HomeMy WebLinkAbout2023-10-09 D01A Elbert Real Estate Development AgrAGENDA ITEM:
CITY OF WAUKEE, IOWA
CITY COUNCIL MEETING COMMUNICATION
MEETING DATE: October 9, 2023
AGENDA ITEM:Consideration of approval of a resolution approving Agreement for Private
Development between the City of Waukee and Elbert Real Estate Group, LLC
FORMAT:Resolution
SYNOPSIS INCLUDING PRO & CON: Elbert Real Estate Group, LLC proposes to redevelop 405 6th
Street, formerly known as “Pin Oak”. Major renovations include but not limited
to; new plumbing, electrical, windows, new roof, and façade improvements.
Total project budget is approximately $390,000.
Per the agreement, the developer will receive a maximum of $150,000 in grants
to redevelop the “Pin Oak”. Grants are made on a reimbursement basis for
eligible expenses at two different intervals; 1) once project is equal or greater
than 60% of the Grant Funds 2) within thirty (30) days of the Project
Completion.
Developer is required to create a minimum of two (2) full time equivalent
employees within the first two years following completion of the redevelopment/
renovation work and retain those positions for an additional three (3) years at the
Property. An annual certification will be required.
Elbert Real Estate Group, LLC will be required to rent and lease the 405 6th
Street for a minimum of five (5) years to a full-service restaurant tenant to be
open a minimum of five (5) days per week.
The project must be completed no later than June 26, 2025.
FISCAL IMPACT INCLUDING COST/BENEFIT ANALYSIS:
COMMISSION/BOARD/COMMITTEE COMMENT:
STAFF REVIEW AND COMMENT: The redevelopment of 405 6th Street will help fulfill a goals
identified in the 2022 Downtown Assessment including, addressing a vacant
building, securing a restaurant user, increasing downtown walkability and acting
as a catalyst for future projects. Additionally, the project will increase the
taxable valuation in downtown.
RECOMMENDATION: Approval of Resolution
ATTACHMENTS: I. Resolution
II. Agreement
D1A
PREPARED BY:Jennifer Brown, Director of Economic Development
REVIEWED BY:
THE CITY OF WAUKEE, IOWA
RESOLUTION 2023-
APPROVING THE AGREEMENT FOR DEVELOPMENT BY AND BETWEEN CITY OF
WAUKEE, IOWA AND ELBERT REAL ESTATE GROUP, L.L.C.
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, Elbert Real Estate Group, LLC (“Developer”) owns the property locally known as 405 6th
Street, Waukee, Iowa (“Property”) and legally described as:
The West ¾ of Lot 1 in Block 10 in the Town of Waukee, Dallas County, Iowa; AND,
WHEREAS, the Developer proposes major renovations to the interior and exterior of the Property for
an approximate investment of $390,000; AND,
WHEREAS, the City submitted a grant application to the Iowa Economic Development Authority
("IEDA") for a Community Catalyst Building Remediation Grant for the proposed Project located
at 405 6th Street, Waukee, Iowa, to be completed at property owned by Developer; AND,
WHEREAS, the grant application was approved for this project by IEDA on June 26, 2023, and
accepted by the City upon the terms and conditions set out by IEDA on August 7, 2023 (Resolution
#2023-330); AND,
WHEREAS, the Developer, as owner of the property, accepts the grant upon the terms and conditions
set out in the agreement and the agreement between the Iowa Economic Development Authority and
the City of Waukee (Agreement No. 23-CTBF-024); AND,
WHEREAS, the Agreement requires the Developer to rent and lease the Property for a minimum of
five (5) years to a full-service restaurant and create a minimum of two full-time equivalent employees.
NOW THEREFORE BE IT RESOLVED by the City of Waukee City Council in session this 9th
day of October, 2023:
That the form and content of the Agreement, the provisions of which are incorporated herein by
reference, be and the same hereby are in all respects authorized, approved and confirmed, and
the Mayor and the City Clerk be and they hereby are authorized, empowered and directed to
execute, attest, seal and deliver the Agreement for and on behalf of the City in substantially the
form and content now before this meeting, but with such changes, modifications, additions or
deletions therein as shall be approved by such officers, and that from and after the execution
and delivery of the Agreement, the Mayor and the City Clerk are hereby authorized,
empowered and directed to do all such acts and things and to execute all such documents as
may be necessary to carry out and comply with the provisions of the Agreement as executed.
