HomeMy WebLinkAboutGrand Investment - Development Agreement (Upper Plaza)-12/19/2016PreparertOr, (U(.:
Information: 'thristopher S. Wendland, P.O. Box 596, Waterloo, Iowa 50704
Name Address City
Please return this copy to:
City Clerk & Finance Dept.
715 Mulberry St.
Waterloo, IA 50703
(319) 234-5701
Phone
DEVELOPMENT AGREEMENT
This Development Agreement (the "Agreement") is entered into as of v b
, 2016 by and between Grand Investments, LLC (the "Company") 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. Company is willing and able to finance and construct buildings and related
improvements on property located in the Downtown Urban Renewal and
Redevelopment Plan area on Cedar Street adjacent to the Center for the
Arts, and legally described 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 to Company for the sum of $1.00 (the "Purchase Price"). 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 which do not, in Company's
opinion, interfere with Company's proposed use; (b) current and future real estate real
property taxes and assessments subject to the agreements made herein; (c) general
utility and right-of-way easements serving the Property; and (d) restrictions imposed by
the City zoning ordinances and other applicable law. City shall have no duty to convey
title to Company until Company delivers to City reasonable and satisfactory proof of
financial ability to undertake and carry on the Project (defined below), which may take
the form of a lending commitment letter. Company shall, at its own expense, prepare
an updated abstract of title, or in lieu thereof Company may, at its own expense, obtain
whatever form of title evidence it desires. If title is unmarketable or subject to matters
not acceptable to Company, and if City does not remedy or remove such objectionable
matters in timely fashion following written notice of such objections from Company,
Company may terminate this Agreement. City shall provide any title documents it has in
its possession, including any abstracts, to assist in title preparation.
2. Improvements by Company. Company shall construct on the Property a
multi -story, mixed-use building of not less than forty (40) residential units on upper
levels and commercial and retail storefronts on the ground floor, and related parking,
landscaping, and other improvements to the buildings and grounds (collectively, the
"Improvements"). For purposes of this Agreement, the "ground floor" means the same
level as the abutting public plaza. The 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. The Property, the
Improvements, and all site preparation and development -related work to make the
Property usable for Company's purposes as contemplated by this Agreement are
collectively referred to as the "Project".
3. Timeliness of Construction; Possibility of Reverter. The parties agree
that Company'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, or to cause the Property to be conveyed, to Company and that
without said commitment City would not do so. Company must obtain a building permit
and begin construction by July 1, 2017 (the "Project Start Date") and substantially
complete construction by December 31, 2019 (the "Project Completion Date").
If Company has not, in good faith, begun the construction of the Improvements
by the Project Start Date, then title to the Property shall revert to the City, except as
provided in this Agreement; provided, however, that if construction has not begun by the
Project Start Date but the development of the Project is still imminent, the City Council
may, but shall not be required to, consent to an extension of time for the construction of
the Improvements, and if an extension is granted but construction of the Improvements
has not begun within such extended period, then the title to the Property shall revert to
the City after the end of said extended period. If Company determines at any time that
the Project is not economically feasible, then after giving thirty (30) days' advance
written notice to City, Company may convey the Property to City by special warranty
deed, and thereupon neither party shall have any further obligation under this
Agreement except as expressly provided. If development has commenced by the
Project Start Date 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 Company, the requirement that construction is to be
completed by the Project Completion Date 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.
2
4. Reverter of Title; Indemnity. In the event of any reverter of title,
Company 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, charge, security interest, mortgage or
encumbrance (collectively, "Liens") arising by or through Company. Company shall pay
in full, so as to discharge or satisfy, all Liens on or against the Property. If Company
fails to deliver such documents, including but not limited to a special warranty deed, to
City within thirty (30) days of written demand by City, then City shall be authorized to
execute, on Company's behalf and as its attorney-in-fact, the special warranty deed
required by this Section, and for such limited purpose Company does hereby constitute
and appoint City as its attorney-in-fact.
