HomeMy WebLinkAboutIowa Department of Economic Development-6/6/2011IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT
BROWNFIELD PROJECT FINANCIAL ASSISTANCE AGREEMENT
BETWEEN: IOWA DEPARTMENT OF ECONOMIC
DEVELOPMENT
200 East Grand Avenue
Des Moines, Iowa 50309
(hereinafter "IDED or Department")
AND:
City of Waterloo
715 Mulberry Street
Waterloo, Iowa 50703
(hereinafter "Community or Business")
AWARD NUMBER 11-BRN-05
TOTAL AWARD AMOUNT
$43,525 in the form:
$43,525 FORGIVABLE LOAN
In consideration of the promises and mutual covenants and agreements contained herein, the Parties agree
as follows:
1. DEFINITIONS. As used in this Agreement, the following terms shall apply:
1.1 Award Date. "Award Date" Means February 17, 2011.
1.2 Project Completion Date. "Project Completion Date" Means June 30, 2013. To the extent that the
actual Project Completion Date may change, determination of Project Completion Date shall be determined
by and solely approved by the Department.
1.3 Expiration Date. "Expiration Date" Means June 30, 2018. To the extent that the actual Project
Completion Date may change, determination of Expiration Date shall be determined and solely
approved by the Department.
1.4 Redevelopment Area. "Redevelopment Area" means the broader geographic area affected by the
Project activity(ies) as defined in Attachment A of this Agreement and the application.
1.5 Brownfield Project Area. `Brownfield Project Area" means the site(s) upon which acquisition,
remediation or redevelopment occurs as defined in Attachment A.
1.6 Project. "Project" means the acquisition, remediation or redevelopment activities of a qualified
Brownfield site to be accomplished within the Brownfield Project Area as defined in Attachment A.
1.7 Forgivable Loan. "Forgivable Loan" means an award made by the Department to the Community for
which repayment is eliminated in part or entirely based on Terms in article five (5) herin.
1.8 Loan. "Loan" means funds advanced by the Department to the Community of which full payment is
expected as provided for within this Agreement.
2. PRIOR EXPENSES. No expenditures for Project activities made prior to the Award Date may be
reimbursed from the State Brownfield Redevelopment Fund but may be included as part of the
Community's required seventy-five percent match.
Contract Number 11-BRN-05
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6.�
3. FUNDING. Community will receive funding in accordance with the terms as indicated below:
State funds $43,525 in the form of a $43.525 forgivable loan with the Community providing a match of
$336,475 for total Project costs of $380,000. TOTAL PAYMENT OF STATE FUNDS UNDER
THIS AGREEMENT IS NOT TO EXCEED $43,525.
4. PR MISSORY NOTE. The obligation to repay the Loan or Forgivable loan portion of this Agreement,
if any, shall be evidenced by a Promissory Note(s) (Attachment B) executed by the Community, but the
liability of the Community shall at no time exceed the balance actually disbursed. ANY repayment of
financial assistance shall be the greater of the amounts determined in Sections Five (5) and/or Six (6) herein.
5. TERM FOR FORGIVABLE LOAN. The Department shall determine, in its responsible sole discretion,
if the Community has satisfied the terms of this Brownfield Funding Agreement.
5.1 To the extent that the Community does not sell property for profit per Section 6 herein, if IDED
determines that the Business has satisfied the conditions as outlined in Attachment A, Performance Targets,
and Attachment C, Reporting Requirements, barring any other default of this Brownfield Funding
Agreement, the Forgivable Loan shall be permanently waived and forgiven.
5.2 To the extent that the Community does not sell property for profit per Section 6 herein, if IDED
determines that the Community has NOT satisfied the conditions as outlined in Attachment A,
Performance Targets, and Attachment C, Reporting Requirements, the amount of the Forgivable Loan to
be repaid to the Department shall be based on the percentage increase in assessed property valuation for the
Redevelopment Area. The amount of the Forgivable Loan portion to be repaid to the Department shall be
determined upon the followin schedule:
Percentage Increase in Assessed
Property Valuation for the
Redevelopment Area
Percentage of Forgivable Loan to
be Forgiven
Percentage of Loan to be Repaid
< 15%
100%
0%
16% - 20%
87.5%
12.5%
21% -25%
75%
25%
26% - 30%
62.5%
37.5%
31% -35%
50%
50%
36% - 40%
37.5%
62.5%
41% - 45%
25%
75%
46% - 50%
12.5%
87.5%
>50%
0%
100%
ote: percentages will be rounded to the nearest whole number using standard rounding rules.
