45-05 Ordinance RECORD OF ORDINANCES
Dayton Legal Blank. Inc. Form No. 30043
45-OS
Ordinance No. Pcissed , 20
AN ORDINANCE DECLARING IMPROVEMENTS TO CERTAIN
REAL PROPERTY TO BE DEVELOPED AS KROGER CENTRE TO
BE A PUBLIC PURPOSE, DESCRIBING THE PUBLIC
INFRASTRUCTURE IMPROVEMENTS TO BE MADE TO BENEFIT
THE PARCELS OF SUCH DEVELOPMENT, REQUIRING THE
OWNER THEREOF TO MAKE SERVICE PAYMENTS IN LIEU OF
TAXES, PROVIDING FOR THE FRANKLIN COUNTY TREASURER
TO DISTRIBUTE SERVICE PAYMENTS TO THE DUBLIN CITY
SCHOOL DISTRICT IN THE AMOUNT IT WOULD OTHERWISE
RECEIVE ABSENT THE EXEMPTION, CREATING A MUNICIPAL
PUBLIC IMPROVEMENT TAX INCREMENT EQUIVALENT FUND
FOR THE DEPOSIT OF THE BALANCE OF SUCH SERVICE
PAYMENTS, AND AUTHORIZING THE EXECUTION OF A TAX
INCREMENT FINANCING AGREEMENT.
WHEREAS, the Sawmill Hard Center LLC and Sawmill Partners Investment Co No II
(collectively, the "Owner") now owns certain parcels of real property (a depiction of which
is attached hereto as Exhibit A and referred to herein as the "TIF Area", with the parcels
comprising the real property within the TIF Area referred to herein as the "Parcels" and
each individually as a "Parcel") which are located in the City; and
WHEREAS, the Owner, or its successors or assigns, has or will develop various
commercial projects in the TIF Area, including, but not limited to, a retail development
expected to consist of a 198,000 square foot shopping center, including a 123,976 square
foot first phase shopping center and an additional 24,000 square feet of future retail
development, two multi-tenant retail buildings, a gasoline sales kiosk and other retail
development of up to 10,000 square feet, including restaurant uses (collectively, the
"Project") and this Council expects to make the public infrastructure improvements
described on Exhibit B that once made will directly benefit the TIF Area; and
WHEREAS, Ohio Revised Code Sections 5709.40, 5709.42 and 5709.43 provide that this
Council may declare improvements to a parcel of real property located in the City to be a
public purpose thereby exempting those improvements from real property taxation for a
period of time, specify public infrastructure improvements to be made to directly benefit
that parcel, provide for the making of service payments in lieu of taxes by the owner
thereof, provide for the distribution of the applicable portion of those service payments to
the overlapping Dublin City School District and establish a municipal public improvement
tax increment equivalent fund into which the balance of such service payments shall be
deposited; and
WHEREAS, the City has determined that it is necessary and appropriate and in the best
interests of the City to provide for service payments in lieu of taxes with respect to the TIF
Area pursuant to Ohio Revised Code Section 5709.42; and
WHEREAS, the City has determined that a portion of the service payments shall be paid
to the Dublin City School District in an amount equal to the real property taxes that the
Dublin City School District would have been paid if improvements to the Parcels had not
been exempted from taxation pursuant to this Ordinance; and
WHEREAS, this Council has determined to provide for the execution and delivery of a
Tax Increment Financing Agreement to provide for the development of the TIF Area; and
WHEREAS, this Council finds and determines that notice of this proposed Ordinance has
been delivered to all affected school districts in accordance with Ohio Revised Code
Sections 5709.40 and 5709.83 and hereby ratifies the giving of that notice;
NOW, THEREFORE, BE IT ORDAINED by the Council of the City of Dublin,
Delaware, Franklin and Union Counties, Ohio, that:
RECORD OF ORDINANCES
Dayton Legal Blank Co. Form No. 30043
Ordinance No.........45-05 Passed ............................................Page....,
Section 1. Tax Exemption. Pursuant to and in accordance with the provisions of Ohio
Revised Code Section 5709.40, this Council hereby finds and determines that 100% of the
increase in assessed value of each Parcel subsequent to the effective date of this Ordinance
(which increase in assessed value is hereinafter referred to as the "Improvement" as that
term is further defined in Section 5709.40) is hereby declared to be a public purpose and
shall be exempt from taxation for a period commencing with the first tax year that begins
after the effective date of this Ordinance in which an Improvement due to a Project
structure first appears on the tax list and duplicate of real and public utility property and
ending on the earlier of (a) thirty (30) years after such exemption commenced or (b) the
date on which the City can no longer require service payments in lieu of taxes, all in
accordance with the requirements of Ohio Revised Code Sections 5709.40 and 5709.42.
