DEVELOPMENTAL AGREEMENT
This Agreement is made and entered into this 13th day of July, 1998 by
and between Top Air Manufacturing, Inc., hereinafter called Top Air, and the
City of Cedar Falls, Iowa, hereinafter called City.
WHEREAS, on or about April 17, 1995, City and Top Airs predecessor, Clay
Equipment Corporation, entered into an Industrial Lease and Option for the
structure and premises described as Xxxx 0 xxx 0, Xxxxx Xxxxx Xxxxxxxxxx Xxxx,
Xxxxx XX.
WHEREAS, in addition, on or about May 27, 1997, City and Top Air entered
into a lease for Xxx 0, Xxxxx Xxxxx Xxxxxxxxxx Xxxx, Xxxxx IX. Pursuant to the
terms of that lease agreement, Top Air currently has an option to construct a
new facility on the premises, or an addition to the existing structure located
upon Xxxx 0 & 0, Xxxxx Xxxxx Xxxxxxxxxx Xxxx, Xxxxx XX.
WHEREAS, Top Air has notified City of its intent to build an addition to
the existing structure, therefore, pursuant to the terms of the lease agreement,
the parties enter into this Developmental Agreement.
NOW THEREFORE, in consideration of the foregoing and, mutual covenants
hereinafter contained, the parties agree as follows:
1. City has agreed to grant to Top Air the following described real
property:
Lot No. I in Cedar Falls Industrial Park Phase IX, City of Cedar
Falls, Black Hawk County, Iowa
2. Top Air will construct an addition to the existing structure
currently being occupied by Top Air containing a minimum of 27,000 square feet
with a minimum value for general real estate tax purposes of $800,000.00 on the
above described real estate. Such addition shall include enclosing the 12,000
square foot awning area which currently exists, and a minimum of 15,000 square
feet of new construction.
3. Unless otherwise agreed to by the parties, construction of such
facility shall begin by October 1, 1998 and be substantially completed by June
1, 1999. The start of construction shall be defined as the date of issuance of a
City building permit.
4. In the event the structure constructed by Top Air does not have a
minimum tax value of $800,000.00, City will donate 1 acre of land from Xxx 0,
Xxxxx Xx xx xxx Xxxxx Xxxxx Xxxxxxxxxx Xxxx to Top Air for each $200,000.00 of
taxable value added through building construction. Value added will be measured
in whole increments of $200,000.00 only.
5. In the event Top-Air does not construct the addition described
above, Top Air shall:
A. Convey clear title to Xxx 0, Xxxxx XX xx xxx Xxxxx Xxxxx
Xxxxxxxxxx Xxxx back to the City of Cedar Falls by June 15, 1999, or
B. Pay to the City of Cedar Falls the sum of $30,000.00 per acre
for Xxx 0, Xxxxx XX xx xxx Xxxxx Xxxxx Xxxxxxxxxx Xxxx, previously
conveyed to Top Air by June 15, 1999.
6. The addition to be constructed pursuant to this Developmental
Agreement shall be owned by Top Air, and the building to which the addition
shall be attached is currently owned by City and leased by Top Air. If at any
time prior to the expiration of the Industrial Lease and Option, the building,
and the addition, shall be sold, for whatever reason, City shall receive 79.5%
of the proceeds of such sale, and Top Air shall received 20.5% of the proceeds.
In the event of a sale of the building and addition, City shall have final
approval of the terms of the sale, including price.
7. Prior to the expiration of the Industrial Lease and Option, Top Air
shall in no way encumber the subject property or the addition to be constructed
thereon.
8. Top Air or its designee, shall not seek from either Black Hawk
County or City a Partial Exemption for Taxation of Industrial Property as
provided by Chapter 25, Sections 25-36 through 25-45 in the Cedar Falls Code of
Ordinances and Chapter 427 of the Code of Iowa.
9. City warrants and represents to Top Air that the persons signing
this Agreement on behalf of the City have full power and authority to do so.
Likewise, Top Air warrants and represents that the persons signing this
Agreement on its behalf have power and authority to do so.
10. This Agreement shall inure to the benefit of, and shall be binding
upon, the parties and their respective successors and assigns.
11. The parties agree to submit this agreement to the Black Hawk County
Assessor for certification pursuant to Section 403.6(l 9) of the Iowa Code.
CITY OF CEDAR FALLS, IOWA TOP AIR MANUFACTURING, INC.
By: By:
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Xx Xxxxxxxxx, Mayor Xxxxxx X. Xxxx, President
By:
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Xxxx X. Xxxxx, CMC, City Clerk
STATE OF IOWA )
) SS:
BLACK HAWK COUNTY )
On this ______ day of ________________A.D. 1998, before me, the
undersigned, personally appeared Xxxxxx X. Xxxx who is the President of Top Air
Manufacturing, Inc. and known to me to be the identical person named herein and
who executed the attached instrument and acknowledged that he executed the same
as his voluntary act and deed and on behalf of Top Air Manufacturing, Inc.
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Notary Public in and for the State of Iowa
STATE OF IOWA )
) SS.
BLACK HAWK COUNTY )
On this ______ day of _____________, 1998, before me _________________
a Notary Public in and for the State of Iowa, personally appeared Xx Xxxxxxxxx,
Mayor and Xxxx X. Xxxxx, City Clerk, 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 Cedar Falls, Iowa; that the seal affixed to the foregoing instrument is
the corporate seal of the corporation, and that the instrument was signed and
sealed on behalf of the corporation, by authority of the City Council as
contained in Resolution No. _______________, 1998, adopted by the City Council
on the ____ day of ________________, 1998, and that Xx Xxxxxxxxx and Xxxx X.
Xxxxx acknowledge the execution of the instrument to be their voluntary act and
deed and the voluntary act and deed of the corporation, by it voluntarily
executed.
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Notary Public in and for the State of Iowa
The undersigned assessor, being legally responsible for the assessment
of the above described property upon completion of the improvements to be made
on it, certify that the actual value assigned to that land and improvements upon
completion shall not be less than $_____________.
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Black Hawk County Assessor
