HomeMy WebLinkAboutAmendment No. 2 to TID No. 37 Development Agreement Oshkosh Refurb 1.2021 13R0 7
Second Amendment to TID No.37 i
Development Agreement 8 6 8 2 0 3 1
Document Number Document Title Tx:4507468
DOC# 1844214
This is an amendment to Document No. 1802027 recorded on October 25, 2019 NATALIE STROHMEYER
at the Winnebago County Register of Deeds.The Development Agreement REGISTER OF DEEDS
between the City of Oshkosh, Wisconsin,a Wisconsin municipal corporation WINNEBAGO COUNTY, WI
(the"City"), and Oshkosh Refurb,Inc., a Wisconsin corporation(the RECORDED ON:
"Develo er"). 03/01/2021 11:11 AM
P
RECORDING FEE: 30.00
PAGES: 12
Recording Area
Name and Return Address
City Attorney Office
PO Box 1130
Oshkosh,WI 54903-1130
91323100405
Parcel Identification Number(PIN)
2175 S. Koeller Street Parcel Number 91323100405
Lot 1 of Certified Survey Map Number 7625 Recorded as Document Number 1819015,Winnebago County Register of Deeds
This instrument drafted by:
Kelly Nieforth
Oshkosh,WI 54903-1130
February 17,2021
SECOND AMENDMENT TO
TAX INCREMENTAL DISTRICT NO. 37
DEVELOPMENT AGREEMENT
(AVIATION PLAZA PROJECT)
This Second Amendment to the Tax Incremental District No. 37 Development Agreement
(the "Second Amendment") is made this 20th day of January, 2021 (the "Effective Date"), by and
between the CITY OF OSHKOSH, WISCONSIN, a Wisconsin municipal corporation (the
"City"), and OSHKOSH REFURB,INC., a Wisconsin corporation (the "Developer").
RECITALS
WHEREAS, the City has established Tax Incremental District No. 37 (the "District") as a
district in which at least fifty percent (50%) of the property within the District is in need of
rehabilitation or conservation work, as defined in Wis. Stat. Sec. 66.1337 (2m)(a), and in which
certain costs incurred for redevelopment of the District may be reimbursed from property tax
increment as provided by State law; and
WHEREAS, Developer is the owner of a parcel of real property located within the District
which is more particularly described on Exhibit A attached hereto (the "Developer Property");
and
WHEREAS, Developer, together with Rogan Stores Oshkosh, LLC ("Rogan's") and
Masters Oshkosh, LLC ("Masters") as the owners of all of the parcels within the District,
completed the redevelopment of the District by (i) constructing a 35,600 square foot Mineshaft
restaurant and family entertainment center,(ii)remodeling a 62,435 square foot Extreme Customs,
LLC, automotive facility consisting of retail, office,installation, and warehouse space, and (iii)
installing certain common and separate infrastructure and site improvements, all in accordance
with applicable City ordinances and City-approved plans (the "Project"); and
WHEREAS, to promote such development, the City created the District to assist in the
financing of the costs of certain improvements,development incentives,and other costs associated
with the ownership and development of properties located in the District; and
WHEREAS, the Developer has submitted the.final TIF-eligible costs incurred during the
redevelopment of the Project which exceeded the estimate included in the Development
Agreement and is consistent with Paragraph III.E of the Development Agreement and have
requested that the Development Agreement be amended to reflect the actual costs incurred.
NOW THEREFORE, in consideration of the recitals, the terms and conditions contained
in this Second Amendment, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged,the parties hereto agree as follows:
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1,
AGREEMENT
I. CHANGES TO DEFINITIONS: Paragraph I.H. of the Development
Agreement is hereby amended to read as follows:
A. Developer's Share. "Developer's Share"means twenty-six percent(26%),
representing the percentage of Available Tax Increment paid each year to Developer.
II. EFFECT OF TERMINATION OF OTHER DISTRICT
DEVELOPMENT AGREEMENTS. Paragraph IX.A. of the Development
Agreement is hereby amended to read as follows:
A. Initial Allocation of Available Tax Increment. Available Tax Increment
shall be allocated among the three (3) Project developers as follows:
Developer Reimbursable Project Costs Developer's Share of
Available Tax Increment
Developer $498,154.00 26.00%
Rogan's $289,151.00 14.00%
Masters $1,161,330.00 60.00%
III. MISCELLANEOUS PROVISIONS Developer's Address as specified
in Paragraph X.I of the Development Agreement is hereby amended to read as
follows:
To Developer: Oshkosh Refurb, Inc.
