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HomeMy WebLinkAbout401 Devonshire LLC - Dev Agmnt -8/19/19Preparer Information: Noel Anderson 715 Mulberry Street Waterloo, Iowa 50703 (319) 291-4366 Name Address City Phone SPACE ABOVE THIS LINE FOR RECORDER DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of V1) 2c, 1 `\ , by and between 401 Devonshire LLC ("Developer") and the City o1 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. Developer is willing and able to finance and construct a single-family and related improvements on property located at on Devonshire Drive in Waterloo, generally described as parcel 8913-33-427-012, legally described as set forth 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, or cause it to be conveyed, to Developer for the sum of $1.00. 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; (c) general utility and right-of-way easements serving the Property; and (d) restrictions imposed by the City zoning ordinances and other applicable law. Developer may, at its own expense, obtain whatever form of title evidence it desires. If title is unmarketable or subject to matters not acceptable to Developer, and if City does not remedy or remove such objectionable matters in timely fashion following written notice of such objections from Developer, Developer may terminate this Agreement. Closing shall occur at any time that is DEVELOPMENT AGREEMENT Page 2 mutually agreeable to the parties, but in any event not Tess than 14 days after the date of this Agreement. 2. Improvements by Developer. After conveyance, Developer will construct on the Property a single-family dwelling with attached garage, substantially in accordance with the floor plans attached hereto as Exhibit "B". The dwelling shall be completed to a finished state, including installation of driveways and sidewalks, removal of aII 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 Property, the Improvements, and aII site preparation and development -related work to make the Property usable for Developer's purposes as contemplated by this Agreement are collectively referred to as the "Project". All 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. 3. Timeliness of Construction; Possibility of Reverter. The parties agree that Developer's commitment to undertake the Project and to construct the Improvements in a timely manner constitutes a material inducement for the City to convey the Property to Developer and that without said commitment City would not do so. Developer's responsibilities under this Agreement are therefore subject to the following deadlines: a. Construction. Developer must begin construction of the Improvements within six (6) months (the "Start Deadline") after the date of this Agreement and must substantially complete the Improvements within twelve (12) months thereafter (the "Completion Deadline"). If Developer has not obtained a building permit and in good faith begun construction of the Improvements by the Start Deadline, then at City's option title to the Property shall revert to the City, but if construction is imminent the City Council may, but shall not be required to, consent to an extension of time to begin construction or, if appropriate, to complete construction, and if an extension is granted but construction has not been commenced or substantially completed, as applicable, within such extended period, then the title to the Property shall revert to the City after the end of said extended period. b. Unavoidable Delays. If Developer has begun activity in compliance with the foregoing deadlines 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 Developer, the requirement that construction is to be completed by the Completion Deadline 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. DEVELOPMENT AGREEMENT Page 3 4. Reverter of Title. In the event of any reverter of title, Developer 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, or encumbrance arising by or through Developer. Concurrently with the deed, Developer shall deliver to City the abstracts of title for Property conveyed. Developer shall pay in full, so as to discharge or satisfy, all liens, claims, charges, and encumbrances on or against the Property. Appointment of Attorney -in -Fact: If Developer fails to deliver such documents, including but not limited to a special warranty deed and related abstracts of title, to City within thirty (30) days of written demand by City, then City shall be