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HomeMy WebLinkAboutCRF Rentals Dev Agmnt-3/5/2018-(RECORDED)It C,1 Pron Recorded008432470013 06/22/2018 atp01:44:04 PM Fee Amt: $67.00 Page 1 of 13 Black Hawk CountV Iowa SANDIE L. SMITH RECORDER File2018-00021166 DEVELOPMENT AGREEMENT — Phased Development This Development Agreement (the "Agreement') is entered into as of VA ;rz "s 2018 by and between CRF Rentals, LLC (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 is willing and able to finance and construct a building and related improvements on property that it will acquire, legally described on Exhibit "A" (the "Property"), located in the Martin Road Development Plan area. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: Improvements by Company. a. Phase I- Developer shall construct a commercial building of no less than 5,000 square feet. It is contemplated that the Property will, upon substantial completion of the Improvements, have an assessed value of no less than $282,000.00. b. Phase II- An addition to the Phase I structure, or a new structure, consisting of approximately 1,600 square feet. It is contemplated that the Property will, upon substantial completion of Phase 2 Improvements, have an estimated assessed value of approximately $94,000.00. In addition to the building described above, The improvements shall include related parking, landscape, and other improvements to the building and grounds (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 Improvements and all site preparation and development -related work as contemplated by this Agreement are collectively referred to as the "Project". 2. Timeliness of Construction; Possibility of Reverter. The parties agree that Company's commitment to undertake the Project and to construct the Improvements in a timely manner constitutes a material inducement for the City to extend the development incentives provided for in this Agreement, and that without said commitment City would not have done so. A. Phase I -Company must obtain a building permit and begin construction no later than the date that is four (4) months after the date of this Agreement (the Project Start Date"), and construction of Improvements on the Property shall be completed within twelve (12) months thereafter (the "Project Completion Date"). If, by the Project Start Date, Company has not in good faith begun construction of the Improvements upon the Property, then the City may terminate this Agreement following Company's failure to begin construction within thirty (30) days following written notice of default from City. If development has commenced by the Project Start Date or within any agreed period of extension 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 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 the City may terminate this Agreement following Company's failure to diligently undertake construction within thirty (30) days following written notice of default from City. If at any time Company fails to diligently undertake construction and other activities necessary for completion of the Project, then City may terminate this Agreement following Company's failure to resume and diligently carry on construction within thirty (30) days following written notice of default from City. B. Phase 2. Company may undertake and complete Phase 2 Improvements at any time within five (5) years after the date of this Agreement. If Company does not timely complete said improvements, then Phase 2 will not be eligible for the benefits provided by this Agreement, but the benefits granted to Company under this Agreement with respect to completed Phase 1 Improvements shall not be affected by Company's failure to begin or complete Phase 2 Improvements. B. 3. Utilities. Company will be responsible for extending water, sewer, telephone, telecommunications, electric, gas and other utility services to any location on the Property and for payment of any associated connection fees. 4. Minimum Assessment Agreement. Company acknowledges and agrees that it will pay when due all taxes and assessments, general or special, and all other lawful charges whatsoever levied upon or assessed or placed against the Property. Company further agrees that, prior to the date set forth in Section 2 of Exhibit "B", it will not seek or cause a reduction in the assessed valuation for the Property, which shall be fixed for assessment purposes, below the amount of $282,000 (the "Minimum Actual Value"), through: (i) willful destruction of the Property, Improvements, or any part of either; (ii) a request to the assessor of Black Hawk County; or (iii) any proceedings, whether administrative, legal, or equitable, with any administrative body or court within the City, Black Hawk County, the State of Iowa, or the federal government. The Minimum Actual Value for each phase shall be as follows: Phase 1 $282,000 Phase 2 approximately $94,000.00 In connection with each phase of Improvements, and as a condition to receiving the benefits provided for in this Agreement, Company agrees to sign an agreement substantially in the form attached as Exhibit "B". The minimum assessment agreement for Phase I shall be executed concurrently with execution of this Agreement, and the minimum assessment agreement for Phase 2 shall be executed when Company takes out a building permit for Phase 2 Improvements. 