HomeMy WebLinkAboutCanterbury Court Real Estate - Dev Agmnt - 9/17/2018(RECORDED)i iiiiiii iiiiii iii hili hili hili hili hili hili hili iiiii 11111 IIIII iiiii ilii ilii
Doc ID. 009492300012 Type: GEN
Recorded: 02/22/2019 at 03:55:17 PM
Fee Amt: $62.00 Pape 1 of 12
Black Hawk County Iowa
SANDIE L. SMITH RECORDER
F11e2019-00012765
Po
Preparer: Christopher S. Wendland, P.O. Box 596, Waterloo, Iowa 50704 (319) 234-5701
After recording, return to Community Planning & Development, 715 Mulberry Street, Waterloo, IA 50703.
DEVELOPMENT AGREEMENT
This Development Agreement (the "Agreement") is entered into as of
\— 1'1 , 2018 by and between Canterbury Court Real Estate, LLC
("Company"), and the City of Waterloo, Iowa ("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 located in the San Marnan
Development Plan urban renewal area, which property is legally described
on Exhibit "A" attached hereto (the "Property").
AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants set forth herein,
the parties agree as follows:
1. Purchase of Property; Improvements by Company. Company has
purchased the Property, consisting of assessor parcel no. 8813-09-102-005, for the sum
of $455,000.00 (the "Purchase Price"). Company shall construct on the Property a
medical office building consisting of approximately 5,320 square feet, and related
parking, landscaping and other improvements to the buildings and grounds (collectively,
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. It is contemplated that the assessed value of the land and building
upon completion will be approximately $1,467,730.00. The Property, the
Improvements, and all site preparation and development -related work to make the
Property usable for Company's purposes as contemplated by this Agreement are
collectively referred to as the "Project".
2. Timeliness of Construction. 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 do so. Company has obtained a building permit and begun construction prior to the
date of this Agreement and must substantially complete construction within twelve (12)
months thereafter (the "Completion Date").
If construction 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 substantially completed
by the 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 this Agreement shall be cancelled at the sole option of City. If
construction is not substantially completed by the Completion Date, then the parties
agree to execute an amendment to this Agreement and to the Minimum Assessment
Agreement to extend the date specified in Section 3 below and the dates specified in
corresponding provisions of the Minimum Assessment Agreement.
3. Minimum Assessment Agreement. Company acknowledges and
agrees that it, or any successor in title to the Property, 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 January
1, 2040, it will not seek or cause a reduction in the assessed valuation for the Property,
which shall be fixed for assessment purposes, below the aggregate amount of
$1,467,730.00 ("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.
Company agrees to sign the agreement attached as Exhibit "B" at closing.
4. Property Tax Rebates. Provided that Company has completed the
Improvements as set forth in paragraphs 1 and 2 and has executed the Minimum
Assessment Agreement as set forth in paragraph 3, the City agrees to rebate property
taxes (with the exceptions noted below) as follows:
2
a. Year One 90% rebate
b. Year Two 90% rebate
c. Year Three 90% rebate
d. Year Four 90% rebate
e. Year Five 85% rebate
f. Year Six 85% rebate
g. Year Seven 80% rebate
h. Year Eight 80% rebate
i. Year Nine 78% rebate
for any taxable value over the January 1, 2017 value of $435,650.00. 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, or the rebate shall be subject to forfeiture.
The assessed 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. The first year in which a rebate may be given ("Year One")
shall be the first full year for which the assessment is based upon the completed value
of the Improvements and not a prior year for which the assessment is based solely upon
the value of the land or upon the value of the land and a partial value of the
Improvements, due to partial completion of the Improvements or a partial tax year.
5. Future Project. If Company intends to construct a second building on the
Property, consisting of no Tess than 5,000 square feet, within seven (7) years from the
date of this Agreement, then the parties shall enter into a development agreement with
respect to such project. Among other terms, the future agreement will provide for a
schedule of rebates that matches the schedule set forth in Section 4 above.
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:
3
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.
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 4426 Wynnewood Drive, Cedar Falls, Iowa
50613, facsimile number: t\ (T) , attention: Dr. Ryan N. Borgwardt.
4
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, legal representatives,
and future owners of the Property.
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.
5
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.
CITY OF WATERLOO, IOWA
By: LtfifYL&
Quentin M. Hart, Mayor
Attest: J '�
Kelley FelchljCity Clerk
6
CANTERBURY COURT REAL
ESTATE, LLC
By:
Dr. Ryan N. Borgwardt
Title: Member and Manager
EXHIBIT "A"
Legal Description of Property:
Lot 3, Country Club Business Center Third Addition, City of Waterloo, Black Hawk County, Iowa.
