ORD 41292 The Centerline TIF AgreementCity of Omaha
Jean Stothert, Mayor
Honorable President
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20l10CT-6 Pt': i:44
October 17, 2.017
ancl Members of the City Co.uncil,
Planning Departtp.ent
Omaha/Douglas Civic Center
1819 Farnam Street, Suite 1100
Omaha, Nebraska 68183
(402)444-5150
Telefax (402) 444-6140
David K. Fanslau
Director
The attached Ordinance transmits a Ta)( Increment Financing (TIF) Redevelopment Loan
Agreement between. Lawnfield Development, LP and the City of Omaha for a redevelopment
site located at 7001 Oak Street. This Reclevelopment Agreement implements The Centerline
Tax Increment Finc1ncing (TIF) Redevelopment Project Plan, which proposes the new
construction of a 158 unit market rate apartment complex, comprised of two connected five
story buildings.
The Redevelopment Agreement authorizes the City's participation in t.he redevelopment by
providing up to $2,941,000.00 to offset TIF eligible expenses for acquisition, demolition and
removal of the fountjations remc1ining from a previous failed redeveloprrient · project, site prep,
site utility connections, · architectµral and engjneering . fees, and public improvements as
reqµired. · The total estimated project cqsts are $23,500,000.00, but are subject to change as
final costs come jn. · ·
Your favorable co.nsideration of this Ordinance will be appreciated.
Respectfully submitted,
��ffM,---er•U·url
DavidK Fanslau�J Date
Planning Director
a��
� ertCLltubbe,P.E Public Works 'Director
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Date
Approved: Referred to City Council for Consideration: -1�&UkStep �B.Curtiss
Finance Director · ---f L
2561 dlh
ORDINANCE NO.
AN ORDINANCE approving redevelopment and tax increment financing loan agreement
between the City of Omaha, a Nebraska Municipal Corporation in Douglas County,
Nebraska, and Lawnfield, LLC to implement The Centerline Tax Increment Financing
(TIF) Redevelopment Project Plan for a project site located at 7001 Oak Street, which
proposes the new construction of a 158 unit market rate apartment complex, comprised
of two connected five story buildings; the agreement authorizes the use of up to
$2,941,000.00 in excess ad valorem taxes (TIF) generated by the development to help
fund the cost of the project; and providing for an effective date.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF OMAHA;
Section 1. The Mayor is hereby authorized to execute, and the City Clerk to attest, the
attached Redevelopment Agreement between the City of Omaha and Lawnfield, LLC, to
authorize the use of up to $2,941,000.00 in TIF that will be used to offset TIF eligible expenses
for acquisition, demolition and removal of the foundations remaining from a previous failed
redevelopment project, site prep, site utility connections, architectural and engineering fees and
public improvements as required, for a project with total estimated costs of $23,500,000.00, in
addition to any other documents necessary or appropriate to implement the Redevelopment
Agreement or to consummate the loan.
Section 2. Said Redevelopment Agreement contains obligations undertaken pursuant to
the Nebraska Community Development Law and Sections 18-2147 through 18-2150, and, are
not otherwise obligations of the City of Omaha.
ORDINANCE NO. 4f :}!da:!
PAGE TWO
Section 3. This Ordinance shall be in full force and take effect fifteen (15) days from and
after the date of its passage.
INTRODUCED BY COUNCILMEMBER: �,�
OCT 3 1 20tJ:J 7-QPASSED _____________ _
ATTEST:
APPROVED BY:
�--S-bb� MAYOR OF THE CITY OF OMAHA
\\/'Z-=,-
2561 dlh
ity of Omaha DA TE
APPROVED AS TO FORM:
AS'sis2�NEY
)\}2/17 DATE
DATE
REDEVELOPMENT AGREEMENT
THIS AGREEMENT is entered into by and between the City of Omaha, a Nebraska
Municipal Corporation in Douglas County, Nebraska, and Lawnfield, LLC, a Nebraska limited
liability company.