5. Property Tax Rebates. Provided that Company has completed the Improvements as set forth herein and has executed the Minimum Assessment Agreement as set forth in Section 4, City agrees to rebate property tax (with the exceptions noted below) as follows: A. Phase I. Provided that Company has completed the Phase 1 Improvements as set forth herein and has executed the Minimum Assessment Agreement as set forth in Section 4, City agrees to rebate property tax (with the exceptions noted below) as follows: Year One through Year Three 70% Year Four through Year Seven 65% Rebates are payable in respect of a given year only to the extent that Company has actually paid general property taxes due and owing for such year. To receive rebates for a given year, Company must, within twelve (12) months after the tax payment due date, submit a completed rebate request to City on the form provided by or otherwise satisfactory to City. The first year in which a rebate may be given ("Year One") shall be the first full year for which the assessment is based on the completed value of the Improvements and not a prior year for which the assessment is based solely on the value of the land or on the value of the land and a partial value of the Improvements, due to partial completion of the Improvements or a partial tax year. The taxable value of the Property as a result of the Improvements must be increased by a minimum of 10% and must increase the annual tax by a minimum of $500.00. This rebate program is not applicable to any special assessment levy, debt service levy, or any other levy that is exempted from treatment as tax increment financing under the provisions of applicable law. B. Phase 2. Upon completion of the Phase 2 Improvements as set forth herein, and provided that Company has executed a Minimum Assessment Agreement with respect to such Improvements as set forth in Section 4, City agrees to rebate property tax payable in respect of the value added by the Phase 2 Improvements on the same terms as provided above in paragraph A of this Section 5, except that any reference therein to the Improvements shall, for purposes of this paragraph B, mean the Phase 2 Improvements only. 6. Obligations Contingent. Each and every obligation of City under this Agreement is expressly made subject to and contingent upon City's completion of all procedures, hearings and approvals deemed necessary by City or its legal counsel for amendment of the urban renewal plan applicable to the Property and/or project area, all of which must be completed within 180 days from the date this Agreement is approved by the City council. If such completion does not occur, then this Agreement shall be deemed canceled and shall be null and void. 7. 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. 8. 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. 4 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. 9. 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. Company acknowledges that without such promises, covenants, representations, and warranties, City would not have entered this Agreement. 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. 10. 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, at 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. (b) if to Company, at PO Box 203, Waterloo, Iowa 50704, facsimile number , Attention: CRF Rentals, LLC Attn: Chris Fischels 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. 11. 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. 12. 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. 13. 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. 14. 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. 15. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 16. 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. 17. Entire Agreement. This Agreement, together with the Minimum Assessment Agreement attached hereto as Exhibit "B", 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. 18. 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. [remainder of page intentionally blank — signatures on next page] CITY OF WATERLOO, IOWA Quentin M. Hart, Mayor Attest: Kelley Fel 7 le, City Clerk CRF Rentals, LLC By: l Chris Fischels Title:a'.�� EXHIBIT "A" Legal Description of Property Lot C-8, Southland Park Fourth Addition, City of Waterloo, Iowa. EXHIBIT "B" Form of MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of °ti_.:v k. , 2018 by and among the CITY OF WATERLOO, IOWA ("City"), CRF Rentals, LLC ("Company"), and the COUNTY ASSESSOR of the City of Waterloo, Iowa ("Assessor"). WITNESSETH: WHEREAS, on or before the date hereof the City and Company have entered into a development agreement (the "DA") regarding certain real property, described in Exhibit "A" thereto, located in the City; and WHEREAS, it is contemplated that pursuant to the DA, the Company will undertake the development of an area ("Phase Project") within the City and within the Martin Road Development Plan area; and WHEREAS, pursuant to Iowa Code § 403.6, as amended, the City and Company desire to establish a minimum actual value for the land and the building(s) pursuant to this Agreement and applicable only to the Project, which shall be effective upon substantial completion of the Project and from then until this Agreement is terminated pursuant to the terms herein and which is intended to reflect the minimum actual value of the land and buildings