authorized to execute, on Developer's behalf and as its attorney-in-fact, the special warranty deed required by this Section, and for such limited purpose Developer does hereby constitute and appoint City as its attorney-in-fact. 5. Maintenance of Drainage. Developer acknowledges that drainage of the site is of utmost importance in the area. Developer agrees that, in undertaking the Project, he will not fill, improve, re-route or in any way alter the existing drainage on site without the express prior written consent of City. 5.1. Partial Tax Exemption. Because the Property is located in the City Limits Urban Revitalization Area (CLURA), the Property is eligible for tax exemption consistent with and to the extent provided for in the CLURA Plan, provided that Company meets aII requirements to qualify for such exemption. 6. Indemnity. Developer 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, Developer's failure to carry on or complete same, or any lien, claim, charge, or encumbrance on or against the Property of any type or nature whatsoever that attaches to the Property by virtue of Developer's ownership of same. If City files suit to enforce the terms of this Agreement and prevails in such suit, then Developer shall be liable for all legal expenses, including but not limited to reasonable attorneys' fees. Developer's duties of indemnity pursuant to this Section shall survive the expiration, termination or cancellation of this Agreement for any reason. 7. No Encumbrances; Limited Exception. Until substantial completion of the Project, Developer agrees that it shall not create, incur, or suffer to exist any lien, encumbrance, mortgage, security interest, or charge on the Property, other than such mortgage or mortgages as may be reasonably necessary to finance Developer's undertaking of the Project and of which Developer notifies City in advance of Developer's execution of any such mortgage. The Property may be mortgaged or encumbered only to support the construction of Improvements on the Property. Developer may not cross-collateralize the Property to support the construction of improvements on any other real estate. DEVELOPMENT AGREEMENT Page 4 8. Water and Sewer; Utilities. Developer will be responsible for extending water, sewer and utilities services to any location on the Property and for payment of any associated connection fees. 9. 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. 10. Representations and Warranties of Developer. Developer hereby represents and warrants as follows: A. Developer is not prohibited from consummating the transaction contemplated in this Agreement by any law, regulation, agreement, instrument, restriction, order or judgment. B. Developer is duly organized, validly existing, and in good standing under the laws of the State of Iowa. C. Developer 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 Developer. 11. No Assignment or Conveyance. Developer agrees that it will not sell, convey, assign or otherwise transfer its interest in the Property prior to substantial completion of Improvements, 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 Developer under this Agreement. 12. Materiality of Developer's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set forth in this Agreement on the part of Developer 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. Developer 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 DEVELOPMENT AGREEMENT Page 5 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. 13. 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. (b) if to Developer, to Bob C. Moore, 5850 Summerland Drive, Waterloo, Iowa 50701 for 401 Devonshire LLC. 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. 14. 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 Developer nor to create any liability for one party with respect to the liabilities or obligations of the other party or any other person. 15. 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. 16. 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 DEVELOPMENT AGREEMENT Page 6 thereof shall be deemed to be written, and shall be construed and enforced, as so limited. 17. 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. 18. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 19. 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. 20. 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. 21. 