IN THE CHANCERY COURT OF TENNESSE I- . I FOR THE THIRTIETH JUDICIAL DISTRICT c559 pom-4A L. RUQSELL to: EVERGREEN HISTORIC DISTRICT BY: ASSOCIATION a/k/a EHDA, Hut?1T?- Plaintiff, v. N0.: PART MEMPHIS ZOOLOGICAL SOCIETY And THE CITY OF MEMPHIS and the MEMPHIS CITY Defendants. MOTION TO INTERVENE ON BEHALF OF EVERGREEN HISTORIC DISTRICT ASSOCIATION Pursuant to Tennessee Rule of Civil Procedure 24.01, Evergreen Historic District Association (hereinafter moves for leave to intervene as a plaintiff in this action as a matter of right. EHDA has a substantial legal interest that will be impaired by the disposition of this action and the existing parties do not adequately represent this interest. Alternatively, EHDA moves this Court for permissive intervention under TRCP 24.02 because EHDA and Overton Park Conservancy, (hereinafter share common questions of law and fact with the claims asserted in this action. The facts and law in support of this Motion to Intervene are more fully set forth in the attached Memorandum in Support. Pursuant to TRCP 24.03, a copy Of proposed Complaint in Intervention is attached hereto as ?Exhibit A Memorandum of Law in Support Of Motion to Intervene is being ?led separately. 2 ReSpectfully submitted, GODWIN, MORRIS, LAURENZI BLOOMFIELD, RC. 50 N. Front, Suite 800 Morgan Keegan Tower? Memphis, 3.8103. ?x EUGENE A. LAURENZI 9528 CERTIFICATE OF SERVICE The undersigned does hereby certify that a copy of the foregoing has been served upon opposing counsel via US. Mail, postage prepaid this 29th day of February, 2016. Robert L. J. Spence, Jr. Bryan M. Meredith THE SPENCE LAW FIRM One Commerce Square, Suite 2200 Memphis, Tennessee 38103 Allan J. Wade Brandy Parrish THE LAW OFFICES OF ALLAN J. WADE One Commerce Square, Suite 2275 Memphis, Tennessee 38103 Jennifer A. Sink City of Memphis 125 N. Main Street, Room 336 Memphis, Tennessee 38103 John I. Houseal, Jr. Michael D. Tauer Andre B. Mathis GLANKLER BROWN, PLLC 6000 Poplar Avenue, Suite 400 Memphis, Tennessee 38119 Eugene A. Laurenzi IN THE CHANCERY COURT OF TENNESSEE FOR THE THIRTIETH JUDICIAL DISTRICT AT MEMPHIS EVERGREEN HISTORIC DISTRICT ASSOCIATION a/k/a EHDA, Plaintiff, v. NO.: PART: MEMPHIS ZOOLOGICAL SOCIETY And THE CITY OF MEMPHIS and the MEMPHIS CITY Defendants. COMPLAINT TO THE HONORABLE CHANCELLORS OF THE CHANCERY COURT OF SHELBY COUNTY TENNESSEE FOR THE THIRTIETH JUDICIAL DISTRICT AT MEMPHIS: COMES NOW Plaintiff, Evergreen Historic District (hereinafter by and through counsel of record, and ?les this Complaint against Defendant, Memphis Zoological Society a/k/a Memphis Zoo, Inc. (?Memphis Zoo?) and the City of Memphis and for cause of action against the Defendants states the following: I. INTRODUCTION Formed in 1969 as the Mid-Memphis Improvement Association, today's Evergreen Historic District Association, a Tennessee not?for?pro?t organization, represents a Historic District in Midtown Memphis of 53 square blocks, with about 1,500 residential and commercial EXHIBIT LL buildings. EHDA is on the National Register Historic District, and a local Historic Conservation district protected by the Memphis Landmarks Commission. The neighborhood?s boundaries stretch north-south from Poplar to North Parkway and east-west from East Parkway to Cleveland. All of Overton Park is included in boundaries. charter speci?cally directs the association ?To be an advocate for, preserve and protect, Overton Park and the Old Forest, within as a valuable and unique natural setting.? In this vein parking in and around Overton Park has been problematic and an issue in the forefront of discussions with the City, City Council and the Zoo for more than 30 years. Over the last few years the Memphis Zoo, which has always had strong support, has sought to turn the Greensward in Overton Park into a parking lot (Exhibit, Since the 1980?s EHDA was directly involved in decision making with the City of Memphis regarding parking issues in and around the Zoo, including the Greensward. Because of the serious issues regarding zoo parking and access, EHDA was directly involved in the negotiations when the 1989 Zoo Master Plan was agreed to. These decisions included maintenance of the designated zoo parking lots and parking on the Greensward. In 1989 EHDA entered into an agreement with the City of Memphis there would be no parking outside the Zoo?s paved parking lots. Speci?cally no parking on the Greensward. II. PARTIES, JURISDICTION, AND VENUE 1. Plaintiff EHDA is a Tennessee non-pro?t corporation with its principal place of business located at 1814 Poplar Avenue, Apt. 202, Memphis, Tennessee 38104. 