Section 2. Payment of Service Payments. As provided in Ohio Revised Code Section
5709.42, the owner of each Parcel is hereby required to and shall make service payments in
lieu of taxes with respect to the Improvements allocable thereto to the Treasurer of Franklin
County, Ohio (the "County Treasurer") on or before the final dates for payment of real
property taxes. Each service payment in lieu of taxes shall be charged and collected in the
same manner and in the same amount as the real property taxes that would have been
charged and payable against that Parcel if it were not exempt from taxation pursuant to
Section 1 of this Ordinance, including any penalties and interest (collectively, the "Service
Payments"). The Service Payments, and any other payments with respect to each Parcel
that are received by the County Treasurer in connection with the reduction required by
Ohio Revised Code Sections 319.302, 321.24, 323.152 and 323.156, as the same may be
amended from time to time, or any successor provisions thereto as the same may be
amended from time to time (the "Property Tax Rollback Payments"), shall be allocated and
distributed in accordance with Section 3 of this Ordinance.
Section 3. Distribution of Payments to School District and City. Pursuant to Ohio Revised
Code Sections 5709.40 and 5709.42, the County Treasurer is requested to distribute the
Service Payments and the Property Tax Rollback Payments as follows:
• to the Dublin City School District, an amount equal to the amounts the
Dublin City School District would otherwise receive as real property tax
payments (including the applicable portion of any Property Tax Rollback
Payments) derived from the Improvement to the Parcels located within the
Dublin City School District absent the passage of this Ordinance, and
• to the City, all remaining amounts for further deposit into the Fund (as
defined in Section 4 of this Ordinance).
All distributions required under this Section 3 are requested to be made at the same time
and in the same manner as real property tax distributions.
Section 4. Creation of TIF Fund. This Council hereby establishes, pursuant to and in
accordance with the provisions of Ohio Revised Code Section 5709.43, the Kroger Centre
Project Municipal Public Improvement Tax Increment Equivalent Fund (the "Fund"). The
Fund shall be maintained in the custody of the City and shall receive all distributions
required to be made to the City pursuant to Section 3 of this Ordinance. Those Service
Payments and Property Tax Rollback Payments received by the City with respect to the
Improvements on the Parcels and so deposited pursuant to law as provided in Ohio Revised
Code Section 5709.42 shall be used solely for the purposes authorized in Ohio Revised
Code Sections 5709.40, 5709.42 and 5709.43. The Fund shall remain in existence so long
as such Service Payments and Property Tax Rollback Payments are collected and used for
the aforesaid purposes, after which time said Fund shall be dissolved and any surplus funds
remaining therein transferred to the City's General Fund, all in accordance with Ohio
Revised Code Section 5709.43.
RECORD OF ORDINANCES
Dayton Leal Blank, [nc. Form No. 30043
45-OS Page 3
Ordinance No. Passed 20
Section 5. Public Infrastructure Improvements. The public infrastructure improvements
set forth in Exhibit B and to be made by the City are hereby designated as those public
infrastructure improvements that directly benefit, or that once made will directly benefit,
the Parcels (the "Infrastructure Improvements").
