Main Center Redevelopment Corporation Board

MAIN CENTER REDEVELOPMENT CORPORATION MEETING AGENDA October 10, 2017 8:00 a.m. Pizza Shoppe 1105 W Main St. Blue Springs, MO 64015 1. Approval of Minutes from August 15, 2017 Meeting 2. Consideration of Premier RE, LLC Tax Abatement Application 3. Other Business 4. Adjourn For more information, contact Mark Stombaugh at 816-622-4007.  MCRC BOARD OF DIRECTORS MEETING MINUTES OF MEETING August 15, 2017 A meeting of the Main Center Redevelopment Corporation (MCRC) Board of Directors was held on Tuesday, August 15, 2017, 9:00 a.m. at Pizza Shoppe with Gailen Snyder presiding. BOARD MEMBERS IN Ken Billups, Jr. Cindy Miller ATTENDANCE Jen Hauschild Gailen Snyder Vickie Jacks - Absent Also present were City staff: Adam Norris, Jackie Sommers, Mark Stombaugh, Teresa Evans, Cindy Rubino, Councilman Susan Culpepper and developers John Broker, and Mike Yancik. CALL MEETING President Gailen Snyder called the meeting to order at 8:59 a.m. TO ORDER APPROVE PREVIOUS Cindy Miller moved to approve the minutes of the June 29, 2017 MINUTES meeting. Motion seconded by Jen Hauschild and carried unanimously. PRESENTATION – Economic Development Manager, Mark Stombaugh made a HANNAH’S PLACE presentation on the application from Hannah’s Place Phase II PHASE II located at 807 SW Walnut & 202 SW 9th, Blue Springs, Missouri. Accountant - Development, Cindy Rubino responded to questions on the Tax Impact Analysis. APPROVAL OF Cindy Miller moved to recommend the approval of the Hannah’s HANNAH’S PLACE Place Phase II MCRC 353 Tax Abatement application and PHASE II corresponding development agreement; and authorizing the President of MCRC to execute the agreement upon completion of the project. Motion seconded by Jen Hauschild and carried with the following vote: Ken Billups, Jr. – AYE Cindy Miller – AYE Jen Hauschild – AYE Gailen Snyder – AYE Vickie Jacks - Absent ADJOURNMENT At 9:32 a.m., there was no further business to come before the Board; Jen Hauschild moved the meeting be adjourned. Motion seconded by Cindy Miller and carried unanimously. August 15. 2017 MCRC Board of Directors Meeting Page 2 ___________________________________ ATTEST: Gailen Snyder, President ______________________________ 2 October 4, 2017 MCRC Board of Directors: Included in your packets for your consideration is a Tax Abatement Application for Premier RE LLC. This application represents their project to acquire and renovate the property at 1201 W Main St. to house the operations of East Forty Brewing. The facility will continue to house ancillary tenant space as well. The capital investment included will allow for repairs and upgrades to the existing building exterior as well as the demolition and internal renovation including finishings throughout. Specific Projected Budget/Costs provided outlined the following improvements and associated contingences; Exterior Improvements: • Roof replacement or repair • Water line extension to accommodate fire suppression system • Exterior painting • Landscaping, patio construction for exterior seating Interior Improvements: • Construction of ADA Compliant Restrooms • Plumbing upgrades to install fire suppression system • Upgraded electrical systems • Construction of Brewery production area and kitchen The project is in compliance with the Main Center Redevelopment Corporation Policy and meets the Level B investment threshold ($100,000 – $750,000). The projected impact analysis shows that cumulative abatement over a period of 25 years, depending on the final assessed value of the property. That analysis projects an abatement of up to $294,860.56. MCRC Policy states the “total project budget for the investment should look to allocate 50% to exterior costs and 50% to interior costs, subject to the MCRC Board of Directors review”. The ratio for this project as reflected in the project budget is 49% interior and 51% exterior. The project costs as presented are in line with the MCRC policy. Contingencies for each cost category have been included at approximately 3%. This is considered acceptable to account for unforeseen conditions and pricing fluctuations. In the event all