Judge sends Baylor factions to mediation

Baylor's Hughes-Dillard Alumni Center is at the center of a controversy between the university and the Baylor Alumni Association.

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WACO—After a long hearing, a federal judge ordered mediation regarding demolition of the Hughes-Dillard Alumni Center at Baylor University.

U.S. District Judge Walter Smith called for mediation to resolve a dispute between the university and an out-of-state member of the Baylor Alumni Association who secured a temporary restraining order to stop the building’s demolition.

baylor alumni assoc logo220Baylor contends it needs the site of the Hughes-Dillard Alumni Center to create a plaza leading to a pedestrian bridge that will connect the main university campus to a $250 million football stadium under construction across the Brazos River.

Meet by end of month

The judge told the parties involved he wanted them to meet by the end of the month and report back to him, said Collin Cox, president of the Baylor Alumni Association, who is named in the suit.

Attorneys for all parties in the original suit will meet July 22 with Austin-based mediator Karl Bayer. Until mediation is completed, the temporary restraining order remains in effect.

Kurt Dorr, a Baylor alumnus from Naperville, Ill., filed suit against the Baylor Alumni Association; its past president Elizabeth Coker, a Polk County District Court judge; incumbent president Cox, a Houston attorney; and Baylor University. His lawyers subsequently filed a motion to drop the university from the lawsuit.

Baylor University, however, chose to continue to present its case, since the outcome directly affects the construction schedule for Baylor Stadium and the bridge to the sports facility.

“We respect the process, and we will prepare for the next steps,” said Lori Fogleman, spokesperson for the university.

A negotiating team representing Baylor and the Baylor Alumni Association agreed to a transition agreement that would dissolve the alumni association, create a separate nonprofit corporation to publish the Baylor Line magazine and turn over alumni-engagement functions to the university.

Alumni vote Sept. 7

Baylor Alumni Association members will vote on the proposed transition agreement at a Sept. 7 called meeting. Ratification of the proposal requires two-thirds approval by members in attendance.

A couple of weeks before Dorr—who did not attend the July 10 hearing in Waco—filed his suit, a group within the Baylor Alumni Association formed Independence at Baylor in opposition to the transition agreement. Independence at Baylor insists the proposal nullifies a 1993 licensing agreement and a 1994 agreement governing use of the alumni center.

The 1994 agreement states: “Baylor may terminate the Baylor Alumni Association’s right to use the Hughes-Dillard Alumni Center only in the event that Baylor needs the land on which the center is located for its purposes and no other land is reasonably available to Baylor for the purpose for which the land is needed. Should the Baylor Alumni Association’s right to use the Hughes-Dillard Alumni Center be so terminated by Baylor, Baylor shall provide the Baylor Alumni Association with another building on the Baylor campus, the size, condition, quality of construction and location of which is approximately the same as the size, condition, quality of construction and location of the Hughes-Dillard Alumni Center.”

An agreement to vacate the Hughes-Dillard Alumni Center stipulates Baylor agrees to pay the cost of moving the alumni association and provide “interim space” in Robinson Tower, where the office of Baylor’s vice president for constituent engagement is located.

Dorr’s attorneys argued the transition agreement and the agreement to vacate essentially constitute one larger transaction, and therefore the agreement regarding the alumni center should be subject to a two-thirds vote of the Baylor Alumni Association.

Attorneys for the university and the alumni association both acknowledged the transition agreement regarding alumni outreach requires approval by two-thirds of members at a called Baylor Alumni Association meeting. But they insisted the agreement to vacate the building is a separate document, requiring only the approval of the association’s executive committee.

Dorr’s lawyers also contested whether demolition of the Hughes-Dillard Alumni Center meets the standard set in the 1994 agreement, in terms of necessity and whether “no other land is reasonably available.”

Architect testifies

Baylor called Earl Santee, senior architect with the Populous architectural firm and principal architect for Baylor Stadium. Santee, who noted he had designed 19 major sports venues, emphasized the importance of developing five to seven acres for gathering space on the campus side of the pedestrian bridge, since 35,000 people cannot cross a 35-foot footbridge at the same time.

The only alternative space would have interfered with a cemetery, and officials with the City of Waco rejected that idea, he said.

Bill Nicholson, associate vice president for facilities, planning and construction at Baylor, testified the university could incur up to $300,000 in additional overtime costs if demolition of the alumni center were delayed until September, when the alumni association votes on the transition agreement.

One of Dorr’s attorneys argued the transition agreement and agreement to vacate the alumni center represent the latest chapter in an ongoing effort by the university to make the alumni association “go away.”

Kent Reynolds, a former alumni association board member, testified the university presented a proposal in 2009 to the Baylor Alumni Association to give up its independent status and come under the authority of Baylor administration. When the alumni association asked members to register their views on its website, more than 85 percent who responded opposed it. Baylor subsequently withdrew its proposal.

The relationship between the university and the alumni association escalated from “strained” to “very contentious” after that point, Reynolds said.

However, when questioned whether Baylor initiated the idea of the alumni center’s demolition, Santee testified the university did not recommend it to the architectural design firm.

In a July 11 email to “Baylor Nation,” Baylor President Ken Starr noted the university was “deeply disappointed that Mr. Dorr has elected to challenge the two agreements so painstakingly contracted by the leadership of both Baylor University and the Baylor Alumni Association.”
Starr reported in the email: “This action by a single individual effectively brings to a halt—-temporarily–a significant element of construction on Baylor Stadium. We remain excited about the prospect of completion of the Sheila and Walter Umphrey Bridge and landing connecting our riverfront stadium to the Baylor campus. We are doing everything we can to have the new facility ready for the 2014 football season.”
Alumni nationwide have expressed excitement about the prospect of an on-campus football stadium, he continued.
“In consultation with our litigation counsel, and in collaboration with the BAA’s elected leadership, we are presently determining our next steps,” Starr wrote. “But we in the administration view with utmost seriousness our solemn responsibility to the tens of thousands of Baylor alumni and friends who have generously supported this transformational project. We intend to do everything we possibly can–even with the admittedly challenging circumstances of the litigation brought against us–to remain on schedule to open in the fall of 2014, and to preserve the integrity of the entire plan for Baylor’s new on-campus stadium.”
Editor’s note:  The last four paragraphs of this article were added after it originally was posted.

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