Item - 2016.EX20.13

Tracking Status

  • City Council adopted this item on December 13, 2016 without amendments and without debate.
  • This item was considered by the Executive Committee on December 1, 2016 and adopted without amendment. It will be considered by City Council on December 13, 2016.

EX20.13 - George Brown College Waterfront Campus Expansion

Decision Type:
ACTION
Status:
Adopted on Consent
Ward:
28 - Toronto Centre-Rosedale

City Council Decision

City Council on December 13, 14 and 15, 2016, adopted the following:

 

1.  City Council authorize the City as Vendor to enter into an Agreement of Purchase and Sale  with The George Brown College of Applied Arts and Technology as Purchaser for the City-owned lands being "Dockside" Block 3, Plan 66M- 2476, indicated as Block 3 on Map 1 (the "Property"), together with the restrictive covenant and ancillary agreements contemplated under the Agreement of Purchase and Sale (collectively the "Sale Transaction Agreements"), substantially on the terms and conditions set out in Attachment 1 to the report (November 23, 2016) from the Deputy City Manager, Cluster B, together with such other terms and conditions as may be deemed appropriate by the Deputy City Manager, Cluster B in consultation with the Chief Corporate Officer and in a form satisfactory to the City Solicitor, subject to Part 3 below.

 

2.  City Council authorize the City to enter into an agreement with Waterfront Toronto substantially on the terms and conditions set out in Attachment 2 to the report (November 23, 2016) from the Deputy City Manager, Cluster B (the "Undertaking Agreement"), together with such other terms and conditions as may be deemed appropriate by the Deputy City Manager, Cluster B in consultation with the Chief Corporate Officer and in a form satisfactory to the City Solicitor.

 

3.  City Council direct that prior to the City entering into the Sale Transaction Agreements, the following matters be completed or provided for to the satisfaction of the Deputy City Manager, Cluster B in consultation with the City Solicitor and other City officials as appropriate:

 

a.  Toronto Waterfront Revitalization Corporation and George Brown College of Applied Arts and Technology having entered into the Development Agreement in respect of the Property;

         

b.  Waterfront Toronto shall have entered into the Undertaking Agreement with the City; and

 

c.  Receipt by the City of a legal opinion in respect of corporate status and powers, authority of George Brown College of Applied Arts and Technology to enter into and perform the Sale Transaction Agreements and the Development Agreement, together with the execution, delivery, validity and enforceability of such agreements against George Brown College of Applied Arts and Technology, in form and content satisfactory to the City Solicitor.

 

4.  City Council authorize directing George Brown College of Applied Arts and Technology to pay to Waterfront Toronto the deposit, balance of the purchase price and all other amounts payable to the City under the Agreement of Purchase and Sale.

 

5.  City Council direct that any amounts that are to be repaid by George Brown College of Applied Arts and Technology for failing to maintain the child care centre in accordance with the Development Agreement in Attachment 3 to the report (November 23, 2016) from the Deputy City Manager, Cluster B, shall be paid to the City and deposited into a child care capital reserve fund account for use in the Designated Waterfront Area.

 

6.  City Council direct the Director, Waterfront Secretariat to recognize the purchase price under the Agreement of Purchase and Sale as part of the City's overall contribution to waterfront renewal, and be reported by Waterfront Toronto in its quarterly funding reports submitted to the three orders of government as part of the Waterfront Renewal Accounting Protocol.

        

7.  City Council authorize the Deputy City Manager, Cluster B in consultation with the Chief Corporate Officer, to negotiate the Sale Transaction Agreements and Undertaking Agreement, including any amendments in relation to such agreements not materially inconsistent with the major terms and conditions described in Attachments 1 and 2 to the report (November 23, 2016) from Deputy City Manager, Cluster B, as approved by Council, and in a form satisfactory to the City Solicitor. 

 

8.  City Council authorize the Chief Corporate Officer, or successor/designate, in consultation with the Waterfront Secretariat Director, to provide any consents, approvals, waivers, and notices under the Sale Transaction Agreements and Undertaking Agreement, in a form acceptable to the City Solicitor, provided that the Chief Corporate Officer may, at any time, refer consideration of such matters (including their content) to City Council for its determination and direction, and provided that:

