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HomeMy WebLinkAboutBCS Properties, LLC-2/20/2017 (Agenda item #15)Prepared by Noel Anderson, 715 Mulberry Street, Waterloo, IA 50703 Phone (319) 291-4366 DEVELOPMENT AGREEMENT This Development Agreement (the "Agreement") is entered into as of kb-rk o ---h_ 2c, ,�C 17 by and between BCS Properties, L.L.C. (the "Company") and the City of Waterloo, Iowa (the "City"). RECITALS 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 undertake, or to cause to be undertaken, the financing and construction of a building and related improvements on property legally described on Exhibit "A" (the "Property"), located in the Martin Road Development Plan Area of the City. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the parties agree as follows: 1. Development. Company owns the Property and intends to sell it in one or more transactions to one or more third -party developers for construction of buildings for office or commercial use, and related parking, landscape, and other improvements to the building and grounds (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 and other applicable law. The Improvements and all site preparation and development -related work as contemplated by this Agreement are collectively referred to as the "Project". The parties desire by this Agreement to provide assistance to Company for its investments in assembling the Property and readying it for development by installation of new roads, public infrastructure, and other basic improvements. 2. Future Agreements. In connection with phase of development, City will enter into a development agreement and a minimum assessment agreement with the phase developer, both agreements to be in form and content acceptable to City. City may require that Company or the phase developer submit specific building designs and site plans for City review and approval as a condition to approval of a development agreement. Improvements to the Property completed within the schedule established by a third -party development agreement will be eligible for the tax -rebate benefits provided for in this Agreement or, if different, as provided for in the third -party development agreement, and any part of the Improvements not completed within the prescribed period will not be eligible for said benefits. The intent of incentive payments to Company or the developer, as applicable, is to cover the cost of land acquisition pertaining to such phase of development. 3. Water and Sewer. Company or the developer will be responsible for extending water and sewer service to any location on the Property and for payment of any associated connection fees. 4. Tax Rebates. Provided that the Improvements have been completed as set forth herein and in a third -party development agreement, and provided that Company or the phase developer has executed a Minimum Assessment Agreement as provided in Section 6 below, City agrees to rebate property tax (with the exceptions noted below) to Company for a period of fifteen (15) years at 95% per year for any taxable value over the value of the applicable Property phase area before the commencement of Improvements. Rebates are payable in respect of a given year only to the extent that general property taxes due and owing for the Property for such year have actually been paid. 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 will be forfeited at City's option. The first year in which a rebate may be given ("Year One") shall be the first full year for which the assessment is based on the completed value of the Improvements and not a prior year for which the assessment is based solely on the value of the land or on the value of the land and a partial value of the Improvements, due to partial completion of the Improvements or a partial tax year. The assessed value upon completion of the Improvements to the applicable Property phase area 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. To meet the timeline allowed for the Martin Road Tax Increment Finance (TIF) District as an economic development TIF District, all eligible tax rebates for projects to be paid to Company will commence for values shown in assessment year 2018 and ending in assessment year 2032. The Company is eligible for tax rebates for project built within the Property area, above any tax rebates given for the specific project (i.e. if a $ 2million building is given 5 2 years at 50%, the Company would get the 45% above that 50% calculated amount eligible for rebates that first 5 years, then go to the 95% schedule per this agreement for the remaining 10 years). 5. Obligations Contingent. Each and every obligation of City under this Agreement or a third -party development 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 pian applicable to the Property and/or project area, all of which must be completed within 180 days from the date this Agreement or, as applicable, a third -party development agreement, is approved by the City council. If such completion does not occur, then this Agreement or, as applicable, a third -party development agreement, shall be deemed canceled and shall be null and void. 6. Minimum Assessment Agreement. In connection with each third -party development agreement, Company acknowledges that the phase developer must execute a minimum assessment agreement in form and content acceptable to City. 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 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. 9. Materiality of Company's Promises, Covenants, Representations, and Warranties. Each and every promise, covenant, representation, and warranty set 3 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 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. 10. 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. Delivery of notice shall be deemed to occur (i) on the date of delivery when delivered in person, (H) 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. 11. 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. 12. 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. 13. 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 4 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. 14. 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. 15. Binding Effect. This Agreement shall be binding and shall inure to the benefit of the parties and their respective successors, assigns, and legal representatives. 16. 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. 17. Entire Agreement. This Agreement 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. 18. 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 BCS PROPERTIES, L.L.C. By: j) WA By: Quentin Hart, Mayor Brent Dah strom, M" a•er Attest: Kelley Felc e, City Clerk 5 EXHIBIT "A" Legal Description of Property Lots 1-5, Village West Subdivision, City of Waterloo, Iowa; And also, Part of the SW 1/4 and SE % of Section 33, T89, R13, described as: BEG AT SW COR OF SW QTR SE QTR TH N 1 DEG 52 MIN 25 SEC W 33 FT TO POB TH S 89 DEG 08 MIN 06 SEC W 138.67 FT TH S 89 DEG 58 MIN 41 SEC W 183.39 FT TH N 1 DEG 51 MIN E 163.79 FT TH N 89 DEG 59 MIN 43 SEC W 235.61 FT TH N 01 DEG 37 MIN 10 SEC W 17.02 FT TH S 88 DEG 59 MIN 57 SEC W 176 FT TH N 01 DEG 40 MIN 03 SEC W 986.33 FT TH N 89 DEG 50 MIN 32 SEC W 432.77 FT TH N 38 DEG 06 MIN 22 SEC E 359.17 FT TH S 89 DEG 51 MIN 40 SEC E 388.66 FT TH S 89 DEG 51 MIN 44 SEC E 715.26 FT TH N 88 DEG 46 MIN 40 SEC W 296.73 FT TH S 01 DEG 45 MIN 23 SEC E 1291.16 FT TH S 89 DEG 6 MIN 55 SEC W 295.94 FT TO POB EXC PART LYING E OF THE W LINE OF PARC D IN DOC 2015 012088. And also, Part of the SW '% and SE % of Section 33, T89, R13, described as: BEGAT SW CORNER OF SW SE QTR TH N 01 DEG 52 MIN 25 SEC W 33 FT TH N 01 DEG 53 MIN 44 SEC W 624.26 FT TH N 1 DEG 37 MIN 11 SEC W 667.52 FT TH N 89 DEG 14 MIN E 295.88 FTTHS01 DEG 45 MIN 23 SEC E 1324.16 FT TH S 89 DEG 06 MIN 56 SEC W 295.88 FT EXC FOR THAT PART LAYING IN VILLAGE WEST SUBDIVISION ALSO EXC RD.