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HomeMy WebLinkAboutGrand Investments, LLC (Supplemental Dev Agmnt)-5/16/2016Please return this copy to: City Clerk & Finance Dept. 715 Mulberry St. Waterloo, IA 50703 SUPPLEMENTAL DEVELOPMENT AGREEMENT This Supplemental Development Agreement (the "Agreement") is made and entered into as of May 6, 2016 by and between Grand Investments, LLC (the "Company"), and the City of Waterloo, Iowa (the "City"). WHEREAS, City and Company are parties to that certain Master Development Agreement (the "Master Agreement") dated as of April 7, 2014, and filed on November 13, 2015 as Doc No. 2016-00009114 in the office of the Black Hawk County Recorder, providing for the phased development of real property described therein; and WHEREAS, Company is willing and able to develop the real property described on Exhibit "A" attached hereto (the "Phase Area"). NOW, THEREFORE, in consideration of the mutual covenants hereinafter contained, Company and City agree as follows: 1. Development. It is contemplated that the Phase Area Improvements will have a total project cost of approximately $4,500,000, and the parties hereby agree that the minimum actual value of the Phase Area which shall be fixed for assessment purposes after completion of Improvements shall be no less than $3,500,000 ("Minimum Actual Value"). Said development shall be an approved design after review and recommendation by the Waterloo PMT, DBMT, and City Council through this agreement and accompanying Exhibit "B". 2. Minimum Assessment Agreement. Company acknowledges and hereby agrees to the terms and conditions of the Master Agreement and that prior to the date set forth in Section 2 of Exhibit "C" hereto it will not seek or cause a reduction in the actual valuation for the Phase Area below the Minimum Actual Value, through: (i) willful destruction of the Phase Area, the 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 a minimum assessment agreement in the form attached hereto as Exhibit "B" with respect to the Improvements. 3. Tax Rebates. Provided that Company satisfies the conditions set forth in the Master Agreement, City agrees to property tax rebates as set forth in Section 14 of the Master Agreement in the manner and on the terms stated therein. City shall pay rebates to Company at least annually pursuant to a schedule to be determined by City. Company's share of the January 1, 2013 taxable value ($201,140.00) referenced in the Master Agreement is 27.12%, or $54,550. 4. Representations and Warranties. City hereby reaffirms and restates, as of the date of this Agreement, the representations and warranties of City set forth in the Master Agreement. Company hereby affirms and states that the representations and warranties made by Company in the Master Agreement are, with respect to Company, true and correct as of the date of this Agreement. 5. Relation to Master Agreement. This Agreement is a supplement to the Master Agreement, and the terms of the Master Agreement govern this Agreement to the extent not in conflict herewith. The parties hereby specifically incorporate by reference the provisions of Sections 18 through 27, inclusive, of the Master Agreement as though said Sections were set forth in full in this Agreement. 6. Capitalized Terms. Each term in this Agreement that is capitalized but not defined herein shall have the meaning assigned to it in the Master Agreement. 7. Assignment. In the event of sale of the Phase Area, the benefits and obligations of Company under this Agreement shall automatically be transferred and conveyed to the new owner. Company shall notify City within ten (10) days of any such transfer or sale. IN WITNESS WHEREOF, the parties have executed this Supplemental Development Agreement as of the date and year written above. Grand Investments, LLC Brent Dahlstrom, Manager 2 May 6, 2016 Date City of Waterloo, Iowa By: Quentin Hart, Mayor Date p rb-v-c-ck Attest: Suzy Sc ares, City Clerk Date EXHIBIT "A" AUDITORS FALLS AVENUE AND MULLEN AVENUE PLAT THE SOUTHEASTERLY 137 FEET OF PARCEL B IN PLAT OF SURVEY BOOK 327 PAGE 412 DESCRIBED AS: BEGINNING AT MOST SOUTHERLY CORNER SAID LOT 30 THENCE NORTH 48 DEGREES 50 MINUTES WEST 323.07 FEET THENCE NORTH 43 DEGREES 43 MINUTES 43 SECONDS EAST 280.28 FEET THENCE SOUTH 48 DEGREES 50 MINUTES EAST 311.36 FEET THENCE SOUTH 41 DEGREES 20 SECONDS WEST 280 FEET TO POINT OF BEGINNING. Exhibit "B" Drawings, site plan, for approval. 