Intergovernmental Memorandum of Understanding

Between the City of Franklin and the City of Oak Creek

Pertaining to Advertising and Public Relations Services

For the South 27th Street Corridor

This Memorandum of Understanding(“MOU”) entered into this __ day of _____, 2007 by and between the City of Franklin (“ Franklin”) and the City of Oak Creek ( “Oak Creek”).

WHEREAS, Franklin and Oak Creek, anticipating that the development and redevelopment of South 27th Street (U.S. Highway 241), along their common boundary from West College Avenue to West County Line Road, will create hundreds of millions of dollars of new tax base and tens of thousands of jobs; and

WHEREAS, to promote such anticipated economic development, Franklin and Oak Creek jointly commissioned Schreiber/Anderson Associates, in cooperation with Ruekert & Mielke, Inc. and BEST Real Estate, Inc., in the Fall of 2004, to undertake a planning study to provide recommendations to Franklin and Oak Creek, following public input, as to the most appropriate and preferred vision for the development and redevelopment of the South 27th Street Corridor, and to provide recommended tools to assist in the implementation of the vision, such commission having thereafter produced the South 27th Street Corridor Plan, A Joint Project, City of Franklin, City of Oak Creek (“the Corridor Plan”), with the resulting project outcomes:

• A visionary, Market-Based Land Use Plan, which creates destination value &

sense of place;

• Design Guidelines and Zoning Recommendations;

• Cooperation and partnerships amongst the various governmental jurisdictions

and between the public and private sectors;

• The ability to appropriately leverage the investment of private dollars and

available public funding; and

• A realistic action plan for implementation; and

WHEREAS, Franklin and Oak Creek have collaborated to further the recommendations of the Corridor Plan, in cooperation and partnership by way of the following actions :

· Oak Creek adopted the Corridor Plan by way of Common Council Resolution No. 10458-020105~~______;~~ ;

· Franklin adopted the Corridor Plan as an element of the Franklin Comprehensive Master Plan by Plan Commission Resolution No. 2005-01 and the certification thereof being accepted as specified by the Common Council upon the adoption of Resolution 2005-5822;

· Oak Creek passed and adopted legislation to provide for zoning within the Corridor as recommended within the Corridor Plan and as provided following public input by way of Ordinance No. 2346~~______;~~ ;

· Franklin passed and adopted legislation to provide for zoning within the Corridor as recommended by the Corridor Plan following substantial public input by way of Ordinance No. 2005-1843, An Ordinance to amend the Unified Development Ordinance (Zoning Map) to rezone certain parcels of land from R-6 Suburban Single-Family Residence District to I-1 Institutional District, and from B-2 General Business District, B-3 Community Business District, B-4 South 27th Street Business District, B-5 Highway Business District, BP Business Park District, PDD Planned Development District, R-6 Suburban Single-Family Residence District and M-1 Limited Industrial District to New as amended B-4 South 27th Street Mixed-Use Commercial District, New B-7 South 27th Street Mixed-Use Office District, New RC-1 Conservation Residence District and New OL-1 Office Overlay District;

· Franklin and Oak Creek have worked cooperatively with the State of Wisconsin Department of Transportation(“WisDot”) to prepare an access plan for the 27th Street Corridor and Oak Creek and Franklin have accepted a 27th Street Access Plan, prepared by WisDot and Short Elliot Hendrickson Inc., following substantial public input;

· The Community Development Authorities (“CDA’s”) of Franklin and Oak Creek have declared that full interchanges at the intersection of Interstate Highway 94 (“I-94”) and West Drexel Avenue and at the intersection of I-94 and South County Line Road are required for the successful implementation of the Corridor Plan, and have made such declarations known to the Federal Highway Administration, WisDot and the Southeastern Wisconsin Regional Planning Commission;

· Franklin and Oak Creek have cooperated in the development of the Corridor Plan with WisDot the Milwaukee Metropolitan Sewerage District and the Southeastern Wisconsin Regional Planning Commission;

· Franklin, and Oak Creek by way of an Intergovernmental Memorandum of Understanding Between the City of Franklin and the City of Oak Creek Pertaining to Streetscape Conceptual Design Services For the South 27th Street Corridor, dated April 18, ~~_________,~~ 2006, obtained those services from HNTB Corporation and its subcontractor, Eppstein Uhen Architects, Inc.

and all of the foregoing being undertaken and implemented to create a comprehensive Corridor Plan; and

WHEREAS, the Corridor Plan providing in part that advertising and public relations activities be undertaken as a component of the development of the vision of the South 27th Street Corridor to create a high-quality urban atmosphere, to attract, secure and retain high-quality development, business and institutions to, in and within the Corridor; and

WHEREAS, Franklin having created Tax Incremental District (TIF District”) No. 3 and TIF District No. 4 and Oak Creek having created TIF District No. __ 7 as governmental tools to further the vision, and having at their joint Common Council meeting on ~~July 31~~,August 30, 2007, accepted the recommendations of the CDA’s in authorizing the expenditure of TIF funds for Corridor Plan advertising and public relations services to be obtained, and that a contract for such services be awarded to HNTB Corporation and its subcontractor, The Zizzo Group, Inc., as an amendment to the streetscape design services contract existing between Franklin and HNTB Corporation, together with the direction of and request for this MOU; and

WHEREAS, Section 7.2 Streetscape Design, of the South 27th Street Corridor Plan, A Joint Project, City of Franklin, City of Oak Creek, providing in part that the “cities, in conjunction with the 27th Street business community and neighborhoods, should work together to determine the design theme and identity for 27th Street and select appropriate streetscape improvements, and the scope of the advertising and public relations services to be provided by The Zizzo Group, Inc. includes branding and creative marketing theme work.

NOW, THEREFORE, it is hereby agreed and understood, by and between Franklin and Oak Creek, that Franklin may let and award a contract for professional services for advertising and public relations services as recommended by the South 27th Street Corridor Plan, A Joint Project, City of Franklin, City of Oak Creek for an amount not to exceed $_329,633.00~~_________.~~ . Said contract may be awarded to HNTB Corporation and its subcontractor, The Zizzo Group, Inc. and shall be funded and paid for equally by Franklin and Oak Creek, directly or in conjunction with or by way of the Franklin CDA and the Oak Creek CDA with Oak Creek and or by way of its CDA reimbursing Franklin in the amount of one half of all expenditures not to exceed $ 164,816.50~~__________~~ made for such contract services and all anticipated to be made within the year 2007 through 200_8, such reimbursement in full to be paid to the City of Franklin from time to time as Franklin makes payments upon said contract and then in such payments amounts as Franklin invoices Oak Creek, to be paid by Oak Creek to Franklin within 30 days of such invoice. In the event that the total amount for said contract services exceeds $_329,633.00~~_________,~~ , Franklin shall obtain the written consent of Oak Creek for any expenditure over $_329,633.00~~_________.~~.

In witness whereof, the undersigned have set forth their hands and seals upon such dates as set forth below, the last and latest of which being the effective date of the Understanding.

City of Franklin

By:____________________________

Thomas M. Taylor, Mayor