Section 6. TIF Agreement. The Tax Increment Financing Agreement relating to the TIF
Area, in the form presently on file with the Clerk of Council, providing for, among other
things, the payment of Service Payments, is hereby approved and authorized with changes
therein not inconsistent with this Ordinance and not substantially adverse to this City and
which shall be approved by the City Manager. The City Manager, for and in the name of
this City, is hereby authorized to execute that Tax Increment Financing Agreement,
provided further that the approval of changes thereto by that official, and their character as
not being substantially adverse to the City, shall be evidenced conclusively by her
execution thereof. This Council further hereby authorizes and directs the City Manager,
the Clerk of Council, the Director of Law, the Director of Finance or other appropriate
officers of the City to make such arrangements and take such actions as are necessary and
proper for collection of the Service Payments from the owners of Parcels.
Section 7. Further Authorizations. This Council further hereby authorizes and directs the
City Manager, the Clerk of Council, the Director of Law, the Director of Finance or other
appropriate officers of the City to prepare and sign all agreements and instruments and to
take any other actions as maybe appropriate to implement this Ordinance.
Section 8. Notification of Passage. Pursuant to Ohio Revised Code Section 5709.40, the
Clerk of Council is hereby directed to deliver a copy of this Ordinance to the Director of
the Department of Development of the State of Ohio within fifteen days after its passage.
On or before March 31 of each year that the exemption set forth in Section 1 of this
Ordinance remains in effect, the Clerk of Council or other authorized officer of this City
shall prepare and submit to the Director of the Department of Development of the State of
Ohio the status report required under Ohio Revised Code Section 5709.40.
Section 9. Open Meetings. This Council finds and determines that all formal actions of
this Council and any of its committees concerning and relating to the passage of this
Ordinance were taken in an open meeting of this Council or committees, and that all
deliberations of this Council and any of its committees that resulted in those formal
actions were in meetings open to the public, all in compliance with the law including
Ohio Revised Code Section 121.22.
Section 10. Effective Date: This Ordinance shall be in full force and effect on the earliest
date permitted by law.
Signed:
Mayor -Presiding Officer
Attest:
-
Clerk of Council
Passed: ~ C? ? , 2005 I hereby certify that copies of this
Ordinance/Resolution were posted in the
City of Dublin in accordance with Section
~C=7~G° ~ ` 731.25 of the Ohio Revised Code.
Effective: , 2005
Depu Clerk of Council, Dublin, Ohio
City Manager
5200 Emerald Parkway • Dublin, OH 43017
Phone: 614-410-4400 • Fax: 614-410-4490
CITY OF DUBLIN M e m o
To: Members of Dublin City Council
From: Jane S. Brautigam, City Manager~~,~,,.~._ rj , ~ ~f
Date: August 23, 2005
Initiated By: Marsha I. Grigsby, Director of Finance `c~~~-
Re: Ordinance No. 45-05, An Ordinance Establishing a Tax Increment Financing District
for the Kroger Centre Development
SUMMARY:
As previously noted, Ordinance No. 45-OS establishes anon-school tax increment financing (TIF) district for the
parcels included in the Kroger Centre development west of Sawmill and north of Hard Road. At the August 15,
2005 City Council meeting, questions about the new jobs and income tax revenue that would be generated as a
result of the development and the financial impact the TIF will have on the other governmental jurisdictions
included in the TIF district were raised. The following information is in response to those questions.
New Jobs/Income Tax Revenue
New jobs and new income tax revenue will be generated as a result of this project. It is estimated, based on
similar existing developments in the City, this project will generate approximately $110,000 per year in additional
income tax revenues and add approximately 400 jobs, most of which will be part-time. More importantly, this
project will create an additional revenue stream for public infrastructure improvements that benefit the
community. The most important of those projects is the remaining phases of Emerald Parkway.
Financial Impact on Other Government Jurisdictions
As stated above, the proposed Kroger TIF will be anon-school TIF. As a result, the Dublin School District (the
School District) will receive service payments based on their total effective millage which includes both inside
and outside millage. The service payments will be calculated the same as property taxes and will be distributed to
the School District at the same time that property tax revenues are distributed. Based on the 2004 effective tax
rates, the School District will receive annual service payments in the amount of approximately $229,700. These
revenues are credited to their General Fund.