2175 S. Koeller Street
Oshkosh, WI 54902
Attn: Tyler G. Reilly
Email: tyler.reilly@extremecustoms.com
IV. EXHIBITS
A. Exhibit C to the Development Agreement is replaced with Exhibit C
attached hereto.
B. Exhibit D to the Development Agreement is replaced with Exhibit D
attached hereto.
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V. Except as specifically modified by this Amendment, all other terms and
conditions of the Development Agreement as Amended by the First Amendment thereto
shall remain unaltered by this Amendment and in full force and effect.
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IN WITNESS WHEREOF, the parties have caused this Second Amendment to be signed
as of the date stated in the first paragraph of this Second Amendment.
OSHKOSH REFURB, INC.
BY: \� "
Tyler G Reilly resident
STATE OF WISCONSIN }
} SS
COUNTY OF WINNEBAGO}
Personally came efore me this aW.1 ` day of g%V4 1` 2021, the
above-named ! j/t c-- (i i( , to me known to be the ron who ekecuted the foregoing
instrument.
4-• lik4/
.�Ar v ~l`!s{ *B da ollander
Notary Public, State of Wisconsin
sy ,° �;; My Commission expires June, 17, 2023
�� tP
� vv s aa` �y e
•
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CTI'Y OF OSHKOSH, WISCONSIN
By: 'fs— /14"c'L
Mark A. Rohloff, City Manager
By: (), 7-41(-1// v-I
Pamela
R. Ubrig, City Clerk
Approved as to form:
By.
ynit A. Lore , City Attorney
STATE OF WISCONSIN }
} SS
COUNTY OF WINNEBAGO }
Personally came before me this I I day of } 6 rut axt4 ,2021,the above named
Mark A. Rohloff and Pamela R. Ubrig,to me known to be the personsvho executed the foregoing
instrument in their official capacities as City Manager and City Clerk of the City of Oshkosh.
: Signature
Printed Name ,14.ell S SCA 'Booth-e.
My Commission expires: I J 151 2024
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EXHIBIT C
Reimbursable Project Costs
Sewer and Water
Storm Water
Building
Parking Lot
TOTAL REIMBURSABLE PROJECT COSTS $498,154.00
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EXHIBIT D
CITY MRO
UNITED STATES OF AMERICA
STATE OF WISCONSIN
COUNTY OF WINNEBAGO
CITY OF OSHKOSH
TAXABLE TAX INCREMENT PROJECT MUNICIPAL REVENUE OBLIGATION ("MRO")
Number Date of Original Issuance Amount
[ ] $[498,154.00]
FOR VALUE RECEIVED, the City of Oshkosh, Winnebago County, Wisconsin (the
"City"),promises to pay to OSHKOSH REFURB,INC.. (the"Developer"),or registered assigns,
but only in the manner, at the times, from the source of revenue and to the extent hereinafter
provided, the principal amount not to exceed $[498,154.00], with interest thereon at the rate of
5.25%per annum.
Interest shall begin to accrue on January 27, 2021. This MRO shall be payable in
installments on November 1 (the "Payment Dates") in each of the years set forth in Schedule 1
attached hereto in an amount equal to Developer's Share of Available Tax Increment for the prior
year provided such payments are due under the Development Agreement, as hereinafter defined.
Payments shall be applied first to accrued interest and second to unpaid principal. Payments on
this MRO shall be made only to the extent that the City has received Available Tax Increment, and
then only to the extent of Developer's Share thereof.
This MRO has been issued to finance projects within the City's Tax Incremental District
No. 37 ("District") and is payable only from the income and revenues herein described, which
income and revenues have been set aside as a special fund for that purpose and identified as the
"Special Redemption Fund"provided for under the Resolution adopted on August 7, 2019 by the
Common Council of the City(the "Resolution"). This MRO is issued pursuant to the Resolution
and pursuant to the terms and conditions of the Tax Incremental District No. 37 Development
Agreement dated as of August 7, 2019 between the City and the Developer ("Development
Agreement"). This MRO does not constitute an indebtedness of the City within the meaning of
any constitutional or statutory limitation or provision. This MRO shall be payable solely from
Developer's Share of the Available Tax Increment generated by the Project located within the
District and appropriated by the Common Council to the payment of this MRO (the"Revenues").