1. Photo from article Memphis Flyer, "New Group Wants parking Prohibited From Overton Park Greensward?, March 2014. 2. Defendant Memphis Zoological Society (hereinafter ?Memphis Zoo) is a Tennessee non-pro?t corporation with its principal place of business located at 2000 Prentiss Place, Memphis, Tennessee 38112. 3. Defendant City of Memphis is a Tennessee municipality and may be served with process by serving City Attorney Bruce McMullen at 125 North Main Street, Room 336 Memphis. Tennessee 38103. 4. The jurisdiction of this Court is invoked pursuant to T.C.A. 29-14-102 and T.C.A. 16-11-101, et seq. in the exercise of its inherent general jurisdiction. 5. Venue in this Court is appropriate because the claims described herein concern a contract entered into within Shelby County, Tennessee, and the events described herein occurred within Memphis, Shelby County, Tennessee. 111. FACTS 6. Overton Park is an urban park whose real-property is owned by the City of Memphis. 7. Overton Park is located in Midtown Memphis whose north-south boarders are North Parkway Poplar Ave; east-west boarders are East Parkway Kenilworth-Galloway N. McLean. 8. Overton Park was created in 1900 when then Mayor .J . Williams created the Memphis Park Commission. Overton Park contains a 126-acre Old Forest State Natural Area created June 8, 2011 by an act of the Tennessee General Assembly. The Links at Overton Park, a 9-hole golf course was created in 1926. The Memphis Brooks Museum of Art was founded in 1916. The Memphis Zoo which began in 1906 and the Memphis College of Art founded in 1936, becoming a resident of Overton Park in 1959. Finally, the Levitt Shell originally the Shell Theater, was built in 1936. 9. The Greensward is an open grassy area located in Overton Park south of the main paved Memphis zoo parking lot (Exhibit 2). 10. In April of 1988, Memphis approved the 1988 Overton Park Master Plan (Exhibit 3). 11. The Memphis Zoo participated in the discussions and negotiations that lead to the creation of the 1988 Overton Park Master Plan. 12. Pursuant to the 1988 Overton Park Master Plan, the Greensward is not included in the area designated as constituting the zoo. 13. When the 1988 Overton Park Master Plan was developed, as well as after it was approved, the Memphis Zoo met with Memphis and others to harmonize the 1986 Proposed Zoo Plan with the 1988 Overton Park Master Plan. 14. As part of these discussions, the Memphis Zoo agreed, among other things, to remove Rainbow Lake, the playground, the area containing Veterans Plaza, and the Greensward from area designated for future development by the zoo. 15. As a result of the above-referenced meetings, as well as the 1988 adoption by Memphis of the 1988 Overton Park Master Plan, a revised plan was adopted and the June ?1989 Zoo Phase 1 Master Plan? was created (Exhibit 4). 16. EHDA was formed in 1969 as the Mid-Memphis Improvement Association. Today's Evergreen Historic District Association, is a Tennessee not-for?profit organization, represents a Historic District in Midtown Memphis of 53 square blocks, with about 1,500 - w. residential and commercial buildings. EHDA is on the National Register Historic District, and a local Historic Conservation district protected by the Memphis Landmarks Commission. 17. The neighborhood?s boundaries stretch north-south from Poplar to North Parkway and east-west from East Parkway to Cleveland. All of Overton Park is included in boundaries. 18. charter speci?cally directs the association ?To be an advocate for, preserve and protect, Overton Park and the Old Forest, within as a valuable and unique natural setting.? 19. Over the last number of years the Memphis Zoo has sought to aggressively expand by adding major exhibits. Scheduled for opening in 2016 is the multimillion dollar Zambezi River Hippo Camp. 20. Zoo parking with the zoo expansion has been and is a serious problem. 