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HomeMy WebLinkAboutProfessional Lawn Care, LLC - Development Agmnt - 7/15/19 (RECORDED)IIII UII ffl IIII i 1 11 11 110 uIu 11 1 1 1 1 11 Doc ID: 009603700022 Types GEN Recorded: 07/22/2019 at 02:27:53 PM Fee Amt: $112.00 Page 1 of 22 Black Hawk County Iowa SANDIE L. SMITH RECORDER Fue2020-00001337 0111 oC VVahel a) 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. DEV �L�OOPrithENT AGREEMENT This Dvelopment Agreement (the "Agreement") is entered into as of , 2019, by and between Professional Lawn Care, 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, and the City further believes that the project is in the vital and best interests of the City and that the project and such incentives are in accordance with the public purposes and provisions of applicable State and local laws and requirements under which the project has been undertaken and is being assisted. B. Company is willing and able to finance and construct three buildings and related improvements on property located in the East Waterloo Unified Urban Renewal and Redevelopment Plan Area, formerly known as the Airport Area Development Plan area, and 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. Sale of Property; Title. Subject to the terms hereof, City shall convey the Property to Company for the sum of 51.00 (the "Purchase Price"). Conveyance shall be by quit claim deed, free and clear of all encumbrances arising by or through City except: (a) easements servitudes, 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 the Property; and (d) J restrictions imposed by the City zoning ordinances and other applicable law. City shall have no duty to convey title to Company until Company delivers to City reasonable and satisfactory proof of financial ability to undertake and carry on the Project (defined below), which may take the form of a lending commitment letter. City shall, at its own expense, prepare an updated abstract of title, or in lieu thereof Company may, at its own expense, obtain whatever form of title evidence it desires. 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. City shall provide any title documents it has in its possession, including any abstracts, to assist in title review. 2. Improvements by Company. Company shall construct on the Property three new commercial buildings, in size to be substantially as depicted on the site plan attached hereto as Exhibit "C," 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 and other applicable law. Parking shall meet City's minimum requirements based on building use, occupancy, and future intended development on the Property. Company shall submit specific building designs and site plans for City review and approval, as provided in Section 4 below. Company will use its best efforts to obtain, or cause to be obtained, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Improvements may be lawfully constructed. The Property, the Improvements, and all site preparation and development -related work to make the Property usable as contemplated by this Agreement are collectively referred to as the "Project". 3. Timeliness of Construction; Possibility of Reverter. Company must obtain a building permit and begin construction within six (6) months from the date of this Agreement (the "Project Start Date") and substantially complete construction within twelve (12) months thereafter (the "Project Completion Date"). If Company has not, in good faith, begun the construction of the Improvements by the Project Start Date, then title to the Property shall revert to the City, except as provided in this Agreement; provided, however, that if construction has not begun by the Project Start Date but the development of the Project is still imminent, the City Council may, but shall not be required to, consent to an extension of time for the construction of the Improvements, and if an extension is granted but construction of the Improvements has not begun within such extended period, then the title to the Property shall revert to the City after the end of said extended period. If Company determines at any time that the Project is not economically feasible, then after giving thirty (30) days' advance written notice to City, Company may convey the Property to City by special warranty deed, free and clear of Liens (defined below), and thereupon neither party shall have any further obligation under this Agreement except as expressly stated, provided that Company shall indemnify and hold harmless City as set forth in Section 4. If development has commenced by the Project Start Date or 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 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 title to the Property shall revert to the City after the end of said period. 4. Reverter of Title; Indemnity. 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 Property that is free and clear of any lien, claim, charge, security interest, mortgage or encumbrance (collectively, "Liens") arising by or through Company. Company shall pay in full, so as to discharge or satisfy, all Liens on or against the Property. 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. 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 or Liens on or against the Property of any type or nature whatsoever that attaches to the Property 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. 