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HomeMy WebLinkAboutIowa Dept. of Econ. Dev. Brownfield Financial Assist Agrmnt.-09.24.2007 IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT BROWNFIELD PROJECT FINANCIAL ASSISTANCE AGREEMENT BETWEEN: IOWA DEPARTMENT OF ECONOMIC AWARD NUMBER: 07-BRN-05 DEVELOPMENT 200 East Grand Avenue Des Moines, Iowa 50309 (hereinafter "IDED or Department") AND: CITY OF WATERLOO TOTAL AWARD AMOUNT 715 Mulberry Street $150,000 in the form: Waterloo, IA 50703 (hereinafter "Community or Business") $150,000 FORGIVABLE LOAN In consideration of the promises and mutual covenants and agreements contained herein, the Parties agree as follows: 1. DEFINITIONS. As used in this Agreement, the following terms shall apply: 1.1 Award Date. "Award Date" Means March 15, 2007. 1.2 Project Completion Date. "Project Completion Date" Means June 30, 2010. To the extent that the actual Project Completion Date may change, determination of Project Completion Date shall be determined by and solely approved by the Department. 1.3 Expiration Date. "Expiration Date" Means June 30, 2015. To the extent that the actual Project Completion Date may change, determination of Expiration Date shall be determined and solely approved by the Department. 1.4 Redevelopment Area. "Redevelopment Area" means the broader geographic area affected by the Project activity(ies) as defined in Attachment A of this Agreement and the application. 1.5 Brownfield Project Area. `Brownfield Project Area" means the site(s) upon which acquisition, remediation or redevelopment occurs as defined in Attachment A. 1.6 Project. "Project" means the acquisition, remediation or redevelopment activities of a qualified Brownfield site to be accomplished within the Brownfield Project Area as defined in Attachment A. 1.7 Forgivable Loan. "Forgivable Loan" means an award made by the Department to the Community for which repayment is eliminated in part or entirely based on Terms in article five (5) herin. 1.8 Loan. "Loan" means funds advanced by the Department to the Community of which full payment is expected as provided for within this Agreement. 2. PRIOR EXPENSES. No expenditures for Project activities made prior to the Award Date may be reimbursed from the State Brownfield Redevelopment Fund but may be included as part of the Community's required seventy-five percent match. Contract Number 07-13RN-05 Page 1 of 9 • 3. FUNDING. Community will receive funding in accordance with the terms as indicated below: State funds $150,000 in the form of a $150,000 forgivable loan with the Community providing a match of $647,000 for total Project costs of$797,000. TOTAL PAYMENT OF STATE FUNDS UNDER THIS AGREEMENT IS NOT TO EXCEED $150,000. 4. PROMISSORY NOTE. The obligation to repay the Loan or Forgivable loan portion of this Agreement, if any, shall be evidenced by a Promissory Note(s) (Attachment B) executed by the Community,but the liability of the Community shall at no time exceed the balance actually disbursed. ANY repayment of financial assistance shall be the greater of the amounts determined in Sections Five (5) and/or Six (6) herein. 5. TERM FOR FORGIVABLE LOAN. The Department shall determine,in its responsible sole discretion, if the Community has satisfied the terms of this Brownfield Funding Agreement. 5.1 To the extent that the Community does not sell property for profit per Section 6 herein, if IDED determines that the Business has satisfied the conditions as outlined in Attachment A, Performance Targets, and Attachment C, Reporting Requirements, barring any other default of this Brownfield Funding Agreement, the Forgivable Loan shall be permanently waived and forgiven. 5.2 To the extent that the Community does not sell property for profit per Section 6 herein, if IDED determines that the Community has NOT satisfied the conditions as outlined in Attachment A, Performance Targets, and Attachment C,Reporting Requirements, the amount of the Forgivable Loan to be repaid to the Department shall be based on the percentage increase in assessed property valuation for the Redevelopment Area. The amount of the Forgivable Loan portion to be repaid to the Department shall be determined upon the following schedule: Percentage Increase in Assessed Property Valuation for the Percentage of Forgivable Loan to Percentage of Loan to be Repaid Redevelopment Area be Forgiven < 15% 100% 0% 16% -20% 87.5% 12.5% 21% - 25% 75% 25% 26% - 30% 62.5% 37.5% 31% - 35% 50% 50% 36% - 40% 37.5% 62.5% 41% - 45% 25% 75% 46% - 50% 12.5% 87.5% >50% 0% 100% Note: percentages will be rounded to the nearest whole number using standard rounding rules. 