fund to make them available as


provided in this Agreement. The Foundation shall be operated at all times in a manner which will make donations to it deductible from taxable income to the extent allowed by the provisions of the Internal Revenue Code and other applicable legislation and regulations, as amended. The Foundation shall also be organized so that the Federal Income Tax status of the Foundation as a public charitable organization under Section 501(c)(3) of the Internal Revenue Code, as amended, will not be adversely affected. Foundation shall assess a quarterly administrative fee in the aggregate amount of: 1) one quarter of one percent (.25%) of the amount then held in the WHJPA Endowment Fund at the close of each quarter; and 2) plus any usual and customary investment asset management fees charged by Foundation’s investment advisor or investment company. Future adjustments to the administrative fee for the WHJPA Endowment Fund shall be approved by action by the Foundation Board of the Directors and written approval by the WHJPA Board or by the Lincoln City Council if the WHJPA is dissolved or if any obligations or rights associated with this Agreement are assigned to City of Lincoln. The administrative fee described above shall be the only fee assessed by the Foundation for the WHJPA Endowment Fund, and no other fees or charges shall be assessed or setoff by Foundation for administration or any other services related to the holding and management of the WHJPA Endowment Fund. Foundation shall create and formally adopt, in consultation with WHJPA, a Fund Statement for the WHJPA Endowment Fund. Such Fund Statement shall be provided with accounting records as requested by WHJPA in writing as provided below. WHJPA and the Mayor of the City of Lincoln shall approve the Fund Statement, including the purpose and criteria for use. Foundation agrees to only use specified WHJPA Endowment Fund according to stated purposes and restrictions in the Fund Statement.

2. Use of WHJPA Endowment Fund. The WHJPA Endowment Fund shall be used

for the current and/or future enhanced landscape and streetscape features within the West Haymarket JPA Area, as shown on Exhibit “A.” All expendable WHJPA Endowment Fund amounts may be utilized directly by Foundation for such purposes if requested by WHJPA or may be transferred to WHJPA from time to time as requested by WHJPA on an as-needed basis with documentation of work being accomplished prior to requests for funds. The funds requested by WHJPA shall be used for the specified facility or space consistent with the purposes described in the Fund Statement as determined by WHJPA in its own discretion. The WHJPA Endowment Fund shall be used for capital improvement projects, major repairs and replacements, and extraordinary maintenance obligations of the current and/or future enhanced landscape and streetscape features in the West Haymarket JPA Area, including the public right-of-way and adjacent park property within the West Haymarket JPA Project Area. This shall include, but not be limited to, improvements such as landscaping, turf, trees, irrigation systems, street furniture, the historic canopy, outdoor civic artwork, decorative fencing, pedestrian lighting, historic Locomotive Engine 710 & Tender Car, signage, decorative pedestrian bridge elements, decorative parking garage and festival space elements, and decorative paving and plaza elements. Such projects, repairs, and extraordinary maintenance shall not include the Pinnacle Bank Arena, interior art in the Arena, parking garage structures, Amtrak Depot station, festival space, pedestrian bridge structure, or any other major public infrastructure projects such as streets and utilities.

3. Management/Investment of WHJPA Endowment Fund. The parties agree that the

investment strategy for the WHJPA Endowment Fund shall be for long term total returns consistent with prudent levels of risk for the purposes identified above. Foundation shall adopt


an investment plan with the intent to achieve returns, net of fees, equal to the Consumer Price Index inflation rate plus funds available for distribution and shall share this plan with the WHJPA. The Foundation does not, however, guarantee or warrant investment performance or returns and does not provide investment, tax or legal advice. WHJPA may request the expendable WHJPA Endowment Fund from Foundation in writing when it deems reasonable or necessary. Foundation shall provide such funds within thirty (30) days of the request. Foundation shall not need to receive Foundation Board approval for every distribution to WHJPA of the WHJPA Endowment Fund, provided, however, that WHJPA shall not make requests inconsistent with the Fund Statement or this Agreement. At no time shall the WHJPA make requests for funds if such requests would require the Foundation to invade the principal of the WHJPA Endowment Fund.

4. Dissolution of the WHJPA. In the event that the WHJPA is dissolved or ceases to

exist, all rights, obligations, and benefits of this Agreement shall automatically be assigned and assumed by the City of Lincoln, with any approvals or reports or notice required herein to be made by or to the Mayor. In the event of an assignment to the City of Lincoln, all disbursements to the City of Lincoln shall be for the purposes set forth in Paragraph 4 and within the geographical boundaries set forth in Exhibit A, as may be amended from time to time.

5. Binding Effect. This Agreement shall be binding upon and inure to the benefit of

the parties hereto, and their respective successors and assigns. 6. Reports. Foundation shall provide WHJPA with its annual audit that shall include

the specific accounts established for the WHJPA Endowment Fund. Foundation shall also provide WHJPA with copies of its tax returns and other accounting or investment records when requested in writing. WHJPA shall identify in writing the intended uses of requested funds to the Foundation when requesting funds from the WHJPA Endowment Fund.

7. Further Assurances. Each party will use its best and reasonable efforts to

successfully carry out and complete each task, covenant, and obligation as stated herein. Each of the parties shall cooperate in good faith with the other and shall do any and all acts and execute, acknowledge, and deliver any and all documents so requested in order to satisfy the conditions set forth herein and carry out the intent and purposes of this Agreement.

8. Relationship of Parties. Neither the method of computation of funding nor any

other provisions contained in this Agreement nor any acts of any party shall be deemed or construed by to create the relationship of partnership or of shared venture or of any association between the parties, other than contractual relationships stated in this Agreement.

9. Legal Challenge. In the event of litigation initiated by a third party challenging

the establishment of the WHJPA Endowment Fund, or any gift thereto, the WHJPA shall bear the costs and fees associated with the defense thereof, as well as any liability resulting therefrom. Further, in the event of such litigation, the WHJPA may, at its option, elect to have the funds then existing within the WHJPA Endowment Fund returned to the WHJPA, and WHJPA Endowment Fund shall thereafter be terminated. Fees owed to the Foundation as provided in this Agreement shall be pro-rated to the date of termination.


10. Interpretation of this Agreement. This Agreement shall be governed and interpreted by the laws of the State of Nebraska without reference to the principles of conflicts of law. Each section of this Agreement is hereby declared to be independent of every other section so far as invalidity of any section shall not invalidate any other section thereof. Any uncertainty or ambiguity existing herein shall not be interpreted against any party because such party prepared any portion of this Agreement, but shall be interpreted according to the application of rules and interpretation of contracts generally.

11. Integration, Amendments, Assignment. This Agreement represents the entire

agreement between the parties and all prior negotiations and representations are hereby expressly excluded from this Agreement. This Agreement may be amended only by written agreement of both parties and may not be assigned without the prior written consent of the other party. The obligations and rights of WHJPA under this Agreement shall be assigned to City of Lincoln in the event WHJPA is dissolved unless otherwise agreed to by the parties in writing.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date of execution by the parties below. WEST HAYMARKET JOINT PUBLIC AGENCY __________________________________ _______________________ West Haymarket JPA Chair Date LINCOLN PARKS AND RECREATION FOUNDATION __________________________________ _______________________ Foundation Board President Date

WH 16-18 Introduce: 12-22-16

RESOLUTION NO. -----


2 Agency:

3 That the attached Construction Management Services Consultant Agreement between PC

4 Sports, Inc. and the West Haymarket Joint Public Agency for project management services for a

5 term of January 1, 2017 through December 31, 2017 is hereby approved and the Chairperson of the

6 West Haymarket Joint Public Agency Board of Representatives is hereby authorized to execute

7 said Agreement on behalf of the JP A.

8 The City Clerk is directed to return a fully-executed original of the Agreement to Rick Peo,

9 Chief Assistant City Attorney, for mailing to Paula Portz, PC Sports, 17300 Henderson Pass, Suite

10 110, San Antonio, TX 78232.

Adopted this __ day of January, 2017.


Introduced by:


Chris Beutler

Tim Clare

Carl Eskridge

CONSTRUCTION MANAGEMENT SERVICES CONSULTANT AGREEMENT

This Construction Management Services Agreement (“Agreement”) is entered into this

25th day of January, 2017, by and between the West Haymarket Joint Public Agency, hereinafter

referred to as “WHJPA” and PC Sports, Inc., a Texas corporation, hereinafter referred to as “PC

Sports.”

RECITALS

I. WHJPA desires to engage PC Sports in accordance with the terms and conditions

set forth herein to provide Program Management Services for ongoing WHJPA

Projects as more fully set forth in the attached PC Sports WHJPA Proposal Letter,

dated December 21, 2016.

II. PC Sports represents that it is willing and able to perform the Program

Management Services in accordance with the Scope of Services.