The new private improvement values are considered "exempt" for property tax purposes and therefore are not
reflected in the School District's assessed valuation total. This is beneficial to the School District because as
assessed valuation increases the State school foundation aid payments made to the School District are decreased.
The other governmental jurisdictions in the proposed TIF district are: Franklin County, Tolles Joint Vocational
School District, Washington Township and the City of Dublin. These governmental entities have both inside
(unvoted) and outside (voted) millage.
The outside or voted millage for the most part is the result of operating levies approved by the voters. In Franklin
County, several agencies have operating levies that the T1F will result in new or additional annual tax revenue
being deferred. Those agencies are as follows:
Memorandum
August 23, 2005
Page Two
Children Services $ 26,000
~~g 10,319
MRDD 34,417
Metro Parks 3,170
Zoo 3,518
Office on Aging 4,536
It's important to keep in mind how these dollars compare to the overall tax revenue collected by these agencies.
Franklin County's total assessed value for real and personal property is in excess of $25.2 billion or
approximately $75 billion in total estimated market value. This value generates approximately $80 million in tax
revenue for the Children Services agency. The assessed value for this project, based on the estimated $16 million
in market value, is $5.6 million. The total assessed valuation for all of the City's TIF districts is $116.5 million or
approximately four-tenths of one percent of Franklin County's total assessed valuation.
Washington Township has several operating levies for fire and EMS service. The total additional revenue
deferred for these levies is approximately $47,600.
Based on the estimated value of $16 million for the private improvements in the TIF districts the annual impact
from the inside or unvoted millage would be as follows:
Franklin County $ 8,232
Tones Joint Vocational School District 2,800
Washington Township 2,800
City of Dublin 9,800
With exception of the City, the revenues are credited to the governmental entities' General Fund.
RECOMMENDATION:
It is Staff's recommendation that City Council adopt Ordinance No. 45-OS at the September 6, 2005 City Council
meeting.
City Manager
5200 Emerald Parkway • Dublin, OH 43017
Phone: 614-410-4400 • Fax: 614-410-4490
CITY OF DUBLIN M e m o
To: Members of Dublin City Council
From: Jane S. Brautigam, City Manager<.~o~-~,.,~ S. ~
Date: August 10, 2005
Initiated By: Marsha I. Grigsby, Deputy City Manager/Director of Finance
Re: Ordinance No. 45-05, An Ordinance Establishing a Tax Increment Financing District
for the Kroger Centre Development
SUMMARY:
Ordinance No. 45-OS establishes anon-school tax increment financing (TIF) district for the parcels
included in the Kroger Centre development west of Sawmill Road and north of Hard Road. The private
improvements to be constructed as part of this development are estimated to be in excess of $16 million.
Based on the current tax rates, it is estimated the City will receive approximately $162,000 in service
payments per year to fund the public infrastructure improvements included in the Description of Public
Infrastructure Improvements.
As provided for in the Ohio Revised Code, the non-school TIF district will be in place for a period of 30
years or until the City is reimbursed for the public improvements. At this time we do not have final cost
estimates for the projects. As a result, we do not have an estimate on the projected term of the TIF
district. However, for current planning purposes, we will estimate the TIF district will be in place for
the maximum period of 30 years. Another variable that makes it difficult to estimate the period of time
this TIF will be in place is the fact that we have more than one TIF district that provides for the
construction of Emerald Parkway.
The notice to the school district is being prepared and will be delivered to them at least 14 days prior to
the passage of this legislation as required by the Ohio Revised Code. We have contacted Chris Mohr,
Treasurer and Business Manager for the school district, and made him aware of our intent to establish
this TIF district. We have also notified Washington Township of our intent to establish this TIF district.
The TIF district was not established earlier in an effort to maximize the collection of service payments.
Improvement values as of January 1 in any given year, the County Auditor's lien date, are used as the
basis for determining service payments and January 1, 2006 will be the first lien date reflecting private
improvement values. The building permit for the Kroger store was issued on August 5, 2005.
RECOMMENDATION:
It is staff's recommendation the City Council adopt Ordinance No. 45-OS at the September 6, 2005 City
Council meeting.
