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Home My WebLink About43. 14-39 JANUARY 14, 2014 14-39 RESOLUTION (CARRIED__5-1P____LOST______LAID OVER______WITHDRAWN______) PURPOSE: APPROVE AGREEMENT WITH 531 N. MAIN LLC FOR CITY’S ADMINISTRATION OF WEDC COMMUNITY INVESTMENT PROGRAM GRANT FOR PROPERTY AT 531 NORTH MAIN STREET INITIATED BY: COMMUNITY DEVELOPMENT DEPARTMENT BE IT RESOLVED by the Common Council of the City of Oshkosh that the attached Agreement with 531 N. Main LLC relative to the City’s administration of a Wisconsin Economic Development Corporation (WEDC) Community Investment Program (CIP) grant for property at 531 North Main Street is hereby approved contingent upon receiving said grant funds from Wisconsin Economic Development Corporation for this project. BE IT FURTHER RESOLVED by the Common Council of the City of Oshkosh that the proper City officials are hereby authorized and directed to execute and deliver the agreement in substantially the same form as attached, any changes in the execution copy being deemed approved by their respective signatures, and said City officials are authorized and directed to take those steps necessary to implement the terms and conditions of the Agreement. I Qf HKOf H ON THE WATER TO: Honorable Mayor and Members of the Common Council FROM: Allen Davis Community Development Director DATE: January 9, 2014 RE: Approve' Agreement with 531 N. Main LLC for City's Administration of WEDC Community Investment Program Grant for Property at 531 North Main Street BACKGROUND The City has submitted a Community Investment Program (CIP) grant of $250,000 on behalf of 531 N. Main, LLC, the new owners of the former Kitz Printing building at 531 N. Main Street. 531 N. Main, LLC will be leasing the building to DealerFire, a growing IT company in downtown Oshkosh. The Wisconsin Economic Development Corporation (WEDC) is the CIP administrator and is reviewing the grant application and could approve the grant soon. The proposed grant of $250,000 will be matched by private funds from the 531 N. Main, LLC. If WEDC awards the grant, the City would receive and administer the grant funds. ANALYSIS 531 N. Main, LLC, the new owners of the former Kitz Printing building are planning on redeveloping the building extensively as soon as possible. The general schedule for the project is: Start interior alterations in early 2014. Complete interior and exterior alterations in mid -2014. Move DealerFire into new building in mid -2014. The CIP funds and investor funds will be used largely in 2014 for redevelopment of the building for reuse as office and commercial space. The proposed building layout will include a public commercial use on the first floor and office space on the second and third floor. The private owners, 531 N. Main, LLC, will provide the matching funds of $992,000. With the $250,000 CIP, the project cost would total $1,242,000. The project would also result in retaining about 65 IT jobs and creating an additional 60 more IT jobs in downtown Oshkosh, and an increase in property value. City staff worked with representatives of 531 N. Main, LLC and the Oshkosh Chamber in preparing the grant application. City staff has also worked with the owners to draft an agreement that will transfer the grant match fund requirements and other grant requirements from the City to the owners. The agreement transfers the grant matching funds and all WEDC requirements to 531 N. Main, LLC. FISCAL IMPACT There are no City funds included in the CIP grant application or the implementation. 531 N. Main, LLC will be paying the City for a small amount of staff time to administer the grant, namely the grant draws. RECOMMENDATION The City Council approves the CIP grant agreement with 531 N. Main, LLC for the 531 N. Main Street redevelopment. Approved, City Manager The City of Oshkosh creates and maintains GIS maps and data for its own use. They may show the approximate relative location of property, boundaries and other feature from a variety of sources. These map(s)ldatasets are provided for information purposes only and may not be sufficient or appropriate for legal, engineering, or surveying purposes. They are provided 'AS-IS' without warranties of any kind and the City of Oshkosh assumes no liability for use or misuse, tin= 0.01mi 1 in= 60 ft Printing Date: 111012014 OlHKOfH Prepared by: City of Oshkosh, WI On THE WAVER JAGl51GYS_Base_MapsFanning Base