HomeMy WebLinkAboutMLG, LLC - Dev Agmnt - 8/5/2019 (RECORDED) 1111 11 1111110101111 IM 11 11 11 1111
Doc ID: 009701460007 Type: GEN
Recorded: 11/13/2019 at 12:03:49 PM
Fee Amt: $37.00 Page 1 of 7
Black Hawk County Iowa
SANDIE L. SMITH RECORDER
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Preparer
Inform ron: 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
cik , by and between MLG LLC ("Developer") 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. Developer is willing and able to finance and construct two single-family
dwellings and related improvements on property located at 327 Sheridan
Road in Waterloo, generally described as parcel 8913-34-378-032, 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. Improvements by Developer. After demolition of structure on Property,
Developer will construct on the Property two single-family dwellings, valued at over
$180,000 each. The dwellings shall be completed to a finished state, including
installation of driveways, removal of all construction debris, proper leveling or shaping of
groundscape, and grassing and/or landscaping (home construction and finishing as so
described are referred to as the "Improvements"). The Property, the Improvements, and
all 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,
(5'1 rl
DEVELOPMENT AGREEMENT
Page 2
2. 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 enter
into this agreement with 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 twenty
fourth (24) 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 this agreement will be
voided, 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 agreement shall be voided 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 agreement shall be voided.
3. Incentives.
A. 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 all requirements to qualify for such exemption.
B. Development Grant. Upon completion of each new home and all
related Housing Improvements, as evidenced by issuance of a certificate of occupancy,
City will make to the developer party a one-time grant of$5,000.00 for each completed
home, in accordance with City policy.
4. 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
DEVELOPMENT AGREEMENT
Page 3
to this Section shall survive the expiration, termination or cancellation of this Agreement
for any reason.
5. 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.
6. 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.
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 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.
9. 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
DEVELOPMENT AGREEMENT
Page 4
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.
10. 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
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.
11. 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 MLG LLC, attention Phillip Shirk, 1732 Pinehurst
Lane, Waterloo, Iowa 50701.
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.
12. 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.
13. 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
DEVELOPMENT AGREEMENT
Page 5
default by another party shall not affect or impair any rights arising from any subsequent
default.
14. 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.
15. 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.
16. Binding Effect. This Agreement shall be binding and shall inure to the
benefit of the parties and their respective successors, assigns, and legal
representatives.
17. 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.
18. 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.
19. 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
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Quentin M. Hart, Mayor For M G LL
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Attest: a � A �. a a 9. A A s
Kelley Felchl Cityw Jerk
DEVELOPMENT AGREEMENT
Page 1
EXHIBIT "A"
Legal Description of Property
PROSPECT HILLS ADDITION LOT 143 & 144, AND THE WEST 20 FEET OF LOT 126,
EXCEPT THAT PART LYING NORTHEASTERLY OF THE EXTENSION OF THE SOUTHERLY
LINE OF LOT 145,AND THE WEST 20 FEET OF LOT 127, EXCEPT THE SOUTHERLY 91.13
FEET.ALL IN THE CITY OF WATERLOO, BLACK HAWK COUNTY. STATE OF IOWA
I
Prepared LeAnn M. Even, Deputy City Clerk, City of Waterloo, 715 Mulberry Street, Waterloo,
IA 50703, (319) 291-4323.
RESOLUTION NO. 2019-584
RESOLUTION APPROVING DEVELOPMENT AGREEMENT
WITH MLG, LLC, FOR THE CONSTRUCTION OF TWO
SINGLE FAMILY HOMES, WITH A MINIMUM VALUE OF
$180,000 EACH, AND APPROVING A DEVELOPMENT
GRANT OF $5,000 FOR EACH HOME, 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 dated August 5, 2019, between MLG, LLC, of Waterloo, Iowa
and the City of Waterloo, Iowa, for the construction of two single family homes, with a minimum
value of$180,000 each and a development grant in the amount of$5,000 per home, 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 5th day of August 2019.
'a v .i ,_L Cl. ,Y,. Q--"L'L-14411"1/!//
! �,„ `?. 0 tr„ Quentin Hart, Mayor
'� . TTEST:
LeA M. Even, MC, IaCMC
Deputy City Clerk
CERTIFICATE
I, LeAnn M. Even, Deputy City Clerk of the City of Waterloo, Iowa, do hereby certify
that the preceding is a true and complete copy of Resolution No. 2019-584 as passed and adopted
by the City Council of the City of Waterloo, Iowa, on the 5th day of August 2019.
Witness my hand and seal of office this 5th day of August 2019.
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LeAnn . Even, C IaCMC
Deputy ity Clerk
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