EXHIBIT A
DESCRIPTION OF TIF AREA
The following real estate situated in the City of Dublin, County of Franklin and State of
Ohio, as bounded and described as follows:
Tax Parcel No. 273011340, 273011339 and 273008385
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EXHIBIT B
DESCRIPTION OF INFRASTRUCTURE IMPROVEMENTS
The Infrastructure Improvements include the construction of the following improvements
and all related costs (as defined in Ohio Revised Code Section 133.15(B)):
• construction of Emerald Parkway from Riverside Drive to Sawmill Road;
• roadway improvements (including intersection improvements) to Bright Road;
• stormwater improvements in the area in and around the TIF Area including, but not
limited to, the construction of a detention basin and resizing culverts in the MacBeth
Drive/Grandee Cliff/Bright Road area;
• intersection improvements at Summitview Road and Riverside Drive and Sawmill
Road; and
• intersection improvements (including additional turn lanes) at Sawmill Road and
Hard Road;
together with constructing and installing curbs and gutters, public utilities which include
water mains, sanitary sewer, and storm sewer, stormwater improvements, burial of utility lines,
gas, electric and communications service facilities (including fiber optics), street lighting,
sidewalks, bikeways, and landscaping, traffic signalization, and including design and other
related costs, any right-of--way or real estate acquisition, erosion and sediment control measures,
grading, drainage and other related work, survey work, soil engineering and construction staking,
and in each case, all other costs and improvements necessary and appurtenant thereto.
B-1
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TAX INCREMENT FINANCING AGREEMENT
This Tax Increment Financing Agreement (the "Agreement"), made and entered into as of
2005 by and among the City of Dublin, Ohio (the "City"), a municipal
corporation organized and existing under the constitution and the laws of the State of Ohio and its
Charter, Sawmill Hard Center LLC, an Ohio limited liability company and Sawmill Partners
Investment Co No II, an Ohio limited liability company (each an "Owner" and collectively, the
"Owners").
WITNESSETH:
WHEREAS, the Owners have acquired certain real property located in the City, a depiction
of such real property is attached hereto as Exhibit A attached hereto, with such real property referred
to herein as the "Property"; and
WHEREAS, the Owners contemplate making or having made private improvements to the
Property which are more fully described in Exhibit B attached hereto (the "Private Improvements");
and
WHEREAS, it is necessary to construct or to cause to be constructed certain public
infrastructure improvements (as described in Exhibit C attached hereto and referred to herein as the
"Public Infrastructure Improvements"), which the City and the Owners agree will directly benefit the
Private Improvements and the Property; and
WHEREAS, the City, by its Ordinance No. passed (the "Ordinance"),
has declared that 100% of the increase in the assessed value of the Property subsequent to the
effective date of the Ordinance (such increase hereinafter referred to as the "Improvement" as further
defined in Ohio Revised Code Section 5709.40 and the Ordinance) is a public purpose and is exempt
from taxation for a period commencing with the first tax year that begins after the effective date of
this Ordinance in which an Improvement due to a Private Improvement structure first appears on the
tax list and duplicate of real and public utility property and ending on the earlier of (a) thirty (30)
years after such exemption commenced or (b) the date on which the City can no longer require
service payments in lieu of taxes, all in accordance with the requirements of Ohio Revised Code
Sections 5709.40 and 5709.42 (the "TIFExemption"); and
WHEREAS, the City has determined that it is necessary and appropriate and in the best
interests of the City to provide for the owner of any portion of the Property to make service payments
in lieu of taxes with respect to such Property (the "Service Payments"), which Service Payments will
be used to pay costs of construction of the Public Infrastructure Improvements and distributed to the
Dublin City School District (the "School District"), all pursuant to and in accordance with Ohio
Revised Code Sections 5709.40, 5709.42, 5709.43 and 5709.91 (collectively, the "TIF Statutes");
and
WHEREAS, to provide for the collection of the Service Payments and to enable the Private
Improvements and Public Infrastructure Improvements to be developed, the parties desire to enter
into this Agreement on the terms as hereinafter provided;
Columbus/446746.1
* l?rrrft rlf'l~ugzrst ll, lt1(IS
NOW, THEREFORE, in consideration of the premises and covenants contained herein and
to induce the City to proceed with the construction of the Public Infrastructure Improvements, the
parties hereto agree to the foregoing and as follows:
Section 1 -Service Payments. Each Owner, individually, hereby agrees to make Service
Payments attributable to the portion of the Property it owns during its period of ownership of such
Property, all pursuant to and in accordance with the requirements of the TIF Statutes, the
Ordinance and any subsequent amendments or supplements thereto.