RECITALS:
WHEREAS, on July 11, 2017 by Resolution No. 859, the City Council of the City of
Omaha approved The Centerline Tax Increment Financing (TIF) Redevelopment Project Plan for
a project located at 7001 Oak Street, which proposes the new construction of a 158 unit market
rate apartment complex, comprised of two connected five story buildings as shown in Exhibit "A",
which is attached hereto and made a part hereof; and,
WHEREAS, The Centerline Tax Increment Financing (TIF) Redevelopment Project Plan
recommends allowing up to $2,941,000.00 in TIF to offset eligible expenses, as allowed by the·
Community Redevelopment Law, for acquisition, demolition and removal of the foundations
remaining from a previous failed redevelopment project, site prep, site utility corinections,
architectural and engineering fees and public improvements as required, for a project with total
est'imated costs of $23;500,000.00; and,
WHEREAS, this Agreement is a ·redevelopment agreement prepared pursuant to the
Nebraska Community Development. Law in order to implement the above-referenced
Redevelopment Plan, and contemplates the use of the excess ad valorem taxes generated by such
development.
·IN CONSIDERATION OF THESE MUTUAL COVENANTS, THE PARTIES AGREE
AS FOLLOWS:
SECTION 1. DEFINITIONS
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-4-
3.3.2 4.45%
3.3.3
2.3
18-2147
3.5
3.5.1
$540,000.00 $14,220,000.00
[$540,000.00 $13,680,000.00
3.5.2
3.5.3
3.5.4 (90%)
3.5.5 in the event of casualty, apply such insurance proceeds to the reconstruction of the Redevelopment Project, to the extent permitted by Owner's mortgage lender,and . .
3.5.6 cause all real estate taxes and assessments levied on the Redevelopment Site to be paid prior to the time such become delinquent. The Owner acknowledges and
agrees that any portion of the Excess ad valorem Taxes levied in the fifteenth year under this Redevelopment Agreement that become delinquent shall be forfeited and returned to the appropriate public bodies.
In the. event the Owner violates or breaches any of the agreements, representations or covenants in this section, the Owner may be required by the City to surrender any remaining amount outstanding of the Redevelopment Promissory Note, after
reasonable notice and opportunity to cure. Each of the foregoing covenants shall be referenced in a Notice of Redevelopment Agreement to be recorded by the Owner with the Douglas County, Nebraska Register of Deeds within sixty (60) days of the execution of this Redevelopment Agreement. The Owner shall include the same covenants and restrictions agreed to above in · any cot1veyance of the Redevelopment Site, or any portion thereof, including but not limited to, any sale, assignment, sale-leaseback or other such transfer of the property, but shall not be responsible otherwise for the actions of the third parties if these covenants are breached by such third parties if the Owner no longer owns the property.
�.6 shall provide the City of Omaha Finance Department with an executed copy of the Redevelopment Promissory Note prior to disbursement of any proceeds· for
repayment of such Note pursuant to Section 2.5, so that such payment can be noted
on the Note and the Note returned to Owner.
3. 7 Owner shall provide the City with a penal bond in the amount of the TIF eligible expenses as may be required by Section 18-2151 of the Redevelopment Law. A
reasonably sufficient payment and performance bond from the Owner's general contractor or contractors will satisfy this requirement.
3.8 install and construct all of the public infrastructure improvements required and referenced in The Centerline Tax Increment Financing Project Plan approved by the City Council of the City of Omaha on July 11, 2017 by Resolution No. 859, in coordination with the Owner's development team and the City of Omaha Public Works Department.
SECTION 4. PROVISIONS OF THE AGREEMENT
4.1 Equal Employment Opportunity Clause. Annexed hereto as Exhibit "D" and made a part hereof by reference are the equal employment provisions of this Agreement, wherein the "Owner" is referred to as "Contractor".
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4.2
4.3
4.4
4.5
4.6
4.7
Non-discrimination. The Owner shall not, in the performance of this Agreement,
discriminate or permit discrimination in violation of federal or state laws or local
ordinances because of race, color, sex, age, political or religious opinions,
affiliations or national origin.
Captions. Captions used in this Agreement are for convenience and are not used in
the construction of this Agreement.
Applicable Law. Parties to this Agreement shall conform with all existing and
applicable city ordinances, resolutions, state laws, federal laws, and all existing and
applicable rules and regulations. Nebraska law will govern the terms and the
performance under this Agreement.
Interest to the City. Pursuant to Section 8.05 of the Home Rule Charter, no elected
official or any officer or employee of the City of Omaha shall have a financial
interest, direct or indirect, in any City of Omaha Agreement. Any violation of this
section with the knowledge of the person or corporation contracting with the City
of Omaha shall render the Agreement voidable by the Mayor or Council.
Merger. This Agreement shall not be merged into any other oral or written
Agreement, lease or deed of any type.