NOW, THEREFORE, IN CONSIDERATION of the above Recitals and the mutual

obligations of the parties hereto, the parties agree as follows:

SECTION I. ADMINISTRATOR OF AGREEMENT

Mayor Chris Beutler shall be the WHJPA’s representative for the purposes of

administering this Agreement and shall have authority on behalf of the WHJPA to give approvals

under this Agreement. Adam C. Hoebelheinrich shall be PC Sports’s representative and will

supervise the Services and be in charge of performance of the Services on behalf of PC Sports as

set forth in this Agreement.

SECTION II. SCOPE OF SERVICES

PC Sports agrees to undertake, perform, and complete in an expeditious, satisfactory,

and professional manner the Services as set forth in Exhibit A. Upon mutual written agreement

between the Parties, the projects and services referred to in Exhibit A may be modified as

-2-

necessary. In the event there is a conflict between the terms of Exhibit A and this Agreement, the

terms of this Agreement shall control.

SECTION III. TERM OF AGREEMENT

The term of this Agreement shall be for the period of one (1) year, and the WHJPA may

extend, with revised scope and fee as needed, this Agreement for three (3) additional one (1) year

intervals at the sole option of the WHJPA, unless terminated, canceled, or extended as otherwise

provided herein. The term shall commence effective January 1, 2017, and continue until

December 31, 2017 or until otherwise terminated or modified as provided in this Agreement.

SECTION IV. COMPENSATION

The Services shall be invoiced based on the following hourly rates:

Billing Category Billing Rate

President $250.00/hour

Regional Vice President $165.00/hour

Senior Project Manager $135.00/hour

Project Manager $125.00/hour

Administration Assistance $ 65.00/hour

The total compensation paid to PC Sports for Services shall not exceed $120,000 per

year unless agreed to in writing by both parties.

PC Sports will submit an invoice by the 5th of each month detailing the number of hours

spent on WHJPA projects in the previous month broken down by billing category, multiplied by

the hourly billing rate along with any expenses incurred. The invoice will include a list of the

projects, administrative items, budgeting, and service activities on which PC Sports performed

services during the previous month and in accordance with PC Sports’ Proposal letter dated

-3-

December 21, 2016. Unless otherwise agreed, the monthly payment for Services is due and

payable thirty (30) days from the date of receipt of PC Sports’s invoice.

Failure of the WHJPA to accept the recommendations or work of PC Sports on the

basis of differences of professional opinion shall not be the basis for rejection of the work

performed by PC Sports or for nonpayment of PC Sports.

SECTION V. SERVICES TO BE CONFIDENTIAL

All services, including reports, opinions, and information to be furnished under this

Agreement, shall be considered confidential and shall not be divulged, in whole or in part, to any

person other than to duly authorized representatives of the WHJPA, without the prior written

approval of the WHJPA or by order of a court of competent jurisdiction. The provisions in this

section shall survive any termination of this Agreement.

SECTION VI. NON-RAIDING CLAUSE

PC Sports shall not engage the services of any person or persons presently in the

employ of the WHJPA of Lincoln for work covered by this Agreement without the written consent

of the WHJPA.

SECTION VII. TERMINATION OF AGREEMENT

A. This Agreement may be terminated by PC Sports if the WHJPA fails to

adequately perform any material obligation required by this Agreement (“Default”). Termination

rights under this paragraph may be exercised only if the WHJPA fails to cure a Default within ten

(10) calendar days after receiving written notice from PC Sports specifying the nature of the

Default.

B. The WHJPA may terminate this Agreement, in whole or part, for any reason for

the WHJPA’s own convenience upon at least ten days written notice to PC Sports.

-4-

If the Agreement is terminated by either the WHJPA or PC Sports as provided in VII

(A) or (B) above, PC Sports shall be paid for services performed up until the date of termination.

PC Sports hereby expressly waives any and all claims for damages or compensation,

including out-of-pocket reimbursable expenses, expenses for demobilization, and all other costs

incurred by PC Sports by reason of such termination arising under this Agreement except as set

forth in this paragraph in the event of termination.

Further, PC Sports agrees that, upon termination as provided in this paragraph, it shall

not be employed by any developer or other party who is or may be interested in the work effort as

defined in Article II, or interested in the decisional process relating to the application of such

findings as may result from the tasks performed as defined in Article II for a period of one (1) year

after such termination, without prior approval of the WHJPA.

SECTION VIII. FAIR EMPLOYMENT

In connection with the performance of work under this Agreement, PC Sports agrees

that it shall not discriminate against any employee or applicant for employment with respect to

compensation, terms, advancement potential, conditions, or privileges of employment, because of

such person’s race, color, religion, sex, disability, national origin, ancestry, age, or marital status in

accordance with the requirements of Lincoln Municipal Code Chapter 11.08 and Neb. Rev. Stat.

§ 48-1122, as amended.

SECTION IX. FAIR LABOR STANDARDS

PC Sports shall maintain Fair Labor Standards in the performance of this Agreement as

required by Chapter 73, Nebraska Revised Statues, as amended.

-5-

SECTION X. ASSIGNABILITY

PC Sports shall not assign or subcontract any interest in this Agreement, delegate any

duties or work required under this Agreement, or transfer any interest in the same (whether by

assignment or novation), without the prior written consent of the WHJPA thereto; provided,

however, that claims for money due or to become due to PC Sports from WHJPA under this

Agreement may be assigned without such approval, but notice of any such assignment shall be

furnished promptly to the WHJPA.

SECTION XI. INTEREST OF PC SPORTS

PC Sports covenants that it presently has no interest, including but not limited to, other

projects or independent contracts, and shall not acquire any such interest, direct or indirect, which

would conflict in any manner or degree with the performance of services required to be performed

under this Agreement. PC Sports further covenants that in the performance of this Agreement, no

person having any such interest shall be employed or retained by it under this Agreement.

SECTION XII. OWNERSHIP, PUBLICATION, REPRODUCTION,

AND USE OF MATERIAL

PC Sports agrees to and hereby transfers all rights, including those of a property or

copyright nature, in any reports, studies, information, data, digital files, imagery, metadata, maps,

statistics, forms and any other works or materials produced under the terms of this Agreement.

No such work or materials produced, in whole or in part, under this Agreement, shall be subject to

private use or copyright by PC Sports without the express written consent of WHJPA.

WHJPA shall have the unrestricted rights of ownership of such works or materials and

may freely copy, reproduce, broadcast, or otherwise utilize such works or materials as the WHJPA

deems appropriate. The WHJPA shall also retain all such rights for any derivative works based

on such works or materials.

-6-

SECTION XIII. COPYRIGHTS, ROYALTIES & PATENTS

Without exception, PC Sports represents the consideration for this Agreement includes

its payment for any and all royalties or costs arising from patents, trademarks, copyrights, and

other similar intangible rights in any way involved with or related to this Agreement. Further, PC

Sports shall pay all related royalties, license fees, or other similar fees for any such intangible

rights. PC Sports shall defend suits or claims for infringement of any patent, copyright, trademark,

or other intangible rights that it has used in the course of performing this Agreement.

SECTION XIV. COPYRIGHT; CONSULTANT’S WARRANTY

A. PC Sports represents that all materials, processes, or other protected rights to be

used in the Services have been duly licensed or authorized by the appropriate parties for such use.

B. PC Sports agrees to furnish the WHJPA upon demand written documentation of

such license or authorization. If unable to do so, it agrees that the WHJPA may withhold a

reasonable amount from PC Sports’s compensation herein to defray any associated costs to secure

such license or authorization or defend any infringement claim.

SECTION XV. INDEMNIFICATION

A. General Indemnification of WHJPA.

To the fullest extent permitted by law, PC Sports shall release, indemnify, defend, and

hold harmless WHJPA and WHJPA’s members, successors, assigns, legal representatives,

officers, employees and agents for, from and against any and all claims, liabilities, fines, penalties,

costs, damages, losses, liens, causes of action, suits, demands, judgments and expenses (including,

without limitation, court costs and attorneys' fees) of any nature, kind or description of any person

(including, without limitation, the employees of the parties hereto) or entity directly or indirectly

(collectively, "Liabilities") arising out of, resulting from or causally related to (in whole or in part):

(i) Any rights or interests granted to PC Sports pursuant to this Agreement;

- 7 -

(ii) PC Sports’s breach of the terms and conditions of this Agreement; or

(iii) Any act or omission by PC Sports or its officers, agents, invitees, employees,

or subcontractors (such officers, agents, invitees, employees, and subcontractors being referred to

herein individually as a "PC Sports’s Party" and collectively, "PC Sports’s Parties"), or anyone

directly or indirectly employed by any of them, or anyone they control or exercise control over.

The liability assumed by PC Sports will not be affected by the fact, if it is a fact, that

any damage, destruction, injury, or death was occasioned by or contributed to by the negligence of

WHJPA, its agents, servants, employees, or otherwise, but excluding claims wholly caused by

WHJPA’s sole negligence and excluding claims to the extent that such claims are caused by the

willful misconduct or gross negligence of WHJPA.