21. EHDA was directly involved with the City of Memphis in the negotiations when the 1989 Z00 Master Plan was agreed upon. 22. In formulating the 1989 Zoo Master Plan, the City of Memphis, through Mayor Richard C. Hackett, reached an agreement with EHDA prohibiting Greensward parking (Exhibit 5, Proclamation from Mayor Richard Hackett of December 14, 1989 in conjunction with the 1989 Z00 Phase 1 Master Plan). 23. The City?s agreement with EHDA prohibited parking on the Greensward. More speci?cally agreement with EHDA included an agreement by the City to speci?cally limit zoo parking to the main paved parking lot and stated the parking lot would be surrounded by a ?wooden bumper? which would prevent parking on the Greensward (Exhibit 6, photo of wooden bumpers erected to prevent parking on the Greensward in 1989). 24. In 2001 the parties revised the master plan for the Zoo, creating a new master plan, which is current, operative master plan in use by the Zoo (Exhibit 7). 25. In 2002, the Division of Park Services for the City of Memphis created an ?Illustrative Map of Overton Park,? (Exhibit This map, prepared by Memphis, con?rmed the respective areas and the entities responsible for the areas. This map clearly shows that the entirety of the Greensward is outside the area controlled by the Memphis Zoo. 26. The 1989 Z00 Phase 1 Master Plan, the 1988 Overton Park Master Plan, the Zoo?s current master plan, and the 2002 map created by the Division of Park Services all show the Greensward as an open green space, and none of them suggest, in any way, that the Greensward is subject to the control and management of MZS or is available for over?ow parking. 27. The 1989 Z00 Phase 1 Master Plan excludes the GreensWard from the ?Real Property? subject to control and management. 28. The Memphis Zoo charges its patrons to park on the Greensward. 29. Many times the Memphis Zoo used the Greensward as a primary parking lot before utilizing other paved parking lots in the zoo. 30. To date there has not been an accounting as to what has been collected from allowing parking on the Greensward. 31. The Memphis Zoo does not maintain the grass on the Greensward, OPC does. 32. On January 13, 2012, Memphis and OPC entered into the Overton Park Management Agreement, which is attached to Complaint as Exhibit C. 33. The Overton Park Management Agreement de?nes the portion of Overton Park to be managed by OPC (?Managed Area?) by reference to Exhibit to the Overton Park Management Agreement. 34. In the Overton Park Management Agreement, Memphis represented and warranted that this Exhibit is a ?complete and accurate description of the matters referred to therein.? (Overton Park Management Agreement, p.14.) 35. With regard to the Managed Area, the Overton Park Management Agreement provides that shall have the full and exclusive authority and responsibility to manage, operate, lease, maintain, rent, preserve, protect, enhance, and develop the Management Area, to promote the Park, and to carry out all of its other duties as set forth in more detail herein.? CAUSE OF ACTION DECLARATORY JUDGMENT 36. EHDA repeats, re-alleges, and incorporates herein by reference the preceding paragraphs as though set forth fully herein. 37. EHDA has a legal and contractual interest in the Greensward. 38. legal and contractual interest in the Greensward is being impaired by The City of Memphis and the Memphis Zoo. In that the Memphis Zoo claims an exclusive right to control over the Greensward. A right it was never granted. 39. The Memphis Zoo has failed to address a serious parking problem in and around the zoo. A problem it has been aware of for more than 25 years. 40. The Memphis Zoo has acted arbitrarily and taken no steps to alleviate parking on the Greensward. 41. Pursuant to T.C.A. 29-14-101, et seq. EHDA seeks a judgment declaring the agreement it reached with the City of Memphis, then Memphis Park Commission and City Council on December 14, 1989 to be in full force and effect. 