61-02 Ordinance AMENDED RECORD OF ORDINANCES
Dayton Legal Blank, Inc. Form No. 30043
Ordinance No. 61-02 ~Amendedl Passed . 2~
AN ORDINANCE AUTHORIZING THE PROVISION OF
TRANSPORTATION SERVICES FOR PURPOSES OF
CONTINUING THE EXPANSION BY A COMPANY OF ITS
OPERATIONS WITHIN THE CITY AND AUTHORIZING THE
EXECUTION OF A RELATED SHUTTLE SERVICE
AGREEMENT, APPROPRIATING FUNDS THEREFOR, AND
DECLARING AN EMERGENCY.
WHEREAS, consistent with its Economic Development Strategy approved by Resolution
No. 07-94 adopted on June 20, 1994 and pursuant to Ordinance No. 83-00 passed June 19,
2000, the City entered into that certain Economic Development Agreement dated June 20,
2000 (the "Economic Development Agreement") between the City and Nationwide Mutual
Insurance Company ("NMIC" and, together with its affiliates and subsidiaries
"Nationwide") to induce Nationwide to expand its operations within the City and thereby
create jobs and employment opportunities and to improve the economic welfare of the
people of the State of Ohio and the City, all as authorized in Article VIII, Section 13 of the
Ohio Constitution; and
WHEREAS, subsequent to the execution of the Economic Development Agreement,
Nationwide has proceeded to expand its operations and create jobs and employment
opportunities within the City; and
WHEREAS, the City agreed in the Economic Development Agreement to provide certain
additional incentives, including among others, the provision of a public transportation
shuttle service (the "Shuttle Service") for Nationwide and its employees between the
Nationwide Facilities (as defined in the Economic Development Agreement) and various
points of interest within the City, including but not limited to the City's Community
Recreation Center, the Tuttle Crossing Shopping Mall and the Historic Dublin District; and
WHEREAS, the City does not presently own or operate such a public transportation
shuttle service; and
WHEREAS, NMIC has an existing contract with Royal Livery Service, Ltd. ("Royal") to
provide a shuttle service for Nationwide employees and has offered to expand that shuttle
service to include the Shuttle Service contemplated in the Economic Development
Agreement provided that the City will reimburse NMIC for that Shuttle Service; and
WHEREAS, this Council has determined to provide for the execution and delivery of a
Shuttle Service Agreement with NMIC (the "Shuttle Service Agreement") that provides for
the reimbursement of NMIC in respect of the Shuttle Service and for an evaluation, prior to
the expiration of the Shuttle Service Agreement, of the continued economic feasibility of
providing the Shuttle Service under the terms of the Shuttle Service Agreement; and
WHEREAS, it is necessary to amend the annual appropriations ordinance to provide
funding for the Shuttle Service;
NOW, THEREFORE, BE IT ORDAINED by the Council of the City of Dublin,
Franklin, Union and Delaware Counties, Ohio, that:
Section 1. The City hereby finds and determines that it is necessary and appropriate
and in the best interests of the City to provide for the Shuttle Service to facilitate
Nationwide's continued expansion of its operations and creation of jobs and employment
opportunities and to improve the economic welfare of the people of the State of Ohio and
the City as authorized in Article VIII, Section 13 of the Ohio Constitution.
RECORD OF ORDINANCES
Da on Le al Blank Co. Form No. 30043
Ordinance No........6~-02_ amended Passed .....................................................Pa~e.,l
Section 2. The Shuttle Service Agreement by and between the City and NMIC, in the
form presently on file with the Clerk of Council, providing for, among other things, the
reimbursement of NMIC in respect of the Shuttle Service, is hereby approved and
authorized with changes therein not inconsistent with this Ordinance and not substantially
adverse to this City and which shall be approved by the Interim City Manager. The
Interim City Manager, for and in the name of this City, is hereby authorized to execute
that Shuttle Service Agreement, provided further that the approval of changes thereto by
that official, and their character as not being substantially adverse to the City, shall be
evidenced conclusively by her execution thereof.
Section 3. There be appropriated from the unappropriated balance in the General
Fund the amount of $11,050 to account 101-0120-710-2822 for the purpose of providing
the Shuttle Service in accordance with the attached Shuttle Service Agreement.
Section 4. This Council further hereby authorizes and directs the City Manager
(Interim or otherwise), the Clerk of Council, the Director of Law, the Director of Finance,
or other appropriate officers of the City to prepare and sign all agreements and instruments
and to take any other actions as maybe appropriate to implement this Ordinance.
Section 5. This Council finds and determines that all formal actions of this Council
concerning and relating to the passage of this Ordinance were taken in an open meeting of
this Council and that all deliberations of this Council that resulted in those formal actions
were in meetings open to the public incompliance with the law.