B. HAZARDOUS SUBSTANCE INDEMNIFICATION OF PC SPORTS. PC

Sports’s work under this Agreement does not include a duty to identify, examine for, remediate, or

otherwise deal with materials containing any Hazardous Substance encountered at the Site except

that PC Sports shall immediately notify the WHJPA and its Contractor of any known release,

spill, unlawful disposal, or handling of a Hazardous Substance. The WHJPA shall thereafter

promptly determine the necessity for the WHJPA or its Contractor to retain a qualified expert to

evaluate such Hazardous Substance or take corrective action, if any. Notwithstanding the above,

PC Sports shall be responsible for any Hazardous Substance brought to the site by PC Sports or

any of its Subcontractors, or any sub-subcontractors or suppliers unless such Hazardous Substance

was required by the Contract Documents.

To the fullest extent permitted by law, the WHJPA shall indemnify and hold harmless

PC Sports and its subcontractors, sub-subcontractors, and agents, officers, and employees of any

of them from and against claims, damages, losses, and expenses, including but not limited to

judgments, fines, penalties, civil sanctions, the cost of remediation, and attorneys' fees, arising out

of or resulting from any release, spill, disposal or other handling of any Hazardous Substance in

the performance of the Work if in fact the material is a Hazardous Substance, except to the extent

that such damages, loss, or expense is due to the negligence or willful misconduct of a party

seeking indemnity.

For the purposes of this subsection B, “hazardous substances” shall mean all

substances, materials, and waste that are or become regulated or classified in the handling, storage,

- 8 -

remediation, or disposal as hazardous or toxic under any Environmental Law, including but not

limited to any hazardous, ignitable, corrosive, caustic, reactive, toxic, or polluting waste or

substance; a "hazardous waste" (as defined in the regulations adopted under the Resource

Conservation and Recovery Act of 1976); oil or petroleum products; asbestos; polychlorinated

biphenyls; formaldehyde compounds, explosives, and radioactive materials. "Environmental

Laws" shall mean any federal, state, or local statute, ordinance, rule, regulation, order, decree or

guideline (or that of any quasi-governmental entity having jurisdiction over the Project or the

Project site) pertaining to health, industrial hygiene or the environment, including without

limitation the Federal Comprehensive Environmental Response, Compensation, and Liability Act.

C. CONSEQUENTIAL DAMAGES. PC Sports shall not be liable for any indirect,

incidental or consequential loss, injury or damage or liability, including but not limited to loss of

profit, business, production, income of revenue, reputation, or any other consequential damages

occurred from any cause of action whatsoever arising under, in connection with or out of this

Agreement.

SECTION XVI. INSURANCE

Insurance Coverage. At all times during the term of this Agreement, PC Sports shall

maintain insurance coverage as follows:

A. Commercial General Liability Insurance. This insurance shall contain broad

form contractual liability with a combined single limit of a minimum of $5,000,000.00 per

occurrence, and $10,000,000.00 in the aggregate, but in no event less than the amount otherwise

carried by PC Sports. Coverage must be purchased on a post 1998 ISO occurrence form or

equivalent and include coverage for, but not limited to, the following:

• Bodily Injury and Property Damage • Personal Injury and Advertising Injury • Fire legal liability • Products and completed operations

This policy shall also contain the following endorsements, which shall be indicated on

the certificate of insurance:

- 9 -

• The definition of insured contract shall be amended to remove any exclusion or other limitation for any work being done within 50 feet of railroad property.

• Waiver of subrogation in favor of and acceptable to WHJPA. • Additional insured endorsement in favor of and acceptable to WHJPA. • Separation of insureds. • The policy shall be primary and non-contributing with respect to any

insurance carried by WHJPA.

It is agreed that the workers' compensation and employers' liability related exclusions

in the Commercial General Liability insurance policy(s) required herein are intended to apply to

employees of the policy holder and shall not apply to WHJPA employees.

No other endorsements limiting coverage as respects obligations under this Agreement

may be included on the policy with regard to the work being performed under this Agreement.

B. Business Automobile Insurance. This insurance shall contain a combined single

limit of at least $1,000,000 per occurrence, and include coverage for, but not limited to the

following:

• Bodily injury and property damage • Any and all vehicles owned, used or hired

This policy shall also contain the following endorsements or language, which shall be

indicated on the certificate of insurance:

• Waiver of subrogation in favor of and acceptable to WHJPA. • Additional insured endorsement in favor or/and acceptable to WHJPA. • Separation of insureds. • The policy shall be primary and non-contributing with respect to any

insurance carried by WHJPA. C. Workers Compensation and Employers Liability Insurance. This insurance

shall include coverage for, but not limited to:

- 10 -

• Contractor's statutory liability under the worker's compensation laws of the state(s) in which the work is to be performed. If optional under State law, the insurance must cover all employees anyway.

• Employers' Liability (Part B) with limits of at least $500,000 each

accident, $500,000 by disease policy limit, $500,000 by disease each employee.

This policy shall also contain the following endorsements or language, which shall be

indicated on the certificate of insurance:

• Waiver of subrogation in favor of and acceptable to WHJPA.

D. Professional Liability Insurance. Professional Liability Insurance, naming and

protecting PC Sports against claims for damages resulting from its errors, omissions, or negligent

acts. Such policy shall contain a limit of liability not less than Two Million Dollars

($2,000,000.00) per claims and aggregate.

E. Memorandum of Insurance. Memoranda of Insurance shall be filed with the

WHJPA showing the specific limits of insurance coverage required by the preceding sections, and

showing the WHJPA of Lincoln as an additional insured for General Liability Insurance and

Excess or Umbrella Insurance if used to supplement the General Liability Insurance. Such

memorandum shall specifically state that insurance policies have been endorsed to require PC

Sports to provide the WHJPA thirty (30) days notice of reduction in amount, increase in

deductibles, or non-renewal of insurance coverage and ten (10) days notice for cancellation for

non-payment of premium.

SECTION XVII. NOTICE

Any notice or notices required or permitted to be given pursuant to this Agreement may

be personally served on the other party by the party giving such notice, or may be served by fax,

commercial carrier or certified mail, postage prepaid, return receipt requested to the following

addresses:

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West Haymarket JPA Attention: Mayor Beutler 555 South 10th St., Ste 301 Lincoln NE 68508 (402) 441-7511

PC Sports Attention: Paula L. Portz 728 Q Street, Suite A Lincoln, NE 68508

SECTION XVIII.

INDEPENDENT CONTRACTOR The WHJPA is interested only in the results produced by this Agreement. PC Sports

has sole and exclusive charge and control of the manner and means of performance. PC Sports

shall perform as an independent contractor and it is expressly understood and agreed that it is not

an employee of the WHJPA and is not entitled to any benefits to which WHJPA employees are

entitled, including, but not limited to, overtime, retirement benefits, workmen’s compensation

benefits, sick leave or/and injury leave.

SECTION XIX. NEBRASKA LAW

This Agreement shall be construed and interpreted according to the laws of the State of

Nebraska.

SECTION XX. INTEGRATION

This Agreement represents the entire agreement between the parties and all prior

negotiations and representations are hereby expressly excluded from this Agreement.

SECTION XXI. AMENDMENT

This Agreement may be amended or modified only in writing signed by both the

WHJPA and PC Sports.

SECTION XXII. SEVERABILITY

If any provision of this Agreement shall be held to be invalid or unenforceable for any

reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that

any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it

- 12 -

would become valid and enforceable, then such provision shall be deemed to be written, construed,

and enforced as so limited.

SECTION XXIII. WAIVER OF CONTRACTUAL RIGHT

The failure of either party to enforce any provision of this Agreement shall not be

construed as a waiver or limitation of that party’s right to subsequently enforce and compel strict

compliance with every provision of this Agreement.

SECTION XXIV. AUDIT AND REVIEW

PC Sports shall be subject to audit pursuant to Chapter 4.66 of the Lincoln Municipal

Code and shall make available to a contract auditor, as defined therein, copies of all financial and

performance related records and materials germane to this Agreement, as allowed by law.

SECTION XXV. FEDERAL IMMIGRATION VERIFICATION

A. If PC Sports is a business entity or corporation, then in accordance with Neb.

Rev. Stat. §§ 4-108 through 4-114, it agrees to register with and use a federal immigration

verification system, to determine the work eligibility status of new employees performing services

within the State of Nebraska. A federal immigration verification system means the electronic

verification of the work authorization program of the Illegal Immigration Reform and Immigrant

Responsibility Act of 1996, 8 USC 1324 a, otherwise known as the E-Verify Program, or an

equivalent federal program designated by the United States Department of Homeland Security or

other federal agency authorized to verify the work eligibility status of a newly hired employee

pursuant to the Immigration Reform and Control Act of 1986. PC Sports shall not discriminate

against any employee or applicant for employment to be employed in the performance of this

section pursuant to the requirements of state law and 8 U.S.C.A. 1324b. PC Sports shall require

any subcontractor to comply with the provisions of this section. For information on the E-Verify

Program, go to www.uscis.gov/everify.

