CITY OF SEATTLE
ORDINANCE __________________
COUNCIL BILL __________________
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AN ORDINANCE relating to the redevelopment and operation of Seattle Public Schools Memorial Stadium at Seattle Center; authorizing the Mayor to execute an interlocal agreement with Seattle School District No. 1 (SPS) for the joint redevelopment of Memorial Stadium and associated improvements benefiting the Seattle Center campus; authorizing the Mayor to execute a development agreement with Memorial Stadium Redevelopment LLC (MSR) providing for joint funding and design and construction of a new Memorial Stadium; authorizing the Seattle Center Director and City Budget Director to negotiate for the Mayor’s signature a five-year operating and maintenance agreement with MSR and SPS; and ratifying and confirming certain prior acts.
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WHEREAS, in 1946, The City of Seattle (“City”) conveyed the land for Memorial Stadium to Seattle Public Schools (“SPS”) for SPS to construct, operate, and maintain an athletic facility and the current Memorial Stadium opened on September 26, 1947; and
WHEREAS, Memorial Stadium has served SPS students and the community as an essential venue for athletics, educational, entertainment, and civic uses for 77 years; and
WHEREAS, due to its age and condition Memorial Stadium needs essential reinvestment; and
WHEREAS, adjacent to Memorial Stadium is the Memorial Wall designed by former Garfield student Marianne Hanson, commemorating 762 local students who lost their lives in World War II; and
WHEREAS, the Memorial Wall was designated a landmark by the Seattle Landmarks Preservation Board on October 4, 2023, and will be refurbished and restored to a place of honor as part of the redevelopment of Memorial Stadium; and
WHEREAS, on November 20, 2017, SPS and the City entered into a partnership agreement to plan collaboratively for a new Memorial Stadium; and
WHEREAS, on October 1, 2021, then-Mayor Durkan and Seattle Public Schools then-interim Superintendent Brent Jones signed a Letter of Intent that established principles of agreement for the Memorial Stadium redevelopment; and
WHEREAS, on November 21, 2022, Mayor Bruce Harrell and Superintendent Brent Jones entered into a Memorandum of Agreement articulating shared goals and principles governing the redevelopment of Memorial Stadium and stipulating the use of a request for proposals to seek a private development partner to develop and operate the new stadium and be responsible for garnering private funding to enhance the stadium beyond what could be achieved independently with public money; and
WHEREAS, the City and SPS jointly issued a “Request for Proposals for Development Partner, Project Title: Memorial Stadium Redevelopment and Operation, RFP #2023-001” (the “RFP”) on March 20, 2023, with a response deadline of May 2, 2023 (later extended to May 4, 2023), to seek proposals from qualified and experienced parties to invest in, redevelop, operate and maintain the new stadium; and
WHEREAS, the RFP established the vision, objectives, and requirements for the project including principles for design integration; requirements for the stadium program, financing, planning, permitting, construction, operation, and maintenance; and general terms and conditions; and
WHEREAS, the RFP was advertised through the City’s bidding platforms and was advertised in the Daily Journal of Commerce; and
WHEREAS, on May 4, 2023, SPS and the City received a proposal from the One Roof Partnership which was a consortium of the One Roof Foundation in partnership with Seattle Kraken and the Oak View Group (the “One Roof Partnership”); and
WHEREAS, the One Roof Partnership set forth a vision for a student-centered community stadium, embodying the philosophy that “no one profits and everyone benefits”; and
WHEREAS, Seattle Mayor Bruce Harrell and SPS Superintendent Brent Jones convened an advisory panel of City and SPS staff, subject matter experts, and community stakeholders (the “RFP Panel”) to evaluate proposals submitted in response to the RFP and recommend to the Mayor and Superintendent which proposal best met the requirements, goals, and objectives of the RFP; and
WHEREAS, the City Council adopted Resolution 32092 on May 16, 2023, establishing the City’s support for a new Memorial Stadium at Seattle Center to be developed through a partnership between the City of Seattle, Seattle Public Schools, and a private partner; and
WHEREAS, the RFP Panel issued “Memorial Stadium Advisory Panel Summary Findings and Observations” on June 8, 2023, and the One Roof Partnership was notified that the Mayor and Superintendent determined that the One Roof Partnership would advance to the agreement negotiation process by letter on June 13, 2023; and
WHEREAS, the City Council adopted Resolution 32110 on September 26, 2023, establishing the City’s support to advance a public-private partnership through future agreements between The City of Seattle, Seattle Public Schools, and the One Roof Partnership, and addressing funding needs for the project; and
WHEREAS, the City committed $40 million in the 2024-2029 Capital Improvement Plan as part of the 2025-26 biennial budget; and
WHEREAS, Seattle voters approved $66.5 million in the Buildings, Technology, Athletics, and Academics V levy; and
WHEREAS, the Washington State Legislature allocated a $4 million Local and Community Project grant via the Department of Commerce during the 2023 legislative session to fund Memorial Stadium construction activities; and
WHEREAS, to execute its non-commercial vision, the One Roof Partnership established a new entity, Memorial Stadium Redevelopment LLC (“MSR”), which is a partnership between One Roof Foundation, the Seattle Kraken, and Oak View Group, and MSR is committed to delivering a student and community-based stadium that is based on a not-for-profit model where MSR will seek no financial gain from the stadium’s operation; and
WHEREAS, concurrent with the development of the new stadium, and to facilitate permitting requirements and minimize construction impacts that would result from multiple projects, Seattle Public Utilities will have MSR complete a replacement and upgrade of a sanitary sewer main owned by Seattle Public Utilities (“SPU”) that is currently located within the development site of the new Memorial Stadium; and