Reference is hereby made to the Resolution and the Development Agreement for a more complete
statement of the revenues from which and conditions and limitations under which this MRO is
payable and the general covenants and provisions pursuant to which this MRO has been issued.
The Resolution and Development Agreement are incorporated herein by this reference.
Capitalized terms used in this MRO which are not defined in this MRO shall have the meaning
attributable to such terms as set forth in the Development Agreement.
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The City shall have no obligation to pay any amount of this MRO which remains unpaid
after the Final Payment Date of November 1, 2047.
The City makes no representation or covenant, express or implied, that the Available Tax
Increment or other Revenues will be sufficient to pay, in whole or in part, the amounts which are
or may become due and payable hereunder.
The City's payment obligations hereunder are subject to appropriation, by the Common
Council, of Available Tax Increment to make payments due on this MRO. When the amount of
Revenues have been appropriated and applied to the payment of all principal and interest due under
this MRO, the MRO shall be deemed to be paid in full and discharged, and the City shall have no
further obligation with respect hereto. Further,as provided in Section VIII.B.1 of the Development
Agreement,the City shall have no obligation to make payments on this MRO in the event of certain
defaults described in Section VIII.A of the Development Agreement.
This MRO is a special, limited revenue obligation and not a general obligation of the City
and is payable by the City only from the sources and subject to the qualifications stated,
incorporated or referenced herein. This MRO is not a general obligation of the City, and neither
the full faith and credit nor the taxing powers of the City are pledged to the payment of the principal
of this MRO. Further, no property or other asset of the City, except the above-referenced
Revenues, is or shall be a source of payment of the City's obligations hereunder.
Subject to the foregoing, the City may, at its option,prepay this MRO at any time.
This MRO is issued by the City pursuant to, and in full conformity with, the Constitution
and laws of the State of Wisconsin.
This MRO may be transferred or assigned, in whole or in part,with the consent of the City,
which consent shall not be unreasonably withheld. Interests in this MRO may not be split, divided
or apportioned. In order to transfer or assign the MRO, the transferee or assignee shall surrender
the same to the City either in exchange for a new, fully-registered municipal revenue obligation or
for transfer of this MRO on the registration recordsfor o the MRO maintained bythe City. Each
g
permitted transferee or assignee shall take this MRO subject to the foregoing conditions and
subject to all provisions stated or referenced herein.
It is hereby certified and recited that all conditions,things and acts required by law to exist
or to be done prior to and in connection with the issuance of this MRO have been done, have
existed and have been performed in due form and time.
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•
IN WITNESS WHEREOF, the City Council of the City of Oshkosh has caused this MRO
to be signed on behalf of the City by its duly qualified and acting City Manager and City Clerk,
and its corporate seal to be impressed hereon, all as of the date of original issue specified above.
CITY OF OSHKOSH
By:
Name:
Title:
Attest ti'leThr)
Name:
Title:
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Schedule 1
Payment Schedule
Subject to the City's annual receipt of Available Tax Increment and the terms and conditions of
the Development Agreement, the City will pay to Developer Developer's Share of Available Tax
Increment received by the City for the prior year on each November 1 during the Payment Term;
provided, that in no event shall payments to Developer under this MRO exceed $498,154.00,
exclusive of interest.
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REGISTRATION PROVISIONS
This MRO shall be registered in registration records kept by the City Clerk of the City of Oshkosh,
Winnebago County, Wisconsin, such registration to be noted in the registration blank below and
upon said registration records,and this MRO may thereafter be transferred only upon presentation
of this MRO together with a written instrument of transfer approved by the City and duly executed
by the Registered Owner or his attorney, such transfer to be made on such records and endorsed
hereon.
Date of Registration Name of Registered Owner Signature of City Clerk
r
V) Ili 1010 a.( Ocshkos h e-f-vrb,l nc-
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