ࡱ> KMJ{` *bjbjFF 4>,,"4444444H0000$T$H      $ h"|D4JJJD44Y\\\J.44\J\\V@44Vx mеT0x  <o0To#o#Vo#4V<:\vrDDFJJJJHHH LHHHLHHH444444  COOPERATION AGREEMENT THIS COOPERATION AGREEMENT (the Agreement), made this ___ day of _____ 2006, by and between the CITY OF HAMPTON FEDERAL AREA DEVELOPMENT AUTHORITY, a political subdivision of the Commonwealth of Virginia ( FADA); and the CITY OF HAMPTON, VIRGINIA, a municipal corporation (the City). WITNESSETH: WHEREAS, by Coded Ordinance No. 1399 adopted May 11, 2005 (the Ordinance) the Council of the City of Hampton, Virginia (the Council) created FADA pursuant to the enabling authority set forth in Virginia Code 15.2-6300 et seq. (Authorities for Development of Former Federal Areas Act); WHEREAS, the Council created FADA in order to enable more efficient cooperation with the federal government in the event of a closure or realignment of any of the Citys federal installations pursuant to the federal Defense Base Closure and Realignment Act of 1990 (the BRAC Statute), and to increase the value of federal installations in the City of Hampton by promoting the development of federal employee housing, including military housing, office buildings and other infrastructure through increased coordination between the military, private industry, and academic and research institutions located in the City and the Hampton Roads area; WHEREAS, the Department of Defense has officially recognized FADA as the Local Redevelopment Authority for the development and implementation of a Redevelopment Plan for the federal installation known as Fort Monroe in Hampton, Virginia which has been placed on the list of installations to be closed pursuant to the BRAC Statute; WHEREAS, the City has received federal grant funds and may continue to receive state and/or federal grant funds to be administered by FADA to develop the Redevelopment Plan for Fort Monroe; and WHEREAS, the City desires to support FADAs efforts to develop and implement the Redevelopment Plan for Fort Monroe pursuant to the BRAC Statute. NOW, THEREFORE, in consideration of the public benefits to accrue to the City of Hampton and its citizens from the understanding and the carrying out of FADAs efforts with respect to the redevelopment of Fort Monroe pursuant the BRAC Statute and the mutual covenants hereinafter set forth, the City and FADA agree as follows: 1. Citys Administration of FADA Funds. The City agrees to hold and administer FADA funds and provide FADA with budget, finance, payroll, accounting, purchasing and procurement services. All expenditure transactions (to include, but not limited to, approval of payment documents, check signing, etc.) made by the City on behalf of FADA shall be authorized and directed by the Executive Director of FADA and the FADA Treasurer. The City agrees to provide FADA with (i) reports of all receipts and expenditures received or made on behalf of FADA, and (ii) an annual audit as part of the Citys annual audit in order to comply with any applicable state and federal regulations. FADA shall provide to the City, in form and substance and on a schedule acceptable to the City, reports on expenditures and progress with respect to undertaking and carrying out the responsibilities of FADA hereunder, and shall provide to the City copies of all plans, studies, contracts and agreements in its possession related to the preparation and implementation of the Redevelopment Plan for Fort Monroe (the Project). 2. City to Provide Funds to FADA. Subject to appropriation by City Council, the City agrees to take all actions reasonably necessary to loan or grant to FADA sufficient funds to perform and administer its obligations as they may arise under the BRAC Statute. Specifically, the City hereby pledges its moral obligation to deliver to FADA sufficient funds for FADA (i) to make timely payments of services rendered by the legal and planning consultants retained by FADA in the event state and/or federal grant funds are insufficient, and (ii) to meet financial obligations required for the Project, including but not limited to, environmental remediation, purchase of property, construction, replacement, repair and maintenance of infrastructure and preservation of historical resources. The City's pledge and all payments to be made pursuant thereto shall be subject to and are expressly conditioned upon funds being appropriated for such purpose by the City Council and shall not at any time constitute a legal obligation of the City with respect to the payment of money. Nothing in this Agreement is or shall be deemed to be a lending of the credit of the City to FADA or to any other person, and nothing in this Agreement is or shall be deemed to be a pledge of the faith and credit or the taxing power of the City. 3. Obligations of FADA. FADA shall faithfully perform or cause to be performed its obligations under the Ordinance and the BRAC Statute, and keep the City periodically informed as to progress of the Project. 