- 13 -

B. Public Benefits Eligibility Status Check. If PC Sports is agreeing to determine

eligibility for and provide a public benefit as public benefit is defined under Neb. Rev. Stat. §§

4-108 through 4-114, it agrees to have each applicant for public benefits attest that he or she is a

U.S. citizen or qualified alien using the form attached hereto as Exhibit D. PC Sports agrees to

register and use the SAVE Program as required under Neb. Rev. Stat. §§4-108 through 4-114. If

the applicant indicates he or she is an alien, it shall verify the applicant’s lawful presence in the

United States as provided under the SAVE Program and retain all documentation and provide

copies of such documentation at the WHJPA’s request. For information on the SAVE program,

go to www.uscis.gov/SAVE.

SECTION XXVI. REPRESENTATIONS

Each party hereby certifies, represents, and warrants to the other party that the

execution of this Agreement is duly authorized and constitutes a legal, valid, and binding

obligation of said party.

SECTION XXVII CONTRACT DOCUMENTS

The Contract Documents comprise the Contract in addition to the following documents included with RFP 16-023 issued by the WHJPA of Lincoln: 1. Contract Terms 2. Accepted Proposal 3. Insurance Requirements

- 14 -

IN WITNESS WHEREOF, PC Sports and the WHJPA do hereby execute this Agreement as of the

Execution Date set forth above.

WHJPA of Lincoln, Nebraska By: Chris Beutler, Mayor PC SPORTS, LLC By: Paula L. Portz, President PC Sports, Inc.

December 21, 2016

Chairman of the Board - Mayor Chris Beutler West Haymarket Joint Public Agency SSS S. 10th Street Lincoln, NE 68S08

Re: Proposal to Provide West Haymarket Program Management Services Phases I & II Continuation 2017 and Future West Haymarket Private Development

Dear Chairman Beutler,

PC Sports is pleased to present this proposal to provide extended project management services for the ongoing and future development of the West Haymarket Projects in Lincoln, Nebraska. We are proud to offer our continued services of being stewards and managers of the WHJPA's Capital Budget and Projects. PC Sports (PCS) has led several more successful projects this past year continuing with the focus on completing quality award winning projects on time (or ahead of schedule) and on budget.

Adam Hoebelheinrich, LEED AP, and as required Paula (Yancey) Portz - President of PC Sports, PMP, LEED AP will be PCS's officers-in-charge for this project and will represent PCS in all matters of coordination, decision, and policy pertaining to the JPA's capital projects. PCS staff members Caleb Swanson, Jason Kress, and administrative personnel will provide the on-site and day-to-day administration activities. We anticipate the following activities:

• Ongoing budget and bond fund close-out for Phases I and II, working with Don Herz, Mark Leikam, and bond counsel.

• Development and monitoring of capital budgets, contingencies, and invoice approvals.

• Continued attendance at all JPA meetings as well as pre-meetings and updates with JPA board members.

• Continued project management and oversight of projects not completed to date and new projects, including land preparation, environmental project closeout, vacant land monitoring, streetscape, canopy installation, BNSF parking project coordination, and landscaping.

• Coordination and assistance with potential development of Blocks 2, 3, 4, Liner Block, and Alter South properties

• Continued maintenance of document control and files • Assistance with any Pinnacle Bank Arena and West Haymarket Parking Garage

related issues and coordination with arena staff and • Assistance with any WHJPA Garage related issues and coordination with Parking

Services.

728 Q Street, Suite A• Lincoln, NE 68521 • 402-477-0487 www.pcsportsl.com

• Any other issues that arise relate -to the West Haymarket Redevelopment

We have assumed a start date of January 1, 2017, for a twelve month period until December 31, 2017. We propose to provide these additional services in accordance with the proposed contract agreement on an hourly based not to exceed fee of $120,000.00.

We are open to discussing and tailoring services to provide the optimum support necessary to continue the success of the West Haymarket JPA development. We look forward to continuing to work with you.

;J)_? /!~~====------= Adam C. Hoebelheinrich Regional Vice President

728 Q Street, Suite A• Lincoln, NE 68521 • 402-477-0487 www.pcsports1.com

WH 16-19 Introduce: 12-22-1 6

RESOLUTION NO. WH- - - --

BE IT RESOLVED by the Board of Representatives of the West Haymarket Joint Public

2 Agency:

3 That the Chair of the West Haymarket Joint Public Agency or Purchasing Agent is hereby

4 authorized to execute an agreement for the rental of a Claritus IN360 postage meter from Claritus

5 for use at the Pinnacle Bank Arena for a four year term at a total cost not to exceed the sum of

6 $64.42/month for the first 12 months and $80.42/month for the next 36 months.

7 The City Clerk is directed to return a copy of this Resolution to Bob Walla, Purchasing

8 Agent.

Adopted this _ _ day of December, 2016.


Hhnse~o~ West Haymarket Joint Public Agency

Introduced by:


Chris Beutler

Tim Clare

Carl Eskridge

WEST HAYMARKET JOINT PUBLIC AGENCY (JPA) POSTAGE METER RENTAL AGREEMENT

This JPA POST AGE METER RENT AL AGREEMENT is made and entered into as of

this __ day of _____ , 20_, by and between CLARITUS and the WEST

HAYMARKET JOINT PUBLIC AGENCY, (hereinafter called "JPA'').

RECITALS

I.

A. Neb Rev Stat § 23-3109(1 )( d)(iii) allows for waiver of bidding requirements when the

price has been established by a cooperative purchasing agreement by which supplies,

equipment, or services are procured in accordance with a contract established by another

governmental entity or group of governmental entities if the contract was established in

accordance with the laws and regulations applicable to the establishing governmental

entity or, if a group, the lead governmental entity.

B. The State of Arizona is the "Lead State" under WSCA-NASPO Mailing Equipment,

Supplies and Maintenance Master Agreement with Neopost USA, Inc. (Contractor)

identified as NASPO Value Point Contract #ADSPO 11-00000411-4 ("Master Agreement

#ADSPO 11-00000411-4"). Master Agreement #ADSPO 11-00000411-4 is incorporated

herein by reference and made a part hereof, whether or not attached hereto. A synopsis

of Master Agreement #ADSPO 11-00000411-4, including the Table of Contents, is

attached hereto as Attachment "A".

C. The State of Nebraska is a "Participating State" under Master Agreement #ASDSPO 11-

00000411-4 and has entered into a Participating Addendum with Contractor identified as

13279 OC to provide Mailing Equipment, Supplies and Maintenance to the State of

Nebraska. The Participating Addendum may be extended to political subdivisions of the

State of Nebraska. Participating Addendum 13279 OC is incorporated herein by

reference and made a part hereof, whether or not attached hereto.

D. CLARITUS is an authorized vendor of Contractor for Eastern Nebraska, including the

City of Lincoln, Nebraska. CLARITUS is identified as Vendor AB #500494.

E. The JP A and CLARITUS desire to enter into a Postal Meter Rental Agreement for

CLARITUS' rental of a Claritus IN360 Postal Meter to the JPA pursuant to the Master

Price Agreement #ADSPO 11-00000411-4 as amended by the Nebraska Participating

Addendum 13279 OC.

NOW THEREFORE in consideration of the mutual covenants herein contained

CLARITUS and the JP A agree as follows:

1. CLARITUS shall rent to and the JP A shall rent from CLARITUS a Claritus

IN360 Postage Meter for a term of four years (48 months) from the date of this Agreement for

the sum of $64.42/month for the first 12 months and $80.42/month for the next 36 months, per

the proposal attached hereto as Attachment "B".

2. The JPA's use of the Claritus IN360 Postage Meter will comply with all United

States Postal Service regulations and meter terms and conditions applicable to the rental and use

of postage meters supplied by CLARITUS which are incorporated in the Postage Meter Rental

Agreement, attached hereto, identified as Exhibit B to Participating Addendum 13279 OC, a

copy of which is attached hereto as Attachment "C".

3. CLARITUS and the JPA will be responsible to follow the terms and conditions of

Master Agreement #ADSPO 11 -00000441-4 and shall have the same rights and responsibilities as

Contractor and Lead State have in the Master Agreement as modified by the Nebraska

Participating Addendum 13279 OC.

IN WITNESS WHEREOF, CLARITUS and the JPA do execute this Agreement.

2

Executed by the JPA this __ day of _______ , 20_

WEST HAYMARKET JOINT PUBLIC AGENCY (JP A)

By: Chris Beutler, Mayor

Dated: ------------ ---

Executed by CLARITUS this __ day of _______ , 20_ .

