HomeMy WebLinkAboutGreen Acres, LLC - Dev Agment - 6/1/2015 (RECORDED) 11111113101111111111111 IIIIIIII I It
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Black Hawk County Iowa
SANDIE L. SMITH RECORDER
Q Q Q
File2020-00018882
Prepared by Kelley Felchle, Deputy City Clerk, City of Waterloo,
715 Mulberry Street, Waterloo, IA 50703, (319) 291-4323 .
RESOLUTION NO. 2015-405
RESOLUTION APPROVING A DEVELOPMENT AGREEMENT
BETWEEN GREEN ACRES STORAGE LLC AND THE CITY OF
WATERLOO FOR THE CONSTRUCTION OF A 100, 000 SQUARE
FOOT STORAGE BUILDING IN THE SAN MARNAN TIF
DISTRICT, ADDING $2, 704, 100 OF TAXABLE VALUE TO
SITE, AND OFFERING 7 YEARS OF TAX REBATES AT 82
PERCENT, 77 PERCENT, 75 PERCENT, 75 PERCENT, 75
PERCENT, 60 PERCENT, AND 60 PERCENT . TO COMPANY,
AND AUTHORIZE MAYOR AND CITY CLERK EXECUTE
DOCUMENTS .
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF WATERLOO,
IOWA, that the Development Agreement dated June 1, 2015, between
Green Acres Storage, LLC, and the City of Waterloo, Iowa, for the
construction of a 100, 000 square foot storage building in the San
Marnan TIF District, adding $2, 704, 100 of taxable value to the
site, and offering seven years of tax rebates at 82 percent, 77
percent, 75 percent, 75 percent, 75 percent, 60 percent, and 60
percent to the company, be hereby approved, and the Mayor and
City Clerk are hereby authorized to execute said agreement .
PASSED AND ADOPTED this 1st day f June 2015 .
Er est G. Clark, Mayor
ATTEST:
�Ca
zy Shares, CMC
City tares,
Prepared by Noel Anderson 715 Mulberry Street Waterloo, Iowa 50703 319.291.4366
DEVELOPMENT AGREEMENT
This Development Agreement (the "Agreement") is entered into as of
, 2015, by and between Green Acres Storage, L.L.C. ("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 urban
renewal area.
AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants set forth herein,
the parties agree as follows:
1. Purchase of Property. Company is purchasing the real property
described on Exhibit "A" attached hereto (the "Property"). The purchase price and
development costs for the Property is valued at $500,000 (the "Purchase Price").
Company shall take all steps necessary or advisable to complete the purchase of the
Property and to obtain marketable title thereto as promptly as possible.
2. Improvements by Company. Company shall construct on the Property a
building consisting of three (3) stories and approximately 100,000 square feet, and
related landscape and parking (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 $2,704,100.00.
3. Timeliness of Construction. Company must substantially complete
construction of the Improvements by December 31, 2016. If Company has not obtained
a building permit and begun in good faith the construction of the Improvements upon
the Property by September 30, 2015, this Agreement may be cancelled at the sole
option of City. If construction has not begun by September 30, 2015, but the
development of the project is still imminent, the City Council may, but shall not be
required to, grant an extension of time for the construction of the Improvements. If
construction has commenced by September 30, 2015 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 substantially completed by December 31, 2016, 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 December 31,
2016, then the parties agree to execute an amendment to this Agreement and to the
Minimum Assessment Agreement to extend the date specified in Section 4 below and
the dates specified in corresponding provisions of the Minimum Assessment
Agreement.
4. Minimum Assessment Agreement. Company acknowledges and
agrees that it will pay when due all taxes and assessments, general or special, and all
other lawful charges whatsoever levied upon or assessed or placed against the
Property. Company further agrees that, prior to January 1, 2030, 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$2,704,100.00 ("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.
5. Property Tax Rebates. Provided that Company has completed the
Improvements as set forth in paragraphs 1, 2 and 3 and has executed the Minimum
Assessment Agreement as set forth in paragraph 4, the City agrees to rebate property
taxes (with the exceptions noted below) as follows:
a. Year One - 82% rebate
b. Year Two - 77% rebate
c. Year Three - 75% rebate
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d. Year Four- 75% rebate
e. Year Five - 75% rebate
f. Year Six- 60% rebate
g, Year Seven 60% rebate
for any taxable value over the January 1, 2014 value of$4,100. 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.
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.
6. 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.
7. 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.
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8. 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, to Seth Green, 5315 J Street SW, Cedar Rapids,
Iowa 52404, facsimile number:
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.
9. 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.
10. 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.
11. 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.
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12. 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.
13. 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.
14. 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,
15. Time of Essence. Time is of the essence of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Development
Agreement as of the date first set forth above.
CITY OF ATERLOO, IOWA GREEN ACR 5 STORAGE,�L.L.C.
f
By: By: r<
rnest G. Clark, Mayor Seth Green, Managing em
Attest: By:
Suzy Schares, City Clerk
5
EXHIBIT "A"
TOWER PARK NO.5, LOT 3, CITY OF WATERLOO,BLACK HAWK COUNTY, IOWA.
EXHIBIT "B"
MINIMUM ASSESSMENT AGREEMENT
This Minimum Assessment Agreement (the "Agreement") is entered into as of
this \`'t day of ' _ , 2015, by and among the CITY OF
WATERLOO, IOWA ("City"), GREEN ACRES STORAGE, L.L.C. ("Developer"), and the
COUNTY ASSESSOR of the City of Waterloo, Iowa ("Assessor").
WITNESSETH:
WHEREAS, on or before the date hereof the City and Developer 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
Developer will undertake the development of an area ("Project") within the City and
within the San Marnan urban renewal area; and
WHEREAS, pursuant to Iowa Code § 403.6, as amended, the City and the
Developer 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
Developer, the minimum actual value which shall be fixed for assessment purposes for
the land and Improvements to be constructed thereon by the Developer as a part of the
Project shall not be less than $2,704,100.00 ("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, 2016. 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,
2029. Nothing herein shall be deemed to waive the Developer'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 Developer 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 0 ATERLOO, IOWA
By:
Ernest G. Clark, Mayor
ATTEST:
By:
Suzy Sc4es, City Clerk
GREEN ACRES STORAGE L.L.C.
By: '' cif - -�
Seth Green, Managing Member
By:
STATE OF IOWA )
) ss.
COUNTY OF BLACK HAWK )
On this 1,C` day of , 2015, before me, a Notary Public in
and for the State of Iowa, personally appeared Ernest G. Clark and Suzy Schares, 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
2
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.
,., NANCY HIG8 Notary Public L.
cOMMISMSi S ON PIR6B
STATE OF IOWA
) ss.
COUNTY OF )
Subscribed and sworn to before me on I L ( -o t 5- , 2015 by Seth
Green as Managing Member of Green Acres Storage, L.L.C.
C RI TOPHCR w,WESYF:►!7
xCOMMISSION NO.772326
s y C MM 1sSI??PlRES
Notary u is
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 less than Two
Million Seven Hundred Four Thousand One Hundred Dollars ($2,704,100.00) in the
aggregate, until termination of this Minimum Assessment Agreement pursuant to the
terms hereof.
�li,c�—r'
A es r for Black Hawk County, Iowa
i
f f ,— ( r
Date
STATE OF IOWA )
) ss.
COUNTY OF BLACK HAWK )
Subscribed and sworn to before me on /D "/ , 2015 by T.J.
Koenigsfeld, Assessor for Black Hawk County, Iowa.
dotary Public
1 ' • DEBORAH L.BOECKMANNI
MY COMMISSION NO. 198788
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