as to the Project only; and WHEREAS, the City and the Assessor have reviewed the preliminary plans and specifications for the improvements (the "Improvements") which the parties contemplate will be erected as a part of the Project. NOW, THEREFORE, the parties hereto, in consideration of the promises, covenants, and agreements made by each other, do hereby agree as follows: 1. Upon substantial completion of construction of the Improvements by the Company upon the real property described on Exhibit "A" attached hereto, the minimum actual value which shall be fixed for assessment purposes for the land and Improvements to be constructed thereon by the Company as a part of the Phase Project shall not be less than $282,000 (the "Minimum Actual Value") until termination of this Agreement. The parties hereto agree that construction of the Improvements will be substantially completed on or before December 31, 2019. 2. The Minimum Actual Value herein established shall be of no further force and effect, and this Minimum Assessment Agreement shall terminate, on December 31, 2029. Nothing herein shall be deemed to waive the Company's rights under Iowa Code § 403.6, as amended, to contest that portion of any actual value assignment made by the Assessor in excess of the Minimum Actual Value established herein. In no event, however, shall the Company seek or cause the reduction of the actual value assigned below the Minimum Actual Value established herein during the term of this Agreement. 3. This Agreement shall be promptly recorded by the City with the Recorder of Black Hawk County, Iowa. The City shall pay all costs of recording. 4. Neither the preambles nor provisions of this Agreement are intended to, or shall be construed as, modifying the terms of the Development Agreement. 5. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties. CITY OF WATERLOO, IOWA CRF Rentals, LLC By: 4,tr. `.i By: Quentin M. Hart, Mayor Chris Fischels Title: �uw4 Attest: Kelley Fel I le, City Clerk [acknowledgments on next page] 2 STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) This record was acknowledged before me on 0� , 2018 by Quentin M. Hart and Kelley Felchle, as Mayor and City Clerk, respectively, of the City of Waterloo, Iowa. NANCY HIGBY R COMMISSION NO.788229 MY COMM!$SIGNEXPIRES STATE OF IOWA ) )SS. COUNTY OF BLACK HAWK ) �� Y- ' Notary Public 6 (3 This record was acknowledgec,before me on lV1.0 C'l 2018, by t1 �` !' (:'i 'V i "-, as �)d zs Ie o f of CRF Rentals, LLC. Ate` Notary Public CERTIFICATION OF ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the market value assigned to the land upon which the improvements are to be constructed for the development, and being of the opinion that the minimum market value contained in the foregoing Minimum Assessment Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the property subject to the development, upon completion of improvements to be made on it and in accordance with the Minimum Assessment Agreement, certifies that the actual value assigned to such land and building upon completion of the development shall not be less than Two Hundred Eighty -Two Thousand Dollars ($282,000.00) in the aggregate, until termination of this Minimum Assessment Agreement. ess r for Black Hawk County, Iowa Date STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK ) Subscribed and sworn to before me on C.. 1 ; M by T. J. Koenigsfeld as Assessor for Black Hawk County, Iowa. A" ADRIENNE MILLER C11 -4 it'AALCII OMMISSION NO. 809109 ' MY COMMISSION EXPIRES 4olary"Public W ' FEBRUARY 23, 2021 Prepared by LeAnn M. Even, Deputy City Clerk, City of Waterloo, 715 Mulberry Street, Waterloo, IA 50703, (319) 291-4323. RESOLUTION NO. 2018-139 RESOLUTION DEVELOPMENT AGREEMENT WITH CRF RENTALS, LLC FOR THE DEVELOPMENT OF A 5,000 SQUARE FOOT COMMERCIAL BUILDING WITH A VALUE NO LESS THAN $282,000, OFFERING PROPERTY TAX REBATES OF YEAR ONE THROUGH YEAR THREE FOR 70% AND YEAR FOUR THROUGH YEAR SEVEN FOR 65%, AND AUTHORIZE MAYOR TO EXECUTE SAID DOCUMENT. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WATERLOO, IOWA, that the Development Agreement dated March 5, 2018 between CRF Rentals, LLC and the City of Waterloo, Iowa, for the development of property located in the Martin Road area, with the development of a 5,000 square foot commercial building with a value no less than $282,000, offering property tax rebates of year one through year three for 70% and year four through year seven for 65%, is hereby approved, and the Mayor is authorized and directed to execute said agreement on behalf of the City of Waterloo, Iowa. PASSED AND ADOPTED this 5th day of March 2018. CERTIFICATE I, Kelley Felchle City Clerk of the City of Waterloo, Iowa, do hereby certify that the preceding is a true and complete copy of Resolution 2018-139, as passed and adopted by the Council of the City of Waterloo, Iowa, on the 5th day of March 2418. Witness my hand and seal of office this 5th day of March 2018. �U&� ' Kelley Felchl City Clerk Quentin Hart, Mayor M Kelley Fel City Clerke CERTIFICATE I, Kelley Felchle City Clerk of the City of Waterloo, Iowa, do hereby certify that the preceding is a true and complete copy of Resolution 2018-139, as passed and adopted by the Council of the City of Waterloo, Iowa, on the 5th day of March 2418. Witness my hand and seal of office this 5th day of March 2018. �U&� ' Kelley Felchl City Clerk