CLARITUS

By:

Title:

Dated: ----------- - ---

3

Western State contracting Alliance (WSCA) Contract ADS PO 11-00000411

ATTACHMENT "A"

Mailing Equipment, Supplies and Maintenance.

Neopost USA Inc. is providing this synopsis of the Western State contracting Alliance (WSCA) contract ADSPOl 1-00000411 for Mailing Equipment, Supplies and Maintenance.

Neopost National and Government Accounts is providing this document to support the review of the WSCA contract and the execution of Participating Addendums with Neopost USA.

The full library of WSCA documents supporting the Neopost award can be accessed and reviewed at:

http://www.spo.az.gov/Direct Services/Statewide/WSCA PAs/ ADS PO 11 00000411 .asp

Western State Contracting Alliance Master Purchasing Agreement for:

ADSP011-00000411 Mailing Equipment, Supplies and Maintenance

Table of Contents

Signed Offer letter - Neopost WSCA /NASPO Terms Uniform Terms V. 8 Special Terms Government Lease Terms Government Lease Rates Government Meter Rental Terms USPS meter rental Terms

Page2 Page4 Page 17 Page 27 Page 33 Page 37 Page39 Page 44

~claritus,. Providing o clear solution

Curt Reinschmidt I [email protected] 605.334.3711 ext# 214 Sioux Falls, SD 57105

Digital Mailing Systems: Claritus IN360

../Processing speeds up to 45 letters per minute

../Compact ergonomic design and whisper-quiet operation that matches any environment

../ Dashboard display provides an operational overview and fast menu navigation

AITACHMENT "8"

Proposal prepared for: Pinnacle Bank Arena Date: 10/21/2016

./ Powerfeed provides fast batch processing and delivers that extra force when you need it

./Space saving, built-in weighing platforms with Smart Start technology - each time an envelope is removed the powerfeeder starts and is ready to process mail

./The intuitive Postal Rate Wizard offers guided assistance for the occasional user

../ IN360 is always up to date by automatically downloading the latest postal rates

./ Low Ink email alerts

PROPOSED UPDATE JN360, 5 POUND SCALE, USPS RATE CHANGES, METER RENTAL AND PREMIUM SERVICE AGREEMENT

WSCA CONTRACT# ADSPOll-000004114-4

INVESTMENT DETAILS ·D Lease Option -1st 12 Months:

Next 48 Months:

·.~se Option·-1st 12 Months: Next 36 Months:

'0 Lease Option - 1st 12 Months: Next 24 Months:

$59.63 / Month (Service Agreement free for first 12 months)

$75.63 I Month

$64.42 I Month $80.42 I Month

$72.36 I Month $88.36 / Month

Accepted by: ~k pi:fr~ Purchase Order#: ------ - - ---

Date: / /. :< 9 · / (:, Valid thru: 11/30/2016 Terms: Lease

Subject to our credit department approval, this quotation is made for immediate acceptance and is subject to change without notice. Deliveries are subject to delays beyond our control. Prices do not include applicable sales tax. Sign and return to indicate your acceptance of this quote. Cancellations may be subject to restocking fees.

Thank you for the opportunity to serve you I

Lincoln, NE • Omaha, NE • Sioux Falls, SD • Sioux City, IA

Valid Until: 11/30/2016 ~: www.claritus.com • 1:_

I. =·

The Simple, Versatile Choice

Businesses t oday count on streamlined mailing solutions that will keep their offices running smoothly. The IN-360 with NeoShip has you covered.

As the USPS' continues to introduce new mailing and shipping requirements to the market, decision makers want to ensure the products they invest in are designed to keep pace w ith the latest changes. The IN-360 provides access to a growing suite of services and apps intended to improve postal, parcel and related d igital communications. With sleek, durable and compact design, the IN-360 maintains Neopost's commitment to build and ship products in the most ecological manner.

..--- . Accurately weigh your items

The standard integrated 5 lb. scale, or optional 10, 30 or 70 lb. weighing platforms ensure you know the correct weight of each mail piece, preventing over posting.

Coupled with NeoShip online shipping softwareJ the IN-360 is the simple, powerful choice for all of your mailing and shipping needs.

As an option for the IN-360, NeoShip meets the latest USPS IM'pb (Intelligent Mail~ Package Barcode) requirements. Simple to use, NeoShip software is accessible through your MyNeopost online account. With NeoShip you will benefit from:

• Automatically qualifying for Commercial Base Pricing

• Creating IM1pb-compliant shipping labels in minutes

Free address correction services

Free insurance Priority Mair~ (up to $50 value) and Priority Mail Express™ (up to $100 value)

Consolidated views of all shipments

• Generating detailed reports based on shipment history/operator shipments/transactions

Ei PfUORITY NAil UPREn 1.QAY ...

2 j i;.... ·--~.:.t~

1m1m11110~11~1H

=- .: : : :: -

Environmental Commitment

The IN-360 carries Neopost's Eco-Label which aims t o provide a clear and consistent set of environmental performance criteria used in the design phase of our products.

How We Reduce Our Environmental Footprint:

• Neopost limits the machine weight and the amount of raw materials used for production.

The volume of our packaging is kept to a minimum and is 100% cardboard and recyclable.

Packaging for the IN-360 represents less than 20% of the total weight of the packed product.

The user-friendly sleep mode helps reduce energy consumption.

• We develop our products to ensure a minimum recyclability rate of 75%.

The IN-360 is compliant with environmental Regulations and ENERGY STAR

..

Powerful Performance with a Compact Design

6. Connectivity

5. Hand Feeder

4. Moistener

. ~ I .. ~ I. d~~ I

, · ""'.' 1 : ~1 '-- --- -I

1. Weighing Platform

Standard 5 lb . integrated scale handles postcards. envelopes and small packages with ease. Optional 10, 30, 70 lb. platforms available.

2. Catch Tray

From postcards to 10" x 13" envelopes. the catch tray holds a variety of item s.

3. Shortcut Keys

Save time and eliminate keystrokes with the IN-360 shortcut keys.

1. Weighing Platform

) I

3. Shortcut Keys

- · 4. Moistener

Automatic sealing with an easy-access reservoir ensures a perfect envelope seal.

5. Hand Feeder

Smooth powerfed provides fast batch processing.

6. Connectivity

Experience seamless downloads with a high speed Internet connection -refill postage funds, download USPS .. rates and process items with optional NeoShip shipping application.

Processing speed ----- -- ------Envelope minimum

Envelope

Maximum envelope thickness

Envelope orientation

Job imprint memories

Weighing platform (integrated)

Ad slogans

Personalized text messages

Incoming mail date stamp ----------Default rate settings

Postage meter tapes

4-digit PIN code

Accounts/ departments

Rate wizard

Rate shortcut keys

Automatic postal rates download

Low-ink email alerts

Online postage usage reporting

Options

Differential weighing

External weighing platform

Accounts/departments upgrade

Barcode scanner

External USS printer

Connectivity

--- -··--·---------NeoShip

E-Services with Electronic Return Receipt'"

System Dimensions

IN-360 with integrated 5 lb. scale

IN-360 with integrated feeder and catch tray

45lpm

3.5" x 5"

10" x 13"

Up to 3/8"

Landscape or portrait -----------9

5 lb. standard

10

10 custom

Standard

Standard

Standard

Yes, up to 300 with optional department upgrade

30 standard

Standard

6

Standard

Standard

Standard

Available

10, 30, 70

100 or 300

Available

Available

LAN standard Modem available

Available

Available

Length x Depth x Height

10" x 17" x 10.5"

28.5" x 17" x 10.5"

We've Got You Covered

Neopost maintains a network of offices across the country to provide local

customer support and tra ined technicians who are ready to assist you. You can be confident that when you need knowledgeable support or expert service, the point-of-contact will be a Neopost offi ce in your area consisting of a team of local professiona ls.

Why Choose Neopo st?

Neopost is a global leader in mailing solutions, shipping services and digital communications. We believe that people are the key to business success. That's why our products and services are tai lored to help your organization improve the quality of its interactions and bring people closer together.

In this age of multichannel communications, we guide and empower you to interact in new and innovative ways. We advise you on how to create cost-cutting synergies. We deliver g lobal coverage with a strong local presence, offering you continual support by phone, onsite or online.

Today, Neopost is present in 31 countries and has a network of partners in more than 90 countries. We promote responsible business and sustainable development through our products and outreach programs. Our 6,200 employees worldwide are committed to making your interactions more responsive and more powerful - offering you a competitive edge that will open up a wealth of business opportunities.