Service Payments will be made semiannually to the Franklin County Treasurer (or to such
treasurer's designated agent for collection of the Service Payments) on or before the date on which
real property taxes would otherwise be due and payable for the Property. Any late payments will
bear penalties and interest at the then current rate established under Ohio Revised Code Sections
323.121 and 5703.47 or any successor provisions thereto, as the same maybe amended from time
to time.
Service Payments will be made in accordance with the requirements of the TIF Statutes
and the Ordinance and will be in the same amount as the real property taxes that would have been
charged and payable against the Improvement (after credit for any other payments received by the
City under Ohio Revised Code Sections 319.302, 321.24, 323.152 and 323.156, or any successor
provisions thereto, as the same maybe amended from time to time, and are referred to herein as the
"Property Tax Rollback Payments") had the TIF Exemption not been granted, including any
penalties and interest. An Owner will not, under any circumstances, be required for any tax year to
pay both real property taxes and Service Payments with respect to the Improvement, whether
pursuant to Ohio Revised Code Section 5709.42 or this Agreement. The City and the Owners agree
that the Kroger Centre Project Municipal Public Improvement Tax Increment Equivalent Fund
created in Section 4 of the Ordinance (the "Fund') will receive all Property Tax Rollback Payments
and Service Payments made with respect to the Property that are payable to the City.
Section 2 -Declaration of Covenants; Priority of Lien. It is intended and agreed, and it
will be so provided by each Owners in a declaration relating to the Property it owns (the
"Declaration") that the covenants provided in Sections 1, 2, 3 and 9 of this Agreement are
covenants running with the land and that they will, in any event and without regard to technical
classification or designation, legal or otherwise, be binding to the fullest extent permitted by law
and equity for the benefit and in favor of and enforceable by the City and any third party
beneficiaries against any owner of a portion of the Property with respect to that owner's period of
ownership of that portion of the Property, whether or not this Agreement remains in effect or
whether or not such provision is included by an owner in any deed to such owner's successors and
assigns. It is further intended and agreed that these agreements and covenants will remain in effect
for the full period of exemption permitted in accordance with the requirements of the TIF Statutes
and the Ordinance enacted pursuant thereto.
Such covenants running with the land will have priority over any other lien or
encumbrance on the Property and any improvements thereon, except for such title exceptions as
are approved in writing by the City, and an Owner will, upon the City's request, cause any and all
holders of mortgages or other liens existing on the Property as of the time of recording of the
Declaration to subordinate such mortgage or lien to those covenants running with the land. The
-2-
Columbus/446746.1
* Uzrrft nf~r4rz;zrst 11, Z(1(15 *
parties acknowledge that the provisions of Ohio Revised Code Section 5709.91, which specify that
the Service Payments will be treated in the same manner as taxes for all purposes of the lien
described in Ohio Revised Code Section 323.11 including, but not limited to, the priority of the
lien and the collection of Service Payments, will apply to this Agreement and to the Property and
any improvements thereon.
Section 3 -Exemption Applications. The City and the Owners agree to cooperate in the
preparation, execution and filing of all necessary applications and supporting documents to obtain
from time to time the TIF Exemption and to enable the City to collect Service Payments with
respect to the Property. The City will perform such acts as are reasonably necessary or appropriate
to effect, claim, reserve and maintain the TIF Exemption and collect the Service Payments
including, without limitation, joining in the execution of all documentation and providing any
necessary certificate required in connection with the TIF Exemption or the Service Payments. The
Owners authorize the City to file any applications necessary to obtain from time to time the TIF
Exemption as provided in the TIF Ordinance.