5.3 Total assessed property valuation for the Redevelopment Area shall be established from the
City/County Assessor Office appraisals for all real property within the Redevelopment Area at the Award
Date and at the Project Completion Date. Percentage increase in assessed valuation shall be the percentage
increase in assessed valuation from that established on Award date, to that established at Project
Completion Date. To the extent that the actual Project Completion Date may vary, determination of
Project Completion Date shall be determined by the Department.
5.4 The term of the repayment, if any is due, shall be at default interest rate of six percent (6%) per year
and for five (5) years from the earlier of either the Project Completion Date or Default Date. The
Community shall make ten (10) equal semi-annual payments of the amount due, as determined by the
Department Repayment shall commence no later that six months from the earlier of either the Project
Completion Date or Default Date.
Contract Number 1 l-BRN-05
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6. SALE OF PROPERTY. Pursuant to Iowa Code section 15.292, Community shall obtain title to
Brownfield Project Area upon completion of the remediation of the property. Upon the subsequent sale of
the property by the Community to a person other than the original owner, the Community shall repay the
Department for financial assistance received through this agreement. The repayment shall be in the
amount equal to the sales price less the amount paid to the original owner pursuant to the agreement
between the Business and the original owner. The repayment amount shall not exceed the amount of the
financial assistance received by the Business, and shall occur immediately subsequent to sale.
7. MATCH REQUIREMENTS. The Community shall provide a minimum match of 75 percent of all
funds expended for the Project.
8. COST VARIATION. In the event that the total Project cost is less than the amount specified in this
Agreement, IDED's participation shall be reduced at the same ratio as IDED funds are to the total Project
budget, and any funds disbursed in excess of the ratio specified in Attachment A shall be returned
immediately to IDED. Upon request of the Community, IDED may waive this article upon a good faith
showing by the Community if Project costs are less than specified in the Agreement for reasons including
but not limited to the following: realized Project efficiencies, saving realized when the Project is completed
ahead of schedule.
9. REPORTS. The Community shall submit progress reports, as identified in Attachment C, to IDED. The
reports will assess progress toward the goals of the Brownfield Project and the activities taring place.
Reports shall begin within 12 months after the contract is in force. Measurable initiatives for the specific
Brownfield Project site may include completion of acquisition, remediation, and redevelopment of
Brownfield property. Additional measures may include increases in taxable property values (commercial,
residential, or industrial), number of housing units, jobs, or resulting private investment. The required
measurable initiatives and report timelines are described in Attachment A — Project Description. The
Community shall forward to the Department upon completion of the Brownfield Project a summary report
of cumulative measurement initiatives as described in Attachment A. The Department may perform field
visits as deemed necessary. Fiscal reports for the Agreement period shall be submitted to IDED in a format
and for time periods specified by IDED.
10. CLAIM\PAYMENT PROCEDURES. Release of funds to reimburse Community for eligible Project
expenditures shall be based upon the match requirement of the Community described in this Agreement.
Funds will be released to reimburse Community for approved expenses as described in Attachment A —
Program Description. The Community may request payment prior to actual expenditure. Any release of
funds prior to actual expenditure by the Community will be based upon demonstrable need as submitted by
the Community for planned and anticipated expenditures through documentation such as purchase order,
contractual obligation or other acceptable form of documentation approved by the Department. Funds
released to the Community shall be used for approved expenditures within fifteen days of release by the
Department. Claims for payment shall be made using the standard IDED claim form or a detailed invoice
that contains the same information as the IDED claim form. If the total grant award amount has not been
claimed within sixty (60) days of the Project Completion Date, then the IDED shall be under no further
obligation for further disbursement.