5.3 Total assessed property valuation for the Redevelopment Area shall be established from the City/County Assessor Office appraisals for all real property within the Redevelopment Area at the Award Date and at the Project Completion Date. Percentage increase in assessed valuation shall be the percentage increase in assessed valuation from that established on Award date, to that established at Project Completion Date. To the extent that the actual Project Completion Date may vary, determination of Project Completion Date shall be determined by the Department. 5.4 The term of the repayment,if any is due, shall be at default interest rate of six percent (6%) per year and for five (5) years from the earlier of either the Project Completion Date or Default Date. The Community shall make ten (10) equal semi-annual payments of the amount due, as determined by the Department. Repayment shall commence no later that six months from the earlier of either the Project Completion Date or Default Date. Contract Number 07-BRN-05 Page 2 of 9 6. SALE OF PROPERTY. Pursuant to Iowa Code section 15.292, Community shall obtain title to Brownfield Project Area upon completion of the remediation of the property. Upon the subsequent sale of the property by the Community to a person other than the original owner, the Community shall repay the Department for financial assistance received through this agreement. The repayment shall be in the amount equal to the sales price less the amount paid to the original owner pursuant to the agreement between the Business and the original owner. The repayment amount shall not exceed the amount of the financial assistance received by the Business, and shall occur immediately subsequent to sale. 7. MATCH REQUIREMENTS. The Community shall provide a minimum match of 75 percent of all funds expended for the Project. 8. COST VARIATION. In the event that the total Project cost is less than the amount specified in this Agreement, IDED's participation shall be reduced at the same ratio as IDED funds are to the total Project budget, and any funds disbursed in excess of the ratio specified in Attachment A shall be returned immediately to IDED. Upon request of the Community, IDED may waive this article upon a good faith showing by the Community if Project costs are less than specified in the Agreement for reasons including but not limited to the following: realized Project efficiencies, saving realized when the Project is completed ahead of schedule. 9. REPORTS. The Community shall submit progress reports, as identified in Attachment C, to IDED. The reports will assess progress toward the goals of the Brownfield Project and the activities taking place. Reports shall begin within 12 months after the contract is in force. Measurable initiatives for the specific Brownfield Project site may include completion of acquisition, remediation, and redevelopment of Brownfield property. Additional measures may include increases in taxable property values (commercial, residential, or industrial), number of housing units,jobs, or resulting private investment. The required measurable initiatives and report timelines are described in Attachment A—Project Description. The Community shall forward to the Department upon completion of the Brownfield Project a summary report of cumulative measurement initiatives as described in Attachment A. The Department may perform field visits as deemed necessary. Fiscal reports for the Agreement period shall be submitted to IDED in a format and for time periods specified by IDED. 10. CLAIM\PAYMENT PROCEDURES. Release of funds to reimburse Community for eligible Project expenditures shall be based upon the match requirement of the Community described in this Agreement. Funds will be released to reimburse Community for approved expenses as described in Attachment A — Program Description. The Community may request payment prior to actual expenditure. Any release of funds prior to actual expenditure by the Community will be based upon demonstrable need as submitted by the Community for planned and anticipated expenditures through documentation such as purchase order, contractual obligation or other acceptable form of documentation approved by the Department. Funds released to the Community shall be used for approved expenditures within fifteen days of release by the Department. Claims for payment shall be made using the standard IDED claim form or a detailed invoice that contains the same information as the IDED claim form. If the total grant award amount has not been claimed within sixty (60) days of the Project Completion Date, then the IDED shall be under no further obligation for further disbursement. 