 

a.  the Chief Corporate Officer may consent to a transfer or charge of the Property under the s.118 Land Titles Act Restriction, as described in Attachment 1 to the report (November 23, 2016) from the Deputy City Manager, Cluster B, if the transfer is to another academic institution acceptable to the Chief Corporate Officer or the charge is a bona fide charge to a chartered bank, trust company or recognized institutional lender, and in all cases, the transferee or chargee (during its period of possession of the Property), agrees to comply with the Development Agreement, the s.119 Land Titles Act Restrictive Covenant (as described in Attachment 1 to the report (November 23, 2016) from the Deputy City Manager, Cluster B), consents to the continuation of the said s.118 Restriction on title to the Property for the term of the s.119 Restrictive Covenant, and complies with such other terms and conditions as the Chief Corporate Officer may deem appropriate;

 

 b. the Chief Corporate Officer shall not consent to the release or discharge of the s.118 Restriction or s.119 Restrictive Covenant prior to the expiry of the term of the Restrictive Covenant; and

 

 c. the Chief Corporate Officer may consent to amendments or modifications of the s.118 Restriction and the s.119 Restrictive Covenant that have been approved by the Deputy City Manager, Cluster B in accordance with Part 7 above.

 

9.  City Council direct that, subject to Part 10 below, and with the written consent of Waterfront Toronto, the City consent to George Brown College of Applied Arts and Technology acting as the City's agent as owner of Property to sign any planning or development applications and agreements in furtherance of the development and construction of the Property provided the Agreement of Purchase and Sale has been executed and all requirements and obligations of George Brown College of Applied Arts and Technology therein are in good standing; or alternatively, that the City itself execute such documentation solely in its capacity as owner of the lands, on terms satisfactory to the Deputy City Manager, Cluster B, and in a form satisfactory to the City Solicitor.

 

10.  City Council direct that all actions described in the report (November 23, 2016) from the Deputy City Manager, Cluster B shall be taken by or on behalf of the City in its capacity as land owner and not in its capacity as a planning authority under the Planning Act, the City of Toronto Act, 2006, or otherwise and such actions are not intended to and do not fetter the City's planning and municipal rights and responsibilities.

 

11.  City Council consent to Waterfront Toronto acting as the City's agent as owner of the Property to sign any planning and development, infrastructure, servicing or any other applications and agreements including agreements with Toronto Hydro, Enbridge Gas or any third-party utility provider, required for the development of the Property, except for any environmental applications or agreements, or alternatively that the City itself execute such documentation solely in its capacity as land owner, provided Waterfront Toronto agrees to assume all obligations including costs and liabilities under such documentation and subject to such other terms satisfactory to the Deputy City Manager, Cluster B, and in a form satisfactory to the City Solicitor.

 

12.  City Council authorize severally the Chief Corporate Officer and the Deputy City Manager, Cluster B to execute and deliver the Sale Transaction Agreements and Undertaking Agreement and all such documentation described in Parts 9 and 11 above, on behalf of the City.

 

13.  City Council authorize the public release of the confidential information in Confidential Attachment 4 to the report (November 23, 2016) from the Deputy City Manager, Cluster B, upon the completion of the development of the publicly owned lands in East Bayfront as determined by the Deputy City Manager, Cluster B.

 

14.  City Council direct that the confidential information contained in Confidential Attachment 5 to the report (November 23, 2016) from the Deputy City Manager, Cluster B remain confidential in its entirety as it relates to the security of property belonging to the City.

 

15. City Council authorize the City Solicitor to complete any of the transactions contemplated under the Sale Transaction Agreements on behalf of the City, except to the extent such obligations have been directed by the Chief Corporate Officer to Waterfront Toronto to undertake, including amending closing dates and other dates, and amending and waiving terms and conditions, on such terms that the City Solicitor deems advisable.

 

16.  City Council authorize and direct the appropriate City officials to take the necessary action to give effect to City Council's decision.

 

Confidential Attachment 4 to report (November 23, 2016) from the Deputy City Manager, Cluster B remains confidential in its entirety at this time in accordance with provisions of the City of Toronto Act, 2006, as it pertains to the security of the property of the municipality or local board. Confidential Attachment 4 to the report (November 23, 2016) from the Deputy City Manager, Cluster B will be made public upon the completion of the development of the publicly owned lands in East Bayfront is determined by the Deputy City Manager, Cluster B.

 

Confidential Attachment 5 to the report (November 23, 2016) from the Deputy City Manager, Cluster B remains confidential in its entirety in accordance with provisions of the City of Toronto Act, 2006, as it pertains to security of the property of the municipality or local board.