5. No Encumbrances; Limited Exception. Until completion of the Improvements, Company agrees that it shall not create, incur, or suffer to exist any Liens on the Property, other than such mortgage or mortgages as may be reasonably necessary to finance Company's completion of the Improvements and of which Company notifies City before Company executes any such mortgage. Company may not mortgage the Property or any part thereof for any purpose except in connection with financing of the Improvements. 6. Utilities. Company will be responsible for extending water, sewer, telephone, telecommunications, electricity, gas and other utility services to any location on the Property and for payment of any associated connection fees. 3 7. 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 the Minimum Assessment Agreement (the "MAA") attached hereto as 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 aggregate amount of $723,920.00 ("Minimum Actual Value"), through: (i) willful destruction of the Property (other than the demolition authorized herein), 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 and deliver the MAA to City concurrently with execution and delivery of this Agreement. 8. Additional Improvements; Tax Rebates. The parties contemplate that Company may construct additional improvements (the "Additional Improvements") in the future. Provided that (a) Company enters into a new minimum assessment agreement reasonably acceptable to City with respect to the Additional Improvements, (b) the Additional Improvements are substantially completed within thirty-six (36) months after the date of this Agreement, and (c) the total minimum actual value of the Additional Improvements, when combined with the Minimum Actual Value stated above, is at least $1,000,000.00, then Company will be eligible for the property tax rebates provided for in this Section. Provided that Company has fulfilled the requirements of this Section, City agrees to rebate property tax (with the exceptions noted below) as follows: Year One through Year Five 50% rebate each year for any taxable value that exceeds $125,000.00. 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 forfeited. 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. 4 The first year of 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 Additional Improvements, and not based on a prior year for which the assessment is based solely upon (x) the value of the Property or upon (y) the value of the Property and a partial value of the Improvements and Additional Improvements due to partial completion of the Improvements and Additional Improvements or a partial tax year. 9. Additional Covenants of Company. In addition to the other promises, covenants and agreements of Company as provided elsewhere in this Agreement, Company agrees as follows: A. The Property will have a taxable value as set forth in the MAA, and Company agrees that the minimum actual value of the Property and completed Improvements as stated in the MAA will be a reasonable estimate of the actual value of the Property and Improvements for ad valorem property tax purposes. Company agrees that it will spend enough in construction of the Improvements that, when combined with the value of the Property and related site improvements, will equal or exceed the assessor's minimum actual value for the Property and Improvements as set forth in the MAA. B. Until termination of the MAA, Company will maintain, preserve and keep the Property, including but not limited to the Improvements, in good repair and working order, ordinary wear and tear excepted, and from time to time will make all necessary repairs, replacements, renewals and additions. C. Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to any and all parts of the Property. Company agrees that (1) it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Property that is determined by any tax official to be applicable to the Property or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings of any type or nature, including but not limited to delinquent tax proceedings, and (2) it will not seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property included within the Property. D. During the period that any rebate is payable to Company under this Agreement, Company agrees that (1) it will not undertake, in any other municipality in Black Hawk County, the construction or rehabilitation of any commercial property as a primary location for Company's business operations of the type to be conducted on the Property, and (2) it will make no conveyance, lease or other transfer of the Property or any interest therein that would cause 5 the Property or any part thereof to be classified as exempt from taxation or subject to centralized assessment or taxation by the State of Iowa. E Company shall pay, or cause to be paid, when due, all real property taxes and assessments payable with respect to any and all parts of the Property. Company agrees that (1) it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Property that is determined by any tax official to be applicable to the Property or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings of any type or nature, including but not limited to delinquent tax proceedings, and (2) it will not seek any tax deferral, credit or abatement, either presently or prospectively authorized under Iowa Code Chapter 403 or 404, or any other state law, of the taxation of real property included within the Property. 