or a portion of the contingency is not used for eligible expenses, the abatement will be reduced by the unused balance. In order for this project to move forward, the Board would need to take the following action:  • Recommend approval of the tax abatement to the City Council (considered at their 11/6 meeting) • Authorize the Chair to execute the redevelopment agreement between MCRC and Premier RE LLC Respectfully Submitted, Mark Stombaugh Economic Development Manager List of Attachments Attachment A Application Attachment B Project Description & Budget Attachment C Tax Impact Analysis Attachment E Abatement Agreement between MCRC and Premier RE LLC Page 2  CHAPTER 353 REDEVELOPMENT CORPORATION TAX IMPACT ANALYSIS Main Center Redevelopment Corporation East Forty Brewing SECTION A. ASSUMPTIONS SECTION 1 PROPERTIES APPRAISED ASSESSED ADDRESS PARCEL CLASS VALUE VALUE 1201 W Main Street 35-710-18-12-00-0-00-000 $ 375,000 32% $ 120,000 SECTION 2 2016 TAX LEVIES Per $100 AV Blue Springs School District $ 5.7286 CJC Fire Protection District $ 1.1762 City of Blue Springs $ 0.7281 Handicap Workshop $ 0.0738 Jackson County $ 0.5025 Mental Health $ 0.1201 Metropolitan Community College $ 0.2339 Midcontinent Public Library $ 0.3153 State Blind Pension Fund $ 0.0300 Replacement Tax $ 1.4370 Total $ 10.3455 SECTION 3 2017 LAND ASSESSED VALUE TOTAL LAND IMPROVEMENT ADDRESS ASSESSED ASSESSED ASSESSED VALUE VALUE VALUE 1201 W Main Street $ 120,000 $ 32,610 $ 87,390 SECTION 4 INFLATION RATE PER YEAR 2% SECTION 5 ABATEMENT TERM 25 Years (10 years at 100% and 15 years at 50%) SECTION 6 PROPOSED IMPROVEMENTS ESTIMATED APPRAISED ESTIMATED ESTIMATED TOTAL ESTIMATED NEW VALUE LAND IMPROVEMENT ADDRESS IMPROVEMENT ASSESSED (Based on 50% of ASSESSED ASSESSED COST VALUE Total Improvement VALUE VALUE Cost) 1201 W Main Street $ 350,000 $ 550,000 $ 176,000 $ 32,610 $ 143,390 SECTION B. ESTIMATED TAXES WITHOUT THE IMPROVEMENT PROJECT ESTIMATED ESTIMATED YEAR APPRAISED TAX VALUE 1 $ 375,000.00 $ 12,414.60 2 $ 382,500.00 $ 12,662.89 3 $ 382,500.00 $ 12,662.89 4 $ 390,150.00 $ 12,916.15 5 $ 390,150.00 $ 12,916.15 6 $ 397,953.00 $ 13,174.47 7 $ 397,953.00 $ 13,174.47 8 $ 405,912.06 $ 13,437.96 9 $ 405,912.06 $ 13,437.96 10 $ 414,030.30 $ 13,706.72 11 $ 414,030.30 $ 13,706.72 12 $ 422,310.91 $ 13,980.86 13 $ 422,310.91 $ 13,980.86 14 $ 430,757.13 $ 14,260.47 15 $ 430,757.13 $ 14,260.47 16 $ 439,372.27 $ 14,545.68 17 $ 439,372.27 $ 14,545.68 18 $ 448,159.71 $ 14,836.60 19 $ 448,159.71 $ 14,836.60 20 $ 457,122.91 $ 15,133.33 21 $ 457,122.91 $ 15,133.33 22 $ 466,265.37 $ 15,435.99 23 $ 466,265.37 $ 15,435.99 24 $ 475,590.67 $ 15,744.71 25 $ 475,590.67 $ 15,744.71 TOTALS $ 352,086.29 SECTION C. ESTIMATED TAXES WITH IMPROVEMENT PROJECT WITHOUT ABATEMENT ESTIMATED ESTIMATED YEAR APPRAISED TAX VALUE 1 $ 550,000.00 $ 18,208.08 2 $ 561,000.00 $ 18,572.24 3 $ 561,000.00 $ 18,572.24 4 $ 572,220.00 $ 18,943.69 5 $ 572,220.00 $ 18,943.69 6 $ 583,664.40 $ 19,322.56 7 $ 583,664.40 $ 19,322.56 8 $ 595,337.69 $ 19,709.01 9 $ 595,337.69 $ 19,709.01 10 $ 607,244.44 $ 20,103.19 11 $ 607,244.44 $ 20,103.19 12 $ 619,389.33 $ 20,505.26 13 $ 619,389.33 $ 20,505.26 14 $ 631,777.12 $ 20,915.36 15 $ 631,777.12 $ 20,915.36 16 $ 644,412.66 $ 21,333.67 17 $ 644,412.66 $ 21,333.67 18 $ 657,300.91 $ 21,760.34 19 $ 657,300.91 $ 21,760.34 20 $ 670,446.93 $ 22,195.55 21 $ 670,446.93 $ 22,195.55 22 $ 683,855.87 $ 22,639.46 23 $ 683,855.87 $ 22,639.46 24 $ 697,532.99 $ 23,092.25 25 $ 697,532.99 $ 23,092.25 TOTALS $ 516,393.22 SECTION D. ESTIMATED ABATED TAXES WITH IMPROVEMENT PROJECT ESTIMATED CUMULATIVE YEAR ABATEMENT ABATEMENT 1 $ 14,834.41 $ 14,834.41 2 $ 15,198.57 $ 30,032.99 3 $ 15,198.57 $ 45,231.56 4 $ 15,570.02 $ 60,801.58 5 $ 15,570.02 $ 76,371.60 6 $ 15,948.89 $ 92,320.49 7 $ 15,948.89 $ 108,269.38 8 $ 16,335.34 $ 124,604.73 9 $ 16,335.34 $ 140,940.07 10 $ 16,729.52 $ 157,669.60 11 $ 8,364.76 $ 166,034.36 12 $ 8,565.79 $ 174,600.15 13 $ 8,565.79 $ 183,165.95 14 $ 8,770.85 $ 191,936.79 15 $ 8,770.85 $ 200,707.64 16 $ 8,980.00 $ 209,687.64 17 $ 8,980.00 $ 218,667.64 18 $ 9,193.34 $ 227,860.98 19 $ 9,193.34 $ 237,054.31 20 $ 9,410.94 $ 246,465.25 21 $ 9,410.94 $ 255,876.19 22 $ 9,632.90 $ 265,509.09 23 $ 9,632.90 $ 275,141.98 24 $ 9,859.29 $ 285,001.27 25 $ 9,859.29 $ 294,860.56 TOTALS $ 294,860.56  CHAPTER 353 REDEVELOPMENT CORPORATION TAX IMPACT ANALYSIS Main Center Redevelopment Corporation East Forty Brewing ESTIMATED TAXES TO BE ABATED Metropolitan Blue Springs School City of Blue Handicap Midcontinent Blind Pension Replacement Year CJC Fire Protection District Jackson County Mental Health Community Total District Springs Workshop Public Library Fund Tax College % 55.37% 11.37% 4.86% 7.04% 0.71% 1.16% 2.26% 3.05% 0.29% 13.89% 100.00% YR 1 $ 8,214.24 $ 1,686.55 $ 720.53 $ 1,044.02 $ 105.82 $ 172.21 $ 335.39 $ 452.11 $ 43.02 $ 2,060.51 $ 14,834.41 YR 2 $ 8,415.89 $ 1,727.96 $ 738.22 $ 1,069.65 $ 108.42 $ 176.44 $ 343.62 $ 463.21 $ 44.07 $ 2,111.10 $ 15,198.57 YR 3 $ 8,415.89 $ 1,727.96 $ 738.22 $ 1,069.65 $ 108.42 $ 176.44 $ 343.62 $ 463.21 $ 44.07 $ 2,111.10 $ 15,198.57 YR 4 $ 8,621.57 $ 1,770.19 $ 756.26 $ 1,095.79 $ 111.07 $ 180.75 $ 352.02 $ 474.53 $ 45.15 $ 2,162.69 $ 15,570.02 YR 5 $ 8,621.57 $ 1,770.19 $ 756.26 $ 1,095.79 $ 111.07 $ 180.75 $ 352.02 $ 474.53 $ 45.15 $ 2,162.69 $ 15,570.02 YR 6 $ 8,831.36 $ 1,813.26 $ 774.67 $ 1,122.46 $ 113.77 $ 185.15 $ 360.59 $ 486.07 $ 46.25 $ 2,215.32 $ 15,948.89 YR 7 $ 8,831.36 $ 1,813.26 $ 774.67 $ 1,122.46 $ 113.77 $ 185.15 $ 360.59 $ 486.07 $ 46.25 $ 2,215.32 $ 15,948.89 YR 8 $ 9,045.35 $ 1,857.20 $ 793.44 $ 1,149.66 $ 116.53 $ 189.64 $ 369.32 $ 497.85 $ 47.37 $ 2,269.00 $ 16,335.34 YR 9 $ 9,045.35 $ 1,857.20 $ 793.44 $ 1,149.66 $ 116.53 $ 189.64 $ 369.32 $ 497.85 $ 47.37 $ 2,269.00 $ 16,335.34 YR 10 $ 9,263.62 $ 1,902.01 $ 812.58 $ 1,177.40 $ 119.34 $ 194.21 $ 378.24 $ 509.87 $ 48.51 $ 2,323.75 $ 16,729.52 YR 11 $ 4,631.81 $ 951.01 $ 406.29 $ 588.70 $ 59.67 $ 97.11 $ 189.12 $ 254.93 $ 24.26 $ 1,161.87 $ 8,364.76 YR 12 $ 4,743.13 $ 973.86 $ 416.06 $ 602.85 $ 61.10 $ 99.44 $ 193.66 $ 261.06 $ 24.84 $ 1,189.80 $ 8,565.79 YR 13 $ 4,743.13 $ 973.86 $ 416.06 $ 602.85 $ 61.10 $ 99.44 $ 193.66 $ 261.06 $ 24.84 $ 1,189.80 $ 8,565.79 YR 14 $ 4,856.67 $ 997.17 $ 426.02 $ 617.28 $ 62.57 $ 101.82 $ 198.30 $ 267.31 $ 25.43 $ 1,218.28 $ 8,770.85 YR 15 $ 4,856.67 $ 997.17 $ 426.02 $ 617.28 $ 62.57 $ 101.82 $ 198.30 $ 267.31 $ 25.43 $ 1,218.28 $ 8,770.85 YR 16 $ 4,972.48 $ 1,020.95 $ 436.18 $ 632.00 $ 64.06 $ 104.25 $ 203.03 $ 273.68 $ 26.04 $ 1,247.33 $ 8,980.00 YR 17 $ 4,972.48 $ 1,020.95 $ 436.18 $ 632.00 $ 64.06 $ 104.25 $ 203.03 $ 273.68 $ 26.04 $ 1,247.33 $ 8,980.00 YR 18 $ 5,090.61 $ 1,045.21 $ 446.54 $ 647.01 $ 65.58 $ 106.72 $ 207.85 $ 280.19 $ 26.66 $ 1,276.96 $ 9,193.34 YR 19 $ 5,090.61 $ 1,045.21 $ 446.54 $ 647.01 $ 65.58 $ 106.72 $ 207.85 $ 280.19 $ 26.66 $ 1,276.96 $ 9,193.34 YR 20 $ 5,211.11 $ 1,069.95 $ 457.11 $ 662.33 $ 67.13 $ 109.25 $ 212.77 $ 286.82 $ 27.29 $ 1,307.19 $ 9,410.94 YR 21 $ 5,211.11 $ 1,069.95 $ 457.11 $ 662.33 $ 67.13 $ 109.25 $ 212.77 $ 286.82 $ 27.29 $ 1,307.19 $ 9,410.94 YR 22 $ 5,334.01 $ 1,095.18 $ 467.89 $ 677.95 $ 68.72 $ 111.83 $ 217.79 $ 293.58 $ 27.93 $ 1,338.02 $ 9,632.90 YR 23 $ 5,334.01 $ 1,095.18 $ 467.89 $ 677.95 $ 68.72 $ 111.83 $ 217.79 $ 293.58 $ 27.93 $ 1,338.02 $ 9,632.90 YR 24 $ 5,459.37 $ 1,120.92 $ 478.88 $ 693.88 $ 70.33 $ 114.46 $ 222.91 $ 300.48 $ 28.59 $ 1,369.46 $ 9,859.29 YR 25 $ 5,459.37 $ 1,120.92 $ 478.88 $ 693.88 $ 70.33 $ 114.46 $ 222.91 $ 300.48 $ 28.59 $ 1,369.46 $ 9,859.29 TOTAL $ 163,272.75 $ 33,523.27 $ 14,321.92 $ 20,751.82 $ 2,103.40 $ 3,423.01 $ 6,666.46 $ 8,986.47 $ 855.04 $ 40,956.42 $ 294,860.56  ABATEMENT AGREEMENT FOR THE EAST FORTY BREWING PROJECT IN THE MAIN CENTER REDEVELOPMENT AREA This ABATEMENT AGREEMENT FOR THE EAST FORTY BREWING PROJECT (the “Agreement”) is made this ____ day of November, 2017, between the MAIN CENTER REDEVELOPMENT CORPORATION, a Missouri Urban Redevelopment Corporation (the “Corporation”), and PREMIER RE, LLC (the “Owner”). Corporation and Owner may be referenced as a “Party” or collectively as the “Parties.” This Agreement described the conditions under which the Corporation will assign rights to abatement of real estate taxes in accordance with the Main Center 353 Redevelopment Plan. RECITALS WHEREAS, the City