Section 4 - Payment to School District of All School District Tax Revenues. As
provided in the Ordinance, the School District will receive, at the same time and in the same
manner as real property tax payments, all amounts it would otherwise receive as real property tax
payments from the Improvement absent the passage of the Ordinance.
Section 5 -Title Evidence. At the City's option and at its request, each Owner hereby
agrees to provide such title evidence, at no cost to the City, as is necessary to demonstrate to the
City's satisfaction that the covenants running with the land provided the Declaration are prior and
superior to any other liens, encumbrances or other title exceptions, except for those which are
approved in writing by the City.
Section 6 -Release. Upon satisfaction of an Owner's obligations under this Agreement
and termination of an Owner's obligation to make the Service Payments, the City will, upon the
request of such Owner, execute an instrument in recordable form evidencing such termination and
releasing the covenants running with the land set forth in the Declaration.
Section 7 -Estoppel Certificate. Within thirty (30) days after a request from any owner
of a portion of the Property, the City will execute and deliver to that owner or any proposed
purchaser, mortgagee or lessee of such portion of the Property, a certificate stating that with
respect to such portion of the Property, if the same is true: (a) that this Agreement is in full force
and effect; (b) that the requesting owner is not in default under any of the terms, covenants or
conditions of this Agreement, or, if that owner is in default, specifying same; and (c) such other
matters as that Owner reasonably requests.
Section 8 -Representations of Owner. Each Owner, individually, hereby represents that
it has full power and authority to enter into this Agreement and carry out its terms.
Section 9 -Tax Incentive Review Council. The Owners agree to cooperate in all
reasonable ways with, and provide necessary and reasonable information to, the designated Tax
Incentive Review Council to enable that Tax Incentive Review Council to review and determine
annually during the term of this Agreement the compliance of the Owners with the terms of this
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Agreement. Any information supplied to such Tax Incentive Review Council will be provided
solely for the purpose of monitoring the Owners' compliance with this Agreement.
Section 10 -Notices. All notices or other correspondence relating to this Agreement must
be in writing (including a-mail or facsimile) and must be delivered or sent guaranteed overnight
delivery, by facsimile or a-mail (to be followed by personal or overnight guaranteed deliver, if
requested) or by postage prepaid registered or certified mail, return receipt requested, and will be
deemed to be given for purposes of this Agreement on the date such writing is received by the
intended recipient. Unless otherwise specified in a notice sent in accordance with this section, all
communications in writing must be given to the parties at the following addresses:
(i) the City at: City of Dublin, Ohio
5800 Shier Rings Road
Dublin, Ohio 43016-7295
Attention: Economic Development Director
(ii) the Owners at:
Section 11 -Successors; Assignment; Amendments, Changes and Modifications. This
Agreement will be binding upon the Owners and their successors and assigns and the City and its
successors and assigns. The parties may only assign this Agreement with the consent of all parties
hereto, provided, however, that nothing in this Agreement prevents the Owners from transferring
any or all of its interest in the Private Improvements or the Property to another person or entity.
This Agreement may only be amended by written instrument executed by all parties to this
Agreement.
Section 12 -Extent of Covenants; No Personal Liability. All covenants, stipulations,
obligations and agreements of the parties contained in this Agreement are effective and
enforceable to the extent authorized and permitted by applicable law. The obligations of the City
maybe enforced to the extent permitted by law by mandamus or any suit or proceeding in law or
equity. No such covenant, stipulation, obligation or agreement will be deemed a covenant,
stipulation, obligation or agreement of any present or future member, officer, agent, or employee
of any of the parties hereto in their individual capacity.
Section 13 - Severability. If any provision of this Agreement is held to be illegal, invalid
or unenforceable, said provision will be fully severable. This Agreement will be construed and
enforced as if such illegal, invalid or unenforceable provision had never comprised a part of this
Agreement and the remaining provisions of this Agreement will remain in full force and effect and
will not be affected by the illegal, invalid or unenforceable provision or by its severance from this
Agreement. Furthermore, in lieu of such illegal, invalid or unenforceable provision, there will be
added automatically as a part of this Agreement a provision as similar in terms to such illegal,
invalid or unenforceable provision as may be possible that is and will be legal, valid and
enforceable.