Administrative Amendments. The parties hereto recognize that certain
administrative amendments may need to be made to this Agreement in order to
carry out the intent of this Agreement and the Redevelopment Plan. The parties
hereto recognize that any such minor amendments to this Agreement negotiated
and executed by the parties' respective representatives, other than those defined in
§ 18-2117 of the Redevelopment Law, shall be considered and treated as
administrative in nature and not as a legislative amendment to this Agreement or
the Redevelopment Plan. However, amendments of the following types shall be
referred to the City Council for approval:
(1)
(2)
(3)
(4)
Those that materially alter or reduce existing areas or structures otherwise
available for public use or access;
Those that require the expenditure of $75,000.00 or more of City funds
above the levels cont�ed in this Agreement;
Those that increase City loans, bonded indebtedness, deferred payments of
any types, or other financial obligations above the levels contained in this
Agreement; and
Those otherwise considered major or material in the reasonable discretion
of the City.
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4.8 Modification. This Agreement contains the entire agreement of the parties. No
representations were made or relied upon by either party other than those that are
expressly set forth herein. No agent, employee or other representative of either
party is empowered to alter any of the terms herein unless done in writing and
signed by an authorized officer of the respective parties .
. 4.9 Assignment. The Owner may not assign its rights under this Agreement without
the express prior written consent of the City; such consent not to be unreasonably
withheld. The Mayor may, without City Council approval, approve, in writing, the
assignment of all rights hereunder to a successor entity owned by, or under common
control with Owner.
4.10 Strict Compliance. All provisions of this Agreem ent and each and every document
·that shall be attached shall be strictly complied with as written, and no substitution
or change shall be made except upon written direction from authorized
representatives of the parties. ·
4.11 Binding Effect. This Agreement shall be binding upon the Owner's successors and
assigns, and shall run with the land described in Exhibit "C", attached hereto, to the
benefit of the City of Omaha.
SECTION 5. AUTHORIZED REPRESENTATIVE
In further consideration of the mutual covenants herein contained, the parties hereto
expressly agree that for the purposes of notice, including legal service of process, during the term
of this Agreement and for the period of any applicable statute of limitations thereafter, the
following named individuals shall be the authorized representatives of the parties:
(1)City of Omaha:
David K. Fanslau
Planning Director
City Planning Department ·
Omaha/Douglas Civic Center
1819 Farnam Street, Suite 1100Omaha, NE 68183
(2)Owner:
·Lawnfield, LLC
2430 South 73rd Street Suite 200
Omaha, NE 68124
Attn: Julie Stavneak
Legal Service c/o City Clerk
Omaha/Douglas Civic Center
1819 Farnam Street . Omaha, NE 68183
Either party may designate additional representatives or substitute representatives bygiving written notice thereof to the designated representative of the other party.
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Executed this t' day of \JOO'i:N:)�',(,20D_.
ATTEST:
CI�E C!:OF 0
APPROVED AS TO FORM:
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,/2, / IJ
DATE
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CITY OF OMAHA:
MAYOR OF THE CITY OF OMAHA DATE
Executed this ,q day of <;e.-frt.M 8E-L. , 2011.
STATE OF NE. )
) § COUNTY OF '[)o"' f-t..� )
OWNER:
Lawnfield, LLC _____ _
Julie Stavneak, Manager, Lawnfield, LLC, acknowledged the foregoing Redevelopment
Agreement before me this _L!_ day of sf,f T f-,fa. 6 c..fL , 2017 .
