HomeMy Public PortalAboutORD15164BILL NO. 2013-64
SPONSORED BY COUNCILMAN Scrivner ------~~~~--
CO-SPONSORED BY COUNCILMAN ___ ___:_P:....:::rac:.:..th.:..::::e.:.....r __
ORDINANCE NO . ____ f _:)_J_(c;_L+,I ____ _
AN ORDINANCE OF THE CITY OF JEFFERSON , MISSOURI , AUTHORIZING THE
MAYOR AND CITY CLERK TO EXECUTE A DEVELOPMENT AGREEMENT WITH
ROAR REAL ESTATE 2 , LLC , AND JAMES R. MORRIS.
BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON , M ISSOURI , AS
FOLLOWS:
Section 1.The Mayor and City Clerk are hereby au t horized to execute a non-
binding memorandum of understanding with Roar Real estate 2 LLC and James R .
Morris.
Section ~. The agreement shall be substantially the same in form and content as
the agreement attached hereto as Ex hibit 1.
Section ~. This Ordinan ce shall be in full force and effect from and after the date
of its passage and approval.
Mayor
ATTEST: APPROVED AS TO FORM :
Cb!ti~~Md(
1ty Cl f k '""
4 uc L---
City--Counselor
---
• I
DEVELOPMENT AGREEMENT
This Agreement, is made and entered into effective the 15Th day of August, 2013, by and
between the City of Jefferson, Missouri (the "City "), the County of Cole, Missouri, (the "County"),
(hereinafter the City and the County may be referred to collectively as "City and County"); ROAR
Real Estate 2, LLC, a Missouri Limited Liability Company ( "ROAR Real Estate 2); and Morris
Converting, LLC, a Missouri Limited Liability Company ( "Developer ").
WITNESSETH:
WHEREAS, Developer's sister company, ROAR Real Estate 2, LLC ( "ROAR Real Estate
2 ") desires to purchase real estate in the City and County Enhanced Enterprise Zone ( "EEZ ") and to
construct a manufacturing facility (the "Facility ") which will bring jobs and economic development
to City and County (all collectively referred to as the "Project "); and
WHEREAS, Developer will lease and operate the Facility, thereby bringing jobs and
economic development to City and County; and
WHEREAS, Developer needs the assistance from the City and County to make the operation
of the Facility feasible; and
WHEREAS, in light of the jobs to be created and the economic development to be provided
by Developer, City and County desire to provide assistance to make Developer's project possible;
NOW, THEREFORE, FOR GOOD AND VALUABLE CONSIDERATION, AND THE
REPRESENTATIONS AND PROIVIISES OF THE PARTIES CONTAINED HEREIN, THE
RECEIPT 01? WHICH IS ACKNOWLEDGED, THE PARTIES AGREE AS FOLLOWS:
1. Purchase of Real Estate and Zoning. ROAR Real Estate 2 has contracted with JC
Chamber 21st Century Land Investment, LLC, for the purchase of 9.16 acres as identified on the
Preliminary Topographic Survey attached hereto and incorporated herein by reference (the
"Property ") with closing of the purchase cf the Property contingent upon the execution of this
Agreement. The current zoning of the Property is M- I, and the Project meets the zoning
requirements.
2. Enhance Enterprise Zone. The Property is located within an Enhanced Enterprise
Zone ( "EEZ "), and the Project meets the requirements applicable to the EEZ so long as the minimum
number of jobs required in this Agreement are full time with compensation in excess ofthe average
wage in Cole County. As such, the parties shall work to comply with and complete the EEZ public
approval process as soon as possible. Such public approval processes shall not restrict or delay any
other aspect of the Project.
3. Infrastructure. The City and County will be responsible for installing a sanitary
sewer system to the property line of the building site.
1.
