HomeMy WebLinkAboutURA RES 2024-21 Wolfpack DDA AmendmentRESOLUTION NO. 2024- 2-1
A RESOLUTION OF THE CALDWELL URBAN RENEWAL AGENCY
AUTHORIZING THE EXECUTION OF AN AMENDMENT TO THE DISPOSITION
AND DEVELOPMENT AGREEMENT WITH WOLFPACK DEVELOPMENT, LLC.
BE IT HEREBY RESOLVED by the Caldwell Urban Renewal Agency authorizes the
execution of the agreement made part hereof and set forth in full with Wolfpack Development,
LLC.
PASSED BY THE CALDWELL URBAN RENEWAL AGENCY this 14`h day of October,
2024.
APPROVED BY THE CHAIRMAN OF THE URBAN RENEWAL AGENCY OF THE
CITY OF CALDWELL on this 14`h day of October, 2024.
ATTEST:
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AMENDMENT TO
DISPOSITION AND DEVELOPMENT AGREEMENT
THIS AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT
("Amendment") is made effective October 14, 2024 between the.Urban Renewal Agency of the
City of Caldwell, Idaho, a public body, corporate and politic, organized pursuant to the Idaho
Urban Renewal Law, Title 50, Chapter 20, Idaho Code as amended ("Agency"), and Wolfpack
Development, LLC, an Idaho limited liability company ("WoUpacle), as the successor in interest
to Caldwell Cinema, LLC, an Idaho limited liability company ("Original Developer"), the
original developer under the Original DDA (as defined below):
A. Caldwell Cinema, LLC, entered into that certain Disposition and Development
Agreement dated effective October 17, 2016 (the "Original DDA") for the purpose of
memorializing the disposition of Agency owned property to Original Developer to facilitate the
Project as defined therein. The Original DDA was divided into two phases, the Theater Phase and
the Commercial Phase, and four parcels identified as Parcels A though D on Exhibit A, attached
and incorporated by this referrice. Original Developer completed the Theater Phase and, with the
consent of Agency, assigned the Commercial Phase to Wolfpack pursuant to that certain
Assignment Agreement dated effective about November 14, 2019.
B. Following completion of the Theater Phase, which consists of a purpose-built
cinema complex, and before completion of the Commercial Phase, the Covid 19 pandemic had a
dramatic and adverse impact on the motion picture industry. As a consequence, development of
the Commercial Phase, intended to be complementary to and benefit from the Theater Phase, was
delayed due to causes beyond the reasonable control of either Original Developer or Wolfpack and
has been only partially completed.
C. To facilitate final completion of the Commercial Phase by Wolfpack the parties
have agreed to modify the Schedule of Performance for the completion of the Commercial Phase.
D. To memorialize partial completion of the Commercial Phase, the parties have
agreed to issue a Certificate of completion for Parcels C and D depicted on Exhibit A.
AGREEMENT:
NOW, THEREFORE, in consideration of the foregoing Recitals, the agreements set forth
herein, and for other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, Agency and Wolfpack hereby agree as follows:
1. Defined Terms. All capitalized terms not otherwise defined herein shall have the
meanings set forth in the Original DDA.
AMENDMENT TO DDA - 1
2. Amended Schedule for Commercial Phase. The Schedule of Performance
deadlines set forth in the Original DDA are amended as follows:
a. Agency approval of final design and proof of financing for Commercial
Phase. March 9, 2026.
b. Government approvals and permits for Commercial Phase. August 9, 2026.
c. Commencement of construction of Commercial Phase. September 9, 2026.
d. Completion of Construction. Construction shall be diligently and
continuously pursued to completion subject to reasonable delays for events
beyond Wolfpack's control as provided in Section VI.E. [§605] of the Original
DDA.
3. Certificate of Partial Completion. The parties agree and acknowledge that portion
of the Commercial Phase on Parcels C and D, as depicted on Exhibit A, has been completed.
Section V.G. [§325] is hereby amended to permit the issuance of a partial Certificate of
Completion for Parcels C and D in substantially the form attached hereto as Exhibit B.
4. Notices. Section VI.A. [§601] is hereby amended to provide the notice address for
Wolfpack and an updated notice address for Agency as follows:
Wolfpack Development, LLC
Attn: Jeffrey Dancer
24245 Boise River Rd.
Parma, Idaho 83660
Urban Renewal Agency of the City of Caldwell, Idaho
Attn: Agency Secretary
205 S. 6" Ave.
Caldwell, Idaho 83605
5. Counterparts. This Amendment may be executed in multiple counterparts, each
of which shall be deemed an original, but all of which, together, shall constitute one and the same
instrument.
6. Ratification. Except as amended by this Amendment, the Original DDA (as may
have been previously amended) is hereby ratified and confirmed and all other terms, provisions
and conditions of the Original DDA shall remain in full force and effect, unaltered, unwaived and
unchanged by this Amendment.
AMENDMENT TO DDA - 2
EXECUTED as of the date first above written.