Company 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, Company's failure to carry on
or complete same, or any Lien or Liens on or against the Property of any type or nature
whatsoever that attaches to the Property by virtue of Company's ownership of same. If
City files suit to enforce the terms of this Agreement and prevails in such suit, then
Company shall be liable for all legal expenses, including but not limited to reasonable
attorneys' fees, incurred by City. Company's duties of indemnity pursuant to this
Section shall survive the expiration, termination or cancellation of this Agreement for
any reason.
5. No Encumbrances; Limited Exception. Until completion of the
Improvements, Company agrees that it shall not create, incur, or suffer to exist any
Liens on the Property, other than such mortgage or mortgages as may be reasonably
necessary to finance Company's completion of the Improvements and of which
Company notifies City in advance of Company's execution of any such mortgage.
Company may not mortgage the Property or any part thereof for any purpose except in
connection with financing of the Improvements.
6. Regulatory Approvals. Company acknowledges and agrees that the
Project will require Company to obtain various approvals from the City of Waterloo
and/or other applicable governmental authorities, including but not limited to zoning, site
plan, subdivision, building permit and other approvals required or necessary for
Company's proposed Improvements to the Property. To optimize coordination of
Project plans and development with such approvals, Company agrees to participate
regularly and in good faith in the project management/design-build management
(PMT/DBMT) process applicable to the Property for design issues, landscape design,
parking, construction documents, and other matters.
7. Additional City Assistance; Easements. In addition to the other
incentives provided by City to Company under this Agreement, City agrees to provide
the following assistance to facilitate the Project and its operation following completion:
3
A. Tax Credit Assistance. City will provide support and reasonable
cooperation for Company's application for Iowa Workforce Housing Tax Credits
and other available tax credits for which Company may apply.
B. Pedestrian Easement. City hereby grants to Company, its
employees, agents, future tenants at the Property, and patrons and guests of
said tenants, an easement for limited purposes of ingress and egress over and
upon the upper plaza deck that abuts the property on the southeasterly and
northeasterly sides. Said easement is non-exclusive and shall be in common
with members of the general public.
C. Parking Easement. City hereby grants to Company, its employees,
agents, and future tenants at the Property, an easement for use of the parking
area beneath the upper plaza deck that abuts the Property. The parties
acknowledge that U.S. Bank currently has easement rights for parking in such
area and that the rights granted herein shall not take effect until City has
terminated the rights of U.S. Bank. Subject to regulatory approvals as set forth in
Section 6 above, Company may, at its own expense, construct a fence and/or
wall to separate the easement area from adjacent spaces that are open to the
general public and/or private property owners. Company shall be responsible for
all costs of repair, maintenance, reconstruction and removal of any such fence or
wall. City, its employees, contractors and agents, shall have a right of access to
the easement area, exercisable at any time, for purposes of inspection of the
upper plaza deck, supporting structures, and paved surfaces. If future repairs,
maintenance, or reconstruction of the upper plaza deck become necessary,
Company shall provide reasonable and prompt cooperation with City's efforts,
which the parties agree may require temporary denial of access to easement
holders. City will provide no insurance and no security for the benefit of any
person using the easement area for any reason.
8. Utilities. Company will be responsible for extending water, sewer,
telephone, telecommunications, electric, gas and other utility services to any location on
the Property and for payment of any associated connection fees.
9. Minimum Assessment Agreement. Company acknowledges and
agrees that it will pay when due all taxes and assessments, general or special, and all
other charges whatsoever levied upon or assessed or placed against the Property.
Company further agrees that prior to the date set forth in Section 2 of Exhibit "B" it will
not seek or cause a reduction in the taxable valuation for the Property, which shall be
fixed for assessment purposes, below the amount of $4,500,000 (the "Minimum Actual
Value"), through:
(i) willful destruction of the Property, the Improvements, or any part of
either;
(ii) a request to the assessor of Black Hawk County; or
4
(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 said attached Exhibit "B" at the closing.
