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HomeMy WebLinkAboutUpdated Resolution - 3/12/20261 SALT LAKE CITY COMMUNITY REINVESTMENT AGENCY RESOLUTION NO. NWQ LLC Phase IV Tax Increment Reimbursement Agreement RESOLUTION OF THE BOARD OF DIRECTORS OF THE SALT LAKE CITY COMMUNITY REINVESTMENT AGENCY APPROVING A TAX INCREMENT REIMBURSEMENT AGREEMENT WITH NWQ, LLC FOR PHASE IV OF ITS DEVELOPMENT. WHEREAS, the Salt Lake City Community Reinvestment Agency (CRA) was created to transact the business and exercise the powers provided for in the Utah Community Reinvestment Agency Act. WHEREAS, pursuant to CRA Resolution 1-2018 and Salt Lake City (City) Ordinance 1- 2018, the CRA and City adopted the Northwest Quadrant Community Reinvestment Area Plan (Project Area). WHEREAS, the CRA and City entered into an interlocal agreement authorizing use of 75% of the City’s tax increment (Project Area Increment) to support the implementation of the Project Area plan. WHEREAS, the CRA entered into a Master Development and Reimbursement Agreement with NWQ, LLC (Developer) that specifies up to 70% of Project Area Increment generated from Developer’s respective property shall be available for reimbursement pending the execution of a tax increment reimbursement agreement (Agreement). WHEREAS, pursuant to CRA Resolution 26-2018, the CRA has established a tax increment reimbursement policy for the Northwest Quadrant Community Reinvestment Area (NWQ TI Policy) that establishes the policies and procedures for entering into an Agreement with Developer. WHEREAS, pursuant to the NWQ TI Policy, Developer entered into an Agreement with the CRA on May 12, 2020 for phase I of their development, and an Agreement on October 12, 2025 for phases II and III. WHEREAS, for phase IV of its development, Developer is constructing improvements on an additional 25.1 acres within the Project Area (Property) for the purpose of constructing warehouses, industrial, manufacturing and distribution-related facilities, a global logistics center for energy production, and associated infrastructure (Project-Specific Improvements). WHEREAS, Developer also intends to develop the Property with utility and stormwater management infrastructure that will facilitate the development of the larger Project Area (Systemwide Improvements), consistent with the Northwest Quadrant Community Reinvestment Area Plan. WHEREAS, Developer’s development of the Project-Specific Improvements and 2 Systemwide Improvements will contribute to achieving the goals, policies, and purposes of the Project Area plan. WHEREAS, to facilitate Developer’s development of the Project-Specific Improvements and Systemwide Improvements, the CRA is willing to provide a reimbursement of Project Area Increment from the Property to Developer in the maximum amount of $1,544,202. WHEREAS, it is the intent of the Board that this reimbursement of Project Area Increment is intended solely to support the development of warehouses, industrial, manufacturing and distribution-related uses, a global logistics center for energy production, and associated public infrastructure, and is not intended for any other category of development or uses. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE SALT LAKE CITY COMMUNITY REINVESTMENT AGENCY, that the term sheet for the tax increment reimbursement agreement between the CRA and Developer, attached as Exhibit A, is hereby approved. The Board finds that the proposed development will contribute to achieving the goals, policies, and purposes of the Northwest Quadrant Project Area plan. The Board hereby authorizes the Executive Director to negotiate and execute a tax increment reimbursement agreement with NWQ LLC consistent with the term sheet. The documents shall also incorporate such other terms as recommended by the Salt Lake City Attorney’s Office. Passed by the Board of Directors of the Salt Lake City Community Reinvestment Agency, this day of , 2026 Dan Dugan, Chair Transmitted to the Executive Director on . The Executive Director: does not request reconsideration requests reconsideration at the next regular Agency meeting. Erin Mendenhall, Executive Director Approved as to form: /s/ Jennifer Huntsman__________ Salt Lake City Attorney’s Office Jennifer Huntsman ATTEST: 3 CITY RECORDER 1 4908-3469-1982.v3 EXHIBIT A TO RESOLUTION Term Sheet for Tax Increment Reimbursement Agreement between CRA and NWQ LLC for Phase IV  Property: Tax increment shall be reimbursed from Developer’s Phase IV development, which is more particularly described in Exhibit 1 to this term sheet (the “Property”).  