Section 6. This Ordinance is declared to be an emergency measure necessary for the
immediate preservation of the public peace, health, safety or welfare of this City and for the
further reason that this Ordinance is required to be immediately effective to allow the City
to timely comply with its commitment under the Economic Development Agreement to
provide the Shuttle Service; thereby providing for the creation of jobs and employment
opportunities and improving the economic welfare of the people of the City; wherefore,
this Ordinance shall be in full force and effect immediately upon its passage.
Signed: '
Mayor -Presiding Officer
Attest:
Clerk of Council
Passed: , 2002
Effective: a ~ ~ 2002 I hereby certify that copies of this
Ordinance/Resolution were posted in the
City of Dublin in accordance with Section
731.25 of the Ohio Revised Code.
rk of Council, Dublin, Ohio
EXHIBIT C
PUBLIC IMPROVEMENTS
The Public Improvements include the construction o£
• Perimeter Loop Road westerly from its existing western terminus to its existing
southern terminus,
• improvements to the existing Avery Road -Perimeter Loop Drive intersection, and
• improvements to the existing Avery Road -Perimeter Drive intersection,
by constructing and installing curbs and gutters, public utilities which include water
mains, sanitary sewer, and storm sewer, street lighting, sidewalks, bikeways, and landscaping,
traffic signalization, and including design and other related costs, any right-of--way acquisition,
erosion and sediment control measures, grading and other related work, survey work, soil
engineering and construction staking, and in each case, all other costs and improvements
necessary and appurtenant thereto.
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Office of the City Manager
5200 Emerald Parkway -Dublin, Ohio 43017-1006
CITY OF DUBLIN Phone: 614-410-4400 -Fax: 614-410-4490 M e m o
To: Dublin City Council
From: Marsha I. Grigsby, Interim City Manager
Date: April 18, 2002
Re: Ordinance No. 61-02
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Initiated by: Michael H. Stevens, Director of Economic Development W`
Ordinance No. 61-02, which was tabled at the April 8, 2002 City Council meeting, has been
amended to reflect the cost of a mid-day shuttle service.
After the last City Council meeting, COTA agreed to provide an additional stop along its #58
Express Route to serve the 5100 Rings Road building in the morning and afternoon within the next
two weeks. The City and Nationwide have agreed to run a shuttle service from 11:00 a.m. to 2:00
p.m. on a three-month trial basis. The mid-day shuttle is more in line with the original intent of the
2000 Economic Development Agreement with Nationwide. The shuttle service would be provided
to businesses in the Tuttle Area, with a proposed route including stops at Historic Dublin, The
Dublin Community Recreation Center, Perimeter Center, and the Tuttle Mall.
The total cost for the three-month trial period is $11,050.
Staff believes that entering into the shuttle agreement with Nationwide is necessary to meet the
City's obligation set forth in the 2000 Economic Development Agreement. The proposed shuttle
service is the first step in improving the transit options for all of Dublin residents.
SHUTTLE SERVICE AGREEMENT
THIS S UTTLE SERVICE AGREEMENT (this "Agreement") is made and entered into this
day of 2002 by and between the CITY OF DUBLIN, OHIO (the "City"), a
municipal corporation ly organized and validly existing under the Constitution and the laws of
the State of Ohio (the "State") and its Charter, and NATIONWIDE MUTUAL INSURANCE COMPANY,
an Ohio mutual insurance company having its principal office in Columbus, Ohio ("NMIC" and,
together with its affiliates and subsidiaries "Nationwide"), under the circumstances summarized
in the following recitals.
RECITALS:
WHEREAS, consistent with its Economic Development Strategy approved by Resolution
No. 07-94 adopted on June 20, 1994 and pursuant to Ordinance No. 83-00 passed June 19, 2000
(the "Ordinance"), the City entered into that certain Economic Development Agreement dated
June 20, 2000 (the "Economic Development Agreement") between the City and NMIC to induce
Nationwide to expand its operations within the City and thereby create jobs and employment
opportunities and to improve the economic welfare of the people of the State of Ohio and the City,
all as authorized in Article VIII, Section 13 of the Ohio Constitution; and
WHEREAS, subsequent to the execution of the Economic Development Agreement,
Nationwide has proceeded to expand its operations and create jobs and employment opportunities
within the City; and
WHEREAS, the City agreed in the Economic Development Agreement to provide certain
additional incentives, including among others, the provision of a public transportation shuttle
service (the "Shuttle Service") for Nationwide and its employees between the Nationwide Facilities
(as defined in the Economic Development Agreement) and various points of interest within the
City, including but not limited to the City's Community Recreation Center, the Tuttle Crossing
Shopping Mall and the Historic Dublin District; and
WHEREAS, the City does not presently own or operate such a public transportation shuttle
service; and
WHEREAS, NMIC has an existing contract with Royal Livery Service, Ltd. ("Royal") to
provide a shuttle service for Nationwide employees and has offered to expand that shuttle service
to include the Shuttle Service contemplated in the Economic Development Agreement provided
that the City will reimburse NMIC for that Shuttle Service; and
WHEREAS, the City and NMIC have determined to enter into this Agreement for a limited
period to provide the Shuttle Service and to further evaluate to economic feasibility of providing
that Shuttle Service;
WHEREAS, the City will use its best efforts to assure the success of this Shuttle Service, with
best efforts, including but not limited to, the provision of notification to area businesses of the
availability of the Shuttle Service to their employees.
