HomeMy WebLinkAbout2021-06-07-Resolution 2021-218_Termination of Development Agreement, OneNeck Data Center Holdings LLCTHE CITY OF WAUKEE, IOWA
RESOLUTION 2021-218
APPROVING TERMINATION OF DEVELOPMENT AGREEMENT — ONENECK
DATA CENTER HOLDINGS, LLC
IN THE NAME AND BY THE A UTHORITY OF THE CITY OF WA UKEE, IOWA
WHEREAS, the City of Waukee, Dallas County, State of Iowa, is a duly organized
Municipal Organization; AND,
WHEREAS, OneNeck Data Center Holdings, LLC as assignee to TEAM Des Moines
Partners, LLC, a Delaware Limited Liability Company, as successor in interest to TEAM
Technologies, LLC, as successor -in -interest to TEAM Technologies, L.L.C. ("Developer")
and the City entered into that certain Developers Agreement recorded on November 16, 2008
in the public records of Dallas County, State of Iowa at Book 2008, Page 15674 (the "Original
Agreement") regarding Developer's improvement of the real property legally described as
follows (the "Property"):
Lot 1 of The Crossing at Alice's Road Plat 3, an Official Plat within the City
of Waukee, Dallas County, Iowa; AND
WHEREAS, Developer completed construction of phase 1 of the Property; AND
WHEREAS, Developer and the City entered into an Amended and Restated Developers
Agreement recorded on December 27, 2010 (the "2010 Amended Agreement") in the public
records of Dallas County, State of Iowa at Book 2010, Page 18226 which Amended
Agreement substituted the Original Agreement and provided an extension of time for the
completion of Phase 2 and 3 as more particularly described therein; AND
WHEREAS, Developer and the City entered into an Amended and Restated Developers
Agreement recorded on April 12, 2012 (the "2012 Amended Agreement") in the records of
the Dallas County Recorder at Book 2012, Page 5669 which Amended and Substituted the
2010 Amended Agreement which allowed Developer to combine the phase 2 and 3
improvements (now collectively referred to as "Phase 2") and extended the time for
completion of the same as set forth therein; AND
WHEREAS, Developer and the City entered into an Amended and Restated Developers
Agreement recorded on October 20, 2014 (the "2014 Amended Agreement") in the records of
the Dallas County Recorder at Book 2014, Page 14152 which Amended and Substituted the
2012 Amended Agreement which extended the time for completion of the Phase 2
improvements; AND
WHEREAS, the City has, since 2014, amended its site plan ordinance and as a result the
western elevation of the Developer's existing structure that is the subject of the 2014
Amended Agreement is now in compliance with the City site plan requirements; AND
WHEREAS, Developer has not elected to proceed with the Phase 2 improvements
contemplated in the 2014 Amended Agreement and the parties desire to terminate the
agreement as set forth herein.
NOW THEREFORE BE IT RESOLVED, the Developer and the City, in consideration of
the foregoing and other good and valuable consideration agree that 2014 Amended
Agreement should be terminated consistent with the termination of developers agreement
attached hereto as Exhibit A.
Passed by the City Council of the City of Waukee, Iowa, and approved this the 7th day of
June 2021.
Courtney larke, Mayor
Attest:
Rebecca D. Schuett, City Clerk
RESULTS OF VOTE: AYE NAY ABSENT
Anna Bergman Pierce X
R. Charles Bottenberg X
Chris Crone X
Larry R. Lyon X
Ben Sinclair X
ABSTAIN
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Doc ID: 008670850005 Tvpe: AGR
Recorded: 12/09/2021 at 08:23:04 AM
Fee Amt: $27.00 Page 1 of 5
Dallas Countv Iowa
Chad C. Airhart RECORDER
File#
BK2021 PG35801
Prepared br Stevc Brick. Brick Gentry Law Firm. 6701 Westown Pkwv. West Dcs Moines. IA 50263 (515) 274-1450
Return to: Rebecca Schuett ('itv Clerk Cite of Waukee. 230 W Hickman Road. Waukee. IA 50263 (515) 978-7904
TERMINATION OF DEVELOPERS AGREEMENT
This Termination of Developers Agreement (this "Agreement") is made and entered into
by and between OneNeck Data Center Holdings, LLC as assignee to TEAM Des Moines
Partners, LLC, a Delaware Limited Liability Company, as successor in interest to TEAM
"Technologies, LLC, as successor -in -interest to TEAM Technologies, L.L.C. ("Developer"), and
the City of Waukee, Iowa ("City").
WITNESSETH:
WHEREAS, Developer and the City entered into that certain Developers Agreement
recorded on November 16, 2008 in the public records of Dallas County, State of Iowa at Book
2008, Page 15674 (the "Original Agreement") regarding Developer's improvement of the real
property legally described as follows (the "Property"):
Lot I of The Crossing at Alice's Road Plat 3, an Official Plat within the City of
Waukee, Dallas County, Iowa; .AND
WHEREAS, Developer completed construction of phase 1 of the Property; AND
WHEREAS. Developer and the City entered into an Amended and Restated Developers
Agreement recorded on December 27, 2010 (the "2010 Amended Agreement") in the public
records of Dallas County. State of Iowa at Book 2010, Page 18226 which Amended Agreement
substituted the Original Agreement and provided an extension of time for the completion of
Phase 2 and 3 as more particularly described therein; AND
WHEREAS, Developer and the City entered into an Amended and Restated Developers
Agreement recorded on April 12, 2012 (the "2012 Amended Agreement") in the records of the
Dallas County Recorder at Book 2012, Page 5669 which Amended and Substituted the 2010
Amended Agreement which allowed Developer to combine the phase 2 and 3 improvements
(now collectively referred to as "Phase 2") and extended the time for completion of the same as
set forth therein; AND
WHEREAS. Developer and the City entered into an Amended and Restated Developers
Agreement recorded on October 20, 2014 (the "2014 Amended Agreement") in the records of
the Dallas County Recorder at Book 2014, Page 14152 which Amended and Substituted the 2012
Amended Agreement which extended the time for completion of the Phase 2 improvements;
AND
WHEREAS, the City has, since 2014, amended its site plan ordinance and as a result the
western elevation of the Developer's existing structure that is the subject of the 2014 Amended
Agreement is now in compliance with the City site plan requirements; AND
WHEREAS, Developer has not elected to proceed with the Phase 2 improvements
contemplated in the 2014 Amended Agreement and the parties desire to terminate the agreement
as set forth herein.
