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Agenda Item Review Form
Muskegon City Commission
Commission Meeting Date: May 23, 2023 Title: Brownfield Development & Reimbursement
Agreement, The Meadows at Harbor 31 LLC,
170 Viridian Dr.
Submitted By: Contessa Alexander Department: Economic Development
Brief Summary: Approval of the Brownfield Development and Reimbursement Agreement for The Meadows
at Harbor 31 LLC and to consider the attached resolution.
Detailed Summary:
The Meadows at Harbor 31 is located on 2.5-acres along Muskegon Lake. The proposed redevelopment
activities will include a 21 two-story multi-family duple style residential homes with surrounding grass lawn
areas, sidewalks and roadways creating a walkable community that provides access to Muskegon Lake,
greenspace areas in downtown Muskegon. Sustainable development concepts are proposed throughout the
project including green building techniques and low-impact development and stormwater management. The
total costs for the eligible activities, including contingencies and interest, are $1,961,135. The Brownfield TIF
Revenue will be used to reimburse the Developer for the Developer Eligible Activities incurred and approved
for the Project.
The Total private investment, not including property acquisition, is approximately $7,000,000. Development
is expected to begin this fall through 2024.
The Development & Reimbursement Agreement outlines the procedures for the City to reimburse the
Developer for eligible expenses within the Brownfield Plan. The Authority shall pay 100% of the available
Brownfield TIF Revenue to the Developer to reimburse the costs of Developer Eligible Activities. The
Developer will provide the BRA a request for payment of eligible expenses. The BRA has 30 days to approve
the request. Payments are made on a semi-annual basis when incremental local taxes are captured and
available. This agreement is to be approved by the Brownfield Redevelopment Authority during a special
meeting held on May 23, 2023.
The Brownfield Plan Amendment was approved by the BRA on April 14, 2023 and the Commission on April
25, 2023.
Amount Requested: N/A Amount Budgeted: N/A
Fund(s) or Account(s): Fund(s) or Account(s):
Recommended Motion: Approval of The Meadows at Harbor 31 LLC Brownfield Development and
Reimbursement Agreement and authorize the Mayor and City Clerk to sign.
Check if the following Departments need to approve the item first:
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For City Clerk Use Only:
Commission Action:
DEVELOPMENT AND REIMBURSEMENT AGREEMENT
This DEVELOPMENT AND REIMBURSEMENT AGREEMENT (the “Agreement’)
is made on Mawy2% , 2023 , by and among the CITY OF MUSKEGON
BROWNFIELD REDEVELOPMENT AUTHORITY, a Michigan public body corporate
whose address is 933 Terrace Street, Muskegon, Michigan 49443 (the “Authority’), the
CITY OF MUSKEGON, a public body corporate whose address is 933 Terrace Street,
Muskegon, Michigan 49443 (the “CGity”), and The Meadows at Harbor 31, LLC, a Michigan
limited liability company whose address is 2325 Belmont Center Drive NE, Belmont,
Michigan 49306 (the “Developer’).
RECITALS
A, Pursuant to P.A. 381 of 1996, as amended ("Act 381”), the Authority —
approved and recommended a Brownfield Plan which was duly approved by the City (the
“Plan’), The Plan was amended on April 25, 2023 (the “Amendment,” and, together with
the Plan, the “Brownfield Plan” — See Exhibit A) to identify a new residential multi-family
duplex style rental housing development proposed by the Developer.
B. The Brownfield Plan includes specific eligible activities associated with the
Developer's plan to develop land located at 170 Viridian Drive in Muskegon, Michigan
(collectively, the “Developer Property’).
C. The Developer is in the process of acquiring the Developer Property, which
is included in the Brownfield Plan as an “eligible property” because it was determined to
be a “facility”; as defined by Part 201 of the Natural Resources and Environmental
Protection Act (“Part 201”), or adjacent and contiguous to an “eligible property.”
D. The Developer intends to conduct eligible activities on the Developer
Property including the construction of 21 two-story multi-family duplex style residential
homes with surrounding grass lawn areas, sidewalks and roadways (the “Project”),
including department specific environmental activities, site preparation and infrastructure
improvement activities, a 15% contingency and _ brownfield plan
preparation/implementation, as described in the Brownfield Plan, with an estimated cost
of $1,640,450 (the “Developer Eligible Activities’), All of the Developer Eligible
Activities are eligible for reimbursement under Act 381. The total cost of the Eligible
Activities, including contingencies and interest, are $1,961,135 (the “Total Eligible
Brownfield TIF Costs’).