10. 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. 11. Representations and Warranties of Company. Company hereby represents and warrants as follows: A. It 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. B. It has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as presently proposed to be conducted, and to enter into and perform its obligations under this Agreement. C. This Agreement has been duly and validly authorized, executed and delivered by Company and, assuming due authorization, execution and delivery by the other parties hereto, is in full force and effect and is a valid and legally binding instrument of Company that is enforceable in accordance with its terms, except as the same may be limited by bankruptcy, insolvency, reorganization or other laws relating to or affecting creditors' rights generally. D . The execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, and the fulfillment of or compliance with the terms and conditions of this Agreement are not prevented by, limited by, in conflict with, or result in a violation or breach of, the terms, conditions or provisions of the articles of organization or operating agreement of Company or of any contractual restriction, evidence of indebtedness, agreement or instrument of whatever nature to which Company is now a party or by which it or its property is bound, nor do they constitute a default under any of the foregoing. E There are no actions, suits or proceedings pending or threatened against or affecting Company in any court or before any arbitrator or before or by any governmental body in which there is a reasonable possibility of an adverse decision which could materially adversely affect the business (present or prospective), financial position, or results of operations of Company or which in any manner raises any questions affecting the validity of the Agreement or Company's ability to perform its obligations under this Agreement. 12. Indemnification and Releases. A. Company hereby releases City, its elected officials, officers, employees, and agents (collectively, the "indemnified parties") from, covenants and agrees that the indemnified parties shall not be liable for, and agrees to indemnify, defend and hold harmless the indemnified parties against, any loss or damage to property or any injury to or death of any person occurring at or about the Property or resulting from any defect in the Improvements. The indemnified parties shall not be liable for any damage or injury to the persons or property of Company or its directors, officers, employees, contractors or agents, or any other person who may be about the Property or the Improvements, due to any act of negligence or willful misconduct of any person, other than any act of negligence or willful misconduct on the part of any such indemnified party or its officers, employees or agents. B . Except for any willful misrepresentation, any willful misconduct, or any unlawful act of the indemnified parties, Company agrees to protect and defend the indemnified parties, now or forever, and further agrees to hold the indemnified parties harmless, from any claim, demand, suit, action or other proceedings or any type or nature whatsoever by any person or entity whatsoever that arises or purportedly arises from (1) any violation of any agreement or condition of this Agreement (except with respect to any suit, action, demand or other proceeding brought by Company against the City to enforce its rights under this Agreement), or (2) the acquisition and condition of the Property and the construction, installation, ownership, and operation of the Improvements, or (3) any hazardous substance or environmental contamination located in or on the Property, but only to the extent such liability has not been previously transferred to and accepted by the City in writing. C. The provisions of this Section shall survive the expiration or termination of this Agreement. 13. 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 any conveyance, benefit or incentive of any type provided by City hereunder within said 180 -day period is subject to reverter of title, revocation, repayment or other appropriate action to restore such property, benefit or incentive to City, and Company agrees to cooperate diligently and in good faith with any reasonable request by City to effectuate the restoration of same, or failing such restoration Company agrees to be liable for same or for the fair value thereof, plus interest on any sums owing at the rate of 10% per annum commencing with the date of demand for payment, if said payment is not remitted to City within 30 days. 14. No Assignment or Conveyance. Company agrees that it will not sell, convey, assign or otherwise transfer its interest in the Property prior to completion of the Project, 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. 15. 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. 