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HomeMy WebLinkAbout2016-05-09-D01 WCSD 28E Agr AGENDA ITEM: CITY OF WAUKEE, IOWA CITY COUNCIL MEETING COMMUNICATION MEETING DATE: May 9, 2016 AGENDA ITEM: Consideration of approval of a resolution approving Agreement Under Iowa Code Chapter 28E Between the City of Waukee and the Waukee Community School District FORMAT: Resolution SYNOPSIS INCLUDING PRO & CON: The City of Waukee and Waukee Community School District wish to enter into a 28E agreement related to the purchase of property and planning of joint facilities. FISCAL IMPACT INCLUDING COST/BENEFIT ANALYSIS: COMMISSION/BOARD/COMMITTEE COMMENT: STAFF REVIEW AND COMMENT: RECOMMENDATION: Approve the resolution. ATTACHMENTS: I. Proposed Resolution II. 28E Agreement PREPARED BY: Becky Schuett REVIEWED BY: THE CITY OF WAUKEE, IOWA RESOLUTION 16- APPROVING AGREEMENT UNDER IOWA CODE CHAPTER 28E BETWEEN THE CITY OF WAUKEE AND THE WAUKEE COMMUNITY SCHOOL DISTRICT IN THE NAME AND BY THE AUTHORITY OF THE CITY OF WAUKEE, IOWA WHEREAS, the City of Waukee, Iowa is a duly organized municipality within Dallas County; AND, WHEREAS, the City of Waukee and the Waukee Community School District find that it will be to their mutual advantage to jointly acquire certain parcels of real property for future joint development; AND, WHEREAS, legal counsel for both entities have reviewed a proposed 28E agreement and find it satisfactory; NOW THEREFORE BE IT RESOLVED by the City of Waukee City Council that the City of Waukee hereby approves the Agreement Under Iowa Code Chapter 28E Between the City of Waukee and the Waukee Community School District. Passed by the City Council of the City of Waukee, Iowa, and approved the 9th day of May, 2016. ____________________________ William F. Peard, Mayor Attest: ___________________________________ Rebecca D. Schuett, City Clerk ROLL CALL VOTE AYE NAY ABSENT ABSTAIN Shane Blanchard Brian Harrison Shelly Hughes Larry R. Lyon Rick Peterson 2 AGREEMENT UNDER IOWA CODE CHAPTER 28E BETWEEN THE CITY OF WAUKEE AND THE WAUKEE COMMUNITY SCHOOL DISTRICT BE IT REMEMBERED that for the mutual promises, covenants and considerations herein contained the City of Waukee, Iowa (the “City”) and the Waukee Community School District (the “School District”) have entered into the following Agreement for the joint exercise of Powers, to wit: WHEREAS, the School District is a School corporation organized and existing under the laws of the State of Iowa and is a public agency as defined in Iowa Code Chapter 28E; and WHEREAS, the City is a municipal corporation organized and existing under the laws of the State of Iowa and is a public agency as defined by Iowa Code Chapter 28E; and WHEREAS, public agencies may enter into an agreement for joint and cooperative action pursuant to Iowa Code Chapter 28E; and WHEREAS, the School District and the City desire to jointly acquire certain parcels of real property for future joint development as a new high school and joint/public-use recreational fields; and WHEREAS, the School District and the City find that joint and cooperative action will be to their mutual advantage; and WHEREAS, the School District and the City believe that an agreement pursuant to Chapter 28E of the Iowa Code should be entered into with regard to the acquisition of such property, which agreement will be to their mutual advantage. NOW, THEREFORE, in consideration of the promises and the mutual covenants and agreements hereinafter contained, it is hereby agreed by and between the School District and the City as follows: Article 1. DURATION. Except as provided in Article 3, this Agreement shall continue until January 1, 2022, unless earlier terminated by mutual agreement of the parties. Article 2. ADMINISTRATION. No separate legal or administrative entity is created for the governance or administration of the terms or subject matter of this Agreement. The Superintendent of Schools of the School District and the City Administrator of the City are constituted as a board for the administration of this Agreement. Article 3. PURPOSE. The purpose of this Agreement is to allow the parties to jointly acquire and cooperatively develop the following described real property located in Dallas County, Iowa, to wit: The SW ¼ of the NW ¼ of Section 28, Township 79N, Range 26W. Parcel number 12-28-100-003; and 3 The North half of the NW ¼ and the SE ¼ of the NW ¼ all in Section 28, Township 79N, Range 26W EXCEPT Parcel “A” of a Plat of Survey of the South Half of the NW ¼ of the NW ¼ in Section 28, Township 79N, Range 26W as recorded in Book 2007, Page 11136, Dallas County, Iowa- Parcel numbers 12-28- 100-005; 12-28-100-002 and 12-28-100-004; and Parcel A of the NW ¼ of the NW ¼ in Section 28, Township 79N, Range 26W of a Plat of Survey recorded in Book 2007, Page 11136, Dallas County, Iowa-Parcel number 12-28-100-006; and Fee title to property which is presently subject to street, road, right of way, or highway easements. (Collectively referred to as the “Property”) A portion of the land is to be developed as a new high school with associated parking lots and athletic fields for the School District and baseball and softball fields and parking lots for the City. The parties agree that the School District may reserve to itself for its exclusive use and ownership up to one hundred (100) acres and the City may reserve to itself approximately sixty (60) acres for its exclusive use and ownership. Land reserved to exclusive use may be jointly used by the parties under a separate Agreement. The general area is depicted on Exhibit A, attached hereto and incorporated herein by this reference. Article 4. LAND ACQUISITION. The School District hereby appoints and constitutes, the City and the City hereby agrees to be and act as the agent both for itself and the School District to acquire the Property. The School District hereby assigns such of its rights and obligations concerning powers of eminent domain as may be necessary to the City to acquire the Property. Time is of the essence, and the City shall act in good faith to acquire the Property pursuant to the terms of this Agreement in accordance with the following schedule: a) Broderick Land Parcel 1 (Containing Approx. 