E, Act 381 permits the Authority to capture and use local and certain school
property tax revenues generated from the incremental increase in property value of a
redeveloped brownfield site constituting an “eligible property” under Act 381 (the
“Brownfield TIF Revenue’) to pay or to reimburse the payment of Eligible Activities
conducted on the “eligible property.” The Brownfield TIF Revenue will be used to
reimburse the Developer for the Developer Eligible Activities incurred and approved for
the Project.
F, in accordance with Act 381, the parties desire to establish the procedure for
using the available Brownfield TIF Revenue generated from the Property to reimburse the
Developer for completion of Eligible Activities on the Property in an amount not to exceed
the Total Eligible Brownfield TIF Costs.
NOW, THERFORE, the parties agree as follows:
1. Reimbursement Source.
(a) During the Term (as defined below) of this Agreement, and except as set
forth in paragraph 2 below, the Authority shall reimburse the Developer for the costs of
their Eligible Activities conducted on the Developer Property from the Brownfield TIF
Revenue collected from the real and taxable personal property taxes on the Developer
Property. The amount reimbursed to the Developer for their Eligible Activities shall not
exceed the Total Eligible Brownfield TIF Costs, and reimbursements shall be made on
approved costs submitted and approved in connection with the Developer Eligible
Activities, as follows:
(i) the Authority shall pay 100% of available Brownfield TIF Revenue to
Developer to reimburse the cost of the Developer Eligible Activities submitted and
approved for reimbursement by the Authority until Developer is fully reimbursed;
and
(b) | The Authority shall capture Brownfield TIF Revenue from the Property and
reimburse the Developer for their Eligible Activities until the earlier of the Developer being
fully reimbursed or December 31, 2051. Unless otherwise prepaid by the Authority,
payments to the Developer shall be made on a semi-annual basis as incremental local
taxes are captured and available.
2. Developer Reimbursement Process.
(a) The Developer shall submit to the Authority, not more frequently than on a
quarterly basis, a “Request for Cost Reimbursement” for Developer Eligible Activities paid
for by the Developer during the prior period. All costs for the Developer Eligible Activities
must be consistent with the approved Brownfield Plan. The Developer must include
documentation sufficient for the Authority to determine whether the costs incurred were
for Developer Eligible Activities, including detailed invoices and proof of payment. Copies
of all invoices for Developer Eligible Activities must note what Developer Eligible Activities
they support.
(b) Unless the Authority disputes whether such costs are for Developer Eligible
Activities within thirty (30) days after receiving a Request for Cost Reimbursement from
the Developer, the Authority shall pay the Developer the amounts for which submissions
have been made pursuant to paragraph 2(a) of this Agreement in accordance with the
priority set forth in paragraph 1, from which the submission may be wholly or partially paid
from available Brownfield TIF Revenue from the Developer Property.
(i) The Developer shall cooperate with the Authority’s review of its
Request for Cost Reimbursement by providing supplemental information and
documentation which may be reasonably requested by the Authority.
(ii) If the Authority determines that requested costs are ineligible for
reimbursement, the Authority shall notify the Developer in writing of its reasons for
such ineligibility within the Authority's thirty (30) day period of review. The
Developer shall then have thirty (30) days to provide supplemental information or
documents to the Authority demonstrating that the costs are for Developer Eligible
Activities and are eligible for reimbursement.
(c) {fa partial payment is made to the Developer by the Authority because of
insufficient Brownfield TIF Revenue captured in the semi-annual period for which
reimbursement is sought, the Authority shall make additional payments toward the
remaining amount within thirty (30) days of its receipt of additional Brownfield TIF
Revenue from the Developer Property until all of the amounts for which submissions have
been made have been fully paid to the Developer, or by the end of the Term (as defined
below), whichever occurs first. The Authority is not required to reimburse the Developer
from any source other than Brownfield TIF Revenue.
(d) The Authority shall send all payments to the Developer by registered or
certified mail, addressed to the Developer at the address shown above, or by electronic
funds transfer directly to the Developer’s bank account. The Developer may change its
address by providing written notice sent by registered or certified mail to the Authority.
4, Term of Agreement.
The Authority's obligation to reimburse the Developer for the Total Eligible
Brownfield TIF Costs incurred by each party under this Agreement shall terminate the
earlier of the date when all reimbursements to the Developer required under this
Agreement have been made or December 31, 2051 (the “Term’), If the Brownfield TIF
Revenue ends before all of the Total Eligible Brownfield TIF Costs have been fully
reimbursed to the Developer, the last reimbursement payment by the Authority shall be
paid from the summer and winter tax increment revenue collected during the final year of
this Agreement.