11. DEFAULT AND NOTICE OF DEFAULT. The occurrence of any one or more of the following events shall constitute cause for IDED to declare Community/Business in default of its obligations under this Agreement: a) non-performance;b) a failure of Community/Business to make substantial and timely progress toward performance of the Agreement; c) a failure of Community's work product and services to conform with any specifications noted herein; d) a breach of any term of this Agreement. The Department shall issue a written notice of default providing therein a thirty (30) day period in which the Business shall have an opportunity to cure,provided that cure is possible and feasible. Contract Number 07-BRN-05 Page 3 of 9 12. TERMINATION. This Agreement may be terminated in the following circumstances: a) As a result of Community's default under this Agreement as determined by the Department;b) As a result of the termination or reduction of funding to IDED. 13. REMEDY UPON TERMINATION. In the event of termination of this Agreement or reduction of the Agreement amount, the exclusive, sole and complete remedy of Community shall be payment for allowable costs incurred prior to termination as determined solely by the Department. 14. NONASSIGNMENT. This Agreement may not be assigned without prior IDED written consent. 15. WRITING REQUIRED. No change, modification, or termination of any of the terms, provisions or conditions of this Agreement shall be effective unless made in writing and signed by both parties. 16. COMPLIANCE WITH LAWS AND REGULATIONS; DECLARATION OF COMMUNITY. Community shall comply with all applicable state and federal laws, rules, ordinances, regulations and orders. Community declares that it has complied with all federal, state, and local laws regarding business permits and licenses that may be required to carry out the work to be performed under this Agreement. 17. COMPLIANCE WITH EEO/AA PROVISIONS. Community shall comply with the provisions of federal, state and local laws,rules and executive orders to insure that no employee or applicant for employment is discriminated against because of race, religion, color, age, sex, national origin, or disability. .A breach of this provision shall be considered a material breach of this Agreement. 18. INDEMNIFICATION AGAINST LOSS OR DAMAGE. Community shall jointly and severally defend,indemnify and hold IDED,its successors and assigns, harmless from and against any liability, loss, damage or expense, including reasonable counsel fees,which IDED may incur or sustain by reason of(a) the failure of Community to fully perform and comply with the terms and obligations of this Agreement; (b) Community's performance or attempted performance of this Agreement; (c) Community's activities with sub-grantees and third parties. 19. ACCESS TO RECORDS. Community shall permit IDED or its agents to access and examine, audit, excerpt and transcribe any directly pertinent books, documents, reports,papers and records of Community relating to orders, invoices, or payments or any other documentation or materials pertaining to this Agreement. 20. RECORDS RETENTION. All records of Community relating to this Agreement shall be retained for a period of three (3) years following the date of final payment or completion of any Project activities, whichever is later. 21. UNALLOWABLE COSTS. If IDED determines at any time,whether through monitoring, audit, closeout procedures or by other means that the Community has received Brownfield Redevelopment Program funds or requested reimbursement for costs which are unallowable under the terms of this Agreement, the Community will be notified of the questioned costs and given an opportunity to justify questioned costs prior to IDED's final determination of the disallowance of costs. If it is IDED's final determination that costs previously paid by IDED are unallowable under the terms of the Agreement, the expenditures will be disallowed and the Community shall immediately repay to IDED any and all disallowed costs. 22. SURVIVAL OF AGREEMENT. If any portion of this Agreement is held to be invalid or unenforceable, the remainder shall be valid and enforceable. Contract Number 07-BRN-05 Page 4of9 23. GOVERNING LAW. This Agreement shall be interpreted in accordance with the law of the State of Iowa, and any action relating to the Agreement shall only be commenced in the Iowa District Court for Polk County or the United States District Court for the Southern District of Iowa. 24. INTEGRATION. This Agreement contains the entire understanding between the Community and ID I) and any representations that may have been made before or after the signing of this Agreement, which arc not contained herein, are nonbinding,void and of no effect. Neither of the parties has relied on any such prior representation in entering into this Agreement. 