40 Acres) Closing in November 2016; and b) McCarthy Land (Containing Approx. 40 Acres) closing January 2017; and c) Broderick Land Parcel 2 (Containing Approx. 80 Acres) closing December 2017. Article 5. FINANCING. The City and the School District will share all costs of property acquisition including payments to consultants, appraisers, engineers, surveyors, witnesses, attorneys, filing fees and all other costs of acquisition, proportionately, with the School District being responsible for 59% of said costs and the City being responsible for 41% of said costs respectively. The School District will pay unto the City the price and related closing costs paid by the City for the acquisition of the Broderick Land Parcel 1 and McCarthy Land identified in Article 4 and generally depicted on Exhibit “A” on or before November 1, 2016. 4 In addition, the School District will pay to the City the sum equal to the price per acre to be paid for Broderick Land Parcel 2, and pay unto the City a sum equal to the per acre price for the quantity of acres designated by the School District in accordance with Article 8. In addition, the School District shall pay a sum equal to 50% of the per acre price to be paid for the acquisition of Broderick Land Parcel 2 multiplied by 7 acres, for its share of the cost of the remnant parcels identified on Exhibit A and described in Article 9. Said Payments shall be made by the School District to the City on or before November 1, 2017. The City will finance the remaining acquisition price and the related closing costs for Broderick Land Parcel 2 identified in Article 4. Article 6. MASTER PLAN DESIGN COSTS The City and the School District will share the costs of Master planning and preliminary design proportionately, with the School District being responsible for 59% and the City being responsible for 41% of said costs respectively. Article 7. RIGHT OF WAY AND ROAD ACQUISITION AND CONSTRUCTION As part of the development of its Property, the School District acknowledges it will be responsible for the dedication of right of way and other necessary easements to the City as well as the installation of public improvements adjacent to its property, including 10th street, Douglas Parkway and Sunrise Drive improvements, any required turn lanes, as well as water, storm, sanitary, and other associated utility improvements as otherwise required by the City as part of plat and site plan approval. The parties intend to work together as part of the Master Planning process to ascertain the extent of roads and other public infrastructure that will be undertaken although conceptually the parties understand and agree that the Roadways deemed necessary for this joint undertaking are generally depicted on Exhibit A. Following Master Planning the parties will address further, the dedication of right of way and the construction and financing associated with the public improvements deemed appropriate through the Master Planning process. Article 8. SCHOOL DISTRICT LAND ELECTION The parties have agreed preliminarily that the School District is in need of approximately100 Acres of real estate, inclusive of public roadways. The School District has preliminarily elected to accept title to Broderick Land Parcel 1 and McCarthy Land which consists of approximately 80 acres pending Master Planning. The School District shall notify the City of the portion of property being acquired by the City as part of Broderick Land Parcel 2, contiguous to Broderick Land Parcel 1 and McCarthy Land, that the School District desires to designate for its use on or before October 15, 2017. The School District shall designate at least 10 Acres of Broderick Land Parcel 2 for its use under this paragraph. 5 Article 9. ANTICIPATED REMNANT PARCEL The parties anticipate the creation of a parcel that will potentially be what is referred to as a remnant parcel and have a diminished value after public improvements are completed as generally depicted on Exhibit A. The School District and the City have calculated each party’s respective contribution for the acquisition price of Broderick Land Parcel 2 in such a manner that the School District has contributed one half of the purchase price to acquire the remnant parcel. After Master Planning, the area of property considered remnant in Broderick Land Parcel 2, may increase or decrease, and the parties agree to equalize the cost based on the price per acre paid for Broderick Land Parcel 2 as applied to the size of the remnant parcel actually created. If the Property is disposed of by the City, the City and the School District will split any proceeds from any such sale equally within 30 days following the receipt of any associated proceeds by the City. Article 10. JOINT PLANNING AND COOPERATION. The parties commit themselves to immediately implement joint and cooperative planning for development of the Property for educational, recreational, civic and other uses for the benefit of the community. Article 11. REAL PROPERTY. The Property may be acquired in any lawful manner. Title to said property shall be in the City of Waukee, but held and administered subject to the provisions of this Agreement. The parties agree that nothing in this Agreement constitutes a warranty, express or implied, with regard to the physical condition of the Property, and that both parties are accepting their respective portions of the Property “AS IS.” The City will convey unto the School District the property the City acquires generally depicted on Exhibit A and referred to as Broderick Land Parcel 1 and McCarthy Land on or before April 1, 2017. In