Reimbursable Improvements: The CRA will agree to provide an annual tax increment reimbursement (each a “TI Reimbursement”) to Developer for certain improvements that have been identified as eligible for reimbursement based in part on Developer’s representation that such improvements will be used in support of warehouses, a global logistics center for power/energy, industrial, manufacturing and distribution solutions, and associated uses, subject to applicable laws and ordinances and applicable provisions of the Master Development and Reimbursement Agreement, Northwest Quadrant (West), effective January 31, 2018 between Salt Lake City Corporation, NWQ, LLC and the CRA (f/k/a Redevelopment Agency of Salt Lake City). The annual reimbursement may be applied to any of the listed improvements as long as the conditions for payment are met. Total Eligible Reimbursable Improvements may exceed the Maximum Reimbursement Amount, however, the CRA is only obligated to reimburse up to the Maximum Reimbursement (defined below). Reimbursable Improvements are as follows: Type Improvement Description of Costs Amount Systemwide Improvements Mobilization to prepare site for construction $56,773 SWPPP Prevention Plan to reduce runoff into $60,950 Earthwork $217,675 Site Work $191,764 Concrete & HMA $220,648 Waterline Extension $341,815 Storm Drain $200,007 Dry Utilities buildings including electricity, natural $118,950 Hydro Seed Seeding for erosion control $42,000 Site Wide – Import Fill Fill required to stabilize soil conditions. $747,938 Storm Drain Easement Necessary system wide improvement required by SLC Public Utilities. $1,600,307 Land Dedication $608,685 2 4908-3469-1982.v3 Project-specific Improvements (Phase IV) Imported Fill Building present risk of liquefaction and poor $310,241 20 Mil Vapor Barrier building footprint to mitigate the risk of environmental vapor intrusion pathways that arise from the former $829,715 Soft Spot Repair Imported cobble, rock, and fill required to fix and remediate poor soils. $88,268 Insulated Sandwich Panels up panels and high-insulating sandwich panels to promote sustainable $776,754 Total Reimbursable Improvements $6,412,487 NOTE: A cost escalator of 10% per line item may be applied to address inflation or market increases as improvements are developed over time; however, the Maximum Reimbursement (defined below) will not increase unless otherwise agreed to in writing by CRA pursuant to the TI Reimbursement Agreement.  CRA Participation: The CRA will agree to reimburse the Developer up to 70% of the annual tax increment the CRA is entitled to receive from the Property, subject to the terms of a written agreement between Developer and the CRA (“TI Reimbursement Agreement”), for a term of 20 years or the sum of the remaining collection years of the Project Area, whichever is less. As currently defined, the Project Area is set to end collection in tax year 2038. The first annual TI Reimbursement payment shall be due in fiscal year 2027-2028 for the 2026 tax year.  Maximum Reimbursement: The maximum amount available for TI Reimbursement shall be $1,544,202 (“Maximum Reimbursement”). The actual TI Reimbursement paid to Developer may be lower or higher than the projected amount based on actual increment generated from the Property and compliance of each Reimbursable Improvement with the requirements of the TI Reimbursement Agreement, provided, however, that the maximum total amount of the reimbursement shall not exceed the Maximum Reimbursement. In the event that tax increment revenue the CRA is entitled to receive from the NWQ Project Area exceeds the Maximum Reimbursement, Developer may request an increase in the Maximum Reimbursement, which the CRA Board may authorize in its sole discretion.  Conditions to Payment: CRA will provide an annual TI Reimbursement payment for the Reimbursable Improvements once the following information is satisfactorily provided (in a form and substance satisfactory to CRA in its sole discretion): 1. A description and/or depiction of the Reimbursable Improvements for which Developer is seeking reimbursement for that year. 2. Evidence reasonably acceptable to the CRA that the Reimbursable Improvements for which Developer is seeking reimbursement for that year: (a) have been completed and paid in full, (b) comply with all City ordinances and permit requirements, all applicable state laws; and (c) are consistent with the intent of the CRA that the improvements support the development and 3 4908-3469-1982.v3 operation of a global logistics center for power/energy, industrial, manufacturing and distribution solutions, warehouses, and associated uses. 3. A list of tax parcels comprising the area to be served by the Reimbursable Improvement(s) (“Improvement Area”), including owners and parcel numbers. 