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HomeMy WebLinkAboutHeartland Habitat for Humanity - Dev Agmnt - 3/5/2018Preparer Information: Christopher S. Wendland, PO Box 596, Waterloo, Iowa 50704 (319) 234-5701 Name Address City Phone DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of Z� ) (6 , by and between Iowa Heartland Habitat for Humanity (the "Company") and the City of Waterloo, Iowa (the "City"). RECITALS A. City considers economic development within the City a benefit to the community and is willing for the overall good and welfare of the community to provide financial incentives so as to encourage that goal. B. Company proposes to finance and construct single-family homes and related improvements on various properties in the Walnut Neighborhood. Said properties are identified on Exhibit "A" attached hereto (the "Properties") and are located in the East Waterloo Unified Urban Renewal and Redevelopment Plan Area, which includes the former Logan Plaza Urban Renewal and Redevelopment Plan Area. C. City believes that development of the projects is in the vital and best interests of the City and in accordance with the public purposes and provisions of the applicable State and local laws and requirements under which the projects have been or will be undertaken and are being assisted. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Sale of Properties; Title. Subject to the terms hereof, City shall convey the Properties, or cause them to be conveyed, to Company for the sum of $1.00 for each separate parcel (the "Purchase Price"), but if Company desires to obtain the benefits described in Section 6.C, then for the Properties identified therein Company DEVELOPMENT AGREEMENT Page 2 may choose to defer closing said parcels until ready to proceed. Each separate parcel is referred to as a "Lot." Conveyance shall be by quit claim deed, free and clear of all encumbrances arising by or through City except: (a) easements, conditions and restrictions of record; (b) current and future real estate real property taxes and assessments subject to the agreements made herein; (c) general utility and right-of-way easements serving a Lot; and (d) restrictions imposed by City zoning ordinances and other applicable law. Conveyance shall occur within sixty (60) days after approval of this Agreement by the Waterloo City Council, on a date mutually acceptable to the parties. No less than fourteen (14) days prior to the anticipated date of conveyance, City will provide for update whatever abstracts of title it has in its possession, if any, or in lieu thereof Company may have a new abstract created or obtain whatever form of title evidence it desires. All abstracting and title work shall be at the sole expense of Company. If title is unmarketable or subject to matters not acceptable to Company, and if City does not remedy or remove such objectionable matters in timely fashion following written notice of such objections from Company, Company may terminate this Agreement or may refuse to accept conveyance of any Lot. 2. Improvements by Company. Company shall construct at its own expense upon each Lot one (1) single-family home as further described and depicted in Exhibit "B" attached hereto. Company shall make no substantial deviation from the general plans, specifications or designs set forth on Exhibit "B" without the prior written consent of City. No more than one home shall be constructed on each Lot, and each Lot upon which a home will be constructed shall be completed to a finished state, including installation of driveways and sidewalks, removal of all construction debris, proper leveling or shaping of groundscape, and grassing and/or landscaping (home construction and finishing as so described are referred to as the "Improvements"). The Improvements shall be constructed in accordance with all applicable City, state, and federal building codes and shall comply with all applicable City ordinances and other applicable law. The Properties, the Improvements, and all site preparation and development -related work to make the Properties usable for Company's purposes as contemplated by this Agreement are collectively referred to as the "Project". 3. Timeliness of Construction; Further Conditions. The parties agree that the condition set forth in the following paragraphs of this Section 3 constitute Company's commitment to undertake the Project and to construct the Improvements in a timely manner, that such conditions are therefore a material inducement for the City to convey the Properties to Company, and that without said commitment City would not do so. A. Company must obtain a building permit and begin construction of a single-family residence on one of the Lots by August 1, 2019 (the "Required Start Date"), and construction of Improvements on such Lot shall be completed within 12 months thereafter. B. Company must complete construction of one single-family residence upon each Lot within ten (10) years after the Required Start Date (the "Project Completion Date"). DEVELOPMENT AGREEMENT Page 3 C. At any time that Company holds title to a Lot until the Project Completion Date, Company must mow all Lots and remove snow and ice from sidewalks upon or abutting said Lots in conformity with City ordinance. If Company has not met any of the conditions set forth above in subsections A -C of this Section 3, then title shall revert to the City as to each Lot on which the construction of Improvements has not been substantially completed. Improvements that are not substantially completed are those that are not, within thirty (30) days, capable of completion to a state for which a certificate of occupancy can be issued. 