WHEREAS, SPS, the City, and MSR (“the Parties”) have negotiated the terms of an Interlocal Agreement (“ILA”) and a Development Agreement (“DA”); and
WHEREAS, the ILA is between the City and SPS and provides that the City will contract with MSR for the redevelopment project and establishes the roles and responsibilities for the City and SPS for the redevelopment of the new Memorial Stadium; and
WHEREAS, the DA is between the City and MSR and establishes roles and responsibilities for the City and MSR for the redevelopment of the new Memorial Stadium; and
WHEREAS, the DA and ILA both include the material terms for a future operating and maintenance agreement between SPS, MSR, and the City whereby MSR will operate the new Memorial Stadium for an initial term of five years; and
WHEREAS, the approval of the SPS Board of Directors (the “SPS Board”) is also required and the SPS Board is scheduled to consider and act to approve the ILA, which includes the form of the DA as an exhibit; and
WHEREAS, the Parties are collaborating on an equitable, inclusive community engagement process including meetings with local interested tribes, the Ballard Veterans of Foreign Wars, and BEX/BTA Capital Programs Oversight Committee, public open houses, three Stadium Design Advisory Team sessions to provide meaningful opportunities for authentic engagement and input from SPS high school students and staff to shape the design concept priorities, and other outreach activities; and
WHEREAS, Memorial Stadium will be redeveloped through a joint effort among SPS, the City, MSR, to fulfill the vision for a new Memorial Stadium that will be a financially sustainable state-of-the-art venue of prominent design centered on students and youth and fully integrated with the Seattle Center campus; and
WHEREAS, the new Memorial Stadium will continue to serve as SPS’s premier venue for interscholastic sports events, provide new public open space and campus connections, be welcoming to all, and offer unparalleled athletic, educational, cultural, entertainment, and community opportunities in the heart of Seattle for generations to come; NOW, THEREFORE,
BE IT ORDAINED BY THE CITY OF SEATTLE AS FOLLOWS:
Section 1. The Mayor or Mayor’s designee is authorized to execute for and on behalf of The City of Seattle (“City”) the Interlocal Agreement regarding Memorial Stadium between Seattle School District No. 1 (“SPS”) and the City substantially in the form attached to this ordinance as Attachment 1.
Section 2. The Mayor or Mayor’s designee is authorized to execute for and on behalf of the City the Development Agreement regarding Memorial Stadium between the City and Memorial Stadium Redevelopment LLC (“MSR”) substantially in the form attached to this ordinance as Attachment 2 (“Development Agreement”).
Section 3. The Seattle Center Director and City Budget Director are authorized to negotiate for the Mayor’s signature, for and on behalf of the City, a detailed three-party operating and maintenance agreement (“O & M Agreement”) with SPS and MSR whereby MSR will operate and maintain the new Memorial Stadium without a management fee for a term of five years and consistent with the material terms outlined in the Operating and Maintenance Agreement Term Sheet attached as Exhibit J to the Development Agreement. The O & M Agreement shall not result in unreimbursed costs to the City with respect to maintenance of the perimeter areas defined in the Development Agreement or other areas of the project that are not exclusively used and occupied by the City, unless the costs are authorized by the City Council.
Section 4. The Seattle Center Director is authorized to amend existing easement agreements with SPS for areas of Seattle Center that are part of the Memorial Stadium development site as depicted on Exhibit A to the Development Agreement. The Seattle Center Director is further authorized to negotiate a mutual and offsetting benefit lease providing for Seattle Center’s use and occupancy of space within the Memorial Stadium facility for shops and warehouse space as described in more detail in the Interlocal Agreement. The easements and lease are subject to City Council acceptance by future ordinance.
Section 5. Any act consistent with the authority of this ordinance taken after its passage and prior to its effective date is ratified and confirmed.
Section 6. This ordinance shall take effect as provided by Seattle Municipal Code Sections 1.04.020 and 1.04.070.
Passed by the City Council the ________ day of _________________________, 2025 and signed by me in open session in authentication of its passage this ________ day of _________________________, 2025.
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President ____________ of the City Council
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Approved / |
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returned unsigned / |
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vetoed this _____ day of _________________, 2025. |
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Bruce A. Harrell, Mayor
Filed by me this ________ day of _________________________, 2025.
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Scheereen Dedman, City Clerk
(Seal)
Attachments:
Attachment 1 - Interlocal Agreement regarding Memorial Stadium between the Seattle School District No. 1 and The City of Seattle
Attachment 2 - Development Agreement regarding Memorial Stadium between The City of Seattle and Memorial Stadium Redevelopment LLC
Exhibit A - Licensed Area, Development Site, Temporary Access Area, and Perimeter Area
Exhibit B - Estimated Project Budget
Exhibit C - Project Schedule
Exhibit D - Estimated Cash Flow Schedule
Exhibit E - Seattle Center Design Requirements
Exhibit F - Social Equity Requirements
Exhibit G - SCWA Addendum
Exhibit H - MOA for Event Curbside Management
Exhibit I - Insurance Requirements
Exhibit J - Operating and Maintenance Agreement Term Sheet
Exhibit K - Building Envelope Monitor Responsibilities