11. DEFAULT AND NOTICE OF DEFAULT. The occurrence of any one or more of the following
events shall constitute cause for IDED to declare Community/Business in default of its obligations under
this Agreement: a) non-performance; b) a failure of Community/Business to make substantial and timely
progress toward performance of the Agreement; c) a failure of Community's work product and services to
conform with any specifications noted herein; d) a breach of any term of this Agreement. The Department
shall issue a written notice of default providing therein a thirty (30) day period in which the Business shall
have an opportunity to cure, provided that cure is possible and feasible.
Contract Number 11-BRN-05
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12. TERMINATION. This Agreement may be terminated in the following circumstances: a) As a result of
Community's default under this Agreement as determined by the Department; b) As a result of the
termination ox reduction of funding to IDED.
13. REMEDY UPON TERMINATION. In the event of termination of this Agreement or reduction of the
Agreement amount, the exclusive, sole and complete remedy of Community shall be payment for allowable
costs incurred prior to termination as determined solely by the Department.
14. NONASSIGNMENT. This Agreement may not be assigned without prior IDED written consent.
15. WRITING REQUIRED. No change, modification, or termination of any of the terms, provisions or
conditions of this Agreement shall be effective unless made in writing and signed by both parties.
16. COMPLIANCE WITH LAWS AND REGULATIONS; DECLARATION OF COMMUNITY.
Community shall comply with all applicable state and federal laws, rules, ordinances, regulations and orders.
Community declares that it has complied with all federal, state, and local laws regarding business permits
and licenses that may be required to carry out the work to be performed under this Agreement.
17. COMPLIANCE WITH EEO/AA PROVISIONS. Community shall comply with the provisions of
federal, state and local laws, rules and executive orders to insure that no employee or applicant for
employment is discriminated against because of race, religion, color, age, sex, national origin, or disability. A
breach of this provision shall be considered a material breach of this Agreement.
18. INDEMNIFICATION AGAINST LOSS OR DAMAGE. Community shall jointly and severally
defend, indemnify and hold IDED, its successors and assigns, harmless from and against any liability, loss,
damage or expense, including reasonable counsel fees, which IDED may incur or sustain by reason of (a)
the failure of Community to fully perform and comply with the terms and obligations of this Agreement;
(b) Community's performance or attempted performance of this Agreement; (c) Community's activities
with sub -grantees and third parties.
19. ACCESS TO RECORDS. Community shall permit IDED or its agents to access and examine, audit,
excerpt and transcribe any directly pertinent books, documents, reports, papers and records of Community
relating to orders, invoices, or payments or any other documentation or materials pertaining to this
Agreement.
20. RECORDS RETENTION. All records of Community relating to this Agreement shall be retained for a
period of three (3) years following the date of final payment or completion of any Project activities,
whichever is later.
21. UNALLOWABLE COSTS. If IDED determines at any time, whether through monitoring, audit,
closeout procedures or by other means that the Community has received Brownfield Redevelopment
Program funds or requested reimbursement for costs which are unallowable under the terms of this
Agreement, the Community will be notified of the questioned costs and given an opportunity to justify
questioned costs prior to IDED's final determination of the disallowance of costs. If it is IDED's final
determination that costs previously paid by IDED are unallowable under the terms of the Agreement, the
expenditures will be disallowed and the Community shall immediately repay to IDED any and all
disallowed costs.
22. SURVIVAL OF AGREEMENT. If any portion of this Agreement is held to be invalid or unenforceable,
the remainder shall be valid and enforceable.
Contract Number 11-BRN-05
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23. GOVERNING LAW. This Agreement shall be interpreted in accordance with the law of the State of
Iowa, and any action relating to the Agreement shall only be commenced in the Iowa District Court for
Polk County or the United States District Court for the Southern District of Iowa.
24. INTEGRATION. This Agreement contains the entire understanding between the Community and IDED
and any representations that may have been made before or after the signing of this Agreement, which are
not contained herein, are nonbinding, void and of no effect Neither of the parties has relied on any such
prior representation in entering into this Agreement.
25. DOCUMENTS INCORPORATED BY REFERENCE. The following documents are hereby
incorporated by reference:
a. Attachment A, "Project Description."
b. Attachment B, `promissory Note."
c. Attachment C, "Report of Performance Measures."
d. Attachment D, "Application for Brownfield Redevelopment Funds."