10. Tax Rebates. Provided that Company has completed the Improvements
as set forth herein and has executed the Minimum Assessment Agreement as set forth
above, City agrees to rebate property tax (with the exceptions noted below) as follows:
Year One through Year Twenty 42% rebate each year
for any taxable value over the January 1, 2016 value of $30,170. 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. To receive rebates for a given year,
Company must, within twelve (12) months after the tax payment due date, submit a
completed rebate request to City on the form provided by or otherwise satisfactory to
City, or the rebate shall be forfeited.
The taxable 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 of 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 based on a prior year for which the assessment is based solely
upon (x) the value of the Property or upon (y) the value of the Property and a partial
value of the Improvements due to partial completion of the Improvements or a partial tax
year.
11. 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.
12. Representations and Warranties of Company. Company hereby
represents and warrants as follows:
5
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.
13. Obligations Contingent. Each and every obligation of City under this
Agreement is expressly made subject to and contingent upon City's completion of all
procedures, hearings and approvals deemed necessary by City or its legal counsel for
amendment of the urban renewal plan applicable to the Property and/or project area, all
of which must be completed within 180 days from the date this Agreement is approved
by the City council. If such completion does not occur, then any conveyance, benefit or
incentive of any type provided by City hereunder within said 180 -day period is subject to
reverter of title, revocation, repayment or other appropriate action to restore such
property, benefit or incentive to City, and Company agrees to cooperate diligently and in
good faith with any reasonable request by City to effectuate the restoration of same, or
failing such restoration Company agrees to be liable for same or for the fair value
thereof, plus interest on any sums owing at the rate of 10% per annum commencing
with the date of demand for payment, if said payment is not remitted to City within 30
days.
14. No Assignment or Conveyance. Company agrees that it will not sell,
convey, assign or otherwise transfer its interest in the Property prior to completion of the
Project, whether in whole or in part, to any other person or entity without the prior
written consent of City, except that City's consent shall not be required for Company's
assignment of this Agreement for security purposes only in connection with Project
financing. 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
Company under this Agreement.
15. Materiality of Company's Promises, Covenants, Representations,
and Warranties. Each and every promise, covenant, representation, and warranty set
forth in this Agreement on the part of Company 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. Company
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
6
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.
16. 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, at 2202 College Street, Cedar Falls, Iowa, 50613,
Attention: Brent Dahlstrom, with a copy to Eric Johnson, Esq., Beecher Law Firm,
620 Lafayette Street, Waterloo, Iowa, 50703.
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.
17. 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 Company nor to create any liability for one
party with respect to the liabilities or obligations of the other party or any other person.
18. 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.
19. 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
7
thereof shall be deemed to be written, and shall be construed and enforced, as so
limited.
20. 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.
21. Binding Effect. This Agreement shall be binding and shall inure to the
benefit of the parties and their respective successors, assigns, and legal
representatives.
22. 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.
23. 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.
24. 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 GRAND INVESTMENTS, LLC
By:
By:
Quentin Hart, Mayor Brent Dahlstrom, Manager
Attest: Jj.IkL
Kelley Felchlei, City Clerk
8
EXHIBIT "A"
Legal Description of Property
PLAT OF SURVEY FOR A DISPOSAL PARCEL
BEING PART OF PARCEL 'E' THAT IS SHOWN ON A PLAT OF SURVEY THAT IS RECORDED
IN FILE NUMBER 2009-00015639 IN THE OFFICE OF THE BLACK HAWK COUNTY RECORDER AND
PART OF VACATED CEDAR STREET AND PART OF VACATED 3RD STREET ALL IN THE ORIGINAL PLAT
ON THE WEST SIDE OF THE CEDAR RIVER IN THE CITY OF WATERLOO, COUNTY OF BLACK HAWK, STATE OF IOWA
COUNTY OF BLACK HAWK, STATE OF IOWA
OWNER:CITY OF WATERLOO, IOWA
0
75
80.