Find out more at neopostusa.com

EXHIBIT B

neopost.t' TERMS 8c CONDITIONS

State of Nebraska Contract Number: 13279 OC WSCA Price Agreement Number: ADSPOl 1-0000041 J-4

POSTAGE METER RENTAL AGREEMENT

ATTACHMENT "C"

1. Postage Meter Rental. In this Postage Meter Rental Agreement (the "Rental Agreement"), the words "You," "Your" and "Customer" mean the participating agency that issues a purchase order for a postage meter rental with Us. "We," "Us" and ''Our" mean Neopost USA Inc. You agree to rent from Us the postage meter identified on the purchase order, as well as any other products listed on the purchase order, together with all existing and future accessories, embedded software programs, attachments, replacements, additions and repairs, (the "Postage Meter") upon the terms stated herein.

2. Provisions as to Use. You acknowledge that: (i) as required by United States Postal Service regulations, the Postage Meter(s) is being rented to You and that it is Our property; (ii) the Postage Meter \viii be surrendered by You upon demand by Us; (iii) You are responsible for the control and use of the Postage Meter; (iv) You will comply with all applicable laws regarding Your use or possession of the Postage Meter; (v) the use of the Postage Meter is subject to the conditions established from time to time by the United States Postal Service; and (vi) the Postage Meter is to be used only for generating an indicia to evidence the prepayment of postage and to account fo r postal funds. It is a violation of Federal law to misuse or tamper with the Postage Meter and, if You do so, We may terminate this Rental Agreement upon notice to You.

3. Rental Fee, Payment and Term. The initial rental term for the Postage Meter is set fo rth on the purchase order ("Initial Term"). The rental fee for the Initial Term is also set forth on the purchase order. The Initial Term of thi s Rental Agreement will begin on the date the Postage Meter is installed. You promise to pay to Us the amounts shown on the purchase order in accordance with the payment schedule set forth thereon, plus all other amounts stated on the purchase order or in this Rental Agreement. You shall make all payments to the address indicated on Our invoice with in forty-fi ve (45) days of the date of Our invoice. The Postage Meter rental fee does not include the cost of consumable supplies.

4. Return of Postage Meter and Products. Upon the termination of thi s Rental Agreement, unless directed otherwise by Us. You shall, after receiving an Equipment Return Authorization ("ERA") number from Us, promptly send the Postage Meter and any other products, at Your expense, to any location(s) that We designate, in add ition to paying Us Our then-applicable processing fee. The Postage Meter must be properly packed for shipment with the ERA number clearly visible, freight prepaid and fully insured, and must be received in good condition, less normal wear and tear.

5. Postage Meter Maintenance, Inspections, and Location . We wi ll keep the Postage Meter in good working condition during the term of this Rental Agreement. The United States Postal Service regulations may require Us to periodically inspect the Postage Meter. You agree to cooperate with Us regarding such inspections. You agree to promptly update Us whenever there is any change in Your name, address, telephone number, the licensing post office, or the location of the Postage Meter.

6. Loss; Damage; Insurance. You shall: (i) bear the risk of loss and damage to the Postage Meter and shall continue performing all of Your other obligations hereunder even if the Postage Meter becomes damaged or there is a loss, and (ii) keep the Postage Meter insured against all ri sks of loss and damage in an amount at least equal to its fu ll replacement cost.

7. Default. In the event You fail to perform in accordance with the terms set forth in this Rental Agreement, or any other Agreement with Us or any of Our affiliates, including, but not limited to, MailFinance Inc., and Mailroom Finance, Inc., then We may. without notice: (i) repossess the Postage Meter(s); (ii) disable the Postage Meter; (iii) immediately terminate th is Rental Agreement; and (iv) pursue any remedies available to Us at law or in equity. You shall also pay all of Our costs in enforcing Our rights under this Rental Agreement, including reasonable attorneys' fees and expenses that We incur to take possession, store, or repai r, the Postage Meter, as well as any other expenses that We may incur to collect amoun ts owed to Us. These remedies shall be cumulative and not exclusive, and shall be in addition to any and all other remedies available to Us.

8. Rate Updates.

A. Maintenance of Postal Rates. It is Your sole responsibility to ensure that correct amounts are applied as payment for mailing and shipping services. We shall not be responsible for returns for delivery delays, refusals, or any other problems caused by applying the incorrect rate to mail or packages.

B. Rate Updates with Online Services. If the purchase order indicates that You are enrolled in Our Online Services program, then You will receive periodic updates for Your covered products and/or Postage Meter, including updates to maintain accurate USPS rates for the USPS services that are compatible with such products or Postage Meter. The rate updates that are offered with Our Online Services program are only available for products that are Integrated (as defined below) into Your mailing machine. For the purposes of this section, "Integrated" means that the covered hardware cannot properly operate on a stand-alone basis and it has been incorporated into the mail machine. Products that are not Integrated including, but not limited to, a ll Software and scales with "ST-77," or "SE" in the model number will not receive updated rates as part of Our Online Services program (collectively "Excluded Products").

C. Rate Updates with Rate Change Protect ion and Software Advantage. If You have any of Our Excluded Products, You may have elected to purchase Rate Change Protection ("RCP") from Us for Your hardware products or Software Advantage for Your Software. If the purchase order indicates that You have selected RCP or Software Advantage, You will receive the following updates for Your covered products or Software: (i) updates to maintain accurate rates for the services offered by the USPS and other couriers that are compatible with Your covered product or Software; and (ii) updates for zip or zone changes that are compatible with Your covered product or Software. If any reprogramming is required because You have moved the products or Postage Meter to a new location, none of the services described in this Section cover the cost to do so. If You have not selected RCP or Software Advantage, You agree that We may send You periodic rate updates as needed and You agree to either: ( i) promptly pay the then-current price for such update; or (ii) return the unused, update to Us within ten (I 0) business days of receiving it. Customers with an outstanding Accounts Receivable balance may not receive a rate update until the open balance is resolved.

9. UNITED STA TES POSTAL SERVICE ACKNOWLEDGEMENT OF DEPOSlT REQUIREMENT. You acknowledge and agree that You have read the United States Postal Service Acknowledgement of Deposit (the "Acknowledgement") and will comply with its terms. The Acknowledgment reads as follows:

UNITED STATES POSTAL SERVICE ACKNOWLEDGEMENT OF DEPOSIT.

I . The meter licensee ("Customer"), hereby acknowledges that it must transfer funds lo the United States Postal Service ("Postal Service"), through a lockbox bank ("Lockbox Bank"), for the purpose of pre-payment of postage on computerized meter resetting system ("CMRS")-equipped meters (" Deposit").

2. The Customer may, from time to time, make Deposits in the Lockbox Bank account, identified as: ·'USPS (Neopost POC)" or "USPS (Hasler TMS)." The Postal Service may, at its discretion, designate itself or a successor as recipient of Deposits by the Customer.

3. Any Depos it made by the Customer shall be credited by the Postal Service only for the payment of postage through CMRSequipped meters. Such Deposits may be commingled with Deposits of other customers. The Customer shall not be entitled to any interest or other income earned on such Deposits.

4. The Postal Service will provide a refund to the Customer for the remaining balance in a postage meter upon its return. The Lockbox Bank will provide a refund to the Customer for Deposits otherwise held by the Postal Service; provided, however, that no refunds will be made for funds remaining in any postage meter that is reported lost or sto len, if it is not recovered within thirty (30) days from the date or such report. Refunds are provided in accordance with the rules and regulations governing deposit of funds for CMRS, published in the Domestic Mail Manual Transition Book or its successor.

5. The Lockbox Bank, which shall collect funds on behalf of the Postal Service, shall provide Us, on each business day, information as to the amount of each Deposit made to the Postal Service by Customer.

6. The Meter Company may deposit funds on behalf of the Customer. The Postal Service will make no such advances. Any relationship concerning advances is between the Customer and the Meter Company.

7. The Customer acknowledges that the terms and conditions of this Acknowledgement may be changed, modified, or revoked by the Postal Service with appropriate notice.

8. Postal Service regulations governing the deposit of funds for CMRS are published in the Domestic Mail Manual Transition Book or its successor. Customer acknowledges that it shall be subject to applicable rules, regulations, and orders, and such additional terms and conditions as may be determined in accordance with applicable law. The Postal Service rules, regulations, and orders shall prevail in the event of any conflict with any other terms and conditions applicable to any Deposit.

II. ADDITIONAL UNITED STATES POSTAL SERVICE TERMS.

A. To the extent that the activities for which the Postal Service is obligated to perform particular functions, those functions will be governed by the USPS Domestic Mail Manual, as may be amended from time to time, or its successor, in effect a the time

Page 2 of4

NEOPOST USA I 4?8 WHEELERS FARMS ROAD I MILFORD. Cl 06451 I rEL: ?03 301.3400 I FAX: 2033Cl.2GOO

of the obligation. Specifically, to the to the extent that the Postal Service provides refunds to customers using postage evidencing devices, the policy and procedure govern ing the payment of refunds will be conducted in accordance with the Domestic Mail Manual, as amended, in effect at that time.