AGENCY:
Urban Renewal
Chair
2024
WOLFPACK:
Wolfpack Development, LLC
JeHO jiff
17,2u9:54 MDT)
By:
Jeff Dancer
Its: Member or Manager
Oct 17, 2024 . 2024
Idaho
AMENDMENT TO DDA - 3
Exhibit A
(Depiction of Site Parcels)
AMENDMENT TO DDA - 4
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REFERENCES
Rlw RECORD OF SURVEY, INSTRUMENT No, DW268.
R2w CALDWELL ORICINAL. BOOK )A OF PLA:5. PACE S.
VEY Ram RECORD OF SURINSTRUMENT Na. 2015-0•.559..
'R4i RECORD OF. SURVEY INSTRUMENT No, 20I6-01})13
RSA RECORD Or SURVEr INSTRUMENT ND: IDDSC3165e
R6: CORPORA)E.WARRANTr DEED. INSTRUMENT No.
2015-0509S2
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IN!BEARING
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DISTANcr
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CERTIFICATE OF SURVEYOR
L Nol.on J. 00nD OO;heeeDF Certify In., I Dm e
ROD/al.T Land Surveyor, Iiaennd of I" SIOte D'
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(20B)_486-4227
I
2024-033778
RECORDED
10/18/2024 02:11 PM
00834867202400337780030034
RICK HOGABOAM
CANYON COUNTY RECORDER
Pgs=3 LBERG NO FEE
MISC
CITY OF CALDWELL
above space for recorder's information
CERTIFICATE OF PARTIAL COMPLETION
The Urban Renewal Agency of Caldwell, Idaho ("Agency"), an independent public body
corporate and politic, exercising governmental functions and powers and organized and existing
under the Idaho Urban Renewal Law of 1965 (Chapter 20, Title 50, Idaho Code), whose street
address is 205 S. 6th Ave., Caldwell, Idaho 83605, hereby certifies that all the required
improvements, construction and redevelopment regarding Parcels C and D as depicted on Exhibit
A, attached and incorporated by this reference, have been completed as required by that certain
Disposition and Development Agreement dated effective October 17, 2016 ("DDA"). The
construction and completion of redevelopment of Parcels C and D has been completed in
accordance with the provisions and conform with the uses specified in the Urban Renewal Plan
for the Caldwell East Urban Renewal Project (the "Plan"), which Plan is incorporated herein by
reference. Parcels C and D as constructed also meet the requirements set forth in the DDA, which
DDA is incorporated herein by reference.
This Certificate of Partial Completion is issued in accordance with Section V.G. [§325] of
the DDA, as amended on October 14, 2024, and is for Parcels C and D only. This Certificate of
Partial Completion shall be a conclusive determination of the satisfaction of the agreements and
requirements by both Developer, its successor, and the Agency as set forth in the DDA as it relates
to Parcels C and D, provided that the Agency does not hereby relinquish any right to enforce the
covenants that specifically survive such completion of construction and remain as terms of the
DDA, including without limitation the obligation to complete the Commercial Phase in its entirety
and the Special Warranty Deed conveying Parcels C and D to the Developer pursuant to the DDA.
[end of text]
AMENDMENT TO DDA -1
DATED this 14� day of ► ,�1 r , 2024.
ATTEST:
Agency Secretary
STATE OF IDAHO
) ss.
COUNTY OF CANYON
URBAN RENEW.
Jim
of the CITY of
\`0%%lI I I ul////
,,\Y OF THE
� ��C ,......., ell,
`•'ATE .
%'•. SEAL
On this day of�(��/ , 2024, before me the undersigned, a Notary
Public in and for said State personally appeared Jim Porter known or identified to me to be the
Chair of The Urban Renewal Agency of the City of Caldwell, Idaho that executed the said
instrument, and acknowledged to me that such Agency executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
1,91,111,108 '4 e&t
c�••C>���'•K: p�r,,�� NOTAR PUB IC OR I O
e0 PRY P �i Residence: cif U
6 : A
Q: 0 �. ; ? My Commission Expires: J a�
*SEAL
COMh11Ss10N
NUMBER �; O
'• J1 �• 69113 .• r
,,��''•�qPE �OF ��P �
AMENDMENT TO DDA - 2
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Int]a' No. 4J4-22-J-2-D-01-08
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REFERENCES
RfR£CORD OF 6URVLY. msiftuYCNT No. 563256,
R):. CALDNELL ORICINAL ROOrr 1A OF P"75, PAOF 6,
RJR RECORD OF SURVCY INsrft.CNT "a. 2015-0.1959
R•: RECORD OF SURYLY INSrRUYCNT No. )016-01f)13
VEY 05m RECORD OF SURINSTRU95 YCNT No. r90J 165E
R6. CORPORATE IVARRANTY O_CO. INSTRUMENT No.
20 fS-050DS2
LINE TABLE
N 6 IN I TAN
Lt N 43'4635 E 1 119.90
L1 R3 S 43•e6.22- Wl 119.87'
L2 IN 43-4535 E I136.52
N 43'564e E 1 40.00
CERRFMAM OF SURVEYOR
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.o.o re CDTJtnlafiOp at JDid aYMY end lnol 11
isN /almilY Ifl A. C.",PeroefNb.h a
r1Ae k�. W.". code 55-1601 W.,,QA 55-16i2.
P.L.S. IIA63
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