42. Further, EHDA seeks a judgment prohibiting the Memphis Zoo from allowing parking on the Greensward. WHEREFORE, PREMISES CONSIDERED, EHDA prays as follows: A. That this Court enter an Order declaring the agreement it reached with the City of Memphis, then Memphis Park Commission and City Council on December 14, 1989 to be in full force and effect. B. That this Court enter an Order prohibiting the Memphis Zoo from allowing any parking on the Greensward. C. That EHDA be awarded its costs and attorney?s fees pursuant to Tenn. Code Ann. 29?14-111; D. That EHDA be granted such other and further relief to which it may be entitled. Respectfully submitted, GODWIN, MORRIS, LAURENZI BLOOMFIELD, PC 50 North Front Street, Suite 3110 Memphis, nnes 3?8103 EUGENE A. LAURENZI, 9528 CERTIFICATE OF SERVICE The undersigned does hereby certify that a copy of the foregoing has been served upon opposing counsel via US. Mail, postage prepaid this 29th day of February, 2016. Robert L. J. Spence, Jr. Bryan M. Meredith THE SPENCE LAW FIRM One Commerce Square, Suite 2200 Memphis, Tennessee 38103 Allan J. Wade Brandy Parrish THE LAW OFFICES OF ALLAN J. WADE One Commerce Square, Suite 2275 Memphis, Tennessee 38103 Jennifer A. Sink City of Memphis 125 N. Main Street, Room 336 Memphis, Tennessee 38103 John I. Houseal, Jr. Michael D. Tauer Andre B. Mathis GLANKLER BROWN, PLLC 6000 Poplar Avenue, Suite 400 Memphis, Tennessee 38119 Eugene A. 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I: .53. 21% {striirlluirt?T gaqigunki 55.59. 1223!: .. itgii Eltgain: 93.63210? nxu 27.8 I: Q?s-5331 Sillinl?linii a?ldnnilill 535.53.. 301?3 numw?m F.5altnliintii ialaltl .Le all: its: . . . 31:15.7! ?i?31_?giilai??ti?8 his!ng Han-=03 ?atly! khan-El. ?Hang?an 411.: GO 5.12.51.13.15; li?aith-Iexnzsig?hm?h volt-.141 Evin ILliI?thillq e?u?iibt?_? 2. .ll . In. in!) . . . . 45.. in?! in. cl 115.52. 3315!!- HEE . . . . gig-ilriril?? 5315313093. E. . 33:15 goat-mum . gain-Ingr . l5?: . vi. 4K~bn?l? . mitiuugtpiuimll- . mliaN-on! fin-I. Ensign. i??3.3.llu .Elagg?lgmalv nailing-"Halli .Eilg?u?gz .. :n . 5.53., 1. EIIin-i.jitui. .. . .I. .. :l millraw(gram .. 1 FW WM .25 Page Eight - Park Board Minutes - December 14, 1989 123 2) POLICY STATEMENT - MEMPHIS ZOO PROJECT In formulating the Master Plan for the Zoo, certain .assurances were made to the Evergreen Historic District Association with regard to present and future planning. Guidelines were established to give the neighborhood a comfort zone and to ensure plans would not change after the fact, Each of the Board members has had the Opportunity to review this Policy Statement and Bob Brame recommended its approval. MOTION FOR APPROVAL WAS MADE BY COMMISSIONER BARNES, seconded by Commissioner Baird. Vote was unanimous. A capy of the Policy Statement is attached hereto and made a part of these Minutes. (Capy Attached) There being no further business to come before the Board, the meeting was adjourned. EXHIBIT is? PC 13252.jpg Frill? .H. RICHARD C. - Mayor E. BROUGHTON - Chief of Staff MEMPHIS PARK COMMISSION BOB BRAME - Director POLICY STATEMENT IN REGARD TO PARKING FOR THE MEMPHIS 200 IN OVERTON PARK The City of Memphis has proposed that the current parking lot for the Memphis Zoological Gardens located in Overton Park be renovated and expanded and, subject to certain modifications which have been agreed upon, the Evergreen Historic District Association (the "Association") agrees with the plan as revised (the "Modified Parking Plan). It is understood that, in the absence of the policy views contained in this Statement, the Association would not concur in the expansion and renovation of the Zoo parking lot. In connection with the implementation of the Modified Parking Plan, it is recognized that the vacant land between McLean Avenue and the west border of Overton Park on Galloway Avenue (the "Galloway Parking Area") will be used on an as?needed basis for overflow parking. Further, this Space will not at present be paved and such paving will occur, if at all, only when actual attendance for the Zoo clearly mandates that such space he used as a payed lot. The Galloway Parking Area will at all times when used by the City of Memphis as an overflow lot or otherwise be utilized only after implementation of the things and matters previously agreed upon by the Association and