4. Extension of Rail Spur. At the sole cost and expense of the City and County, the current
Aipla rail spur that connects to the Missouri Pacific Railroad tracks shall be extended from its
current location to the Property in such location on and for such length along the Property as
reasonably directed by CMPS for Developer's current operations. This initial extension shall not
be completed by City and County until advised by Developer, giving formal notice in writing to
both the City and the County, that its operations are in need of the rail extension. If Developer
fails to provide such notice within three (3) years of the date of this Agreement, then City and
County's obligation to extend said rail spur shall terminate. Upon Developer providing notice to
the City and County of the need for said extension within said three (3) year time period,
Developer guarantees that it will hire ten (10) additional employees to work in the ordinary scope
and course of Developer's business at the Facility at a minimum of Seventeen and 50 /100 Dollars
($17.50) an hour for a total minimum of thirty (30) employees of Developer. City and County
will complete the extension of the rail spur as soon as reasonably possible not to exceed nine (9)
months after receiving said notice from Developer. Developer's additional employees will be
hired as soon as reasonably possible after completion of the rail spur extension not to exceed
ninety (90) days after said completion. If the City and County meet their obligation to complete
the initial extension of the rail spur, but Developer fails to meet its employment obligations set
forth above, then Developer shall be liable to City and County for the cost of the initial rail spur
extension less the amount already contributed to said cost by Developer. So long as the initial
rail spur is extended within said three (3) year period, the City and County will further extend the
rail on the Property in the future to accommodate the expansion of the Facility as reasonably
directed by CMPS at that time.. County shall own all extensions to the rail spur. County shall be
solely responsible for maintaining and repairing said extension to the rail spur. Developer, City
and County will provide easements in accordance with and as necessary for the construction,
location, and operation of said extension to the rail spur. Notwithstanding the foregoing to the
contrary, upon the contracting for the construction of the initial extension of the rail spur,
Developer shall contribute to the cost of such extension an amount that is equal to Twenty Cents
($.20) times the number of square feet contained in the Property.
5. Construction of Facility and Employees. ROAR Real Estate 2 will construct the
Facility which will allow Developer to employ at a minimum twenty (20) employees within one (1)
year from the receipt of the Facility's certificate of occupancy with the goal of increasing the
employment to forty -one (41) or more employees over time if supported by Developefs Facility
operations.
6. Expenditure of Capital. ROAR Real Estate 2 and Developer will expend a
combination of funds between the two of them for the construction of the Facility and the
acquisition, transportation, and installation of the Facility furniture, fixtures, equipment, special
installations, goods, and supplies (collectively referred to as "Capital ") equal to or greater than Tbree
Million Dollars ($3,000,000.00) within three (3) years of receipt of the Facility's certificate of
occupancy with the goal of increasing the combined expenditure of Capital by Four Million Dollars
($4,000,000.00) within that three (3) year period if supported by the Developer's Facility operations.
7. Working Relationship Between the Parties. Additional Documents and Expediting
the Project. The Parties intend that they shall take further actions and execute further documents,
either jointly or within their respective powers and authority, necessary or appropriate to implement
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the intent of this Agreement. The Parties intend to work to achieve the mutually agreeable goals as
set forth in this Agreement in an expedited manner to ensure the providing of the jobs under the
Project as soon as possible. The goal of the parties is to have development teams who through the
involvement of key decision-makers, open mindedness, communication, innovation, and exploration
are able to develop a synergy that achieves the vision of the Project.
8. Contingency. The terms of this Agreement are contingent upon the closing of
the purchase of the Property by ROAR Real Estate 2, LLC
9. Binding Effect. The terms of this Agreement bind and inure to the benefit of the
parties.
10. Assignability. This Agreement may not be assigned or transferred and does not
run with ownership of the Property.
10, Counterparts and Electronic Signature. This Agreement may be executed in any
number of counterparts, each of which shall be deemed to be an original, but all of which together
shall constitute but one and the same agreement and shall become effective when one or more
counterparts have been signed by each of the parties hereto and delivered to the other. This
agreement and the documents executed in connection with this agreement (the `Transaction
Documents "), and any amendments hereto or thereto, to the extent signed and delivered by means of
a facsimile machine or e-mail of a PDF f le containing a copy of an executed agreement, shall be
treated in all manner and respects and for all purposes as an original agreement or instrument and
shall be considered to have the same binding legal effect as if it were the original signed version
thereof delivered in person. At the request of any party hereto, each other party hereto or thereto
shall re- execute original forms thereof and.deliver them to all other parties. No party hereto or to any
such agreement or instrument shall raise the use of a facsimile machine to deliver a signature or the
fact that any signature or agreement or instrument was transmitted or communicated through the use
of a facsimile machine or e-mail of a PDF file containing a copy of an executed agreement as a
defense to the formation or enforceability of this agreement or any such agreement or instrument, and
each such party forever waives any such defense.
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]
[SIGNATURE PAGE TO FOLLOW]
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IN WITNESS WHEREOF, James R. Morris, Manager of OAR Real Estate 2, LLC, has
executed this Agreement on the "''\ day of u ,00/"J ,
IN WITNESS WHEREOF, James R. Morri vManager of Morris Converting, LLC, has executed
this Agreement on the �� day of GW-- , „ar>.