4. Provision of Personnel and Material. FADA and the City collectively and cooperatively shall provide or cause to be provided all personnel, consulting services, equipment and materials reasonably necessary to fulfill their obligations and exercise their rights under the Ordinance and the BRAC Statute, any state or federal grants, and any related agreements, including, but not limited to, providing engineering surveys, property line maps, structural and building inspections, architectural, engineering and landscape design, plans and construction drawing review, contract review and administration, inspections, and all planning, administration and accounting functions and related activities as may be necessary to carry out the Project, in a timely manner. 5. Limited Liability of FADA. It is the intent of the parties that this Agreement will not impose upon FADA any responsibility other than that required to undertake and complete the Project. Accordingly, FADA does not assume by these presence any responsibility or liability whatsoever except as specifically stated herein. Should any liability accrue to FADA by reason of this Agreement which is not specifically addressed in this Agreement, FADA will not be required to expend its funds derived from sources other than its allocable portion of any funds received from the City and any state and/or federal grants to discharge such liability. 6. Notices. Any notice, demand, or request, or change of address by either party hereto to the other shall be deemed to be given if and when deposited in the United States Mail and dispatched by certified mail, postage prepaid, return receipt requested, and (1) in the case of notice or communication to FADA is addressed as follows: Chair Hampton Federal Area Development Authority 22 Lincoln Street Hampton, Virginia 23669 And (2) in the case of a notice or communication to the City is addressed as follows: City Manager City of Hampton City Hall 22 Lincoln Street Hampton, Virginia 23669 7. Severability of Invalid Provisions. If any clause, provision or section of this Agreement is held to be illegal or invalid by any court, the invalidity of the clause, provision or section will not affect any of the remaining clauses, provisions or sections, and this Agreement will be construed and enforced as if the illegal or invalid clause, provision or section had not been contained in it. Notwithstanding the foregoing, if the Citys moral obligation to provide funding for FADA is held invalid by a court of competent jurisdiction, this Agreement will terminate and FADA may take whatever steps it deems necessary or appropriate to minimize its actual or perceived liability in connection with the preparation and implementation of the redevelopment plan for Fort Monroe. 8. Waiver. Any waiver by any party of its rights under this Agreement must be in writing and shall not be deemed a waiver with respect to any matte not specifically covered therein. 9. Miscellaneous. This Agreement embodies the whole agreement of the parties. There are no premises, terms, conditions, or obligations other than those contained herein, and this Agreement shall supersede all other previous communications, representations, or agreements, either verbal or written, between the parties hereto. This Agreement may be amended only by writing. 10. Governing Law. This Agreement shall be governed by the laws of the Commonwealth of Virginia. 11. Assignment. This Agreement may not be assigned by either party without the prior written consent of the other party hereto. IN WITNESS WHEREOF, the City and FADA have caused this Agreement to be duly executed. CITY OF HAMPTON, VIRGINIA By: ____________________________ City Manager CITY OF HAMPTON FEDERAL AREA DEVELOPMENT AUTHORITY By: ____________________________ Chair Approved as to legal sufficiency: _________________________ Deputy City Attorney  )3E{ < = H I J ) 0 e i j k  - u  -ADV-1>?hͼͼ͸͸hhhj~Jhsdth)[h,Ih1ENhd h?6hkhR@?h?h,Ih5h,Ih?5hhR@?h7}5hR@?h5 h?5 hR@?5?; < = I J l m CD56`gdC $`a$gd2gd`gd=$a$gd*ho{Seu  *DE[ryav56:W"9sHKjܾ}hkhkB*CJaJphhkh] NCJaJh2CJaJh,ICJaJhkh,>CJaJhkh,>>*CJaJhkh=CJaJh2 h2h2hchsdth,> h,>>* h=h=h=hh,Ih)[hj~J/j_`dw037ZBf2347Pz !!"""##"#D#1&2&5&;&&&&&d(g(h(k(x(((((O)˼Էóóóóԯǯï÷÷ǯdzdzhsdthR@?hR@?>*hR@?h} h2>* hkhkh2h,Ihk hk>*h=hkhkB*CJaJphh2B*CJaJphhkB*CJaJph@6`2323 """"@"R"j"k""""""gdR@?^gdR@? $`a$gd,Igd $`a$gdk$a$gdk $`a$gd2 $`a$gd,I"###0&1&&&c(d(((M)N)))))))))*****gd $`a$gd2gdR@?O)])a)t))))))**:*b*m*n** h}5hhR@?h}h}h}5h}hR@?5*:*;*<*=*b*n*o*****gd@ ^@ gd} 21h:pR@?/ =!"#$% @@@ NormalCJ_HaJmH sH tH DAD Default Paragraph FontRiR  Table Normal4 l4a (k(No ListDB@D k Body Textx7$8$H$CJaJH@H  Balloon TextCJOJQJ^JaJ">;<=IJlmCD5 6 `2323 @Rjk01c d M!N!!!!!!!!!""""":";"<"="b"n"o"""""@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0@0c d M!"{00I^{00{00@={00{00{00hjO)*6"***( T) * + l,ğ - $D . ?@ A ,ݶBp8:]Wb88^8`OJPJQJ^J. ^`hH.  L ^ `LhH.   ^ `hH. xx^x`hH. HLH^H`LhH. ^`hH. ^`hH. L^`LhH.88^8`o(. ^`hH.  L ^ `LhH.   ^ `hH. xx^x`hH. HLH^H`LhH. ^`hH. ^`hH. L^`LhH.0^`0o(.05Up8:]P        ؾ>'        ?=R@?9G,Ij~J] N1ENvY)[Z9bsdt/v7}c}|2,>Vtdk>CKj312"@d) "P@UnknownGz Times New Roman5Symbol3& z Arial5& zaTahoma"1h/?/? r4d""2QHP ?2SERVICES AGREEMENTAuthorized Userbdeprofi   Oh+'0  , L X d p|SERVICES AGREEMENTAuthorized User Normal.dot bdeprofi2Microsoft Office Word@ @n T@.{T@.{T/՜.+,0 hp  City of Hampton?"G SERVICES AGREEMENT Title !"#$%&')*+,-./0123456789;<=>?@ACDEFGHILRoot Entry FҵTNData  1Table(#WordDocument4>SummaryInformation(:DocumentSummaryInformation8BCompObjq  FMicrosoft Office Word Document MSWordDocWord.Document.89q