25. DOCUMENTS INCORPORATED BY REFERENCE. The following documents are hereby incorporated by reference: a. Attachment A, "Program Description." b. Attachment B, "Promissory Note." c. Attachment C, "Report of Performance Measures." d. Attachment D, "Application for Brownfield Redevelopment Funds." Attachment D will be kept on file at the Iowa Department of Economic Development. It shall, nevertheless, be considered an incorporated item of this Agreement. 26. ORDER OF PRIORITY.. In the event of a conflict between documents of this Agreement, the following order of priority shall govern: a. Articles 1 through 25 herein. b. Attachment A, "Program Description." c. Attachment B, "Promissory Note." d. Attachment D, "Application for Brownfield Redevelopment Funds." e. Attachment C, "Report of Performance Measures." IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed, effective as of the Award Date. FOR COMMUNITY: q a y- V 7 Signature Date 14urle 1 ThaybY Printed name and title at..) FOR IDED: Depory �,d/rGc ait /O C,//7 ichael Tramon a ector Date Contract Number 07-BRN-05 Page 5 of 9 ATTACHMENT A PROJECT DESCRIPTION Waterloo, Iowa Contract#: 07-BRN-05 PROJECT DESCRIPTION The Forgivable Loan dollars shall be used to help demolish portions of the former Chamberlain Manufacturing Corporation site, or the "Brownfield Project Area",per Attachment D, application submitted. The "Redevelopment Area" shall be defined as the properties adjacent to the Brownfield Project area. PERFORMANCE TARGETS Asbestos surveys and abatement should precede demolition and removal of debris. Reasonable efforts shall be made to recycle all demolition materials. Asbestos survey and abatement, and demolition of the structures shall be completed no later than June 30, 2010. AMOUNT BUDGETED Building demolition is budgeted at $435,000 and is to be performed using a combination of local funding and funds from the Iowa Department of Economic Development's Brownfield Redevelopment program. Total project cost is budgeted at $797,000 of which $150,000 comes from the Iowa Department of Economic Development's Brownfield Redevelopment program, which equals approximately 18.8% of total. Contract Number 07-BRN-05 Page 6 of 0 ATTACHMENT B PROMISSORY NOTE City of Waterloo IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT BROWNFIELD REDEVELOPMENT PROGRAM PROMISSORY NOTE Loan Number 07-BRN-05 Amount: $150,000 July 1, 2007 FOR VALUE RECEIVED,the undersigned(hereafter called the"Maker")promises to pay to the order of the State of Iowa, Department of Economic Development (hereafter called the "Payee"), at its office at 200 East Grand Avenue, Des Moines, Iowa 50309, or upon notice to the Maker,at such other place as may be designated from time to time by the holder,the principal sum of one hundred fifty thousand($150,000). ANY repayment of financial assistance shall be the greater of the amounts determined in Sections Five (5) and/or Six (6) of Agreement. Upon the subsequent sale of the property by the Community to a person other than the original owner,the Community shall repay the Department for financial assistance received through this agreement. The repayment shall be in the amount equal to the sales price less the amount paid to the original owner pursuant to the agreement between the Business and the original owner. The repayment amount shall not exceed the amount of the financial assistance received by the Business, and shall occur immediately subsequent to sale. The Department shall determine, in its responsible sole discretion, if the Business has satisfied the terms of this Brownfield Funding Agreement. To the extent that the Community does not sell property for profit per Section 6;if IDED determines that the Business has satisfied the conditions as outlined in Attachment A,Performance Targets,and Attachment C, Reporting Requirements, barring any other default of this Brownfield Funding Agreement, the Forgivable Loan shall be permanently waived and forgiven. If IDED determines that the Community has NOT satisfied the conditions as outlined in Attachment A,Performance Targets,and Attachment C,Reporting Requirements, the amount of the Forgivable Loan to be repaid to the Department shall be based on the percentage increase in assessed property valuation for the Redevelopment Area. The amount of the Forgivable Loan portion to be repaid to the Department shall be determined upon the following schedule: Percentage Increase in Percentage of Forgivable Loan Percentage of Loan to be Taxable Property Valuation to be Forgiven Repaid for the Redevelopment Area < 15% 100% 0% 16% - 20% 87.5% 