5 JEFFERSON STREET DIKE PAIN (SHARED PARKING) (SHARED PARKING) 1 1 e BIKE PATH PA - IC w 0;61, DRIVE-THRU MENU BOARD ► DRIVE-THRU D RD ECNONAL NAGE (YIELD) DRIVE-THRU (NORTH) PA-IC\\=1\...,H0 r ^�,•A SITE CONCEPT #6B SCALE: 1" = 30'-0• 10,0005F ! FLOOR TOTAL PARKING STALLS: 20 + SHARED r ORTH NEW MIXED-USE FACILITY FOR GRAND CROSSING - 11 WATERLOO, IOWA Q DIRECTIONAL SIGNAGE DIRECTIONAL tICNAGR 4 /7 m -I c r zzc \a m m / / / // NENI ( DR /////W-8./ x \ JIMMY JOHN'S,' .. /... f� ;/ / ,/' 7,750SF1 / z � /1//j` j /% 47/ 'LEASED 6 / // i///41000SF.// //// //' /////i//i /j / / / / / !/ � / / / 77-7")47'7 / // ! ' i� iIi1 ///% / i/ //// //.,;sir; :/ ///412SS/// //4//!/// / //////// fj///////SIG 14 !j / / / MENU BOARD ► DRIVE-THRU D RD ECNONAL NAGE (YIELD) DRIVE-THRU (NORTH) PA-IC\\=1\...,H0 r ^�,•A SITE CONCEPT #6B SCALE: 1" = 30'-0• 10,0005F ! FLOOR TOTAL PARKING STALLS: 20 + SHARED r ORTH NEW MIXED-USE FACILITY FOR GRAND CROSSING - 11 WATERLOO, IOWA Q DIRECTIONAL SIGNAGE DIRECTIONAL tICNAGR 4 /7 m -I c r zzc \a m m ""fl _r 1 = ,.a w Og4 '4® I e.,P,r..,. .iaI on IIIIIII0®1 19D _i; illi 0 $n„ 1 illi ® milIlir lid `..�� O R € 4 �slla I at Ili � © � e I . z I I 1 ,.o Iin tt Eli 1 A z w qs A i q e Iit : ® , , f oun I' I I , n . 11113 pS s � IN JIIIIIII mmmmmmmmm ,h.II s M, ( ... o. roe .. nu , . . m xn wrt k e F€ 51 3 ' .: S oxe FlPs7F1ooPFW! awa mEioEr0.10 xowosslxe WAIFAtO4N ee vurme ' m� ...w..xn .gnu a.a...�...>a......aa .--.—.w0... LPL L.......,� ue.. x-.._$OOFRO JOW190Am fon blemy 7 mile 575 BSI! ARCHITECTS. inc. ��� I6v<boY4 me. 65516 )6 W2 %b&Ul l.c W2 p6-O5]9 .mw. 5.ecp.ee.w EPN an PFS rmatn¢att Nom. av EXTERIOR ELEVATIONS 1271.+ INE LOFTS AT GRAND GROSSING WATERLOO. IA 555 5112.1 PFJ ee lVl'ITIIII, I� l� I II s l�lltllll Illlll�ll=111f1IF i Tk11111111� 1 uiv !�2 FORAM I10111111,V r 0 ®1111. Ii l�hr11r111l 111l'i1lii `i li 1111.1. IIfi]1MU IPG 1 IIIllIH li'I lig ultlll l?GLT� Til Pd@1111917 pE.03E-0J6-6t 514 352-536-3071 '-0076ISM ARCHITECTS. inc. Jrrhm2224k m 65515 .mm: i•nci•n.=m 1-0{111 MU !M)! HD -V 1111D2 DHDSV (7) FYI z n 0 U7 z z no (mm I EXHIBIT "C" MINIMUM ASSESSMENT AGREEMENT This Minimum Assessment Agreement (the "Agreement") is entered into as of May 6, 2016, by and among the CITY OF WATERLOO, IOWA ("City"), Grand Investments, 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 Supplemental Development Agreement (the "SDA"), supplemental to a master development agreement entered into between said parties, regarding certain real property described therein located in the City of Waterloo; and WHEREAS, it is contemplated that pursuant to the SDA, the Company will undertake the development of an area ("Project Phase") within the City and within the Downtown Waterloo Urban Renewal and Redevelopment 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 Phase, which shall be effective upon substantial completion of the Project Phase 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 Phase 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 Phase. 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 upon the real property described on Exhibit "A" attached hereto, the minimum actual taxable 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 Phase shall not be less than $3,500,000 (the "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, 2017. 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, 2057. 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. The City shall not unreasonably withhold its consent to permit the Company to contest its taxable valuations in full, commencing with the assessment of January 1, 2058. 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. IN WITNESS WHEREOF, the parties have executed this Minimum Assessment Agreement by their duly authorized officers as of the date first set forth above. CITY OF WATERLOO, IOWA Grand Investments, LLC By: By: Quentin Hart, Mayor Brent Dahlstrom, Manager Suzy Schies, City Clerk STATE OF IOWA ) ss. COUNTY OF BLACK HAWK ) On this k day of 16 , before me, a Notary Public in and for the State of Iowa, personally ppeared Quentin Hart, 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. STATE OF IOWA ) ) ss. COUNTY OF BLACK HAWK Notary Public NANCY HIGBY COMMISSION NO.788229 MY CMM�SS,O�N arES Subscribed and sworn to before me on May 6, 2016, by Brent Dahlstrom as Manager of Grand Investments, LLC. Notary Public 0 3 BARBARA. J "OSTE &1; MIMISSIO Z0408 Wry COMMISSION LIPIT;ES JANUARY 15, 2017 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, building and equipment upon completion of the development shall not be less than Three Million Five Hundred Thousand Dollars ($3,500,000.00) until termination of this Minimum Assessment Agreement pursuant to the terms hereof. STATE OF IOWA ) ss. COUNTY OF BLACK HAWK or Black Hawk County, Iowa Date Subscribed and sworn to before me on by TJ Fe/d- , Assessor for Black Hawk County, Iowa. --e-(rowko' Notary Public •"`"' ° a •, a DEBORAH L. BOECKMANN MY COMMISSION NO. 186788 MY n,12.SI I EXPIRES