the City for the protection of homeowners ?whose property adjoins the Galloway Parking Area. Further, it is the policy of the City of Memphis that, with the exception of the areas encompassed in the Modified Parking Plan and the Galloway Parking Area, no additional .area ix: Qverton Park will be utilized 1J1 the future for paved parking in connection ?with the Memphis Zoological Gardens. In the event that paved parking in addition to the Modified Parking Plan and the Galloway Parking Area is necessary iJ: the future, such additional. parking will be located off-site. This Statement has been approved by the Mayor and the City Council. um um. a. .. . ?Mum. ?I'pnm-un- Mlli-?N?I cit-sisa- 2/22f20l6 [1:35 AM Policy Statement Page two In addition to the Statement, the Association understands that the following things and matters have been agreed upon between the City? and the Association with reference to the Modified Parking Plan: The Modified Parking Plan will be utilized in the construction of the Zoo lot, and such plans will include, in addithMI to modifications previously shown to the Association, features that: paved parking west of the current Doughboy Road will not extend further south than a' point which is approximately 240 feet north of Overton Park Avenue: (ii) parking on the east side of Doughboy Road south of the 240 foot line will consist solely of existing paved roads which will extend no farther south than the traffic diamond currently in place just north of the Doughboy Memorial; and a buffer zone 13f increased width will be used on the west side of the paVed parking as shown on the latest plans shown the Association. The Park Commission will furnish landscaping on the west border of the Park and the Association will be involved in the planning process to plan and implement this landscaping. (C) The Zoo lot will be surrounded by a short wooden bumper or other aesthetically suitable device which prevents cars from moving from the Zoo lot to the green Space area immediately' surrounding the Zoo lot. Gates will be erected at three points: the intersection of West Park Road and the road in front of the Brooks Museum; (ii) the intersection of the West Park Road and the Zoo lot; and the intersection of' Galloway? Avenue and McLean Boulevard. Upon completion of the Zoo lot construction, the gates located at. and (ii) will be locked at the closing time of the Zoo each day of the year. Further, the gate at point will be locked after the Zoo security detail has cleared the Zoo parking lot eaCh evening. In any event, the gate at point number will not remain open on any day after approximately 7:00 except in connection with Special events at the Zoo. 2/22i20l6 iji Add loFl .main.cn.1M1 Policy Statement Page three The Zoo will position guards at the gates at points and referred to in subparagraph above on Saturdays and Sundays and the Zoo will utilize these guards'to charge a refundable Sum for parking in the Zoo lot. The City will not utilize the green Space at the end of Overton Park Avenue to the south of the Zoo lot for any parking, whether temporary or otherwise, and will upon completion of construction of the Zoo lot remove any gravel, curb cuts or other things that enable patrons to use this area for parking. The Galloway Parking Area will continue to be used for_ temporary overflow parking on an as-needed basis. However, the City will, in connection with the use of the Galloway property! (1) offer in accordance with Senator Cohen's Corridor Bill existing landowners on the north side of Autumn Avenue the right to buy mutilated portions of their lots at fair market value; (ii) establish and landscape in consultation with the Association an adequate buffer zone of at least twenty feet in width along the rear property lines of homeowners on the north side of Autumn Avenue; establish a landscaped buffer zone between McLean Avenue and the Galloway Parking Area so as to obstruct parked cars on the Galloway Parking Area from the view of motorists on McLean Avenue. AM .: ,rg?E-I. .L1-3? 5-EXHIBIT .. 1 I. .. . .. .IL: . . MEMPHIS ZOO MASTER PLAN ill TOJRHDESIGR .- ggnsorrmnuo . AL 1? ?Instr-agave Map 0 Overrun Park I t- 1r". a @Nf?f? i a . ?r ah}!