4. Possibility of Reverter; Release. As to any condition set forth in Section 3 that has not been timely satisfied, the City Council may, but shall not be required to, consent to an extension of time. As to any condition pertaining to construction of Improvements, if an extension is granted but construction of the Improvements has not begun or is not completed, as applicable, within such extended period, then title shall revert to the City after the end of said extended period as set forth in Section 3. If development has timely commenced or commenced within any extended period and is stopped and/or delayed as a result of an act of God, war, civil disturbance, court order, labor dispute, fire, or other cause beyond the reasonable control of Company, the requirement that construction is to be completed by the original or extended Project Completion Date shall be tolled for a period of time equal to the period of such stoppage or delay, and thereafter if construction is not completed within the allowed period of extension then title shall revert to the City as set forth in Section 3. In connection with any sale by Company of a Lot on which the construction of Improvements has been completed, City agrees to release such Lot from the conditions and restrictions set forth in this Agreement. A release of any such Lot part shall not affect the continued effectiveness and enforceability of this Agreement as to any other Lots that are not specifically released. 5. Reverter of Title. In the event of any reverter of title, Company agrees that it shall, at its own expense, promptly execute all documents, including but not limited to a special warranty deed, or take such other actions as the City may reasonably request, to effectuate said reverter and to deliver to City title to the Properties, or so much thereof as is required to revert pursuant to Section 3, that is free and clear of any lien, claim, or encumbrance arising by or through Company. Concurrently with the deed, Company shall deliver to City the abstracts of title for Properties conveyed. Company shall pay in full, so as to discharge or satisfy, all liens, claims, charges, and encumbrances on or against the Properties subject to reversion. Appointment of Attorney in Fact: If Company fails to deliver such documents, including but not limited to a special warranty deed, to City within thirty (30) days of written demand by City, then City shall be authorized to execute, on Company's behalf and as its attorney-in-fact, the special warranty deed required by this Section, and for such limited purpose Company does hereby constitute and appoint City as its attorney- in-fact. DEVELOPMENT AGREEMENT Page 4 6. Additional City Assistance. The incentives described in the following subsections of this Section 6 are in addition to the other Project incentives extended by City to Company hereunder. A. Grant. City will make a one-time development grant to Company in the amount of $28,000.00, payable when title to the Property is conveyed to Company. Company will use the grant to cover the direct cost of acquisition of additional properties in the Walnut Neighborhood, which is defined for purposes of this Agreement as the area bounded by East 4th Street, Franklin Street, U.S. Highway 63, and Dane Street. No later than 24 months after the date of payment, Company will provide to City a complete accounting of how the grant funds have been expended, including identification of properties acquired. Upon expiration of said 24 -month period, Company will promptly refund to City any part of the grant that has not been spent for approved purposes. B. Property Transfer. When City conveys the Properties to Company, Company shall convey to City by special warranty deed the title to property located at 706 W. Park Avenue, Waterloo, free and clear of all encumbrances arising by or through Company except: (a) easements, conditions and restrictions of record; (b) current and future real estate real property taxes and assessments subject to the agreements made herein; (c) general utility and right- of-way easements serving said property; and (d) restrictions imposed by City zoning ordinances and other applicable law. No less than fourteen (14) days prior to the anticipated date of conveyance, Company will provide for update whatever abstracts of title it has in its possession, if any, or in lieu thereof City may have a new abstract created or obtain whatever form of title evidence it desires. All abstracting and title work shall be at the sole expense of City. If title is unmarketable or subject to matters not acceptable to City, and if Company does not remedy or remove such objectionable matters in timely fashion following written notice of such objections from