____________________________
Courtney Clarke, Mayor
Attest:
___________________________________
Rebecca D. Schuett, City Clerk
RESULTS OF VOTE: AYE NAY ABSENT ABSTAIN
Anna Bergman Pierce
R. Charles Bottenberg
Chris Crone
Larry R. Lyon
Ben Sinclair
AGREEMENT FOR DEVELOPMENT
BY AND BETWEEN
CITY OF WAUKEE, IOWA
AND
ELBERT REAL ESTATE GROUP, L.L.C.
23-CTBF-024
This Development Agreement ("Agreement") made this day of ______, 2023 by and between the
CITY OF WAUKEE, IOWA ("City") and ELBERT REAL ESTATE GROUP, LLC
("Developer").
WHEREAS, the Developer owns the property locally known as 405 6th Street Waukee, Iowa (“Property”) and
legally described as:
The West ¾ of Lot 1 in Block 10 in the Town of Waukee, Dallas County, Iowa
WHEREAS, the City submitted a grant application to the Iowa Economic Development Authority
("IEDA") for a Community Catalyst Building Remediation Grant for a proposed Project located at 405 6th
Street, Waukee IA to be completed at property owned by Developer; and
WHEREAS, the Grant application was approved for this project by IEDA and accepted by the City upon
the terms and conditions set out by IEDA (hereinafter referred to as “Grant”); and
WHEREAS, the Developer, as owner of the property, accepts the Grant upon the terms and conditions
set out in this agreement and the agreement between the Iowa Economic Development Authority and the City of
Waukee, agreement number 23-CTBF-024, collectively referred to herein as “Grant Agreement”;
NOW, THEREFORE, in consideration of the mutual promises contained in this Agreement and other
good and valuable consideration, the Parties agree as follows:
1.PROJECT. "Project" means the activities and other obligations to be performed or
accomplished by the City and the Developer as described in this Grant Agreement, in the Scope
of Work set out herein and, in the Grant application, submitted through lowaGrants.gov and the
Grant.
2.PROJECT COMPLETION PERIOD. The "Project Completion Period" commences with the Date
of Award Letter from IEDA of June 26, 2023 and ends with the Project Completion Date set out in the Grant of
June 26, 2025.
3.COSTS TO BE REIMBURSED. The costs to be reimbursed under the Grant are those costs
qualifying for reimbursement as costs “directly related” to the Project, as set out in Section 261-45.2 of Iowa
Administrative Code. Those costs specifically do not include expenditures for furnishings, appliances,
accounting services, legal services, loan origination and other financing costs, syndication fees and related costs,
developer fees, or the costs associated with selling or renting dwelling unites whether incurred before or after
completion of the Project.
4.PRIOR EXPENSES. No expenditures made prior to the Date of Award Letter may be included as
Project Costs.
5.MAINTENANCE OF INSURANCE. The Developer shall maintain the project property in good
repair and condition, ordinary wear and tear excepted, and shall not suffer or commit waste or damage upon the
project property. The Developer shall pay for and maintain insurance in an amount not less than the full insurable
value of the project property. The Developer shall name the City and the IEDA as mortgagees and/or an additional
loss payee(s). The Developer shall provide the City with a copy of each and every insurance policy in effect.
6.SCOPE OF WORK. The Project includes structural repairs, roof repairs/reconstruction, façade,
insulation updates, windows and awnings, updated plumbing and electrical system, interior and exterior paint,
bathroom installation, sprinkler installation, grease trap installation, patio installation, demolition, and
deconstruction (as necessary), and storm water management as more specifically described in the Grant application.
Costs related to these items which qualify for reimbursement under section 261.45.2 of the Iowa Administrative
Code will be considered as “Costs” for the purpose of the Grant.
7.WORK RESPONSIBILITIES. Subject to the terms of this Agreement, Developer will be
solely responsible for completing all work on the Project. Neither party will be considered an agent of the
other for purposes of this Project, and each will hold harmless and indemnify the other for any damages suffered
by any person or entity as a result of its own or its agents’ acts or failures to act in performance of its obligations
under this Agreement.
FINANCIAL OBLIGATION. Subject to, and consistent with, the terms of the Grant Agreement
between the Iowa Economic Development Authority and the City of Waukee, agreement number 23-CTBF-024 the
Grant funds (“Grant Funds”) will be made available for the Project.