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Executed this
2013 on behalf of the
Missouri
Eric S
A
Executed this 3 day of , 2013
on behalf of the ommission o Cole County,
Miss �
c Elling; , P :;/i•mg Co stoner
4111/1_ �/i1L1d/
Phyllis Powe 1, City Clerk
Approved as to Form
`Drew Hilpert, City Co nselor
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Attest:
County Clerk
' r /
•Iii reudr,�t� /If
Cole Co ty uditor
I certify that there is a balance ''se
unencumbered to the credit of the
appropriation to which it is to be charged and
a cash balance otherwise unencumbered in the
treasury to the credit of the fiend from which
payment is to be incurred.
This funding is subject to accounting officer
certification in the future for the rail spur
project, after appropriation and encumbrance
of the funds.
EXHIBIT A
DESCRIPTION OF THE PROPERTY
TRACT C
Part of U.S. Private Survey No. 2596 and part of the Southeast Quarter of Section 24, Township 44
North, Range 11 West, Cole County, Missouri, more particularly described as follows:
From the southwest corner of said U.S. Private Survey No. 2596; thence NOO°03'32"W, along the
westerly line of said U.S. Private Survey No. "25 96, 339.72 feet to a point intersecting the south line
of an 80 foot wide Cole County Public Road Right -of -way known as Stertzer Road, as per
conveyance of right- of-way, of record in Book 378, page 620, Cole County Recorder's Office; thence
Easterly, along said right-of-way line, on a curve to the left, having a radius of 2487.28 feet, an arc
distance of 677.55 feet, (the chord of said curve being N88 °50'58 "E, 675.46 feet); thence
N8 °57'16" W, along the easterly end of said Stertzer Road Right -of -way, 80.00 feet to a point on the
northerly line thereof and said point being the southeasterly corner of a tract described by deed of
record in Book 427, page 766, Cole County Recorder's Office; thence Westerly, along the northerly
line of said Stertzer Road Right-of-way, on a curve to the right, having a radius of 2407.28 feet, an
arc distance of 183.64 feet, (the chord of said curve being S83 °13'52 "W, 183.60 feet) to a point
intersecting the easterly line of another Cole County Public Road Right -of -way also known as
Stertzer Road, as per deed ofrecord in Book 427, page 775, Cole CouutyRecorder's Office; thence
Northerly along the easterly line of said Right -of -way described in Book 427, page 775 and
continuing Northerly along the easterly line of the Stertzer Road Right -of -way described in Book
427, page 774, Cole County Recorder's Office, the following courses: Northerly, on a curve to the
left, having a radius of 345.00 feet, an are distance of 67.76 feet, (the chord of said curve being
N46 °46' 16 "E, 67.65 feet); thence N41 °0 $'40 "E, 512.80 feet to a point in the center of creek and the
POINT OF BEGINNING for this description; thence continuing N41 °08'40 "E, 436.29 feet; thence
Northerly, on a curve to the left, having a radius of 345.00 feet, an are distance of 117.12 feet, (the
chord of said curve being N31 °25'09 "E, 116.56 feet); thence N89° 17'02 "E, 104.92 feet to a point
intersecting the southerly line of Algoa Road and said point being on the northerly line of the 2.0
acre tract described by deed of record in Book 369, page 753, Cole County Recorder's Office; thence
leaving said Stertzer Road Right -of -way line, 868 °18'23 "E, along the southerly line of said Algoa
Road and along the northerly line of said 2.0 ace tract described in Book 369, page 753 and along
the northerly line of the 37.03 acre tract also described in Book 369, page 753, 51 5.13 feet to the
northwesterly corner of the property described by deed of record in Book 557, page 132, Cole
County Recorder's Office; thence S24 °06' 13 "W; along the westerly boundary of said property
described in Book 557, page 112, 679.54 feet to a point in the center of a creek; thence
northwesterly, along the center of said creek, the following courses: N60 °28152 "W, 57.32 feet;
thence N49 °14'27" \V, 90.16 feet; thence N4.1 °57'52 "W, 155.00 feet; thence N59 °03'53 "W, 51.06
feet; thence N70 °30'42 "W, 100.00 feet; thence N75 °08'02 "\T, 98.60 feet; thence N64 °39'19 "W,
219.85 feet to the POINT OF BEGINNING.
Containing 9.16 Acres.
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