Map.mxd User: dadereb 14-39 ATTACHMENT AGREEMENT WHEREAS, 531 N. Main LLC has an offer to purchase and desire to redevelop the property commonly known as the former Kitz Printing building, located at 531 N. Main Street and encompassing the parcel identification number 90700350100, located in the City of Oshkosh ("the Property") as shown on the attached Exhibit "A" to this Agreement; and - WHEREAS, Neleven, Inc. "DealerFire" will be moving their business to the building once redevelopment is completed; and WHEREAS, the City of Oshkosh (the "City") desires to work with 531 N. Main LLC to facilitate the redevelopment of the Property; and WHEREAS, it is desirable to prepare and submit an application for a Wisconsin Economic Development Corporation (WEDC) Community Investment Grant Program (CIP) to assist with certain of the costs associated with the redevelopment of the Property; and NOW, THEREFORE, the City of Oshkosh, hereinafter referred to as the "City", and 531 N. Main LLC and Neleven, Inc. hereinafter referred to as "DealerFire", agree as follows: 1. The City shall submit an application for a WEDC Community Investment Grant Program (CIP) to assist with the redevelopment of the Property. The application shall be for the purposes identified in and substantially in the same form as the attached Exhibit B to this Agreement. 2. The City shall be responsible to complete all necessary WEDC CIP grant requirements in relation to this Agreement and the WEDC CIP grant, if awarded. 3. 531 N. Main LLC shall be responsible for obtaining all required permits and approvals for all work to be performed on the Property in relation to this Agreement and the WEDC CIP grant, if awarded, including but not limited to permits and approvals from the Wisconsin Historical Society. 4. 531 N. Main LLC shall be responsible for the Match Investment identified in the WEDC CIP application and directly pay for all project costs including but not limited to any permit or approval costs and fees, and any contractors' fees and consultants' fees, relating to the performance of responsibilities under the WEDC CIP grant, if awarded. 5. 531 N. Main LLC shall use WEDC CIP funds under the terms of the activities outlined in Exhibit B. Failure to use the WEDC CIP funds on the terms of Exhibit B will result in payment requests being denied. 6. 531 N. Main LLC shall submit to the City payment requests with all necessary supporting documentation to allow the City to request reimbursement under the terms of the WEDC CIP grant. 7. 531 N. Main LLC shall pay to the City a fee of $500 per payment request to reimburse the City for the City's costs of administering the WEDC CIP grant. 8. 531 N. Main LLC shall comply with the requirements listed in the agreement between the WEDC and the City. 1 V7)_, 9. 531 N. Main LLC and Neleven, Inc. shall fully and completely cooperate with the City, the City's attorneys, the City's Auditors or other representative of the City (collectively, the "City") in connection with any internal or governmental Audit, with respect to matters relating to this Agreement. Such cooperation may include, but shall not be limited to, responding to requests for documents and/or other records, and making Contractor's employees available to the City (or their respective attorneys or auditors) upon reasonable notice for: (i) interviews, factual investigations, and providing declarations or affidavits that provide truthful information in connection with any Audit; (ii) volunteering to the City all pertinent information related to any Litigation or Audit; and (iii) providing information and legal representations to auditors in a form and within a timeframe requested. 10. The agreement between 531 N. Main LLC and the City shall expire once the project is completed and all necessary paperwork has been submitted to the WEDC. 11. Subject to any limitations contained in Sec 893.80 and any similar statute, of the Wisconsin Statutes, the City agrees to hold 531 N. Main LLC, its officers, officials, employees, and agents harmless from any and all liability, including claims, demands, losses, costs, damages, and expenses of every kind and description (including death), or damages to person or property arising out of the terms of this Agreement where such liability is founded upon or grows out of the acts of omission of any City's officers, employees, or agents while acting within the scope of their employment. 