B. If the meter is used in any fraudulent or unlawful scheme or enterprise, or is not used for any consecutive 12 month period, or if the Customer takes the meter or allows the meter to be taken outside the United States without proper written permission of the U.S. Postal Service, Washington, DC 20260-6807, or if the Customer otherwise fails to abide by the signs of postal regulations and this Rental Agreement regarding care and use of the meter, that this Agreement and any related postage meter rental may be revoked. The Customer further acknowledges that any use of this meter that fraudulently deprives the U.S. Postal Service of revenue can cause the Customer to be subject to civil and criminal penalties applicable to fraud and/or false claims against the United States. The submission of a false, fictitious or fraudulent statement can result in imprisonment of up to five (5) years and fines of up to $I 0,000 (18 U .S.C. JOO I). In addition, a civil penalty of up to $5,000 and an additional assessment of twice the amount fa lsely claimed may be imposed (3 U.S.C. 3802). A false statement in this application or the mailing of matter bearing a fraudulent postage meter imprints are examples of violations of these statutes.

C. The Customer is responsible for immediately reporting (within seventy-two hours or less) the theft or loss of the postage meter that is subject to this Rental Agreement. Failure to comply with th is notification provision in a timely manner may result in the denial of refund of funds remaining on the postage meter at the time of the loss or theft.

D. The Customer understands that the rules and regulations regarding use of this postage meter as documented in the USPS Domestic Mail Manual may be updated from time to time by the United States Postal Service and it is the Customer' s obligation to comply with any current or future rules and regulations regarding its use.

12. Disclaimer of Warranties. TO THE EXTENT PERMITIED BY LAW, EXCEPT AS EXPRESSLY STATED HEREIN, WE MAKE NO REPRESENTATIONS OR WARRANTI ES OF ANY KI ND, EXPRESS OR IMPLI ED, REGARDING ANY MATIER WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, THE SUITAB ILITY OF ANY PRODUCTS OR POSTAG E METER, ITS CONDITION, ITS MERCHANTABILITY, ITS FITNESS FOR A PARTICULAR PURPOSE, ITS FREEDOM FROM INFRINGEMENT, OR OTH ERWISE.

13. Limitation of Liability. TO THE EXTENT PERMITIED BY LAW, JN NO EVENT SHALL EITH ER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND ARISING OUT OF, OR IN CONNECTION WITH, THIS AGREEMENT, WHETHER OR NOT SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. NOTWITHSTANDING ANY OTHER PROVISION OF THIS RENTAL AGREEMENT, EXCEPT FOR DIRECT DAMAGES RESULTING FROM PERSONAL INJURY OR DAMAGE TO TANGIBLE PROPERTY CAUSED BY OUR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. 14. Notice. All notices, requests and other communications hereunder shall be in wri ting, and shall be addressed to You or Us, as applicable and shall be considered given when: (i) delivered personally; or (ii) sent by commercial overnight courier with written verification receipt. 15. Severability. In the event any provision of th is Rental Agreement shall be deemed to be invalid, illegal or unenforceable, the validity, legal ity and enforceabil ity of the remaining provisions shall not in any way be affected or impaired thereby. The parties agree to replace any invalid provision with a valid provision, which most closely approximates the intent and economic effect of the invalid provision. 16. Waiver or Delay. A waiver of any default hereunder or of any term or condition of this Rental Agreement shall not be deemed to be a cont inuing waiver or a waiver of any other default or any other term or condition, but shall apply solely to the instance to which such waiver is directed. We may accept late payments, partial payments, checks or money orders marked "payment in full." or wi th a si milar notation, without compromising any rights under this Rental Agreement. 17. Choice of Law; Venue; and Attorney's Fees. This Rental Agreement shall be construed in accordance with, and all disputes hereunder shall be governed by, the laws of the State of Nebraska, excluding its conflict of law rules. The state and federal courts in Lancaster County in the State of Nebraska shall have the exclusive jurisdiction and venue over all controversies arising out of, or relating to, this Rental Agreement. The prevailing party shall be entitled to an award of reasonable attorney's fees and costs and the court shall be authorized to award such amounts. 18. Termination.

18.1 Non-Appropriation. a. You warrant and represent that You intend to enter into this Rental Agreement for at least the entire Initial

Term and that You are doing so for an essential government purpose. b. You may terminate this Rental Agreement at the end of Your current fiscal year, or at the end of any

subsequent fiscal year, if appropriated funds are not available to You for the Rental Agreement Payments that will be due in the next fiscal year. In the event of such a non-appropriation, then You shall provide written notice to Us that states:

Page 3 of 4

NEOPOST USA I 478 WHEELERS FARMS ROAD I MILFORD. CT064G\ I TEL: 203.3013400 I FAX: 2033 01.2600

of 4

Sufficient funds have not been and wi ll not be appropriated for the remaining payments due under the Rental Agreement.

NEOPOST USA I 478 WHEELERS FARMS ROAD I MILFORD, CT06461 I TEL: 203.301.3400 I FAX: 203.301.2600

WH 16-20 Introduce: 12-22-16

RESOLUTION NO. ----


2 Agency:

3 That the attached Fund Statement relating to the Endowment Agreement between the West

4 Haymarket Joint Public Agency and the Lincoln Parks and Recreation Foundation, is hereby

5 approved.



West Haymarket Joint Public Agency

Introduced by:


Chris Beutler

Tim Clare

Carl Eskridge

LINCOLN PARKS FOUNDATION

Fund Statement

Fund #: Date Established: 2016

Fund Name: West Haymarket Joint Public Agency Endowment

For Use by Park/Agency: West Haymarket Joint Public Agency

Type of fund: Endowment

Initial Gift amount: $2,000,000.00

General Description/Use: This endowment is established for the purpose of ongoing care of enhanced landscape and streetscape features within the West Haymarket Joint Public Agency (“WHJPA”) Project Area as shown on the attached Exhibit A. The WHJPA Endowment Fund shall be used for capital improvement projects, major repairs and replacements, and extraordinary maintenance obligations of the current and/or future enhanced landscape and streetscape features within the WHJPA Project Area, including the public right-of-way and adjacent park property. This shall include, but not be limited to, improvements such as landscaping, turf, trees, irrigation systems, street furniture, the historic canopy, outdoor civic artwork, decorative fencing, pedestrian lighting, historic Locomotive Engine 710 & Tender Car, signage, decorative pedestrian bridge elements, decorative parking garage and festival space elements, and decorative paving and plaza elements. Such projects, repairs, and extraordinary maintenance shall not include the Pinnacle Bank Arena, interior art in the Arena, parking garage structures, Amtrak Depot station, festival space, pedestrian bridge structure, or any other major public infrastructure projects such as streets and utilities. Any Special Criteria:

Funds for the establishment of this endowment are being provided by the WHJPA, as approved on December 22, 2016 by Resolution No. WH00_______, and through the approval of this Fund Statement, the Lincoln Parks Foundation (“LPF”) acknowledges its agreement to accept any endowment funds and administer and distribute the endowment funds in a manner consistent with the terms and conditions therein. LPF will establish a separate account as restricted funds solely for the purposes described in this Fund Statement for the WHJPA Endowment, and deposit all funds received according to the terms of the aforementioned Agreement in this account, together with any other funds donated or given to LPF in the past or future for these purposes. LPF will appropriately manage and invest the endowment funds to make them available for future costs. LPF will include this account in the annual audit provided to the Parks and Recreation Department (“LPRD”) for those endowments identified in the City-LPF Agreement and will provide copies of tax returns and other accounting or investment records when requested in writing. All endowment funds for this account may be utilized directly by LPF for those purposes if requested by WHJPA or may be transferred to WHJPA as requested on an as-needed basis with evidence of work being accomplished prior to distribution of funds. At no time shall the Foundation invade the principle of the Endowment Fund for payment of withdrawals, claims, fees, or other expenses. Any future revisions contemplated to this Fund Statement are to be first approved by the WHJPA. Spending Request Authority:

West Haymarket Joint Public Agency Board action

WH 16-21 Introduce: 12-22-16

RESOLUTION NO. ----


2 Agency:

3 That the attached Amended Operating Budget for September 1, 2016 to August 31 , 2017 is

4 hereby adopted as the West Haymarket Joint Public Agency Operating Budget for FY 2016/2017.

5 As amended, the Operating Budget includes an additional line item expenditure to Lincoln Parks

6 and Recreation Foundation of $2,000,000.00 for the Infrastructure Endowment.