4. A map or drawing clearly identifying the boundaries of the Improvement Area, including the location of the Reimbursable Improvements. 5. The total actual cost of the Reimbursable Improvements paid by Developer, with executed construction contracts, supporting invoices, proof of payment, or other written documentation acceptable to the CRA. 6. Disclosure of any other sources of revenue and/or financing used to pay for the Reimbursable Improvements, including but not limited to grants or loans from other governmental entities, impact fee reimbursements, additional tax increment sources, or reimbursements from pioneering agreements (“Other Reimbursements”). 7. Evidence reasonably acceptable to CRA that no mechanic’s and materialmen’s liens, or other financial encumbrances related to payment to contractors for the Reimbursable Improvements have been or will be recorded against the Property. 8. Evidence reasonably acceptable to CRA that no material or adverse changes have occurred in the finances, business, operations, or affairs of Developer. 9. Evidence reasonably acceptable to the CRA that construction of the Reimbursable Improvements is in compliance with all laws and regulations. • Maintenance of Reimbursable Improvements: Developer shall, during the term of the TI Reimbursement Agreement and unless ownership has been transferred to the City, maintain in good repair and condition, consistent with applicable laws, generally accepted engineering standards, and take steps to ensure the intended use of the Property is consistent with the NWQ Community Reinvestment Area Plan, the Reimbursable Improvements for which CRA provides TI reimbursement. Failure to do so will result in a breach of the reimbursement agreement and may subject Developer to claw back of all or some portion of TI Reimbursement payments.  Transfer of Property: Developer reserves the right to TI Reimbursements for Reimbursable Improvements even if Developer sells any portion of the Property to a third-party. Any assignment of the right to receive TI Reimbursements under the Reimbursement Agreement must be in writing, signed by Developer and approved by CRA in its sole discretion, and must include specific details regarding the right or amount of reimbursement to be transferred to a third party.  Conditions for Agreement Execution: 1. CRA Board must approve the terms of the TI Reimbursement Agreement. 2. Developer must obtain all required City approvals for the Reimbursable Improvements. 3. Developer must receive approval from the CRA and its legal counsel on all matters pertaining to title; legality of the reimbursement request; the legality, sufficiency, and the form and substance of all documents that are deemed reasonably necessary for the transaction; and compliance with applicable laws and CRA policies. 4. Such other terms as recommended by the CRA’s legal counsel and staff. 4 4908-3469-1982.v3 EXHIBIT 1 TO TERM SHEET Legal Description and Map Proposed Legal Description per current SLC plat application: SLC Port GLC Phase 4 Plat “A” Subdivision lots 1, and 2. Metes and Bounds description – Pre plat recordation A parcel of land being a part of an entire tract being described as "Parcel 3 Adjusted” in that Notice of Lot Line Adjustment Approval recorded July 10, 2018 as Entry No. 12807806 in Book 10692 at Page 2576; in the Office of the Salt Lake County Recorder. Said parcel of land is located in the Southwest Quarter, and Southeast Quarter, of Section 28, Township 1 North, Range 2 West, Salt Lake Base and Meridian and is described as follows: Beginning at a point on the northerly line of that 700 North Roadway Dedication Recorded January 31, 2023 as Entry No. 14067628, in Book 2023P, at Page 023 in the Office of said Recorder, which is 51.00 feet N.00°15'56"E. along the Quarter Section Line from the South Quarter Corner of said Section 28; thence westerly along the northerly line of said 700 North Roadway Dedication N.89°45'50"W. 1,530.58 feet; thence N.00°23'17"E. 527.00 feet; thence S.89°45'50"E. 1529.18 feet; thence S.89°45'13"E. 542.44 feet; thence S.00°21'30"E. 527.03 feet to the northerly line of said 700 North Roadway Dedication; thence westerly along the northerly line of said 700 North Roadway Dedication N.89°45'13"W. 547.90 feet to the Point of Beginning. The above-described entire tract contains 1,093,553 Sq. Ft., in area or 25.105 Acres, more or less. 2 Lots. 8 Error! Unknown document property name.