. J::ENEAAL NOTARY· State of Nebraska· RYAN SPELLMAN Mv Comm, Exp. July 29, 2020
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SITE PLAN • LEVEL 1 a n,.,,...-.... -.. c -------
�STATISTICS
LOT LOT SIZE SITE AREA/UNIT FAR SETBACKS (PER ACl--4) FRONT YARD STREET SIDE YARD INTERIOR SIDE YARD REAR YARD BUILDING COVERAGE IMPERVIOUS COVERAGE
BUILDING: TOTAL SIZE BUILDING FOOTPRINT HEIGHT TOTAL UNITS UNITS PER ACRE
PARKING: SURFACE STALLS GARAGE STALLS TOTAL STALLS
HANDICAP STALLS ON-STREET STALLS
PARKING RATIO
2.9 ACRES 800
1.57
15 FT 15 FT 5 FT 15 FT
32'. 61'.t
198,787 GSF 40,161 SF 60 FT AVG 158 54.5
98 (35 COMPACT) 112 210
7 18
1.44
SCl·IElv1 1dlC J DEVELOPMENT Ill/Ill/I/ I-IBt\D E S I G N IHE CEl,ITl]·�l.ll,fE ,,.,·Jt, ', : ' ',
IUlOCATION: H.'\1116\l,116JDfVa.0,Ma«1n,m&OAlllllffllleDfllla.Of�I0\1,l ... l'lANI.DWO
EXHIBIT "B"
THIS BOND HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933
(THE " '33 ACT") AND MAY NOT BE TRANSFERRED, ASSIGNED, SOLD OR
HYPOTHECATED UNLESS A REGISTRATION STATEMENT UNDER THE '33 ACT
SHALL BE IN EFFECT WITH RESPECT THERETO AND THERE SHALL HA VE BEEN
COMPLIANCE WITH THE '33 ACT · AND ALL APPLICABLE RULES AND
REGULATIONS THEREUNDER, OR THERE SHALL HAVE BEEN DELIVERED TO THE
CITY OF OMAHA PRIOR TO TRANSFER, ASSIGNMENT, SALE OR HYPOTHECATION
AN OPINION OF COUNSEL, SATISFACTORY TO THE CITY OF OMAHA TO THE
EFFECT THAT REGISTRATION UNDER THE '33 ACT IS NOT REQUIRED.
REDEVELOPMENT PROMISSORY NOTE
$2,941,000.00
FOR VALUE RECEIVED, the undersigned, City of Omaha (hereinafter known as "Borrower"),
promises to pay Lawnfield, LLC, 2430 South 73rd Street Suite 200, Omaha, NE 68124, Attention: Julie Stavneak, Manager ("Holder"), and/or its assigns, the principal sum of Two
Million Nine Hundred Forty-One Thousand and No/100 Dollars ($2,941,000.00), together with
interest thereon at the rate of 4.45% per annum from the date of the execution of this Note until
paid in full. The principal balance and interest thereon shall be due and payable to the Holder of
this Redevelopment Promissory Note as and at such time as any excess ad valorem taxes
generated by the Redevelopment Project as set forth in that certain Redevelopment Agreement
dated the ·Lu day of )Jt)'\I t�, 20 \1, by .and between the Borrower and the Holder
(the "Redevelopment Agreement;') are collected by the Borrower and available for the retirement
of this debt.
In the event of default under this Redevelopment Promissory Note, all sums secured by
this Redevelopment Promissory Note or any other agreement securing this Redevelopment
Promissory Not� shall bear interest at a rate equal to five percent (5%) above the prime rate as
published by the Wallstreet Journal from time-to-time; however, in the event said interest rate
exceeds the maximum rate allowable by law, then such rate of interest shall equal the highest
legal rate available.
The Borrower may prepay the principal amount outstanding in whole or in part, without
penalty or the prior consent of the Holder.
In the event the monies collected and held in that special fund established under Section
18-2147 of the Nebraska Revised Statutes and pursuant to the Redevelopment Agreement are
insufficient to pay in full all amounts due and owing after all excess ad valorem taxes generated
by the Redevelopment Project, as set forth in the Redevelopment Agreement, have been
collected by the Borrower and paid, immediately upon being available, towards the retirement of
the amounts due hereunder, then the Holder shall waive any unpaid portion of the principal and
interest due.
In the event this Redevelopment Promissory Note is referred to an attorney for collection
the Holder shall be entitled to reasonable attorney fees allowable by law and all court costs and other exp�nses incurred in connection with such collection.
The Borrower shall be in default in the event the Borrower shall fail to pay, when due,
any amount required hereunder.
·Demand, presentment, protest .and notice of nonpayment under this Redevelopment
Promissory Note are hereby waived.
No delay or omission on the part of the Holder in exercising any remedy, right or option
under this Redevelopment Promissory Note shall operate as a waiver of such remedy, right or
option. In any event, a waiver on any one occasion shall not be. construed as a waiver or bar to
· any such remedy, right or option on a future occasion.·
· Any notice provided for in this Redevelopment Promissory Note to the Borrower or the
Holder shall be in writing and shall be given by regular mail to the Holder or Borrower, or at
such other address as either party may designate by notice in writing.