16. Performance by City. Company acknowledges and agrees that all of the obligations of City under this Agreement shall be subject to, and performed by City in accordance with, all applicable statutory, common law or constitutional provisions and procedures consistent with City's lawful authority. All covenants, stipulations, promises, agreements and obligations of City contained in this Agreement shall be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of any governing body member, officer, employee or agent of City in the individual capacity of such person. 8 17. No Third -Party Beneficiaries. No rights or privileges of any party hereto shall inure to the benefit of any contractor, subcontractor, material supplier, or any other person or entity, and no such contractor, subcontractor, material supplier, or other person or entity shall be deemed to be a third -party beneficiary of any of the provisions of this Agreement. 18. 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, fax number 319-291 4571, Attention: Mayor, with copies to the City Attorney and the Community Planning and Development Director. (b) if to Professional Lawn Care, at P.O. Box 1942; Waterloo, IA 50704, Attention: Dennis Lickteig. 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. 19. 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. 20. 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. 21. Severability; Reformation. 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 9 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. 22. 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. 23. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 24. 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. 25. 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. 26. 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 PROFESSIONAL LAWN CARE, LLC By: L .c t owl=, i�it ! By: ,tLc- / > Quentin M. Had, Mayor Attest: Kelley eCity Clerk 10 Managing Member PERSONAL GUARANTY. The undersigned members and/or managers of Company hereby agree for themselves and their heirs, personal representatives, and assigns, to unconditionally guarantee to City, its successors and assigns, the full and prompt performance by Company, its successors and assigns, of all promises and covenants on the part of Company to be performed pursuant to the foregoing Agreement, including but not limited to the duties of indemnity set forth therein, if any. Liability of guarantors hereunder is joint and several. Dennis Lickteig 11 EXHIBIT "A" Legal Description of Property: Lots 3 and 4, Wagner Road Subdivision, City of Waterloo, Black Hawk County, Iowa. EXHIBIT "B" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of t , 2019, by and among the CITY OF WATERLOO, IOWA ("City"), PROFESSIONAL LAWN CARE, 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 East Waterloo Unified Urban Renewal and Redevelopment Plan Area, formerly known as the Airport Area Development Plan 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 Tess than 8723,920.00 ("Minimum Actual Value") until termination of this Agreement. The parties hereto agree that construction of the Improvements will be substantially completed before December 31, 2020. If they are 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, 2030. 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. Nothing herein shall limit the discretion of the Assessor to assign at any time an actual value to the land and Improvements in excess of the Minimum Actual Value. 3. Company agrees that it will not seek administrative review or judicial review of the applicability or constitutionality of any Iowa tax statute or regulation relating to the taxation of real property included within the Property that is determined by any tax official to be applicable to the Property or to Company, or raise the inapplicability or constitutionality of any such tax statute or regulation as a defense in any proceedings. 4. 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. 5. Neither the preambles nor provisions of this Agreement are intended to, or shall be construed as, modifying the terms of the Development Agreement. 6. 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 J By: ,� ,tee �v�--- -t,t, Quentin M. Hart, Mayor Attest: Kelley FelcOe, City Clerk STATE OF IOWA ) ss. COUNTY OF BLACK HAWK ) sy3"\ On this � day of, 2019, before me, a Notary Public in and State of ersonall a ered Quentin M. Hart and Kelley Felchle, to me for theIowa, personally pp PROFESSIONAL LAWN CARE, LLC By: zop Managing Member 2 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. c.‘I^i o 0 O VI NANCY HIG B �� COMMISSION MY COMMISSION EXPIRES - STATE OF IOWA COUNTY OF BLACK HAWK ) ) ss. Subscribed and sworn to before me on O&'stuSE LLC. LatLtc STEVEN C DANIELS COMMISSION NO. 12G 42 MY Codi MISS10 E IRIS Notary Pu•Iic , 2019, by as Managing Member of Professional Lawn Care, 3 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 Seven Hundred Twenty -Three Thousand Nine Hundred Twenty Dollars (5723,920.00) in the aggregate, until termination of this Minimum Assessment Agreement pursuant to the terms hereof. STATE OF IOWA ) ss. COUNTY OF BLACK HAWK i sor for Black Hawk County, Iowa Date Subscribed and sworn to before me on 27O 1 9 , by T.J. Koenigsfeld, Assessor for Black Hawk County, Iowa. ADRIE �E MILLER COMMISSION ISO. 009109 MY COMMIS R O � o2�0ES FEBRIJ otary Public n A c rn ' ti — _g /1 r STATE OF IOWA, } Black Hawk