Confidential Attachment - The security of the property of the municipality or local board

Background Information (Committee)

(November 17, 2016) Report from the Deputy City Manager, Cluster B on George Brown College Waterfront Campus Expansion
https://www.toronto.ca/legdocs/mmis/2016/ex/bgrd/backgroundfile-98461.pdf
Map 1 - East Bayfront Land Ownership
https://www.toronto.ca/legdocs/mmis/2016/ex/bgrd/backgroundfile-98710.pdf
Attachment 1 - Major Terms: Agreement of Purchase and Sale, George Brown College
https://www.toronto.ca/legdocs/mmis/2016/ex/bgrd/backgroundfile-98711.pdf
Attachment 2 - Major Terms: Undertaking Agreement, George Brown College
https://www.toronto.ca/legdocs/mmis/2016/ex/bgrd/backgroundfile-98712.pdf
Attachment 3 - Major Terms: Development Agreement, George Brown College
https://www.toronto.ca/legdocs/mmis/2016/ex/bgrd/backgroundfile-98713.pdf
Confidential Attachment 4
Confidential Attachment 5

EX20.13 - George Brown College Waterfront Campus Expansion

Decision Type:
ACTION
Status:
Adopted
Ward:
28 - Toronto Centre-Rosedale

Confidential Attachment - The security of the property of the municipality or local board

Committee Recommendations

The Executive Committee recommends that:

 

1.  City Council grant authority for the City as Vendor to enter into an Agreement of Purchase and Sale (APS) with The George Brown College of Applied Arts and Technology (GBC) as Purchaser for the City-owned lands being "Dockside" Block 3, Plan 66M- 2476, indicated as Block 3 on Map 1 (the "Property"), together with the restrictive covenant and ancillary agreements contemplated under the Agreement of Purchase and Sale (collectively the "Sale Transaction Agreements"), substantially on the terms and conditions set out in Attachment 1 to the report (November 23, 2016) from the Deputy City Manager, Cluster B, together with such other terms and conditions as may be deemed appropriate by the Deputy City Manager, Cluster B in consultation with the Chief Corporate Officer and in a form satisfactory to the City Solicitor, subject to Recommendation 3 below.

 

2.  City Council grant authority for the City to enter into an agreement with Waterfront Toronto substantially on the terms and conditions set out in Attachment 2 to the report (November 23, 2016) from the Deputy City Manager, Cluster B (the "Undertaking Agreement"), together with such other terms and conditions as may be deemed appropriate by the Deputy City Manager, Cluster B in consultation with the Chief Corporate Officer and in a form satisfactory to the City Solicitor.

 

3.  City Council direct that prior to the City entering into the Sale Transaction Agreements, the following matters be completed or provided for to the satisfaction of the Deputy City Manager, Cluster B in consultation with the City Solicitor and other City officials as appropriate:

 

a.  Toronto Waterfront Revitalization Corporation and George Brown College of Applied Arts and Technology having entered into the Development Agreement in respect of the Property;

         

b.  Waterfront Toronto shall have entered into the Undertaking Agreement with the City; and

 

c.  Receipt by the City of a legal opinion in respect of corporate status and powers, authority of George Brown College of Applied Arts and Technology to enter into and perform the Sale Transaction Agreements and the Development Agreement, together with the execution, delivery, validity and enforceability of such agreements against George Brown College of Applied Arts and Technology, in form and content satisfactory to the City Solicitor.

 

4.  City Council grant authority to direct George Brown College of Applied Arts and Technology to pay to Waterfront Toronto the deposit, balance of the purchase price and all other amounts payable to the City under the Agreement of Purchase and Sale.

 

5.  City Council direct that any amounts that are to be repaid by George Brown College of Applied Arts and Technology for failing to maintain the child care centre in accordance with the Development Agreement in Attachment 3 to the report (November 23, 2016) from the Deputy City Manager, Cluster B, shall be paid to the City and deposited into a child care capital reserve fund account for use in the Designated Waterfront Area.

 

6.  City Council direct the Director, Waterfront Secretariat to recognize the purchase price under the Agreement of Purchase and Sale as part of the City's overall contribution to waterfront renewal, and be reported by Waterfront Toronto in its quarterly funding reports submitted to the three orders of government as part of the Waterfront Renewal Accounting Protocol.

        

7.  City Council authorize the Deputy City Manager, Cluster B in consultation with the Chief Corporate Officer, to negotiate the Sale Transaction Agreements and Undertaking Agreement, including any amendments in relation to such agreements not materially inconsistent with the major terms and conditions described in Attachments 1 and 2 to the report (November 23, 2016) from Deputy City Manager, Cluster B, as approved by Council, and in a form satisfactory to the City Solicitor. 