This Redevelopment Promissory Note shall be governed by and construed in accordance
with the Laws of the State of Nebraska. All payments hereunder shall be payable in lawful
money of the United States of Am.erica and shall be legal tender for public and private debts at
the time of payment.
ATTEST:
City�--�•lro:;;;;--
CITY OF OMAHA, A Municipal
Corporation
By� &---d..:Q 1VaiJw11 Mayor of the City of Omaha · . Dat
APPROVED AS TO FORM:
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EXHIBIT"D"
EQUAL EMPLOYMENT OPPORTUNITY CLAUSE
During the performance of this Agreement, "Provider" agrees as follows:
(1)Provider shall not discriminate against any employee or applicant for employment
because of race, religion, color, sex, age, sexual orientation, gender identity, disability or national
origin. Provider shall ensure that applicants are employed and that employees are treated during
employment without regard to their race, religion, color, sex, sexual orientation, gender identity,
or national origin. As used herein, the word "treated" shall mean and include, without limitation,
the following: recruited, whether by advertising or by other means; compensated; selected for
training, including apprenticeship; promoted; upgraded; demoted; downgraded; transferred; laid
off; and terminated. Provider agrees to and shall post in conspicuous places, available to
employees and applicants for employment, notices to be provided by the contracting officers
setting forth the provisions of this nondiscrimination clause.
(2)Provider shall, in all solicitations or advertisements for employees placed by or on behalf
of Provider, state that all qualified applicants will receive consideration for employment without
regard to race, religion, color, sex, sexual orientation, gender identity� or national origin, age,
disability.
(3)Provider shall send to each labor union or representative of workers with which it has a
collective bargaining agreement or other contract or understanding a notice advising the labor
union or worker's representative of Provider's commitments under the Equal Employment
Opportunity Clause· of the City and shall post copies of the notice in conspicuous places
available to employees and applicants for employment:
(4)Provider shall furnish to the City Contract Compliance Officer all Federal forms
containing the· information and reports required by the Federal government for Federal contracts
under Federal rules and regulations, and including the information required by Sections 10-192
to 10-194, inclusive, and shall permit reasonable access to his records. Records accessible to the
City Contract Compliance Officer shall be those which are related to Paragraphs (1). through (7)
of this Exhibit and only after reasonable advance written notice is given to Provider. The
purpose for this provision is to provide for investigation to ascertain compliance with the
program provided for herein.
( 5). Provider shall take such actions as the City may reasonably direct as a means of
enforcing the provisions of Paragraphs (1) through (7) herein, including penalties and sanctions
for noncompliance; however, in the event Provider becomes involved in or is threatened with
litigation as the result of such directio� by the City, the City will enter into such litigation as
necessary to protect the interests of the City and to effectuate the provisions of this division; and
in the case of contracts receiving Federal assistance, Provider or the City may request the United
States to enter into such litigation to protect the interests of the United States.
(6)Provider shall file, if any, compliance reports with Provider in the same form and to the
same extent as required by the Federal government for Federal contracts under Federal rules and
regulations. Such compliance reports shall be ·filed with the City Contract Compliance Officer.
Compliance reports filed at such times as directed shall contain information as to the
employment practices, policies, programs and statistics of Provider.
(7)The Provider shall include the provisions of Paragraphs (l) through (7) of this Section,
"Equal Employment Opportunity Clause", and Section 10-193 in every subcontract or pmchase
order so that such provisions will be binding upon each sub-Provider or vendor.
Total Public Improvement Costs
Site Acausition Cost Offset Bv Current (Estimated) Assessed Value
Sitework (Above & Bevond Public lmorovement Costs)
Architecture & Enaineerina Fees
Environmental Services & Studies
Market Studv & Aooraisal .
Tif Fees
S 3,590,000
Item Submitted By: Don Seten/Debbie Hightower
Department: Planning
Council Meeting Date:
AN ORDINANCE approving edevelopment and tax increment financing loan agreement
between the City of Omaha, a Nebraska Municipal Corporation in Douglas County, Nebraska,
and Lawnfield, LLC to implement The Centerline Tax 'increment Financing (TIF) Redevelopment
Project Plan for a project site located at 7001 Oak Street, which proposes the new construction
of a 158 unit market rate apartment complex, comprised of two connected five story buildings;
the agreement authorizes the use of up to $2,941,000.00 in excess ad valorem taxes (TIF)
generated by the development to help fund the cost of the project; and providing for an effective
date.
2561 dlh
Presented to City Council
City Clerk