5. Adjustmenis.
lf, due to an appeal of any tax assessment or reassessment of any portion of the
Developer Property, or for any other reason, the Authority is required to reimburse any
Brownfield TIF Revenue to any tax levying unit of government, the Authority may deduct
the amount of any such reimbursement, including interest and penalties, from any
amounts due and owing to the Developer. If all amounts due to the Developer under this
Agreement have been fully paid or the Authority is no longer obligated to make any further
payments to the Developer, the Authority shall invoice the Developer for the amount of
such reimbursement and the Developer shall pay the Authority such invoiced amount
within thirty (30) days of the receipt of the invoice. Amounts withheld by or invoiced and
paid to the Authority by the Developer pursuant to this paragraph shall be reinstated as
Developer Eligible Activities, respectively, for which the Developer shall have the
opportunity to be reimbursed in accordance with the terms, conditions, and limitations of
this Agreement. Nothing in this Agreement shall limit the right of the Developer to appeal
any tax assessment.
6. Legislative Authorization.
This Agreement is governed by and subject to the restrictions set forth in Act 381.
lf there is legislation enacted in the future that alters or affects the amount of Brownfield
TIF Revenue subject to capture, eligible property, or Eligible Activities, then the
Developer's rights and the Authority’s obligations under this Agreement shall be modified
accordingly as required by law, or by agreement of the parties.
7. Notices.
All notices shall be given by registered or certified mail addressed to the parties at
their respective addresses as shown above. Any party may change the address by
written notice sent by registered or certified mail to the other party.
8, Assignment.
This Agreement and the rights and obligations under this Agreement shall not be
assigned or otherwise transferred by any party without the consent of the other party,
which shail not be unreasonably withheld, provided, however, the Developer may assign
their interest in this Agreement to an affiliate without the prior written consent of the
Authority if such affiliate acknowledges its obligations to the Authority under this
Agreement upon assignment in writing on or prior to the effective date of such
assignment, provided, further, that the Developer may each makea collateral assignment
of their share of the Brownfield TIF Revenue for project financing purposes. As used in
this paragraph, “affiliate” means any corporation, company, partnership, limited liability
company, trust, sole proprietorship or other entity or individual which (a) is owned or
controlled by the Developer, (b) owns or controls the Developer or (c) is under common
ownership or control with the Developer. This Agreement shall be binding upon and inure
to the benefit of any successors or permitted assigns of the parties.
9, Entire Agreement.
This Agreement supersedes all agreements previously made between the parties
relating to the subject matter. There are no other understandings or agreements between
the parties.
10. Non-Waiver.
No delay or failure by either party fo exercise any right under this Agreement, and
no partial or single exercise of that right, constitutes a waiver of that or any other right,
unless otherwise expressly provided herein.
11. Governing Law.
This Agreement shall be construed in accordance with and governed by the laws
of the State of Michigan.
12. Counterparts.
This Agreement may be executed in two or more counterparts, each of which shall
be deemed an original but all of which together shall constitute one and the same
instrument.
[Signature page follows]
The parties have executed this Agreement on the date set forth above.
CITY OF MUSKEGON BROWNFIELD
REDEVELOPMENT AUTHORITY
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CITY OF "ye
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BY: Kenaahnson
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The Meadows at Harbor 31, LLG
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‘By: Mirchae (J. /fa.senr~
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19886336-2
Signature Page to Development and Reimbursement Agreement
RESOLUTION APPROVING THE BROWNFIELD
DEVELOPMENT AND REIMBURSEMENT AGREEMENT
The Meadows at Harbor 31 LLC, 170 Viridian Dr. The
Meadows at Harbor 31
County of Muskegon, Michigan
2023-May 23
2023-61 (h)
Minutes of a Regular Meeting of the City Commission of the City of Muskegon, County of
Muskegon, Michigan (the "City"), held in the City Commission Chambers on the 23 day of May,
2023 at 5:30 p.m., prevailing Eastern Time.
PRESENT: Ramsey, German, Gorman, Emory, St.Clair, Johnson, and Hood
ABSENT: None
The following preamble and resolution were offered by Commissioner Ramsey and
supported by Commissioner Emory.