NOW THEREFORE, the City and NMIC covenant, agree and obligate themselves as follows:
Section 1. Expansion of Existing NMIC Contract. In consideration of the City's
agreement herein to reimburse NMIC for its payments to Royal in respect of the Shuttle Service,
NMIC agrees to expand its existing contract with Royal to expand the existing shuttle service
operated by Royal to include the Shuttle Service.
Section 2. Reimbursement of NMIC.
(a) City to Reimburse NMIC. In consideration of NMIC's agreement to expand its
existing contract with Royal to include the operation of the Shuttle Service and subject to subsection
2(d) hereof, the City agrees to reimburse NMIC for the Shuttle Service in the amounts described
herein.
(b) Payments to NMIC. Payments by the City under this Agreement shall be due and
payable to NMIC thirty (30) days following the City's receipt from NMIC o£ (i) an invoice from
Royal in respect of its operation of the Shuttle Service during the term of this Agreement or any
portion thereof and (ii) evidence from NMIC satisfactory to the City of NMIC's payment of the
amount set forth in that invoice. The payments provided for in this subsection 2(b) shall be made by
the City to NMIC in such manner as is mutually agreed to by the City and NMIC.
(c) Maximum Aggre~;ate Reimbursement. In no event shall the aggregate amount
payable by the City under this Agreement exceed an amount equal to the product of $170 times the
number of days during the term of this Agreement that the Nationwide Facilities are open for
business.
(d) City's Obligation to Make Payments Not Debt; Payments Limited to Nontax
Revenues. Notwithstanding anything in this Agreement to the contrary, the obligations of the
City pursuant to this Agreement shall not be a general obligation debt or bonded indebtedness, or
a pledge of the general credit or taxes levied by the City, and NMIC shall have no right to have
excises or taxes levied by the City, the State or any other political subdivision of the State for the
performance of any obligations of the City herein. Consistent with Section 13 of Article VIII,
Ohio Constitution, any payments required to be made by the City pursuant to this Section 2 shall
be payable solely from the City's nontax revenues.
Section 3. Term of Agrreement; Renewal. The term of this Agreement shall commence
on the date hereof and terminate on July 5, 2002. Prior to the termination of this Agreement, NMIC
and the City agree to evaluate the continued economic feasibility of this Agreement. For the
purposes of that evaluation, each of NMIC and the City acknowledge that an average cost per rider
of $2.25 or less during the term of this Agreement shall be deemed to be a criterion favoring
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renewal hereof. NMIC agrees to use its best efforts to obtain from Royal the information necessary
to make the cost per rider calculation referred to in the immediately preceding sentence. This
agreement shall not supersede the Economic Development Agreement.
Section 4. Indemnification. NMIC shall pay and will protect, indemnify and save the
City, each trustee, member, officer, employee, representative, agent and counsel of the City
harmless from and against any and all liabilities, losses, fines, penalties, damages, costs and
expenses (including reasonable attorneys' fees and the allocated costs and expenses of in-house
counsel), suits, causes of action, claims, demands and judgments of whatsoever kind and nature
in any manner directly or indirectly arising or resulting from, out of or in connection with any
injury to, or death of, any person or any damage to property resulting from the use or operation
of the Shuttle Service. The provisions of this Section 4 shall survive the termination of this
Agreement and the payment in full of all amounts payable by the City hereunder.
Section 5. Miscellaneous.
