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Home My WebLink AboutURA RES 2019-31 RESOLUTION NO. 2019- _31— A RESOLUTION OF THE URBAN RENEWAL AGENCY OF THE CITY OF CALDWELL, IDAHO APPROVING AND AUTHORIZING EXECUTION OF AN AGREEMENT WITH CALDWELL CINEMA, LLC AND WOLFPACK DEVELOPMENT, LLC FOR PROPERTY LOCATED AT 9"' & ARTHUR. BE IT RESOLVED BY THE BOARD OF. COMMISSIONERS OF' THE URBAN RENEWAL AGENCY OF THE CITY OF CALDWELL,, ILDAHO: Section 1: Agency hereby authorizes its Chairman to execute the Agreement as set forth. in full. Section 2: That this Resolution shall be in full force and effect immediately upon its adoption and approval. ADOPTED AND APPROVED THIS 9T1' day of December, 2019. ATTEST- SECRETARY CITY �0�.,��. Vla M MEMORANDUM To: Commissioners,Urban Renewal Agency of the City of Caldwell, Idaho From: Mark Hilty Date: 11/14/2019 Re: Request for Assignment under the 9t" and Arthur Urban Renewal Project DDA The Economic Development Team has received a request from Caldwell Cinema,LLC and Wolfpack Development, LLC to approve an assignment of the"Commercial Phase"of the 9th and Arthur Urban Renewal Project, more commonly known as the Theater Project. The Commercial Phase consists of development of the two pad sites along the Arthur Street frontage, one of which has been improved with a currently vacant commercial building and the other has been planted with grass. The Development and Disposition Agreement ("DDA") for the Project provides that the Agency may approve an assignment of rights to an"Authorized Successor"provided that such successor agrees to be bound by all terms of the DDA and the Agency is satisfied that the successor has sufficient skill in the area of commercial development or commercial development financing. Relevant portions of the DDA,primarily from Section 106, provide as follows: 1. "Except as provided herein, Developer shall not assign all or any part of this Agreement without the prior written approval of Agency, which approval shall not be unreasonably withheld." 2. "In conveying a portion of the Property to the Authorized Successor, Developer... shall ensure that the obligations set forth herein shall extend to and shall be assumed by the Authorized Successor." 3. "[A]n acceptable Authorized Successor shall be a person or entity that has demonstrated skill in the area of commercial real estate development or financing and who is willing to assume all of Developer's obligations hereunder." 4. "Upon Developer presenting such a potential Authorized Successor, the Agency shall approve such Authorized Successor and the approved Authorized Successor shall then undertake Developer's obligations under this Agreement,and Developer shall be released from all further obligations hereunder." Provided to you with this Memorandum is an Assignment Agreement drafted by the Agency's attorney and approved by both Caldwell Cinema, LLC and Wolfpack Development, LLC. The requested action is for the Agency to approve the assignment. It is anticipated that representatives of Wolfpack will be in attendance to answer questions concerning its skill and experience in commercial real estate. 1 ASSIGNMENT AGREEMENT THIS ASSIGNMENT (Assignment"), is made and entered into this _ day of ,2019,by and between THE URBAN RENEWAL AGENCY of the CITY OF CALDWELL,IDAHO, the duly formed urban renewal agency of the City of Caldwell, State of Idaho ("Agency"), CALDWELL CINEMA, LLC, an Idaho Iimited liability company("Cinema"), and WOLFPACK DEVELOPMENT, LLC, an Idaho limited liability company("Wolfpack"). WHEREAS, Pursuant to Idaho Code 50-2011(b), Agency previously contracted for the redevelopment of the real property known as the 91h and Arthur Urban Renewal Project with KC Gardner Company, L.C. who assigned its rights under that certain Disposition and Development Agreement dated October 17, 2016 ("DDA") to "Developer Affiliate" Cinema as permitted)by Section 106 of the DDA; and WHEREAS, Cinema has developed the Theater Phase and a portion of the Commercial Phase of the 9`h and Arthur Urban Renewal Project as provided in the DDA; and I WHEREAS,Section 106 of the DDA permits Cinema to assign its rights to an"Authorized - Successor" with the approval of Agency provided that the obligations set forth in the DDA shall extend to, and shall be assumed by the Authorized Successor; and WHEREAS, Cinema desires to assign a portion of its rights to Wolfpack as an Authorized Successor; and WHEREAS, Wolfpack is willing to be bound by the terms of the DDA applicable to that portion of the 9`h and Arthur Urban Renewal Project applicable to the portion it would acquire`by such assignment and the Agency finds that Wolfpack has demonstrated skill in the area of commercial real estate development or financing as required by Section 106 of the DDA; and WHEREAS,Pursuant to the DDA,Cinema be shall be released from all Ru-ther obligations under the DDA with respect to those same obligations as assumed by Wolfpack in connection{Ithe portion of the 9`h and Arthur Urban Renewal Project acquired by it. NOW THEREFORE, the undersigned parties agree as follows: I. Pursuant to Section 106 of the DDA, Agency approves Wolfpack as an Authorised Successor to the rights and obligations of the DDA applicable to that portion of the 9`h and Arthur Urban Renewal Project described and depicted on Exhibit A, attached an incorporated by this reference. i 2. Wolfpack assumes all obligations of the DDA applicable to that portion of the 9`h and Arthur Urban Renewal Project described and depicted on Exhibit A, attached an incorporated by this reference. ASSIGNMENT AGREEMENT,Page 1 i. Cinema is released from the obligations of the DDA applicable to that Portion of the 9"' and Arthur Urban Renewal Project described and depicted on Exhibit A, attached all incorporated by this reference. IN WITNESS WHERE-OF, Cinema, Wollpack, and Agency have hereunto caused their nanroes to be subscribed by their officers this day of ,L-.ktWvaber—_, 20 I9. CALDWELL CINEMA, LLC WOLFPACK DEVELOPMENT, LLC ��irr•r r t�s Print: � ,%TV Opt, , " " URBAN RENEWAL AGENCY of the CITY of Iw ,�'' v CALDW ELL, I Flo Ro rl flopper Chair ATTEST. r I Agency Clerk. ASSIGNMENT AGREEMENT,,Page 2