Council (the “City Council”) of the City of Blue Springs (the “City”) has enacted into law Ordinance No. 3397, finding the Redevelopment Area to be blighted within the meaning of Section 353.020(2) of the Urban Redevelopment Corporations Law and approving the original Redevelopment Plan (the “Redevelopment Plan”), which has been amended several times to approve Redevelopment Projects; and WHEREAS, the Corporation was formed for the purposes of redeveloping and rehabilitating property within the Redevelopment Area in accordance with the Redevelopment Plan; and WHEREAS, the Corporation may assign certain of its rights, duties and obligations with regard to redevelopment and rehabilitation of property within the Redevelopment Area and abatement of certain taxes related thereto; and WHEREAS, the Owner desires to redevelop and rehabilitate certain property within the Redevelopment Area, as described herein and in the Application which is attached hereto as Exhibit A, and has applied to received abatement of certain taxes in accordance with the Redevelopment Plan; and WHEREAS, the Corporation has reviewed the Owner’s application and has determined that the proposed redevelopment and rehabilitation, if completed, complies with the Redevelopment Plan; and WHEREAS, the Owner holds title to the real property (the “Property”) which is legally described in the attached Exhibit B, which the Owner will redevelop and rehabilitate by completing the Improvements described in Exhibit A (the “Improvements”) in order to complete the redevelopment project (the “Redevelopment Project” or “Project”) for which tax abatement will be provided through the Redevelopment Plan and in accordance with the Agreement; and WHEREAS, the Corporation desires to assign, and the Owner desires to assume, certain of the Corporation’s rights, duties and obligations, with respect to the completion and maintenance of the Improvements in exchange for tax abatement. NOW, THEREFORE, for and in consideration of the above recitals, the mutual promises, covenants, undertakings and understanding hereinafter set forth, and other good valuable consideration, the Corporation and the Owner agree that: 1. Definitions. In addition to the terms defined elsewhere in this Agreement, the following capitalized words and terms shall have the following meanings:  “Applicable Laws and Requirements” means any applicable constitution, treaty, statute, rule, regulation, ordinance, order, directive, code, interpretation, judgment, decree, injunction, writ, determination, award, permit, license, authorization, requirement or decision of or agreement with or by any governmental entity. “Lot” means, (1) where the Property is subdivided, a lot created by subdivision of the Property, or (2) where the Property is not subdivided, all of the Property, which in either case is developed in accordance with budget pages set forth in Exhibit A. Reference to “Lots” herein shall mean the single Lot where the Property is not subdivided. “Owner” means the party described in the introductory paragraph of this Agreement and any purchaser of the Property that is authorized to continue to receive tax abatement as described in this Agreement. “PILOT Payment” means payments in lieu of taxes allowed by Section 353.110.4, RSMo, and as provided in this Agreement. “Redevelopment Area” means all of the real property located within and comprising the Redevelopment Area as more particularly described in the Redevelopment Plan upon which redevelopment projects may be completed pursuant to this Agreement. “Reimbursable Costs” means the costs incurred by the Owner for constructing improvements on the Property which may be certified for reimbursement in accordance with the provisions of this Agreement. The budget for the Reimbursable Costs is set forth in Exhibit A with respect to each anticipated Lot on the Property. “Urban Redevelopment Corporations Law” means Chapter 353 of the Revised Statutes of Missouri, as amended. 