12.5% 21% - 25% 75% 25% 26% - 30% 62.5% 37.5% 31% - 35% 50% 50% 36% - 40% 37.5% 62.5% 41% - 45% 25% 75% 46% - 50% 12.5% 87.5% >50% 0% 100% Note: percentages will be rounded to the nearest whole number using standard rounding rules. Contract Number 07-BRN-05 Page 7 of 9 Total assessed property valuation for the Redevelopment Area shall be established from the City/County Assessor Office appraisals for all real property within the Redevelopment Area at the Award Date and at the Project Completion Date. Percentage increase in assessed valuation shall be the percentage increase in assessed valuation from that established on Award date, to that established at Project Completion Date. To the extent that the actual Project Completion Date may vary, determination of Project Completion Date shall be determined by the Department. The term of the repayment,if any is due, shall be at default interest rate of six percent (6%) per year and for five (5) years from the Project Completion Date. The Community shall make ten (10) equal semi-annual payments of the amount due,as determined by the Department. Repayment shall commence no later that six months from project completion date. 1. Payments.All payments under the Note shall be applied in this order: (1) to interest, and (2) to principal. 2. Loan Agreement;Acceleration Upon Default.This Note is issued by Maker to evidence an obligation to repay a loan according to the terms of Loan Agreement 07-BRN-05 between the Payee and Maker and,at the election of the holder without notice to the Maker, shall become immediately due and payable in the event any payment is not made when due or upon the occurrence of any event of default under the terms of the Loan Agreement. 3. Reduced Amount. In the event the Maker fails to requisition and spend the full face amount of the Note as set out above, then the amount of each installment payment shall be reduced accordingly in equal amounts. 4. Security. Payment of this Note is secured by: Unsecured. 5. Waiver. No delay or omission on the part of the holder in exercising any right under this Note shall operate as a waiver of that right or of any other right under this Note.A waiver on any one occasion shall not be construed as a bar to or waiver of any right and/or remedy on any future occasion. 6. Waiver of Protest.Each maker,surety,endorser and guarantor of this Note,expressly waives presentment,protest, demand, notice of dishonor or default, and notice of any kind with respect to this Note. 7. Costs of Collection.The Maker will pay on demand all costs of collection,maintenance of collateral,legal expenses, and attorneys' fees incurred or paid by the holder in collecting and/or enforcing this Note on default. 8. Meaning of Terms.As used in this Note, "holder" shall mean the Payee or other endorsee of this Note,who is in possession of it, or the bearer hereof,if this Note is at the time payable to the bearer. The word "Maker" shall mean each of the undersigned. If this Note is signed by more than one person, it shall be the joint and several liabilities of such persons. The term"Project Completion Date"will be a date determined by the Department. 9.Miscellaneous.The captions of paragraphs in this Promissory Note are for the convenience of reference only,shall not define or limit the provisions hereof and shall not have any legal or other significance whatsoever. ADDRESS: City of Waterloo 715 Mulberry Street Waterloo, IA 50703 BY: PRINTED NAME&TITLE: 1-7 r''. Huck, , r c o r DATE: q" ATTEST: PRINTED NAME &TI : )UCthLy EUlle et, C fry Geri DATE: Contract Number 07-BRN-05 Page 8 of 9 ATTACHMENT C REPORT ON PERFORMANCE MEASURES City of Waterloo Contract #: 07-BRN-05 The Community shall submit to the Iowa Department of Economic Development by the date indicated a brief report on the completion of the following: Prior To Release of Funds Initial Report A. Report of total assessed property valuation for the Redevelopment Area from the City/County Assessor Office for all real property within the Redevelopment Area at the Award Date. II. Report on current taxable property values for the Brownfield Project Area properties, if different from values at the award date. C. Report on project timeline including current status of project. June 30,2010 Final Report A. Report of total assessed property valuation for the Redevelopment Area from the City/County Assessor Office for all real property within the Redevelopment Area. B. Report on current assessed property values including ownership for the Brownfield Project Area properties. C. Narrative on status of Project activities. D. Project fiscal summary of costs incurred on Project Activities. Contract Number 07-BRN-05 Page 9o19 0 N.