Item - 2015.EX10.7

The Executive Committee recommends that:

1.  City Council authorize the City to accept a donation of up to $25 million from the Judy and Wilmot Matthews Foundation (the "Donor") for the purpose of improving the public realm beneath the elevated Gardiner Expressway between approximately Strachan Avenue and Spadina Avenue.

2.  City Council authorize the Deputy City Manager, Cluster A, and Deputy City Manager, Cluster B, to negotiate and enter into a Memorandum of Understanding with the City of Toronto, Waterfront Toronto and the Donor, substantially based on the terms and conditions described in the report (November 19, 2015) from the Deputy City Manager, Cluster A, and the Deputy City Manager, Cluster B, set out in the Term Sheet attached as Appendix 1 to the report (November 19, 2015) from the Deputy City Manager, Cluster A, and the Deputy City Manager, Cluster B, and such further terms and conditions as may be acceptable to the Deputy City Managers, Clusters A and B and the City Solicitor, as well as any related agreements, notices or undertakings.

3.  City Council authorize the Deputy City Manager, Cluster A, and the Deputy City Manager, Cluster B, to negotiate and enter into a Delivery Agreement with Waterfront Toronto, substantially based on the terms and conditions described in the report (November 19, 2015) from the Deputy City Manager, Cluster A, and the Deputy City Manager, Cluster B, set out in the Term Sheet attached as Appendix 1 to the report (November 19, 2015) from the Deputy City Manager, Cluster A, and the Deputy City Manager, Cluster B, and such further terms and conditions as may be acceptable to the Deputy City Managers, Clusters A and B and the City Solicitor, as well as any related agreements, notices or undertakings.

4.  City Council direct the Deputy City Manager, Cluster A, and the Deputy City Manager, Cluster B, to report back to Executive Committee in the first quarter of 2016 on governance and funding options for programming, operations and maintenance of the "Project"; as required by the Term Sheet attached as Appendix 1 to the report (November 19, 2015) from the Deputy City Manager, Cluster A, and the Deputy City Manager, Cluster B.

This report seeks City Council authority to accept a donation of up to $25 million from the Judy and Wilmot Matthews Foundation (the "Donor") for the "Project: Under Gardiner," consisting of public realm improvements beneath the elevated F.G. Gardiner Expressway from approximately Strachan Avenue to Spadina Avenue. The donation would represent one of the most significant donations ever made to the City of Toronto. The Matthews family hopes their actions will inspire others to provide significant gifts to the City of Toronto.

The intent of Project: Under Gardiner is to transform 10 acres of vacant space beneath 55 bents of a western segment of the elevated Gardiner into unique open spaces, or "rooms," featuring public art, landscape improvements, destination space for festivals and markets, as well as a pedestrian and cycling trail. A robust public consultation program would be undertaken in association with the planning and design process.

The project would complement capital improvements planned for the Fort York National Historic Site. It would advance the Central Waterfront Secondary Plan goals of: Removing Barriers/Making Connections; Building a Network of Spectacular Waterfront Parks and Public Spaces; and Promoting a Clean and Green Environment. It would also promote other civic initiatives related to active transportation, and complement the conversion of some privately owned lands beneath the Gardiner to publicly accessible space by local developers.

The first phase of the project is proposed for Strachan Avenue to Grand Magazine Street west of Bathurst Street. Completion would be targeted for July 2017 in time for Canada's Sesquicentennial celebrations. Project implementation would be coordinated with the ongoing rehabilitation of the Gardiner Expressway. The scope and schedule for the subsequent phase(s) of the project between Bathurst Street and Spadina Avenue would also be developed.

City of Toronto divisions, working with Waterfront Toronto (WT), would collaborate with the Donor to realize the project in accordance with a Memorandum of Understanding (MOU), to be developed among the parties. The Term Sheet, attached to this report, would form the basis of the MOU, as well as a Delivery Agreement between the City and WT. A Steering Committee with representation from the City, WT and the Donor would be established to oversee the project and its funding, which would flow to WT in regular increments through a sole-purpose reserve fund at the City of Toronto. Ken Greenberg Consultants Incorporated and the landscape design firm Public Work would work with the Donor, WT and the City on project planning and design.

Should the donation be accepted, Waterfront Toronto and the City would study governance and funding options for ongoing post-completion programming, operations and maintenance. Consideration would be given to the role of City divisions, and to the creation of a wholly owned City Services Corporation, an independent non-profit corporation, a charitable foundation or other appropriate vehicle to program, operate and maintain the facility, securing private donations and sponsorships, including participation from local area developers and leaseholders. The Waterfront Secretariat and Toronto Office of Partnerships would report to Executive Committee in the first quarter of 2016 on potential governance and funding options for this important legacy project.