2. Representations of Owner. Owner represents that: A. Owner understands the potential effect that participation in this program may have on existing liens and title insurance policies related to the Redevelopment Project. B. Owner has obtained from the provider of any title insurance policy for the Redevelopment Project an endorsement on such policy that permits the existing title insurance policy to continue regardless of the property transfer that is required to participate in this program. C. Owner has received any required consent of any mortgage lender to participate in this program and the mortgage lender will waive its right to enforce a “due on sale” or similar clause against the Owner as a result of the property transfer that is required as a component of participation in this program. D. Owner has obtained from the provider of any title insurance policy for the Redevelopment Project an endorsement on such policy that permits the existing title insurance policy to continue regardless of the property transfer that is required to participate in this program. E. Owner will take steps to ensure that the recitals in this Section are explained to each buyer of a developed Lot. 2 3. Notice to Proceed. The Corporation, concurrent with the Corporation’s execution of this Agreement, hereby consents to provide the tax abatement requested by Owner and approved by the City Council of Blue Springs, upon satisfaction of the terms and conditions of this Agreement. 4. Assignment of Corporation’s Rights and Obligations. A. The Corporation assigns and the Owner assumes the Corporation’s duties and obligations to clear blight, complete the Improvements described in Exhibit A and to maintain the Redevelopment Project in accordance with all Applicable Laws and Requirements. B. The Corporation also assigns and the Owner assumes the Corporation’s rights to tax abatement in accordance with the approval granted by the City Council and in accordance with this Agreement, the Redevelopment Plan and the Urban Redevelopment Corporations Law. C. The Owner may assign the right to receive tax abatement to the purchaser and re-purchaser of each Lot, and the tax abatement provided by this Agreement and assigned to the Owner shall be deemed assigned to the purchaser and each re-purchaser of such Lot provided that all terms and conditions of this Agreement are satisfied at the closing of such transaction and continue to be satisfied on such Lot in order to maintain the level of tax abatement authorized by this Agreement. Tax abatement for any transferred Lot may be terminated in the event that any subsequent owner fails to comply with any terms and conditions of this Agreement. D. Owner and each subsequent seller of each Lot shall provide a fully-executed original of the attached notice upon the sale of each Lot in order for the tax abatement provided under this Agreement to continue with respect to that Lot. The failure to deliver a fully-executed original shall give the Corporation the right to terminate the tax abatement with respect to that Lot. 5. Improvements to Redevelopment Project. A. Time for Completion. The Owner shall commence or direct the commencement of work promptly in accordance with the Application set forth in Exhibit A, and shall continue and complete the work in accordance with the schedule set forth in Exhibit A. All work on the Improvements must be performed with reasonable diligence and work may not cease for more than fifteen (15) consecutive days. B. Completion of Improvements. The Owner shall make or cause to be made all Improvements in a workmanlike manner and in accordance with all Applicable Laws and Requirements. The Owner shall obtain or shall cause to be obtained all licenses, permits or other approvals required by any governmental authorities to complete the Improvements. C. Final Inspection. Upon the completion of the Improvements the Owner shall submit to the Corporation copies of all paid invoices and approved permits. The Owner also shall furnish all records, contracts, bills and other documents relating to the Redevelopment Project and any Improvements that the Corporation reasonably request. Representatives of the Corporation or the City shall have the right to enter upon the Property during the period of any construction and after the completion of construction