County, SS NOTICE OF PUBLIC HEARING TO WHOM IT MAY CONCERN. Notice Is ha eby given hat on the 15th dayro o July, e20196 at n530' ppm ins mth Cay Hall In ht C{y I Wa ehamb pubo hearingitoill be he d by to Council 01 the City o Waterloo, Iowa, u o thesale and conveyance of p operty located. north el 3488 Wagner Road, to Professional Lawn Ca e LLC, in the. amount of $1,00, wih Dave opment Agreement and Minimum Assessment Agreement for the development of Ih ee I (3) IndhIndel balldng legally dexo bed es follaTy LotB gr :We i padPountys on, GOY .of W ad yawk County, awe. at said t me. and placerand be heard oT may file written objection w th the Ci y Clerk,. City Hall, W !dao, Iowa beton the date: set said hng. Bwaterloo this 181day of July 7,the 2019ty of. of the Counm of waterly City Clarkohla I do solemnly swear that the annexed copy of legal City of Waterloo Public Hearing: Sale and Conveyance of 3488 Wagner Road Notice was published in the Waterloo -Cedar Falls Courier, a daily newspaper printed in Waterloo, Black Hawk County, Iowa, once commencing on the 5th day of July, 2019 in the name of said newspaper, and that the annexed rate of advertised is the regular legal rate of said newspaper, and that the following is a correct bill for publishing said notice. Printer's Bill $13.54 r Signed Subscribed Subscribed and sworn to before me this tCD Day of A.D., 20 �y Received of Notary Public the sum of Dollars. In full for publication of the above notice. AY' pint o orrtradir /own. BRENDA L HUNTLEY COMMISSION NO. 841570 MY Cy .7S a. EXPIRES Prepared by LeAnn M. Even, Deputy City Clerk, City of Waterloo, 715 Mulberry Street, Waterloo, IA 50703, (319) 291-4323. RESOLUTION NO. 2019-525 RESOLUTION AUTHORIZING THE SALE AND COIN-VEYANCE OF A PORTION OF CITY OWNED PROPERTY TO PROFESSIONAL LAWN CARE, LLC, IN THE AMOUNT OF $1.00, GENERALLY LOCATED NORTH OF 3488 WAGNER ROAD, AND AUTHORIZE THE MAYOR AND CITY CLERK TO EXECUTE SAID DOCUMENTS. WHEREAS, the City of Waterloo, Iowa is the owner of real property in the City of Waterloo, Iowa, as described below, and WHEREAS, an offer to purchase said certain parcel of real property has been made by Professional Lawn Care, LLC in the amount of $1.00, and WHEREAS, a public hearing was held on July 15, 2019 at 5:30 p.m. in the Harold E. Getty Council Chambers, City Hall, Waterloo, Iowa, as provided by law, by the Council of the City of Waterloo, Iowa, on the proposal to sell and convey premises owned by the City of Waterloo, Iowa, to Professional Lawn Care, LLC, and WHEREAS, it is the opinion of this Council that the sale and conveyance should be made as proposed. NOW, THEREFORE, IT IS HEREBY RESOLVED BY THE CO OF WATERLOO, IOWA, AS FOLLOWS: CIL OF THE CITY 1. The following described real property, as fully described in the published notice in the Waterloo Courier on July 5, 2019, is not presently needed and will not be needed in the foreseeable future for municipal purposes and its ownership is serving no municipal purpose, and 2. That the offer of Professional Lawn Care, LLC, to purchase real property for the sum of $1.00, is hereby accepted for real property described as follows: LOT 3 & 4, WAGN-ER ROAD SUBDIVISION, CITY OF WATERLOO, BLACK HAWK COUNTY, IOWA. 3. That the City of Waterloo, Iowa conveys said parcel of real property to Professional Lawn Care, LLC by quit claim deed. 4. That the Mayor and City Clerk are authorized and directed to execute said deed. 5. That the original of said quit claim deed fully executed and acknowledged is hereby approved and confirmed by this Council. 6. That the Community Planning and Development Director is authorized and directed to deliver said deed of conveyance to Professional Lawn Care, LLC upon receipt of the sum of $1.00. PASSED AND ADOPTED this 15th day of July 2019. Resolution 2019-525 Page..2 'c { . • "V 4 • • •` . A • • Kelley Felchle City Clerk 1L,t ztiVir 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. 2019-525 as passed and adopted by the City Council of the City of Waterloo, Iowa, on the 15th day of July 2019. Witness my hand and seal of office this 15th day of July 2019. K • v . y ... ! �� i • v s• Q�t • ' 'SEA r . Kelley Felchle City Clerk • • Prepared LeAnn M Even, Deputy City Clerk, City of Waterloo, 715 Mulberry Street, Waterloo, IA 50703, (319) 291-4323. RESOLUTION NO. 2019-526 RESOLUTION APPROVING A DEVELOPMENT AND MINIMUM ASSESSMENT AGREEMENT WITH PROFESSIONAL LAWN CARE, LLC, FOR THE CONSTRUCTION OF THREE (3) INDUSTRIAL BUILDINGS, AND AUTHORIZE THE MAYOR AND CITY CLERK TO EXECUTE SAID DOCUMENTS. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF WATERLOO, IOWA that the Development Agreement and Minimum Assessment Agreement dated July 15, 2019, between Professional Lawn Care, LLC, and the City of Waterloo, Iowa, for the construction of three (3) industrial buildings, is hereby approved, and the Mayor and City Clerk are authorized and directed to execute said documents on behalf of the City of Waterloo, Iowa. PASSED AND ADOPTED this 15th day of July 2019. ATTEST: Ke ey elchle 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. 2019-526 as passed and adopted by the City Council of the City of Waterloo, Iowa, on the 15th day of July 2019. Witness my hand and seal of office this 15th day of July 2019. : • • s . • .�� Kelley Felchle City Clerk