Introduced by:


Chris Beutler

Tim Clare

Carl Eskridge

of 3

2016‐17 2016‐17

Adopted Amended

Expenditure Budget

Operating Expenditures

Personnel Costs ‐ Transfer to the City of LincolnAssistant City Controller 122,616$ 122,616$ Assistant City Attorney 154,363 154,363

Assistant Purchasing Agent 50,743 50,743

City Treasurer Staff‐Occupation Tax Collection 43,692 43,692

Accountant‐Occupation Tax Collection/Audit 47,303 47,303

Total Personnel Costs 418,717$ 418,717$

Materials and Supplies 2,750$ 2,750$

Services

Miscellenous Contractual Services 147,196$ 147,196$

Premium Seat Husker Tickets 315,100 315,100

Arena pre‐opening loan repayment 202,660 202,660

Arena sponsorships 1,061,208 1,061,208

Maintenance and Capital Improvement Program 925,000 925,000

Lincoln Parks and Recreation Foundation Endowment ‐ 2,000,000

Arena Operational Increment 600,000 600,000

Parking Management Services 1,518,831 1,518,831

Insurance 225,395 225,395

District Energy thermal services 2,200,000 2,200,000

JPA Share of downtown maintenance 29,000 29,000

Amtrak Station maintenance and utilities 24,800 24,800

Other services 12,888 12,888

Credit Card Fees on premium seat payments 7,500 7,500

Total Services 7,269,578$ 9,269,578$

Total Operating Expenditures 7,691,045$ 9,691,045$

Other Expenditures

Debt Service

Principal 550,000$ 550,000$

Interest 16,229,146$ 16,229,146$

Trustee Service Charges 2,620$ 2,620$

Total Debt Service 16,781,766$ 16,781,766$

Capital Outlay‐equipment ‐$ ‐$

Total Expenditure Budget 24,472,811$ 26,472,811$


Proposed Amended Operating Budget

September 1, 2016 to August 31, 2017

of 3West Haymarket Joint Public Agency



2016‐17 2016‐17

Adopted Amended

Sources of Funds

Occupation taxes 13,358,297$ 13,358,297$

WHJPA Surplus Fund ‐$ 2,000,000$

Federal subsidy of debt payments 3,631,158 3,631,158

DEC Customer thermal energy payments 1,300,000 1,300,000

Arena Premium Seat Revenues 2,501,073 2,501,073

Arena Sponsorships 1,061,208 1,061,208

Parking Revenues 2,001,690 2,001,690

UNL Rent 303,500 303,500

Amtrak Station Rent 38,885 38,885

Interest on cash balances 277,000 277,000

Total ‐ Sources of Funds 24,472,811$ 26,472,811$

See Arena/JPA Revenue Distribution Schedule

of 3West Haymarket Joint Public Agency



Arena/JPA Revenue Distribution Schedule

JPA Revenues(Operating and Program) Legal Authority

1 .

2 .

3 .

4 .

5 .

6 .

7 .

8 .

9 .

10 .

11 .

12 .

13 .

14 .

15 .

16 .

Arena Revenues

1 .

2 .

3 .

4 .

5 .

City Revenues

1 . Turnback Tax Facilities agreement to pay Turnback Tax bonds

Festival parking and events, attached

garage

Facilities agreement, City acting as an agent for the

JPA, City/SMG agreement

Operational Increment (Transferred

from JPA)


JPA, City/SMG agreement

Arena event revenue including food,

beverage, merchandise and other

City/SMG agreement

$200,000 annual repayment of

preopening loan from SMG

(Transferred from JPA)


JPA

IMG Guaranteed Rights Fee.

(Transferred from JPA)


JPA

Interest earnings Facilities agreement

Rental income Rental agreements

Turnback tax surplus Facilities agreement, Convention Center Facility

Financing Act

Property taxes from TIF TIF note holder is the JPA, JPA resolution

UNL Rent UNL Lease and Operating Agreement/Facilities

Agreement, Memorandum of Understanding

Private donations Donor designation, terms of gift

Land Sales JPA has fee title

IMG Sponsorship (Transfer

Guaranteed Rights Fee to Arena)

Contract between JPA and IMG

Naming rights JPA/Pinnacle Bank agreement

Occupation Taxes Facilities agreement, City ordinance

Energy payments from private

tenants

Energy Service agreements between JPA/Tenants

County lodging tax Grant contract b/t JPA and County

Loge Boxes Premium seating and Facilities agreement

Club Seats Premium seating and Facilities agreement

Parking (decks 1,2,3) Facilities agreement

Suites Premium seating and Facilities agreement

WH 16-22 Introduce: 12-22-16

RESOLUTION NO. ----


2 Agency:

3 That the attached amendment to the Proposed Program Budget - Phase 1 is hereby adopted

4 as the West Haymarket Joint Public Agency Ongoing Program Budget - Phase I.



~!ifo~ West Haymarket Joint Public Agency

Introduced by:


Chris Beutler, Chair

Tim Clare

Carl Eskridge

Approved Proposed Revised

Job Cost Report Proposed Phase 1 Budget

Description Budget 10/27/2016 Changes 12/19/2016

TOTAL PROGRAM SUMMARY

Infrastructure

70090 General Coordination $7,141,501.51 $120,000.00 $7,261,501.51

70092 Parking $29,304,291.35 ($0.01) $29,304,291.34

70093 Roads $25,394,077.40 $0.00 $25,394,077.40

70094 Pedestrian Ways $1,510,961.05 $0.00 $1,510,961.05

70095 Utilities $1,998,940.27 $0.00 $1,998,940.27

70096 Environmental $6,313,049.30 $165,979.32 $6,479,028.62

70097 Dirt Moving $9,549,708.60 ($165,979.31) $9,383,729.29

70098 TIF Improvements $0.00 $0.00 $0.00

70100 Other Costs (ITS / Civic Art / Breslow Ice Center) $4,640,949.49 $0.00 $4,640,949.49

Total Infrastructure $85,853,478.97 $120,000.00 $85,973,478.97

Arena

70091 Arena / Garage Construction $186,115,895.56 $0.00 $186,115,895.56

Total Arena / Arena Garage $186,115,895.56 $0.00 $186,115,895.56

Site Purchase / Bond Related Costs

70099 Site Purchase $62,231,256.61 $0.00 $62,231,256.61

70105 Bond Related Costs $4,656,682.85 $0.00 $4,656,682.85

Total Site Purchase Bond Related Costs $66,887,939.46 $0.00 $66,887,939.46

Total Project Costs $338,857,313.99 $120,000.00 $338,977,313.99

Contingency

Contingency $10,351,233.15 ($2,120,000.00) $8,231,233.15

Total Contingencies $10,351,233.15 ($2,120,000.00) $8,231,233.15

Total Project Budget with Contingencies $349,208,547.14 ($2,000,000.00) $347,208,547.14


Proposed Program Budget ‐ Phase I

December 19, 2016

WH 17-1 Introduce: 1-25-17

RESOLUTION NO. -----

WHEREAS the West Haymarket Joint Public Agency previously acquired property from

2 the Burlington Norther Santa Fe Railroad, and;

3 WHEREAS a portion of the property acquired from the railroad by the West Haymarket

4 Joint Public Agency was subdivided and became a portion of Lot 1, Block 8, West Haymarket

5 Addition, City of Lincoln, Nebraska, and;

6 WHEREAS the City of Lincoln, following an Invitation for Redevelopment Proposals, has

7 selected a developer to construct improvements to the north and west of the Lumberworks Parking

8 Garage including the portion of the block acquired by the West Haymarket Joint Public Agency

9 from the Burlington Northern Santa Fe Railroad, and;

10 WHEREAS the West Haymarket Joint Public Agency previously authorized the sale and

11 conveyance of the JP A's interest in the aforementioned property at its fair market value through

12 Resolution No. WH00410 approved November 2, 2012, and;

13 WHEREAS an independent appraisal of the fair market value of the West Haymarket Joint

14 Public Agency 's interest in Lot 1, Block 8, West Haymarket Addition, City of Lincoln, Nebraska

15 has been conducted, and the findings made have been presented to the JP A, and;

16 WHEREAS ultimately the developer chosen by the City to construct the improvements

17 upon Lot 1, Block 8, West Haymarket Addition, City of Lincoln, Nebraska, will acquire the JPA's

18 interest in the property.

19 NOW THEREFORE BE IT RESOLVED by the Board of Representatives of the West

20 Haymarket Joint Public Agency:

That the fair market value for the aforementioned property is determined to equal or exceed

2 $25 per square foot, and the Chair of the West Haymarket Joint Public Agency is hereby

3 authorized to execute, on behalf of the West Haymarket Joint Public Agency, the necessary

4 conveyance documents to complete the sale of the West Haymarket Joint Public Agency' s

5 remaining interest in Lot 1, Block 8, West Haymarket Addition, City of Lincoln, Nebraska so long

6 as the purchase price for said property equals or exceeds $25 per square foot .

Adopted this __ day of January, 2017.


~s~fo~ West Haymarket Joint Public Agency

Introduced by:


Chris Beutler

Tim Clare

Carl Eskridge