addition, the City will convey unto the School District, the land designated by the School District pursuant to Article 8, acquired by the City as part of the City’s acquisition of Broderick Land Parcel 2 on or before April 1, 2018. Title to the remaining property acquired hereunder shall remain in the City. The parties understand and agree that the conveyance of this property to the School District pursuant to this paragraph, and the title to property remaining with the City, is to equalize the initial financing of the Real Property Acquisition by the respective parties, however, it is understood that there may be some modifications to the property held by each party at a later date as the parties may otherwise agree in writing and approved by the respective governing bodies. Article 12. TERMINATION. This Agreement may be terminated in any one of the following manners: A. Jointly, by a written agreement executed by the School District and the City; 6 B. Except during instances where the City has already entered into a binding agreement for the acquisition of all, or a portion, of the Property that has not yet closed, by written notice of either party in the event the parties have not entered into such additional and separate agreements for the actual division of the land and joint use thereof within one year from the date in which the City is vested with title to the Property; or C. Except in instances where the City has already entered into a binding agreement for the acquisition of all, or a portion, of the Property that has not yet closed, by either party for breach of any of the terms of this Agreement by the other party. Termination shall be accomplished by giving written notice to the breaching party specifying the breach and stating that the Agreement will be terminated if the breach is not cured within thirty (30) days. Failure to cure the breach within thirty (30) days of receipt of this notice shall result in automatic termination of this Agreement. Article 13. EFFECT OF TERMINATION. If this Agreement expires or is terminated prior to the acquisition of the Property, or any portion thereof, by the City, both parties obligation pursuant hereto shall cease, except that all costs accrued pursuant to the goals of this Agreement to the date of termination shall be split in accordance with this agreement. If this Agreement expires or is terminated after the acquisition of the Property, or any portion thereof, to the extent title to the acquired parcels or portions thereof are not already accomplished by the City in accordance with this agreement, the Property designated for transfer in Article 11 of this agreement shall be completed and each party may use, dispose of, or designate for use, the property titled in its name in any manner allowed by the law applicable to each party respectively. Article 14. BINDING EFFECT. The terms and conditions of this Agreement shall extend to and be binding upon the successors in interest of the respective parties thereto. Article 15. ENTIRE AGREEMENT - AMENDMENT. This Agreement contains the entire understanding between the parties and cannot be changed or terminated orally but only by an agreement in writing signed by both parties. Article 16. SEVERABILITY. If any provisions of this Agreement are declared invalid or unenforceable, the remainder of the Agreement shall continue in full force and effect. IN WITNESS WHEREOF, the parties have caused this instrument to be executed by their respective officers, pursuant to full authority granted and given as of this ______ day of __________, 2016. 7 City of Waukee, Iowa _________________________________________ By __________________, Mayor As authorized by resolution of the City Council of the City of Waukee. ATTEST ________________________________ Rebecca Schuett, City Clerk STATE OF IOWA ) ) ss: COUNTY OF DALLAS ) On this _____ day of _____________________, 2016, before me, the undersigned, a Notary Public in and for said County and State, personally appeared ___________________________ and ____________________________ to me personally known, who, being by me duly sworn, did state that they are the Mayor and Clerk of the City, respectively, that said instrument was signed on behalf of said City by authority of its Council; and that the said _______________________ and __________________________ as such officers acknowledge the execution of said instrument to be the voluntary act and deed of said City, by it and by them voluntarily executed. Notary Public in and for the State of Iowa 8 Waukee Community School District _________________________________________ By _______________________, President Board of Directors As authorized by resolution of the Board of Directors of the Waukee Community School District. ATTEST __________________________________ _________________, Board Secretary STATE OF IOWA ) ) ss: COUNTY OF DALLAS ) On this _____ day of _____________________, 2016, before me, the undersigned, a Notary Public in and for said County and State, personally appeared ___________________________ and ____________________________ to me personally known, who, being by me duly sworn, did state that they are the President of the Board and Secretary of the Board, respectively, of said corporation; that no seal has been procured by the said corporation; that said instrument was signed on behalf of said corporation by authority of its Board of Directors; and that the said _______________________ and __________________________ as such officers acknowledge the execution of said instrument to be the voluntary act and deed of said District corporation, by it and by them voluntarily executed. Notary Public in and for the State of Iowa BRODERICK LAND PARCEL 1 (containing approx. 40 acres) BRODERICK LAND PARCEL 2 (containing approx. 80 acres) DOUGLAS PKWY SUNRISE DR 4TH ST 10TH ST (R‐22) REMNANT PARCELS MCCARTHY LAND (containing approx. 40 acres) EXHIBIT AEXHIBIT A