City, City may refuse to accept conveyance of said property. C. Demolition/Rehab Reimbursement. The parties acknowledge that the properties located at 408 Saxon Street (parcel 8913-24-163-002), 312 Clay Street (parcel 8913-240163-020), and 314 Clay Street (parcel 8913-24-163-021) are occupied by structures that may need to be demolished. Provided that Company completes construction on Tots, as required by City policy applicable to properties acquired pursuant to Iowa Code Chapter 657A, then following issuance of a certificate of occupancy for the Improvements made by Company on those Lots the City will reimburse to Company all reasonable, documented expenses, not to exceed $5,000.00, incurred by Company for asbestos abatement, rehabilitation, and demolition. D. Development Coordination. The parties acknowledge that City is making aggressive efforts to spur development and rehabilitation projects in the Walnut Neighborhood area, where the Properties are located. One project involves construction of a new parking lot for the use of a senior living facility at DEVELOPMENT AGREEMENT Page 5 315 Walnut Street, which is to be coordinated with a project to construct a new grocery store in the near vicinity. To assist City in its development efforts, Company agrees to cooperate with City to identify lot(s) in Block 69 of Cooley Addition that can be repurposed for the above-described parking lot. The lot will be conveyed by warranty deed to a developer to be identified by City. 7. Purchase Rights. Subject to any other agreements to which the City is a party as of the date of this Agreement, if City hereafter acquires any additional properties for residential redevelopment purposes lying within the area bounded by E. Mullan Avenue, Dane Street, E. 4th Street, and Franklin Street, then Company shall have a right of first refusal to purchase any such property. Said right may be exercised at any time within nine (9) years of the Required Start Date, by delivery of written notice of exercise to City. The terms of this Agreement shall govern the purchase and development of any residential property so acquired. 8. Indemnity. Company further agrees that it shall indemnify City and hold it harmless with respect to any demand, claim, cause of action, damage, or injury made, suffered, or incurred as a result of or in connection with the Project, Company's failure to carry on or complete same, or any lien, claim, charge, or encumbrance on or against the Properties of any type or nature whatsoever that attaches to the Properties by virtue of Company's ownership of same. If City files suit to enforce the terms of this Agreement and prevails in such suit, then Company shall be liable for all legal expenses, including but not limited to reasonable attorneys' fees, incurred by City. Company's duties of indemnity pursuant to this Section shall survive the expiration, termination or cancellation of this Agreement for any reason. 9. No Encumbrances; Limited Exception. Until substantial completion of the Project, Company agrees that it shall not create, incur, or suffer to exist any lien, encumbrance, mortgage, security interest, or charge on the Properties lying within any such phase, other than such mortgage or mortgages as may be reasonably necessary to finance Company's undertaking of the Project and of which Company notifies City in advance of Company's execution of any such mortgage. 10. Water and Sewer; Utilities. Company will be responsible, at its own expense, for extending water, sewer and utilities services from their current location to any location on the Properties and for payment of any associated connection fees. 11. Representations and Warranties of City. City hereby represents and warrants as follows: A. City is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Each person who executes and delivers this Agreement and all documents to be delivered hereunder is and shall be authorized to do so on behalf of City. DEVELOPMENT AGREEMENT Page 6 12. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. Company is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Company is duly organized, validly existing, and in good standing under the laws of the state of its organization and is duly qualified and in good standing under the laws of the State of Iowa. C. Company has full right, title, and authority to execute and perform this Agreement and to consummate all of the transactions contemplated herein, and each person who executes and delivers this Agreement and all documents to be delivered to City hereunder is and shall be authorized to do so on behalf of Company. 13. No Assignment or Conveyance. Company agrees that it will not sell, convey, assign or otherwise transfer its interest in any platted lot within the Properties prior to substantial completion of Improvements for such lot, whether in whole or in part, to any other person or entity without the prior written consent of City. Reasonable grounds for the City to withhold its consent shall include but are not limited to the inability of the proposed transferee to demonstrate to the City's satisfaction that it has the financial ability to observe all of the terms to be performed by Company under this Agreement. 14. Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Company to be performed is a material term of this Agreement, and each and every such promise, covenant, representation, and warranty constitutes a material inducement for City to enter this Agreement and to extend to Company the development incentives provided for herein. Company acknowledges that without such promises, covenants, representations, and warranties, City would not have entered this Agreement and extended such incentives. Upon breach of any promise or covenant, or in the event of the incorrectness or falsity of any representation or warranty, City may, at its sole option and in addition to any other right or remedy available to it, terminate this Agreement and declare it null and void. 15. Notices. Any notice under this Agreement shall be in writing and shall be delivered in person, by overnight air courier service, by United States registered or certified mail, postage prepaid, or by facsimile (with an additional copy delivered by one of the foregoing means), and addressed: (a) if to City, to City of Waterloo, 715 Mulberry Street, Waterloo, Iowa 50703, facsimile number 319-291-4571, Attention: Mayor, with copies to the City Attorney and the Community Planning and Development Director. DEVELOPMENT AGREEMENT Page 7 (b) if to Company, to Iowa Heartland Habitat for Humanity, 803 W. 5th Street, Waterloo, Iowa 50702, Attention: Executive Director. Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (ii) one (1) business day following deposit for overnight delivery to an overnight air courier service which guarantees next day delivery, (iii) three (3) business days following the date of deposit if mailed by United States registered or certified mail, postage prepaid, or (iv) when transmitted by facsimile so long as the sender obtains written electronic confirmation from the sending facsimile machine that such transmission was successful. A party may change the address for giving notice by any method set forth in this Section. 16. No Joint Venture. Nothing in this Agreement shall, or shall be deemed or construed to, create or constitute any joint venture, partnership, agency, employment, or any other relationship between the City and Company nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. 17. Amendment, Modification, and Waiver. No amendment, modification, or waiver of any condition, provision, or term of this Agreement shall be valid or of any effect unless made in writing, signed by the party or parties to be bound or by the duly authorized representative of same, and specifying with particularity the extent and nature of the amendment, modification, or waiver. Any waiver by any party of any default by another party shall not affect or impair any rights arising from any subsequent default. 18. Severability. Each provision, section, sentence, clause, phrase, and word of this Agreement is intended to be severable. If any portion of this Agreement shall be deemed invalid or unenforceable, whether in whole or in part, the offending provision or part thereof shall be deemed severed from this Agreement and the remaining provisions of this Agreement shall not be affected thereby and shall continue in full force and effect. If, for any reason, a court finds that any portion of this Agreement is invalid or unenforceable as written, but that by limiting such provision or portion thereof it would become valid and enforceable, then such provision or portion thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 19. Captions. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted only as a matter of convenience and/or reference, and they shall in no way be construed as limiting, extending, or describing either the scope or intent of this Agreement or of any provisions hereof. 20. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. DEVELOPMENT AGREEMENT Page 8 21. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. 22. Entire Agreement. This Agreement, together with the exhibits attached hereto, constitutes the entire agreement of the parties and supersedes all prior or contemporaneous negotiations, discussions, understandings, or agreements, whether oral or written, with respect to the subject matter hereof. 23. Time of Essence. Time is of the essence of this Agreement. IN WITNESS WHEREOF, the parties have executed this Development Agreement by their duly authorized representatives as of the date first set forth above. CITY OF WATERLOO, IOWA BY: Quentin M. Hart, Mayor Attest: Kelley F hle, City Clerk IOWA HEARTLAND HABITAT FOR HUMANITY By: Title: C.:`r EXHIBIT "A" Legal Description of Properties 8913-24-157-003. RAILROAD ADDITION WATERLOO NORTH 45 FEET SOUTH 90 FEET LOT 12 BLOCK 19 NORTH 45 FEET SOUTH 90 FEET LOT 13 BLOCK 19. 8913-24-162-002. RAILROAD ADDITION WATERLOO N 64 FT LOT 17 BLK 30. 8913-24-163-002. RAILROAD ADDITION WATERLOO LOT 14 BLK 29. (a/k/a 408 Saxon Street) 8913-24-163-021. RAILROAD ADDITION WATERLOO N 35 FT S 70 FT LOT 13 BLK 29. (a/k/a 314 Clay Street) 8913-24-303-014. COOLEY ADDITION E 30 FT LOT 5 BLK 66. 8913-24-303-021. COOLEY ADDITION S 22 FT N 44 FT LOT 12 BLK 66. 8913-24-163-020 RAILROAD ADDITION WATERLOO S 35 FT LOT 13 BLK 29 (a/k/a 312 Clay Street)