PARCEL 'E' FILE
NUMBER 02009-00015639
•" 5 60•
6
RELOCATED CEDAR
STREET (60')
66- 7
FRL BLK 2
ORIGINAL PLAT, ON
THE WEST SIDE OF
THE CEDAR RIVER,
IN THE CITY OF
WATERLOO
FRL BLK I
150
SCALE
O
0 SET I/2" REBAR YELLOW CAP NO. 8505
Q CUT 'X'
c3 -
6o.
F
-
FOUND I/2" REBAR YELLOW CAP NO. 8505
DESCRIPTION: DISPOSAL PARCEL
COUNTY PARCEL LETTER 'H'
ASSIGNED BY THE BLACK
HAWK COUNTY AUDITOR'S
OFFICE DECEMBER I,2016
A PARCEL OF LAND SITUATED IN PART OF LOT 1 OF BLOCK 2 AND PART OF VACATED CEDAR STREET LYING
NORTHEASTERLY OF LOT 1 OF BLOCK 2 AND PART OF VACATED WEST 3RD STREET LYING SOUTHEASTERLY OF
LOT 1 OF BLOCK 2, ALSO BEING PART OF PARCEL 'E' THAT IS SHOW ON A PLAT OF SURVEY RECORDED IN FILE
NUMBER 2009-00015639 IN THE OFFICE OF THE BLACK HAWK COUNTY RECORDER, ALL IN THE ORIGINAL PLAT
ON THE WEST SIDE OF THE CEDAR RIVER IN THE CITY OF WATERLOO, COUNTY OF BLACK HAWK, STATE OF
IOWA, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE WESTERLY CORNER OF SAID PARCEL 'E' BEING 10.00 FEET NORMALLY DISTANT
SOUTHEASTERLY FROM THE NORTHWESTERLY LINE OF LOT 3 OF SAID ORIGINAL PLAT ON THE WEST SIDE OF THE
CEDAR RIVER IN THE CITY OF WATERLOO AND 40.00 FEET NORMALLY DISTANT NORTHEASTERLY FROM THE
SOUTHWESTERLY LINE OF SAID LOT 3, SAID WESTERLY CORNER IS ON THE PRESENT NORTHEASTERLY RIGHT-OF-
WAY LINE OF CEDAR STREET; THENCE SOUTH 48° (DEGREES) 57' (MINUTES) 19" (SECONDS) EAST (ASSUMED
BEARING FOR THE PURPOSE OF THIS DESCRIPTION) ON THE SOUTHWESTERLY LINE OF SAID PARCEL 'E' ALSO
BEING THE PRESENT NORTHEASTERLY RIGHT-OF-WAY LINE OF CEDAR STREET, 109.93 FEET TO THE
SOUTHWESTERLY PROLONGATION OF THE OUTSIDE FACE OF A NORTHEASTERLY/SOUTHWESTERLY CONCRETE
RETAINING WALL, BEING THE POINT OF BEGINNING OF THE PARCEL OF LAND HEREIN DESCRIBED; THENCE
NORTH 41°01'32" EAST ON THE SOUTHWESTERLY PROLONGATION OF THE OUTSIDE FACE OF THE
NORTHEASTERLY/SOUTHWESTERLY CONCRETE RETAINING WALL AND ALONG THE OUTSIDE FACE OF THE
NORTHEASTERLY/SOUTHWESTERLY CONCRETE RETAINING WALL, 185.51 FEET TO THE OUTSIDE FACE OF A
NORTHWESTERLY/SOUTHEASTERLY CONCRETE RETAINING WALL; THENCE SOUTH 48°48'18" ALONG THE
OUTSIDE FACE OF THE NORTHWESTERLY/SOUTHEASTERLY CONCRETE RETAINING WALL, 65.97 FEET TO A POINT
THAT IS PLUMB FROM THE OUTSIDE FACE OF THE RIVERLOOP UPPER PLAZA DECK; THENCE SOUTH 41°02'07"
WEST ON A LINE THAT IS PARALLEL WITH THE OUTSIDE FACE OF THE RIVERLOOP UPPER PLAZA DECK, 185.34
FEET TO THE SOUTHWESTERLY LINE OF SAID PARCEL `E' ALSO BEING THE PRESENT NORTHEASTERLY RIGHT-OF-
WAY LINE OF CEDAR STREET; THENCE NORTH 48°57'19" WEST ON THE SOUTHWESTERLY LINE OF SAID PARCEL
'E' ALSO BEING THE PRESENT NORTHEASTERLY RIGHT-OF-WAY LINE OF CEDAR STREET, 65.94 FEET TO THE
POINT OF BEGINNING.