 

8.  City Council grant authority for the Chief Corporate Officer, her successor/designate, in consultation with the Waterfront Secretariat Director, to provide any consents, approvals, waivers, and notices under the Sale Transaction Agreements and Undertaking Agreement, in a form acceptable to the City Solicitor, provided that the Chief Corporate Officer may, at any time, refer consideration of such matters (including their content) to City Council for its determination and direction, and provided that:

 

a.  the Chief Corporate Officer may consent to a transfer or charge of the Property under the s.118 Land Titles Act Restriction, as described in Attachment 1 to the report (November 23, 2016) from the Deputy City Manager, Cluster B, if the transfer is to another academic institution acceptable to the CCO or the charge is a bona fide charge to a chartered bank, trust company or recognized institutional lender, and in all cases, the transferee or chargee (during its period of possession of the Property), agrees to comply with the Development Agreement (DA), the s.119 Land Titles Act Restrictive Covenant (as described in Attachment 1 to the report (November 23, 2016) from the Deputy City Manager, Cluster B), consents to the continuation of the said s.118 Restriction on title to the Property for the term of the s.119 Restrictive Covenant, and complies with such other terms and conditions as the Chief Corporate Officer may deem appropriate;

 

 b. the Chief Corporate Officer shall not consent to the release or discharge of the s.118 Restriction or s.119 Restrictive Covenant prior to the expiry of the term of the Restrictive Covenant; and

 

 c. the Chief Corporate Officer may consent to amendments or modifications of the s.118 Restriction and the s.119 Restrictive Covenant that have been approved by the Deputy City Manager, Cluster B in accordance with Recommendation 7 above.

 

9.  City Council direct that subject to Recommendation 10 below, and with the written consent of Waterfront Toronto, the City consent to George Brown College of Applied Arts and Technology acting as the City's agent as owner of Property to sign any planning or development applications and agreements in furtherance of the development and construction of the Property provided the Agreement of Purchase and Sale has been executed and all requirements and obligations of George Brown College of Applied Arts and Technology therein are in good standing; or alternatively, that the City itself execute such documentation solely in its capacity as owner of the lands, on terms satisfactory to the Deputy City Manager, Cluster B, and in a form satisfactory to the City Solicitor.

 

10.  City Council direct that all actions described in the report (November 23, 2016) from the Deputy City Manager, Cluster B shall be taken by or on behalf of the City in its capacity as land owner and not in its capacity as a planning authority under the Planning Act, the City of Toronto Act, 2006, or otherwise and such actions are not intended to and do not fetter the City's planning and municipal rights and responsibilities.

 

11.  City Council direct that the City consent to Waterfront Toronto acting as the City's agent as owner of the Property to sign any planning and development, infrastructure, servicing or any other applications and agreements including agreements with Toronto Hydro, Enbridge Gas or any third-party utility provider, required for the development of the Property, except for any environmental applications or agreements, or alternatively that the City itself execute such documentation solely in its capacity as land owner, provided Waterfront Toronto agrees to assume all obligations including costs and liabilities under such documentation and subject to such other terms satisfactory to the Deputy City Manager, Cluster B, and in a form satisfactory to the City Solicitor.

 

12.  City Council authorize severally the Chief Corporate Officer and the Deputy City Manager, Cluster B to execute and deliver the Sale Transaction Agreements and Undertaking Agreement and all such documentation described in Recommendations 9 and 11 above, on behalf of the City.

 

13.  City Council authorize the public release of the confidential information in Confidential Attachment 4 to the report (November 23, 2016) from the Deputy City Manager, Cluster B, upon the completion of the development of the publicly owned lands in East Bayfront as determined by the Deputy City Manager, Cluster B.

 

14.  City Council direct that the confidential information contained in Confidential Attachment 5 to the report (November 23, 2016) from the Deputy City Manager, Cluster B remain confidential in its entirety as it relates to the security of property belonging to the City.

 

15. City Council authorize the City Solicitor to complete any of the transactions contemplated under the Sale Transaction Agreements on behalf of the City, except to the extent such obligations have been directed by the Chief Corporate Officer to Waterfront Toronto to undertake, including amending closing dates and other dates, and amending and waiving terms and conditions, on such terms that the City Solicitor deems advisable.

 

16.  City Council authorize and direct the appropriate City officials to take the necessary action to give effect thereto.