(a) Notices. Except as otherwise specifically set forth in this Agreement, all notices,
demands, requests, consents or approvals given, required or permitted to be given hereunder shall be
in writing and shall be deemed sufficiently given if actually received or ifhand-delivered or sent by
recognized, overnight delivery service or by certified mail, postage prepaid and return receipt
requested, addressed to the other party at the address set forth in this Agreement or any addendum
to or counterpart of this Agreement, or to such other address as the recipient shall have previously
notified the sender of in writing, and shall be deemed received upon actual receipt, unless sent by
certified mail, in which event such notice shall be deemed to have been received when the return
receipt is signed or refused. For purposes of this Agreement, notices shall be addressed to:
(i) the City at:
City of Dublin, Ohio
5800 Shier Rings Road
Dublin, Ohio 43016-7295
Attention: Economic Development Director
(ii) NMIC at:
Nationwide Mutual Insurance Company
One Nationwide Plaza
Columbus, Ohio 43215
Attention:
With a copy to:
Nationwide Mutual Insurance Company
One Nationwide Plaza, 34`h Floor
3
Columbus, Ohio 43215
Attention: Office of General Counsel
The parties, by notice given hereunder, may designate any further or different addresses to which
subsequent notices, certificates, requests or other communications shall be sent.
(b) Extent of Provisions; No Personal Liability. All rights, remedies, representations,
warranties, covenants, agreements and obligations of the City under this Agreement shall be
effective to the extent authorized and permitted by applicable law. No representation, warranty,
covenant, agreement, obligation or stipulation contained in this Agreement shall be deemed to
constitute a representation, warranty, covenant, agreement, obligation or stipulation of any present
or future trustee, member, officer, agent or employee of the City or NMIC in other than his or her
official capacity. No official executing or approving the City's or NMIC's participation in this
Agreement shall be liable personally under this Agreement or be subject to any personal liability or
accountability by reason of the issuance thereof.
(c) Successors. This Agreement shall be binding upon and inure to the benefit of NMIC
and its successors and assigns.
(d) Recitals. Each of the City and NMIC acknowledges and agrees that the facts and
circumstances as described in the Recitals hereto are an integral part of this Agreement and as such
are incorporated herein by reference.
(e) Amendments. This Agreement may only be amended by written instrument
executed by the City and NMIC.
(f) Executed Counterparts. This Agreement may be executed in several counterparts,
each of which shall be regarded as an original and all of which shall constitute but one and the same
agreement. It shall not be necessary in proving this Agreement to produce or account for more than
one of those counterparts.
~ (g) Severability. In case any section or provision of this Agreement, or any covenant,
agreement, obligation or action, or part thereof, made, assumed, entered into or taken, or any
application thereof, is held to be illegal or invalid for any reason:
(i} that illegality or invalidity shall not affect the remainder hereof or thereof, any
other section or provision hereof, or any other covenant, agreement, obligation or action, or
part thereof, made, assumed, entered into or taken, all of which shall be construed and
enforced as if the illegal or invalid portion were not contained herein or therein,
(ii) the illegality or invalidity of any application hereof or thereof shall not affect
any legal and valid application hereof or thereof, and
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(iii) each section, provision, covenant, agreement, obligation or action, or part
thereof, shall be deemed to be effective, operative, made, assumed, entered into or taken in
the manner and to the full extent permitted by law.
(h) Captions. The captions and headings in this Agreement are for convenience only
and in no way define, limit or describe the scope or intent of any provisions or sections of this
Agreement.
(i) Governing Law and Choice of Forum. This Agreement shall be governed by and
construed in accordance with the laws of the State of Ohio or applicable federal law. All claims,
counterclaims, disputes and other matters in question between the City, its agents and employees,
and NMIC, its employees and agents, arising out of or relating to this Agreement or its breach will
be decided in a court of competent jurisdiction within Franklin County, Ohio.
(j) Survival of Representations and Warranties. All representations and warranties of
NMIC and the City in this Agreement shall survive the execution and delivery of this Agreement.
(k) Authori .Both Nationwide and the City hereby represent each to the other that it
has due authority to enter into this Agreement, and that the person executing this Agreement for
such party is duly authorized to so sign and bind such party.
(This space intentionally left blank)
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IN WITNESS WHEREOF, the City and NMIC have caused this Agreement to be executed in
their respective names by their duly authorized representatives, all as of the date first written above.
CITY OF DUBLIN, OHIO
By:
Printed: Marsha I. Gri sg_by
Title: Interim City Manager
Approved as to Form: 0
gy. d
s,... csl.
Printed: Stephen J. Smith
Title: Director of Law
NATIONWIDE MUTUAL INSURANCE COMPANY
By:
Printed: ~ ~
Title: ~1-. '~~s
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FISCAL OFFICER'S CERTIFICATE
The undersigned, Director of Finance of the City under the foregoing Agreement, certifies
hereby that the moneys required to meet the obligations of the City during the year 2002 under the
foregoing Agreement have been appropriated lawfully for that purpose, and are in the Treasury of
the City or in the process of collection to the credit of an appropriate fund, free from any previous
encumbrances. This Certificate is given in compliance with Section 5705.41, Ohio Revised Code.
S ` ~:~1~
Datcd. , 2002
Director of Finance
City of Dublin, Ohio
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