In addition, the City will make available up to $50,000 (“City Grant Funds”) to be used to
address the renovation and upgrade of the building, including new or replacement roofs and design
and engineering fees subject to the following terms and conditions:
1)The City Grant Funds will be available after the exhaustion of Grant Funds awarded by
the IDEA and contingent upon the strict compliance by Developer of the terms and
conditions of said Grant. The City Grant Funds shall not exceed the actual costs incurred
by Developer for the Scope of Work after subtracting the Grant Funds received and
Developer’s minimum contribution towards the Project as provided herein;
2)Developer shall submit to the City for review and approval, upon receipt of a certificate
of occupancy, a request for reimbursement including all required documentation of cost
incurred for the Project in accordance with section 12.
3)No portion of work started, or materials purchased, prior to signing this Agreement will qualify
as matching funds, or Developer’s minimum obligation toward the Project.
4)Developer/grant recipient agrees to continued maintenance of the façade and outside repairs or
improvements to the Property. In addition, Developer shall assure that the Property is maintained and
operated in manner that complies with all applicable laws, rules, regulations, codes and ordinances.
5)All improvements must be consistent with the Downtown Design Guidelines The Developer shall
submit his design plans to the community development department for final approval, Developer must
assure they comply with applicable building codes and secure all necessary permits.
6)Developer shall cause construction plans to be developed which will be subject to approval by the
City. Construction plans shall be in conformity with Downtown Design Guidelines and all applicable
State and local laws and regulations.
7)Developer commits to creating or retaining a minimum of two (2) full time equivalent employees
within the first two years following completion of the redevelopment/ renovation work, and retain
those positions continuously for an additional three (3) years, from the creation of such positions,
at the Property. The Developer shall be responsible for reporting the employment to the City.
Developer may satisfy this requirement either directly or through a tenant however Developer
understands that it is Developers responsibility to assure that the employment requirement is
fulfilled continuously under this provision.
8)Developer shall rent and lease the premises reconstructed with the Grant Funds and City Grant
Funds in connection with this Project for a minimum of five (5) years after the request for
reimbursement submitted by Developer to the City, to a tenant to be exclusively used as a full-
service restaurant to be open a minimum of five (5) days per week.
9)Developer will submit a certification in the form attached as Exhibit A to the City annually on or
before December 31 of each year for a period of 5 years following receipt of the City Grant Funds.
The Developer shall expend a minimum of $150,000 to be used to cover any expenses exceeding
the Grant Funds and City Grant Funds. Any additional amounts necessary to complete the project shall be
the responsibility of the Developer.
8.ASSIGNMENT OF AGREEMENT. The Parties may not assign, transfer or convey in
whole or in part this Agreement, without the consent of each Party. Consent shall not be unreasonably withheld.
However, this agreement shall be binding on Developer, its successors in interest to the Property. This
agreement shall be recorded with the Dallas County recorder.
9.WRITING REQUIRED. No change, modification, or termination of any of the terms,
provisions or conditions of this Agreement shall be effective unless made in writing and signed by the Parties.
10.PAYMENT PROCEDURES FOR GRANT FUNDS. Payment under the Grant shall be
made on a reimbursement basis. Requests for reimbursement shall be submitted at two points in the Project.
The first request shall be made at the Project Mid-Point after costs directly related to the Project are equal or
greater than 60% of the Grant Funds. The final request for reimbursement shall be made within thirty (30) days
of the Project Completion. Each request for reimbursement will include reports of the work completed,
including photographs of the Project and any other information required by the IEDA. Developer will also
accommodate and cooperate with any walk-through and inspections required by the IEDA. Payments will be
made to Developer within thirty (30) days of the receipt by the City of Grant Funds from the IEDA.
11.PAYMENT PROCEDURES FOR CITY GRANT FUNDS. Payment under the City Grant
shall be made on a reimbursement basis. The request for reimbursement shall be submitted to the City upon
receipt by Developer of a certificate of occupancy. The request for reimbursement will include reports of the
work completed, itemization of the costs incurred by Developer for the scope of work including photographs
of the Project and any other information necessary to determine eligibility and compliance with the terms of
the City Grant. Payments will be made to Developer within thirty (30) days of the City’s approval of the request
for reimbursement.
12.MISCELLANEOUS.
a The City's obligation to provide Grant Funds is contingent on funds being available
to the City from the IEDA under the Community Catalyst Grant Program and Grant.
