HomeMy WebLinkAboutThe Rochester Institute of Technology; 2015-06-17;EXHIBIT 2
Exclusivity Agreement
This Exclusivity Agreement ("Agreement") is entered into this / 7"^ day of June,
2015 ("Effective Date"), by and between the City of Carlsbad, a California municipal
corporation, ("City") and the Rochester Institute of Technology, a QcfinrsA^C'RW')
(collectively, the "Parties").
RECITALS
WHEREAS, in May 2014 City issued a Request for Expressions of Interest for a Higher
Education Institution, Research Facility or Consortium of Institutions.
WHEREAS, RIT provided a proposal in response to the Request for Expressions of
Interest.
WHEREAS, after reviewing the responsive proposals. City has selected RIT as its
preferred Higher Education Partner to bring a graduate level engineering campus to Carlsbad.
WHEREAS, Parties wish to enter into a 90 day exclusivity agreement to allow RIT to
complete its necessary research and due diligence regarding its proposal to bring a graduate
level engineering campus to Carlsbad.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein. Parties agree as follows
1. For a period of Ninety (90) days beginning on the Effective Date ("90 Day
Period"), the Parties will work exclusively with each other on the establishment of a graduate
level engineering facility in Carlsbad.
2. City agrees that during the 90 Day Period it will not enter into negotiations with
any other higher education institution for the establishment of a graduate level engineering
facility in Carlsbad.
3. RIT agrees to deliver to City, by the end ofthe 90 Day Period:
a) An updated description of the Carlsbad Academic Program to include a
detailed description ofthe program and implementation schedule, and
b) An updated description of the Project Costs for implementation of a
physical campus at 5815 El Camino Real, Carlsbad, California, to include the
scope of work, design of project and sources of financing.
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4. 10 business days after the conclusion of the 90 Day Period, the City of Carlsbad
and RIT will determine whether the project is feasible and, if so, the Parties will enter into lease
negotiations. If either Party does not wish to proceed, there shall be no further obligations on
the part of either Party.
ROCHESTER INSTITUE OF TECHNOLOGY CITY OF CARLSBAD, a municipal corporation of
the State of California
Provost and Senior Vice President
for Academic Affairs
Rochester Institute of Technology
Kathy Dodson,
Interim City Manager
AWKOVEO AS To FORM
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