to determine whether the Improvements conform to this Agreement. D. Extension of Time for Completion. The Owner may submit to the Corporation a request to extend the time for completion of the Improvements. Such request shall be in writing and shall state, at a minimum: (i) the reason for the extension; (ii) the Improvements that remain to be completed; and (iii) the proposed length of time needed to complete the Improvements. Upon review of the Owner’s request for 3 extension of time, the Corporation, in cases of undue hardship, may extend the date of completion of the Improvements. E. Certification of Reimbursable Costs. The Reimbursable Costs shall be established in accordance with the following: 1. All requests for certification of Reimbursable Costs shall be made in writing and directed to the Corporation. The Owner may submit a reimbursement request not more often than once each calendar quarter, and the total amount of all reimbursement requests shall be in accordance with the terms and conditions of this Section 5. The written request for reimbursement shall specify and itemize the improvement costs that have actually been incurred and paid by the Owner for construction of Improvements on each Lot in accordance with this Agreement, by line- item category of costs as set forth in the budget pages in Exhibit A with respect to each Lot, and shall be accompanied by sufficient documentation to provide proof that such costs have been incurred and paid. The Owner shall, at the Corporation’s request, provide additional itemized invoices, receipts or other information that is reasonably requested by the Corporation to confirm that any submitted cost qualifies for reimbursement under this Agreement. The Corporation shall either approve or reject each request for reimbursement in writing within thirty (30) days after the submission thereof. 2. The amounts that are approved by the City shall be the “Certified Reimbursable Costs” under this Agreement. The Certified Reimbursable Costs shall be assigned to an applicable Lot, and the amount of the Certified Reimbursable Costs for such Lot shall be used to determine the duration of the tax abatement as provided in Section 6 for such Lot. 6. Tax Abatement. A. The Lots may be transferred to the Corporation to initiate tax abatement as provided in this Agreement. Lots may be transferred to the Corporation when the Improvements are constructed on each such Lot and when the Owner seeks to initiate the tax abatement period as allowed by this Agreement. Upon the Owner’s transfer of a Lot to the Corporation as allowed by this Agreement, tax abatement shall commence immediately in the year of such transfer. B. The Corporation hereby assigns to the Owner the Corporation’s right to tax abatement for the Redevelopment Project, subject to the terms and conditions of this Agreement. The tax abatement right for each lot shall be for the lesser of (1) twenty-five years or (2) the year in which the total value of the tax abatement provided for a Lot has exceeded the Certified Reimbursable Costs for such Lot. In the event that the value of abatement in the final year of abatement for a Lot exceeds the amount of Certified Reimbursable Costs for such Lot, no Payment in Lieu of Taxes shall be due for such year. C. The Property shall be transferred by the Corporation back to the Owner promptly after such transfer to the Corporation, and the tax abatement authorized above in this Section shall continue in accordance with the terms and conditions of this Agreement. D. Termination of Abatement. The following events shall provide the Corporation with the right to terminate the tax abatement: (1) Failure of the Owner or an authorized purchaser to observe and perform any covenant, condition or agreement as provided in this Agreement. (2) Failure to comply with the schedule of development as set forth in Exhibit A. 4  (3) The filing by the Owner or an authorized purchaser of a petition in involuntary bankruptcy, or failure by the Owner to promptly lift any execution, garnishment or attachment of such consequence as would impair the ability of the Owner to carry on its operation, or