531 N. Main LLC agrees to hold the City, its officers, officials, employees, and agents harmless from any and all liability, including claims, demands, losses, costs, damages, and expenses of every kind and description (including death), or damages to person or property arising out of the terms of this Agreement where such liability is founded upon or grows out of the acts of omission of any 531 N. Main LLC's officers, employees, or agents while acting within the scope of their employment. Nothing in this Agreement is intended as a waiver of the City's right or opportunity to rely upon the governmental limitations and immunities contained within Wisconsin law. Municipal immunities and limitations include, but are not limited to, Sections 345.05, 893.80, and 893.83, Wisconsin Statutes. Such damage limits, caps and immunities are intended to be preserved and are incorporated into this agreement and shall govern all disputes, contractual or otherwise, as they apply to the parties and their agents, officers, and employees. The intention of this paragraph is that each party shall be responsible for its own actions and inactions related to this Agreement. Notwithstanding any other provision of this Agreement, it is further agreed that to the fullest extent permitted by law 531 N. Main LLC shall indemnify and hold harmless the City, its employees, agents, contractors and consultants from and against all claims, damages, losses and expenses, direct and indirect, or consequential damages, including but not limited to attorneys' fees and all Court, arbitration or other dispute resolution costs, arising out of, resulting from, or related to the presence and/or involvement of hazardous substances or constituents, including hazardous waste, at or contiguous to the project site or contained in samples collected by or received by the City or its contractors and/or consultants from the site. This indemnification extends to claims against the City or any of its employees, agents, contractors or consultants which arise out of, are related to, or are based upon, the disposal, discharge, escape, release, spillage or saturation of smoke, vapors, soot, fumes, acids, alkalis, 2 c toxic chemicals, liquids, gases or any other material, irritant, contaminant or pollution in or into the atmosphere, or on, onto, upon, in or into the surface or subsurface of soil, water or watercourses, objects, or any tangible or intangible matter, whether such event or circumstance is sudden or not. Nothing in this paragraph is intended to indemnify, or shall be construed as indemnifying the City, its employees, agents, contractors or consultants with respect to claims, losses, expenses or damages to the extent caused by the City or its employees', agents', contractors' or consultants' own negligent acts or omissions. 12. This Agreement shall be construed under the laws of the State of Wisconsin. 13. This Agreement, and all other documents or instruments that may be required by this Agreement, may be executed in several counterparts, each of which shall be deemed an original, but all of which shall constitute the same instrument. 3 5,0 1 IN WITNESS WHEREOF, the City of Oshkosh, Wisconsin, and 531 N. Main LLC and Neleven, Inc. have respectively caused this Agreement to be duly executed on this day of January, 2014. CITY OF OSHKOSH 531 N. .i�4 By: By: Mark Rohloff, City Manager Eric 'P'4•pman, Co-owner And: Pamela R. Ubrig, City Clerk .a gner, Co-owner And: Nelever Edward A. Nokes, Interim Finance Director And Eric .r -President STATE OF WISCONSIN ) ) ss. WINNEBAGO COUNTY ) Personally came before me this day of January, 2014, the above named Eric Hoopman and Brian Wagner, the owners of 531 N. Main LLC to me known to be the persons who executed the foregoing instrument and acknowledged same as and for said company, by its authority. E R ''%% NSF .. � (No'tary Public Winnebago Count , ‘&I , Norq�y .z My Comfnission Expires: 11 ( r��,�' �I :( �'� BLIC STATE OF WISCONSIN ) 9r SS. ///// OF iWIiSii1 CO\\\\; WINNEBAGO COUNTY ) Personally came before me this Sn day of January, 2014, the above named Eric Hoopman, President of Neleven, Inc. to me known to be the persons who executed the foregoing instrument and acknowledged same as and for said company, by its authority. Notary P;ub�lic, Winnebago County, WI,,�\\\ N\FER (My Commission Expires: ( I I 1 NC blip y =_ �•o = N PUBLIC cc'i/////OF IwIIiSIGOC�c�\\\ 4