Developer will hold the City harmless from any damage Developer sustains as a result of
funds for the Project being unavailable through the Community Catalyst Grant Program and
Grant.
b If the City's agreement with IEDA is modified in any way, this Agreement will be similarly
modified, if necessary, to comply with or carry out the obligations of the IDEA agreement.
Developer will hold the City harmless from any damage Developer sustains as a result of
modifications to the City's agreement with IEDA over which the City has no control. City agrees
that City shall not agree to any modification to the Grant Agreement over which the City has control
without Developer’s consent, which shall not be unreasonably withheld, delayed or conditioned.
Provided the Developer is not in default of this agreement, the City further agrees that City shall not
terminate the Grant Agreement in accordance with City’s termination rights under section 15(a) or
15(d) of the Grant Agreement without Developer’s consent, which shall not be unreasonably
withheld, delayed or conditioned.
c The City's Mayor, City Council members, and employees, and their immediate
family members will not be paid for any work they perform on the Project through
contracts with the Developer unless that work was contracted through a competitive
bidding process.
d REPAYMENT OBLIGATION. In the event that any state and/or federal funds are
deferred and/or disallowed as a result of any audits or expended in violation of this Agreement or
the laws applicable to the expenditure of such funds, the Developer shall be liable to City and/or
the IDEA for the full amount of any claim disallowed and for all related penalties incurred. If the
City or the IDEA determines at any time, whether through monitoring, audit, closeout procedures
or by other means that the Developer has received grant funds or requested reimbursement for costs
which are unallowable under the terms of this Agreement, the Grant or applicable laws, the
Developer will be notified of the questioned costs and given an opportunity to justify questioned
costs prior to IEDA's final determination of the disallowance of costs. If it is City or IEDA's final
determination that costs previously paid by the City or IEDA are not allowable under the terms of
this Agreement, Grant, or applicable laws, the expenditures will be disallowed and the Developer
shall immediately repay to City or the IEDA any and all disallowed costs. The requirements of
this paragraph shall apply to the Developer, its successors and assigns. In addition, any violation
of any covenant or requirement pertaining to employment, use of the property, and occupancy will
result in Developer reimbursing the City the full amount of the City Grant. In the event that the
City incurs expense related to enforcing the Developer’s obligation for reimbursement hereunder,
Developer shall be liable to the City for any and all attorney’s and expenses incurred by the City
in the enforcement of Developer’s obligations hereunder.
13.ENTIRE AGREEMENT. This Agreement contains the entire
understanding between the City and the Developer with respect to the Project
contained herein.
IN WITNESS WHEREOF the parties have executed this Agreement at Waukee, Dallas County, Iowa,
the day and year first stated.
City of Waukee
BY.ATTEST.
Courtney Clarke, Mayor Rebecca D. Schuett, City Clerk
Elbert Real Estate Group, L.L.C.
An Iowa limited liability company
BY.
Patrick Elbert, President & Owner
EXHIBIT A
DEVELOPER ANNUAL CERTIFICATION
(due on or before December 31 of each year as required under terms of Development Agreement)
Developer certifies the following:
During the time period covered by this Certification, Developer is and was in compliance with Section
8 of the Agreement as follows:
(i)the number of employees and Full-Time Equivalent Employment Units employed at the
Property as of October 1, 20 and as of the first day of each of the preceding eleven (11)
months were are follows:
Employees Full-Time Units Employees Full-Time Units
10/1/2021 4/1/2021
9/1/2021 3/1/2021
8/1/2021 2/1/2021
7/1/2021 1/1/2021
6/1/2021 12/1/2020
5/1/2021 11/1/2020
(ii)During the preceding 12 months the Property has been used for restaurant operations open to
the general public 5 days per week.
(iii)the undersigned officer of Developer is familiar with the terms and provisions of this
Agreement and that at the date of such certification, and during the preceding twelve (12)
months, certifies that Developer is not in default in the fulfillment of any of the terms and
conditions of this Agreement and that no Event of Default (or event which, with the lapse of
time or the giving of notice, or both, would become an Event of Default) is occurring or has
occurred as of the date of such certification, or if the signers are aware of any such Event of
Default, said officers have disclosed the nature thereof, its period of existence and what action,
if any, has been taken or is proposed to be taken with respect thereto.
I certify under penalty of perjury and pursuant to the laws of the State of Iowa that the preceding is true
and correct to the best of my knowledge and belief.
Signed this ________day of _______ , 20____.
PATRICK ELBERT REAL ESTATE GROUP, LLC
By:
Final Version/Exhibit A