adjudication of the Owner as bankrupt, or assignment by the Owner for the benefit of creditors. To the extent that the Owner is a bank, then the placement of the Owner in an involuntary receivership (or similar legal process) by its chartering authority. (4) Failure to pay all required real estate taxes which are assessed against the Property before they become delinquent. (5) Failure of the Owner to pay any personal property or business license taxes which are attributable to the Property or any activities on the Property. (6) The Owner fails to cooperate with and permit, at a reasonable time and upon reasonable prior notice, authorized representative of the City or the Corporation to enter upon the Redevelopment Project during the period of any construction and after completion of the Improvements to determine whether the Redevelopment Project conforms to this Agreement. (7) The failure of the Owner to comply with all Applicable Laws and Requirements. (8) Foreclosure on the Property or any portion thereof by a lender and transfer of the Property or any portion thereof to the lender or a subsequent owner. 7. Inspections. The Corporation may conduct on-site inspections on a periodic basis to ensure compliance with this Agreement. The Owner shall cooperate with the Corporation and permit access to the Project for such inspections at reasonable times, at the request of the Corporation, and with reasonable notice. 8. Appeals. Except as otherwise provided in this Section, an Owner who is aggrieved by the decision of the Corporation with regard to the implementation and enforcement of the Redevelopment Plan and this Agreement may appeal such decision to the Blue Springs City Council. The decision of the City Council shall be final and conclusive. 9. Excusable Delays. The Parties understand and agree that neither Party shall be deemed to be in default of this Agreement because of Excusable Delays. “Excusable Delay” means any delay beyond the reasonable control of the Party affected, caused by damage or destruction by fire or other casualty, strike, shortage or materials, unavailability or labor, unusually adverse weather conditions such as, by way of illustration and not limitation, severe rain storms or below freezing temperatures of abnormal degree or abnormal duration, tornadoes, and any other events or conditions, interfering with the redevelopment and rehabilitation of the Redevelopment Project through the completion of all or any portion of the Improvements, which in fact prevents the Party so affected from discharging its respective obligations hereunder. 10. Indemnification. The Owner shall indemnify the Corporation and its officers from any liability for injury or damage arising from any casualty to persons or property due to the negligence, omission or willful, wrongful act of the Owner in connection with the redevelopment and rehabilitation of the Redevelopment Project through the completion of the Improvements, or arising from a failure of the Corporation or its officers to compel, supervise or inspect any construction, reconstruction or maintenance of the 5 Redevelopment Project. The Owner is responsible for compliance with all Applicable Laws and Requirements and agrees to hold harmless and indemnify the Corporation from and against all suits, claims, costs of defense, damages, injuries, liabilities, costs and/or expenses, including court costs and attorneys fees, resulting from, arising out of, or in any way connected with the Owner’s failure to comply with any applicable state law. 11. Dealings between the Parties. The Parties agree to and shall cooperate and deal with each other in good faith, and shall assist each other whenever possible, appropriate or necessary in the performance of this Agreement. The Parties agree to take such actions (including adopting additional and further resolutions, rules, regulations or codes) and to make, execute and deliver such further and/or additional documents, agreements, instruments and/or understanding as may be required, necessary or convenient to effectuate fully this Agreement and all of the terms, conditions and provisions hereof and to act reasonably and expeditiously in all performances or understanding required under or by this Agreement. The Owner acknowledges that City staff and City representatives work closely with the Corporation, and the rights, duties and obligations of the Corporation under this Agreement may be carried out and completed with the assistance of City staff on behalf of the Corporation. 