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:,_� z Quentin M. Hart, Mayor Bob C. oore, for 401 Devonshire LLC Attest: / Kelley FeI'le, City Clerk EXHIBIT "A" Legal Description of Property See attached plat of survey Location Description: Lot 22, Byrnbrae Second Addition, City of Waterloo, Iowa Requestor: Noel Anderson, City of Waterloo Proprietor: City of Waterloo Surveyor: William W. Castle Surveyor Company: City of Waterloo Engineering Department 715 Mulberry Street, Waterloo, IA 50703 Return To: 715 Mulberry St, Waterloo, IA 50703 291-4312 .'..'.•. •"•'•," ••", ••,,• •.,.,... um um ennml 11111 111111111 1111 Doc ID: 009579010001 Type: GEN Recorded: 06/26/2019 at 11:34:22 AM Fee Amt: $7.00 Page 1 of 1 Black Hawk County Iowa SANDIE L. SMITH RECORDER Fi1e2019 -0®019609 Parcel "E" Description: That portion of Lot 22, Byrnbrae Second Addition, City of Waterloo, Black Hawk County, Iowa, being more particularly described as follows: Beginning at the northeast corner of said lot 22; thence South 02°04'22" East 141.51 feet along the east line of lot 22 to the southeast corner of lot 22; thence South 89°10'05" West 17.44 feet along the south line of lot 22 to the northeast corner of Graceland Terrace Condominiums; thence North 01°58'23" West 141.51 feet to the north line of lot 22; thence North 89°11'58" East 17.19 feet along the north line of lot 22 to the point of beginning, containing 2,450 square feet. The south line of Byrnbrae Second Addition is assumed to bear North 89°10'05" East for the purpose of this description. Plat of Survey Parcel "E" of the SE 1/4, Sec. 33, T89N, R13W, City of Waterloo, Black Hawk County, Iowa Devonshire Drive 60' ROW NW Cor. Lot 12 Fd. #4 rebar w/damaged yellow ID cap SW Cor. Lot 12 Fd. 2" open pipe Fd. 1" open pipe Fd. 1" pinch pipe with broken top 697.7' ° (N 89°11'58" E 698.25') • -773.2'1' (N 89°11'58" E 773.201 (57.76') r (N 89°11'58" E) 75.5' ° (74.95') 139' (139.811 Byrnbrae 2nd Addition 20 Platted 10' Utilty Easement 21 Fd. 1" open pipe <V 150 vz t'1 . ati SI r p o z Fd. 1/2" bar w/out ID cap 0.8' south of line. Held for east/west postion, but replaced with #5 rebar w/blue ID cap "Iowa 19715" 139' (139.38') 22 Remaining Lot 22 Area: 8,405 SF (1 (17.19') (N 89°11'58" E) POB Placed "X" in PCC pavement 141.8' P (14151' S 02°04'22" E) 695.0 ° (N 89'10'05" E 694.72')- \ -} 755.8' 9 (N 89°10'05" E 755.761- 773.2' ° (N 89°1005" E 773.201- - - - - (61.04') (5 89°10'05" W) / Graceland Terrace Condominiums Fee Book #2006 29364 Survey Notes: 1. The Bearings shown on this survey are derived from GPS observations using the Iowa State Plane Coordinate System, North Zone, NAD 83 (2011). 2. All dimensions are in US Survey feet and decimals thereof. 3. Parcel Letter "E" assigned by the Black Hawk County Auditor's Office on June 17, 2019. 4. Surveyed area of Parcel "E": 2,450 SF 5. P - Platted measurement; % - Measurement per survey Fee Book #2006 29364; Fd. #4 rebar w/yellow ID cap "Iowa - 8033" Plat Legend: • Found Monument O Set 5/8" x 24" Rebar w/Blue Cap "Iowa - 19715" • Cui"X"in concrete, found or set 123.45' (123.45') Record Measurement Field Measurement W tqz z ® ®- z (17.44') (S 89°10'05" W) Fd. #4 rebar w/yellow ID cap "Iowa - 8033" 25 50 Scale: 1Scale: inch � City of Waterloo Engineering Department 715 Mulberry Street, Waterloo, Iowa 50703 Phone: (319) 291-4312 Fax: (319) 291-4262 Drawn By: WWC Scale: Field Work Date: 4-24, 5-25, & 6-21-19 Date Drawn: 6-18-19 Sheet No. 1 of 1 (7 .,t tz I hereby certify that this surveying document was prepared and the related survey work was performed by me or under my direct personal supervision and r k� �Qss'Ofs'. ¢O, 0,a, 1,,2. p WlLLtApvt " that I am a duly licensed Land Surveyor under the o® Lo % ?i laws of the ate of d 'a. w CASTLE 19715 m ' �% it j a °® Y4� i. 6!/ 6N�� ®,°°°e William W. Castle, PLS bate 704^/i. License Number 19715 .> My License Renewal Date is December 31, 2019. Pages or sheets covered by this seal ' r f Fd. #4 rebar w/yellow ID cap "Iowa - 8033" Plat Legend: • Found Monument O Set 5/8" x 24" Rebar w/Blue Cap "Iowa - 19715" • Cui"X"in concrete, found or set 123.45' (123.45') Record Measurement Field Measurement W tqz z ® ®- z (17.44') (S 89°10'05" W) Fd. #4 rebar w/yellow ID cap "Iowa - 8033" 25 50 Scale: 1Scale: inch � City of Waterloo Engineering Department 715 Mulberry Street, Waterloo, Iowa 50703 Phone: (319) 291-4312 Fax: (319) 291-4262 Drawn By: WWC Scale: Field Work Date: 4-24, 5-25, & 6-21-19 Date Drawn: 6-18-19 Sheet No. 1 of 1 (7 EXHIBIT "B" Floor Plans See attached.