CONTAINING 12,230 SQUARE FEET OR 0.28 ACRE.
BEARING / DISTANCE
1
TO
2
S 48 • 57 ' 19 " E
109.93
2
TO
3
N
41.01'32" E
185.51
3
TO
4
5
48°48'18" E
65.97
4
TO
5
5
41°02'07" W
185.34
5
TO
2
N
48.57'19" W
65.94
DATE SIGNED: DECEMBER 2, 2016
THIS PLAT OR SUBDIVISION HAS BEEN REVIEWED BY THE CITY OF
WATERLOO, IOWA.
Signature of City Ordinance Administrator Clete
MICHAEL
cxN�i %.A%
EAGLE : r
8505
,; :OW 0'..;81 -e
1 hereby certify that this land Surveying
document vas prepared by me or under
my direct personal supervision and
that 1 am a duly Licensed Land Surveyor
undRr t e lav f the State of lava,
f/ /2O?•ZOIC
MICHAEL . FA Date
License number 8505
My license renewal date is December 31,2016
Pages or sheets covered by this seal:
THIS SHEET
1-319-232-5=6531
0
0
N
WATERLOO, IOWA
501 SYCAMORE STREET,
P.L.S. 8505
PREPARED BY: MICHAEL R.FALGE
SHEET 1 OF 1
EXHIBIT "B"
MINIMUM ASSESSMENT AGREEMENT
This Minimum Assessment Agreement (the "Agreement") is entered into as of
I OeL,,,,ti,€„( k('\ , 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 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
Company will undertake the development of an area ("Project") 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, 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
Company, 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 shall not be less than $4,500,000 (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, 2019.
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,
2060. 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.
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 representatives as of the date first set forth above.
CITY OF WATERLOO, IOWA GRAND INVESTMENTS, LLC
By: By:
Quentin Hart, Mayor Brent Dahlstrom, Manager
By: I�-+
Kelley Felch* City Clerk
STATE OF IOWA )
) ss.
COUNTY OF BLACK HAWK
On this day of , 2016, before me, a Notary Public in
and for the State of Iowa, personally appeared Quentin Hart and Kelley Felchle, 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 its City
2
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.
rt." Wh
NA ,C`' HICBY
'40.7882.29
MY COMMISSION EUMFIES
STATE OF IOWA
Notary Public
)
) ss.
COUNTY OF BLACK HAWK
Subscribed and sworn to before me on November,.3,2016 by Brent Dahlstrom
as Manager of Grand Investments, LLC.
Notary Public
3
BARBARA J KAYSER
COMMISSION N0.195095
141Y COMMISSION EXPIRES
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
Tess than Four Million Five Hundred Thousand Dollars ($4,500,000) until termination of
this Minimum Assessment Agreement pursuant to the terms hereof.
or for Black Hawk County, Iowa
Date
STATE OF IOWA )
) ss.
COUNTY OF BLACK HAWK )
Subscribed and sworn to before me on i - L 4/- .� C / 7 by T.J.
Koenigsfeld, Assessor for Black Hawk County, Iowa.
Notary Public
DEBORAH L.. IIOFCKNIANN
' MY COMMISSION NO. 195766
J:45.1 MY COM ISSI N EXPIRES