12. Recording. This Agreement shall be recorded by the Corporation in the office of the Department of Records of Jackson County, Missouri, at Independence. 13. No Waiver. Any failure by either Party to insist upon or enforce any of their respective rights or duties hereunder shall not constitute a waiver, nor shall a failure to insist upon or enforce any rights preclude either Party from insisting upon or enforcing any of their respective rights or duties during the remaining term of this Agreement. 14. Governing Law. This Agreement shall be governed by and construed in accordance with the domestic laws of the State of Missouri without giving effect to any choice or conflict of law provision or rule (whether of the State of Missouri or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Missouri. 15. Severability. If any one or more of the terms, provisions or conditions of this Agreement shall be declared unconstitutional, invalid, illegal or unenforceable by a court of competent jurisdiction, the validity of the remaining terms, conditions and provisions contained herein shall in no way be affected, prejudiced, limited or impaired thereby. 16. Interpretation. As used herein, the plural shall include the singular, the singular shall include the plural, and use of any gender shall be applicable to all genders. 17. Entire Agreement. This Agreement and all Exhibits attached hereto constitute the entire understanding between the Parties and supersede any and all prior agreements or understanding, whether oral or written, pertaining to the subject matter of this Agreement. This Agreement may be amended only by the mutual consent of the Parties, and by the execution of an amendment by the Parties or their respective successors in interest. 6 IN WITNESS WHEREOF, the Parties have set their hand the date and years first above written. PREMIER RE, LLC ________________________________________ Date ____________________________________ STATE OF MISSOURI ) ) SS. COUNTY OF JACKSON ) BE IT REMEMBERED, that on this ____ day of __________, 2017, before me the undersigned, a Notary Public in and for the County and State aforesaid, came _____________________, ______________ of Premier RE, LLC, a Missouri limited liability company, who is personally known to me to be the same person who executed the within instrument on behalf of Premier RE, LLC, and such person duly acknowledged the execution of the same to be the free act and deed of Premier RE, LLC. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year last above written. _____________________________________________ NOTARY PUBLIC [SEAL] My Commission Expires: _________________________________ 7  MAIN CENTER REDEVELOPMENT CORPORATION ________________________________________ Date ____________________________________ STATE OF MISSOURI ) ) SS. COUNTY OF JACKSON ) BE IT REMEMBERED, that on this ____ day of __________, 2017, before me the undersigned, a Notary Public in and for the County and State aforesaid, came _____________________, who is the ______________ of the Main Center Redevelopment Corporation (the “Corporation”), a Missouri redevelopment corporation organized pursuant to Chapter 353 of the Revised Statutes of Missouri, who is personally known to me to be the same person who executed the within instrument on behalf of the Corporation, and such person duly acknowledged the execution of the same to be the free act and deed of the Corporation. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal, the day and year last above written. _____________________________________________ NOTARY PUBLIC [SEAL] My Commission Expires: _________________________________ 8  EXHIBIT A DESCRIPTION OF THE REDEVELOPMENT PROJECT [See Attached Application] 9  EXHIBIT B LEGAL DESCRIPTION OF THE PROPERTY 10