Attachment D will be kept on file at the Iowa Department of Economic Development It shall,
nevertheless, be considered an incorporated item of this Agreement.
26. ORDER OF PRIORITY.. In the event of a conflict between documents of this Agreement, the following
order of priority shall govern:
a. Articles 1 through 25 herein.
b. Attachment A, "Project Description."
c. Attachment B, "Promissory Note."
d. Attachment D, "Application for Brownfield Redevelopment Funds."
e. Attachment C, "Report of Performance Measures."
IN WITNESS WHEREOF, e parties hereto have caused this Agreement to be executed, effective as of the
Award Date.
FOR COMMUNITY:.."144411—lnAke- (0 1 Pori
ignature Date
trhi51 6.(111.ACIAWY
Printed name and title
FOR IDED:
Deborah V. Durham, Director Date
Contract Number 11-BRN-05
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ATTACHMENT A PROJECT DESCRIPTION
Waterloo, Iowa
Contract #: 11-BRN-05
PROJECT DESCRIPTION
The Forgivable Loan dollars shall be used to assist with the former Francis Grout Elementary School project,
including the cleanup and demolition of all buildings at the site per application, or the `Brownfield Project Area(s)",
per Attachment D, application submitted. The "Redevelopment Area" shall be defined as the properties adjacent
to the Brownfield Project Area(s).
PERFORMANCE TARGETS
Asbestos surveys and abatement of any contamination should precede any demolition and removal of debris.
Reasonable efforts shall be made to recycle all demolition materials. Asbestos survey and abatement of any
contamination shall be completed no later than June 30, 2012. Entire project shall be completed no later than June
30, 2013.
AMOUNT BUDGETED
The entire project is budgeted at $380,000 and is to be completed using a combination of local funding and funds
from the Iowa Department of Economic Development's Brownfield Redevelopment program.
Total project cost is budgeted at $380.000 of which $43,525 comes from the Iowa Department of Economic
Development's Brownfield Redevelopment program, which equals approximately 11.5% of total.
Contract Number 1 I-BRN-05
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ATTACHMENT B PROMISSORY NOTE
City of Waterloo
IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT
BROWNFIELD REDEVELOPMENT PROGRAM
PROMISSORY NOTE
Loan Number 11-BRN-05
Amount: $43,525 March 31, 2011
FOR VALUE RECEIVED, the undersigned (hereafter called the "Maker") promises to pay to the order of the State of
Iowa, Department of Economic Development (hereafter called the "Payee"), at its office at 200 East Grand Avenue,
Des Moines, Iowa 50309, or upon notice to the Maker, at such other place as may be designated from time to time by
the holder, the principal sum of forty three thousand five hundred twenty five dollars ($43,525). ANY repayment
of financial assistance shall be the greater of the amounts determined in Sections Five (5) and/or Six (6) of Agreement.
Upon the subsequent sale of the property by the Community to a person other than the original owner, the Community
shall repay the Department for financial assistance received through this agreement The repayment shall be in the
amount equal to the sales price less the amount paid to the original owner pursuant to the agreement between the
Business and the original owner. The repayment amount shall not exceed the amount of the financial assistance
received by the Business, and shall occur immediately subsequent to sale.
The Department shall determine, in its responsible sole discretion, if the Business has satisfied the terms of this
Brownfield Funding Agreement. To the extent that the Community does not sell property for profit per Section 6; if
IDED determines that the Business has satisfied the conditions as outlined in Attachment A, Performance Targets, and
Attachment C, Reporting Requirements, barring any other default of this Brownfield Funding Agreement, the
Forgivable Loan shall be permanently waived and forgiven. If IDED determines that the Community has NOT
satisfied the conditions as outlined in Attachment A, Performance Targets, and Attachment C, Reporting Requirements,
the amount of the Forgivable Loan to be repaid to the Department shall be based on the percentage increase in assessed
property valuation for the Redevelopment Area. The amount of the Forgivable Loan portion to be repaid to the
Department shall be determined upon the following schedule:
Percentage Increase in
Taxable Property Valuation
for the Redevelopment Area
Percentage of Forgivable Loan
to be Forgiven
Percentage of Loan to be
Repaid
< 15%
100%
0%
16% - 20%
87.5%
12.5%
21% -25%
75%
25%
26% - 30%
62.5%
37.5%
31% -35%
50%
50%
36% - 40%
37.5%
62.5%
41% - 45%
25%
75%
46% - 50%
12.5%
87.5%
>50%
0%
100%
Note: percentages will be rounded to the nearest whole number using standard rounding rules.