THEREFORE, the Developer and the City, in consideration of the foregoing and other
good and valuable consideration agree that 2014 Amended Agreement should be terminated as
follows:
1. Developer has informed the City that at this time it does not intend to complete
the Phase 2 improvements contemplated in the 2014 Amended Agreement but may request
completion of Phase 2 in the future. The City acknowledges that the exterior on the west
elevation of the proposed Phase I improvements (the "Phase I Temporary Exterior") is in
compliance with the City's current site plan ordinance, as amended, and will proceed to issue a
permanent certificate of occupancy for the Phase I improvements.
2. City hereby releases the Developer from the bond requirements required by the
2014 Amended Agreement.
3. This Agreement terminates in its entirety the 2014 Amended Agreement, and
upon termination, the 2014 Amended Agreement shall be of no further effect, and both parties
shall be released and forever discharged from their rights and responsibilities under said
agreement.
[.Signature page fo11o",s.J
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the dates set
forth in the notary blocks included below.
THE CITY OF WAUKEE, IOWA
By:
Courtney C arke, Mayor
ATTEST:
By: ( A&4,Wf
Rebecca D. Schuett, City Clerk
STA F MICHIGAN
} ss.
COUNTY OF ONAGON )
ONENECK DATA CENTER
HOLDINGS, LLC AS ASSIGNEE
TO TEAM DES MOINES
PARTNERS, LLC, A
DELAWARE LIMITED
LIABILITY COMPANY
By:
Hank Koch
On this day o , 2021, before me, the ersigned, a Notary Public
in and for the State of Michigan, rsonally appeared Han , to me personally known, who
being by me duly sworn, did say tha person is cer of OneNeck Data Center Holdings as
assignee to TEAM Des Moines Partners, , a Delaware Limited Liability Company, and that
the instrument was signed on behalf aid co any by authority of its members; and that said
person acknowledged the exe 'on of the foregoing ' strument to be the voluntary act and deed
of the company by it tarily executed.
Notary Public in and for State of Iowa
My Commission expires
STATE OF IOWA
) SS.
COUNTY OF DALLAS )
On this 0 day of &AO6 . , 2021 before me, the undersigned, a Notary Public
in and for the State of Iowa, personally appeared Courtney Clarke and Rebecca D. Schuett, to me
personally known, and who, being by me duly sworn, did say that they are the Mayor and City
Clerk, respectively, of the City of Waukee, Iowa; that the seal affixed to the foregoing instrument
is the official seal of said City, and that the instrument was signed and sealed on behalf of the
City, by authority of its City Council, and that Courtney Clarke and Rebecca D. Schuett
acknowledged the execution of the instrument to be their voluntary act and deed and the
voluntary act and deed of the City, by it and them voluntarily executed.
KATHRYN E PURVM Not4ry Pub in and for Me State of Iowa
t Commission Numbef79413 My Commission expiresEA i
40
My Commion
MTI, February 10, 2022
4
IN WITNESS WHEREOF. the parties hereto have executed this Agreement as of the dates set
forth in the notary blocks included below.
THE CITY OF WAUKEE, IOWA
WS
Courtney Clark, Mayor
ATTEST:
ONENECK DATA CENTER
HOLDINGS, LLC AS ASSIGNEE
TO TEAM DES MOINES
PARTNERS, LLC, A
DELAWARE LIMITED
LMMIL TY COMP Y
By:
Hank Koch
Bv:
Tim Moerman, City
Administrator
CARL AHLSKOG
NOTARY PUBLIC - STATE OF MICHIGAN
AGON
STATE OF MICHIGAN COUNTY Expiresssion ONTONarch
ss. MaM tCG Couy of U
COUNTY OF ONTONAGON )
On this 29 day of - NOV - , 2021, before me, the undersigned, a Notary Public
in and for the State of Michigan, personally appeared Hank Koch, to me personally known, who
being by me duly swom, did say that the person is officer of OneNeck Data Center Holdings as
assignee to TEAM Des Moines Partners, LLC, a Delaware Limited Liability Company, and that
the instrument was signed on behalf of said company by authority of its members; and that said
person acknowledged the execution of the foregoing instrument to be the voluntary act and deed
of the company by it voluntarily executed
6LtS.Cb el
Notary Public in and for the St olfM
MICHIGAN
My Commission expires MARCH 5. 2025
STATt-t 40 IOWA )
SS.
COUNTY OF
On this ay of ore me, the undersigned, a Notary Publi
in and for the Stale of Iowa, persmall trey Clark and Tim Moem�an, to m
personally known, and who, bin rrie duly sworn, did s they are the Mayor and City
Administrator, respective[ the City of Waukee, Iowa; that the s xed to the foregoing
instrument is the al seal of said City, and that the instnnnent was sign sealed on
behalf of ty, by authority of its City Council, and that Courtney Clark and Tim