Section 14 -Separate Counterparts. This Agreement may be executed by the parties
hereto in separate counterparts, each of which when so executed and delivered will be an original,
but all such counterparts will together constitute one and the same instrument.
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Section 15 -Entire Agreement. This Agreement constitutes the entire agreement
between the parties with respect to the matters covered herein and supercedes prior agreements
and understandings between the parties.
Section 16 -Governing Law and Choice of Forum. This Agreement will be governed by
and construed in accordance with the laws of the State of Ohio. All claims, counterclaims, disputes
and other matters in question between the City, its employees, contractors, subcontractors and agents,
and the Owners, their employees, contractors, subcontractors and agents arising out of or relating to
this Agreement or its breach will be decided in a court of competent jurisdiction within the State of
Ohio.
[Remainder of
page intentionally left blank -signatures begin on following page]
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IN WITNESS WHEREOF, the City and the Owners have caused this Tax Increment
Financing Agreement to be executed in their respective names by their duly authorized officers as
of the date hereinabove written.
CITY OF DUBLIN, OHIO
By:
Printed: Jane Brauti~am
Title: Cit~Mana~er
By:
Printed: Marsha I. Gri sg_by
Title: Director of Finance
Approved as to Form:
By:
Printed: Stephen J. Smith
Title: Director of Law
SAWMILL HARD CENTER LLC
By:
Printed:
Title:
SAWMILL PARTNERS INVESTMENT CO NO II
By:
Printed:
Title:
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FISCAL OFFICER'S CERTIFICATE
The undersigned, Director of Finance of the City under the foregoing Tax Increment
Financing Agreement, certifies hereby that the moneys required to meet the obligations of the City
during the year 2005 under the foregoing Tax Increment Financing Agreement have been
appropriated lawfully for that purpose, and are in the Treasury of the City or in the process of
collection to the credit of an appropriate fund, free from any previous encumbrances. This Certificate
is given in compliance with Ohio Revised Code Sections 5705.41 and 5705.44.
Dated: , 2005
Marsha I. Grigsby
Director of Finance
City of Dublin, Ohio
Columbus/446746.1
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EXHIBIT A
PROPERTY
[Include Property Depiction]
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EXHIBIT B
PRNATE IMPROVEMENTS
The Private Improvements are expected to consist of various commercial projects, including,
but not limited to, a retail development expected to consist of a 198,000 square foot shopping center,
including a 123,976 square foot first phase shopping center and an additiona124,000 square feet of
future retail development, two multi-tenant retail buildings, a gasoline sales kiosk and other retail
development of up to 10,000 square feet, including restaurant uses.
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EXHIBIT C
PUBLIC INFRASTRUCTURE IMPROVEMENTS
The Public Infrastructure Improvements include the construction of the following
improvements and all related costs (as defined in Ohio Revised Code Section 133.15(B)):
• construction of Emerald Parkway from Riverside Drive to Sawmill Road;
• roadway improvements (including intersection improvements) to Bright Road;
• stormwater improvements in the area in and around the TIF Area including, but not
limited to, the construction of a detention basin and resizing culverts in the MacBeth
Drive/Grandee Cliff/Bright Road area;
• intersection improvements at Summitview Road and Riverside Drive and Sawmill
Road; and
• intersection improvements (including additional turn lanes) at Sawmill Road and Hard
Road;
together with constructing and installing curbs and gutters, public utilities which include
water mains, sanitary sewer, and storm sewer, stormwater improvements, burial of utility lines,
gas, electric and communications service facilities (including fiber optics), street lighting,
sidewalks, bikeways, and landscaping, traffic signalization, and including design and other related
costs, anyright-of--way or real estate acquisition, erosion and sediment control measures, grading,
drainage and other related work, survey work, soil engineering and construction staking, and in
each case, all other costs and improvements necessary and appurtenant thereto.
Columbus/446746.1