Total assessed property valuation for the Redevelopment Area shall be established from the City/County Assessor
Contract Number 1 1-BRN-05
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Office appraisals for all real property within the Redevelopment Area at the Award Date and at the Project Completion
Date. Percentage increase in assessed valuation shall be the percentage increase in assessed valuation from that
established on Award date, to that established at Project Completion Date. To the extent that the actual Project
Completion Date may vary, determination of Project Completion Date shall be determined by the Department. The
term of the repayment, if any is due, shall be at default interest rate of six percent (6%) per year and for five (5) years
from the Project Completion Date. The Community shall make ten (10) equal semi-annual payments of the amount
due, as determined by the Department. Repayment shall commence no later that six months from project completion
date.
1. Payments. All payments under the Note shall be applied in this order. (1) to interest, and (2) to principal.
2. Loan Agreement; Acceleration Upon Default. This Note is issued by Maker to evidence an obligation to repay a
loan according to the terms of Loan Agreement 11-BRN-05 between the Payee and Maker and, at the election of the
holder without notice to the Maker, shall become immediately due and payable in the event any payment is not made
when due or upon the occurrence of any event of default under the terms of the Loan Agreement
3. Reduced Amount In the event the Maker fails to requisition and spend the full face amount of the Note as set out
above, then the amount of each installment payment shall be reduced accordingly in equal amounts.
4. Security. Payment of this Note is secured by: Unsecured.
5. Waiver. No delay or omission on the part of the holder in exercising any right under this Note shall operate as a
waiver of that right or of any other right under this Note. A waiver on any one occasion shall not be construed as a bar
to or waiver of any right and/or remedy on any future occasion.
6. Waiver of Protest. Each maker, surety, endorser and guarantor of this Note, expressly waives presentment, protest,
demand, notice of dishonor or default, and notice of any kind with respect to this Note.
7. Costs of Collection. The Maker will pay on demand all costs of collection, maintenance of collateral, legal expenses,
and attorneys' fees incurred or paid by the holder in collecting and/or enforcing this Note on default.
8. Meaning of Terms. As used in this Note, "holder" shall mean the Payee or other endorsee of this Note, who is in
possession of it, or the bearer hereof, if this Note is at the lime payable to the bearer. The word "Maker" shall mean
each of the undersigned. If this Note is signed by more than one person, it shall be the joint and several liabilities of
such persons. The term "Project Completion Date" will be a date determined by the Department.
9. Miscellaneous. The captions of paragraphs in this Promissory Note are for the convenience of reference only, shall
not define or limit the provisions hereof and shall not have any legal or other significance whatsoever.
ADDRESS:
City of Waterloo
715 Mulberry Street
Waterloo, Iow50703
BY:
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PRINTED NAME & TITLE: EVYLec 6. C-fr
DATE: IL. 1p , 261
AfiEST:
PRINTED NAME & TITLE: 967jSCS & S I Clerk-
-DATE: TTu ht G2, 2t j
Contract Number 11-BRN-05
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ATTACHMENT C
Contract #: 11-BRN-05
REPORT ON PERFORMANCE
MEASURES
City of Waterloo
The Community shall submit to the Iowa Department of Economic Development by the date indicated a brief
report on the completion of the following.
Iabial Report Prior To Release of Funds
A. Report of total assessed property valuation for the Redevelopment Area from the City/County Assessor Office
for all real property within the Redevelopment Area at the Award Date.
B. Report on current taxable property values for the Brownfield Project Area properties, if different from values at
the award date.
C. Report on project timeline including current status of project.
Final Report Project Completion date
A. Report of total assessed property valuation for the Redevelopment Area from the City/County Assessor Office
for all real property within the Redevelopment Area.
B. Report on current assessed property values including ownership for the Brownfield Project Area properties.
C. Narrative on status of Project activities.
D. Project fiscal summary of costs incurred on Project Activities.
Contract Number 11-BRN-05
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