WHEREAS, in accordance with the provisions of Act 381, Public Acts of Michigan, 1996,
as amended ("Act 381"), the City of Muskegon Brownfield Redevelopment Authority (the
"Authority") has prepared and approved a Development and Reimbursement Agreement; and
WHEREAS, the Authority has forwarded the Development and Reimbursement
Agreement to the City Commission requesting its approval of the Development and
Reimbursement Agreement and
NOW, THEREFORE, BEIT RESOLVED THAT:
1. That the Brownfield Plan constitutes a public purpose under Act 381.
2. That the Brownfield Plan meets all the requirements of Section 13(1) of Act 381.
3. That the proposed method of financing the costs of the eligible activities, as identified
in the Brownfield Plan and defined in Act 381, is feasible and the Authority has the
authority to arrange the financing.
4. That the costs of the eligible activities proposed in the Brownfield Plan are
reasonable and necessary to carry out the purposes of Act 381.
5. That the amount of captured taxable value estimated to result from the adoption of the
Brownfield Plan is reasonable.
6. That the Development and Reimbursement Agreement is approved and is effective
immediately.
7. That all resolutions or parts of resolutions in conflict herewith shall be and the same are
hereby rescinded.
Be it Further Resolved that the Mayor and City Clerk are hereby authorized to execute all
documents necessary or appropriate to implement the provisions of the Brownfield Plan.
AYES: Gorman, Emory, St.Clair, Johnson, Hood, Ramsey, and German
NAYS: None
ABSENT: None
RESOLUTION DECLARED APPROVED.
"Kenneth D. Johnson, Mayor
QA de ah
Ann Marie Meisch, City Clerk
| hereby certify that the foregoing is a true and complete copy of a resolution adopted by the
City Commission of the City of Muskegon, County of Muskegon, State of Michigan, at a regular
meeting held on May 23, 2023 and that said meeting was conducted and public notice of said
meeting was given pursuant to and in full compliance with the Open Meetings Act,being Act 267,
Public Acts of Michigan, 1976, as amended, and that the minutes of said meetingwere kept and will
be or have been made available as required by said Act.
Ann Marie Meisch, City Clerk
City of Muskegon
Brownfield Redevelopment Authority
County of Muskegon, State of Michigan
RESOLUTION APPROVING BROWNFIELD DEVELOPMENT AND REIMBURSEMENT
AGREEMENT
Harbor 31 LLC
The Meadows at Harbor 31, 105 Viridian Drive
Minutes of a meeting of the Board of the City of Muskegon Brownfield Redevelopment
Authority (“Authority”), County of Muskegon, State of Michigan, held in the City Hall on the 23 of
May, 2023 at 10:30 a.m., prevailing Eastern Time.
PRESENT: Members BTac cant K Red, M-Kleavele na, HSy-horei, HM BoHonlens Bll ast MKS,
J. Riealey, T.SeyPerth
T. Moore,
ABSENT: Members -T- aac, sr, S:BlACE, D. Pellet
Tr, H- Tohnson.
The following preamble and resolution were offered by Memberd-@icele _ and
supported by Member B-1 Ov rent:
WHEREAS, the Authority approved a Brownfield Plan Amendment to include The
Meadows at Harbor 31 (“Project”) during its meeting on April 11, 2023;
WHEREAS, the Adelaide Pointe Project Brownfield Plan Amendment includes tax
increment financing to pay for certain eligible activities related to the Project;
WHEREAS, a Development and Reimbursement Agreement between the City and
Harbor 31 LLC has been negotiated to provide for reimbursement of the costs of eligible
activities identified in the Brownfield Plan Amendment.
NOW, THEREFORE, BE IT RESOLVED AS FOLLOWS:
1. The Development and Reimbursement Agreement between the City and Harbor 31
LLC for The Meadows at Harbor 31 Brownfield Plan Amendment is necessary to
facilitate the implementation of the Brownfield Plan.
2. The Authority hereby approves the Development and Reimbursement Agreement
for
The Meadows at Harbor 31 Brownfield Plan, and recommends the approval of the
Agreement by the Muskegon City Commission.
3. Repealer. All resolutions and parts of resolution in conflict with the provisions of this
resolution are hereby repealed or amended to the extent of such conflict.
AYEs: _%
NAYS: | Kew
RESOLUTION DECLARED ADOPTED.
air
| hereby certify that the foregoing is a true and complete copy of a resolution adopted by
the Board of the City of Muskegon Brownfield Redevelopment Authority, County of Muskegon,
State of Michigan, at a meeting held on May 23, 2023, and that sald meeting was conducted
and public notice of said meeting was given pursuant fo and in full compliance with the Open
Meetings Act, being Act 267, Public Acts of Michigan, 1976, and that the minutes of said
meeting were kept and will be or have been made available as required by said Act.
«Heal eliniely
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