7
EXHIBIT "B"
MINIMUM ASSESSMENT AGREEMENT
This Minimum Assessment Agreement (the "Agreement") is entered into as of
\�} , 2018 by and among the CITY OF WATERLOO, IOWA ("City"),
Cant rbury Court Real Estate, 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 "Development Agreement") regarding certain real
property, described in Exhibit "A" thereto, located in the City; and
WHEREAS, it is contemplated that pursuant to the Development Agreement, the
Company will undertake the development of an area ("Project") within the City and
within the San Marnan Development Plan urban renewal area; and
WHEREAS, pursuant to Iowa Code § 403.6, as amended, the City and the
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, 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
Project shall not be less than $1,467,730.00 ("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. If it is not, then the parties
agree to execute an amendment to this Agreement that will extend the dates specified
in Section 2 below.
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,
2039. 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, including but not limited to future owners of the
Project property.
CITY OF WATERLOO, IOWA CANTERBURY COURT REAL
ESTATE, LLC
By:
Quentin M. Hart, Mayor
Attest:
elley Fele , City Clerk
By: 5-77
Dr. Ry n N. Borgwart
Title: o(,"NF/ P�6'51
Member and Manager
STATE OF IOWA )
) ss.
COUNTY OF BLACK HAWK )
2� ►
On this � day of ��'1� , before me, a NotaryPublic in and for
the State of Iowa, personally appeared Quentin M. Hart and Kelley Felchle, to me
personally known, who being duly sworn, did say that they are the Mayor and City
Clerk, respectively, of the City of Waterloo, Iowa, a municipal corporation, created and
existing under the laws of the State of Iowa, and that the seal affixed to the foregoing
instrument is the seal of said municipal corporation, and that said instrument was signed
and sealed on behalf of said municipal corporation by authority and resolution of its City
Council, and said Mayor and City Clerk acknowledged said instrument to be the free act
and deed of said municipal corporation by it and by them voluntarily executed.
r
/ow,.
JASON W KLEIN
COMMISSION NO. 801945
MY COMMISSION EXPIRES
FEBRUARY 23, 2020
)
) ss. dd
Subscribed and sworn to before me on , 2018, by Dr. Ryan N.
STATE OF IOWA
COUNTY OF BLACK HAWK
, ti
Notary Publ c
o S'P'A'.
NANCY HIGBY
„r::
COMMISSION NO.788229
* "'77 *
MY COMMISSION EXPIRES
o w ,.
, ^-3 -. "2-c. 2.
Borgwardt as Member and Manager of Canterbury Court Real Estate, LLC.
ry 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 Tess than One
Million Four Hundred Sixty -Seven Thousand Seven Hundred Thirty Dollars
($1,467,730.00) in the aggregate, until termination of this Minimum Assessment
Agreement pursuant to the terms hereof.
STATE OF IOWA
) ss.
COUNTY OF BLACK HAWK
r for Black Hawk County, Iowa
/(a
Date
Subscribed and sworn to before me on U; \fliQ / O\ 0,0\b , by T.J.
Koenigsfeld, Assessor for Black Hawk County, Iowa.
1
ow,.
ADRIENNE MILLER
COMMISSION NO. 809109
MY COMMISSION EXPIRES
FEBRUARY 23, 2021
c4kkblixcAki
Prepared Kelley Felchle City Clerk, City of Waterloo, 715 Mulberry Street, Waterloo, IA 50703,
(319) 291-4323.
RESOLUTION NO. 2018-703
RESOLUTION APPROVING A DEVELOPMENT
AGREEMENT WITH CANTERBURY COURT REAL ESTATE,
LLC, FOR THE CONSTRUCTION OF A 5,320 SQUARE FOOT
MEDICAL OFFICE BUILDING IN THE SAN MARNAN TIF
DISTRICT, ADDING $1,467,730 OF TAXABLE VALUE TO
SITE, AND OFFERING FOUR YEARS AT 90% TAX
REBATES, TWO YEARS AT 85%, TWO YEARS AT
80% AND ONE YEAR AT 78%, AND AUTHORIZE MAYOR
AND CITY CLERK TO EXECUTE ALL NECESSARY
DOCUMENTS.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WATERLOO, IOWA
that the Development Agreement dated September 17, 2018, between Canterbury Court Real
Estate, LLC and the City of Waterloo, Iowa, for the construction of a 5,320 square foot medical
office building in the San Marnan TIF District, adding $1,467,730 of taxable value to site, and
offering four years at 90 percent tax rebates, two years at 85 percent, two years at 80% and one
year at 78 percent, is hereby approved and the Mayor and City Clerk are authorized and directed
to execute all necessary documents on behalf of the City of Waterloo, Iowa.
PASSED AND ADOPTED this 17th day of September 2018.
ATTEST:
elley Fel
City Clerk
Quentin Hart, Mayor
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 No. 2018-703 as passed and adopted by the
City Council of the City of Waterloo, Iowa, on the 17th day of September 2018.
Witness my hand and seal of office this 17th day of September 2018.
,
SEAR
•
elley Fele
City Clerk