Origin

(November 23, 2016) Report from the Deputy City Manager, Cluster B

Summary

This report concerns the sale of a 0.57 acre City-owned property in the East Bayfront to George Brown College (GBC) for the development of an academic building focused on technology and innovation.  The property, identified as Block 3 in "Dockside" on Map 1, is located on the south side of Queens Quay, between Lower Jarvis Street and Lower Sherbourne Street, immediately north of an existing George Brown College academic building. The development will also include a non-profit child care centre, partially funded through Waterfront Toronto (WT), and owned and operated by George Brown College.  George Brown College has committed to starting the planning process for the new building immediately following the sale of the property, with the goal of being under construction in the next two to four years. 

 

Staff have reported on this property twice: in 2009, to grant George Brown College a five-year ground lease Option on the site; and, in November 2015, to obtain Council approval to consider a fee simple conveyance offer in addition to a ground lease offer.  George Brown College has communicated its clear preference for a fee simple conveyance.  Waterfront Toronto, the City's revitalization lead in the East Bayfront, has completed a comprehensive evaluation of George Brown College's two offers and is recommending the City accept the fee simple conveyance offer. 

 

In this report, staff provide the results of their review of Waterfront Toronto's recommendation, and seek authorization to enter into an Agreement of Purchase and Sale (APS) with the City as vendor and George Brown College as purchaser, subject to the major terms summarized in Attachment 1.  As part of the sale, various use and ownership controls are proposed to ensure the property remains used for institutional/academic purposes with a focus on technology and innovation, and owned by George Brown College.  

 

Staff also seek authority to enter into a companion agreement, an Undertaking Agreement (UA) between Waterfront Toronto and the City.  The Undertaking Agreement addresses Waterfront Toronto's direct obligations to the City, including oversight of the George Brown College development and parameters for the delivery of the child care centre, among other matters.  The proposed major terms of the Undertaking Agreement are summarized in Attachment 2.

 

In addition to the Agreement of Purchase and Sale and Undertaking Agreement, the transaction includes a Development Agreement (DA) between Waterfront Toronto and George Brown College.  The major terms of the Development Agreement are summarized in Attachment 3.  Although the City is not a party to this agreement, many of the City's waterfront revitalization objectives are secured through this agreement.

 

In accordance with the governance structure for Waterfront Toronto, first approved by Council in 2004, the proceeds of the sale will flow to Waterfront Toronto for reinvestment in waterfront revitalization.  This is explained in greater detail in the last section of the report, and is consistent with previous Council decisions on land transactions in the East Bayfront, including the existing George Brown College site (Blocks 4 and 5, Dockside - 2009), the Parkside/Great Gulf site (2009) and the Bayside/Hines site (2010).

 

In summary, staff are supporting Waterfront Toronto's recommendation that Block 3 be sold to George Brown College. As a public institution, George Brown College serves the public interest and satisfies the City's objective of retaining public ownership of non-residential waterfront sites. The existing George Brown College health sciences building has greatly contributed to the early success of the East Bayfront, and there is every expectation that an expanded George Brown College campus will further reinforce revitalization objectives for this precinct.  In particular, the proposed emphasis on technology and innovation aligns very well with Waterfront Toronto's efforts to create an innovation-focused employment corridor in the eastern waterfront.  Accordingly, staff are recommending the sale of the Dockside Block 3 site to George Brown College.

Background Information

(November 17, 2016) Report from the Deputy City Manager, Cluster B on George Brown College Waterfront Campus Expansion
https://www.toronto.ca/legdocs/mmis/2016/ex/bgrd/backgroundfile-98461.pdf
Map 1 - East Bayfront Land Ownership
https://www.toronto.ca/legdocs/mmis/2016/ex/bgrd/backgroundfile-98710.pdf
Attachment 1 - Major Terms: Agreement of Purchase and Sale, George Brown College
https://www.toronto.ca/legdocs/mmis/2016/ex/bgrd/backgroundfile-98711.pdf
Attachment 2 - Major Terms: Undertaking Agreement, George Brown College
https://www.toronto.ca/legdocs/mmis/2016/ex/bgrd/backgroundfile-98712.pdf
Attachment 3 - Major Terms: Development Agreement, George Brown College
https://www.toronto.ca/legdocs/mmis/2016/ex/bgrd/backgroundfile-98713.pdf
Confidential Attachment 4
Confidential Attachment 5

Speakers

Meg Davis, Chief Development Officer, Waterfront Toronto
Anne Sado, President, George Brown College
Mark Nesbitt, Vice-President, Corporate Services, George Brown College

Motions

1 - Motion to Adopt Item moved by Deputy Mayor Denzil Minnan-Wong (Carried)
Source: Toronto City Clerk at www.toronto.ca/council