06-12-2019 Community Redevelopment Authority Regular Meeting Packet
Community Redevelopment
Authority (CRA)
Wednesday, June 12, 2019
Regular Meeting Packet
Board Members:
Tom Gdowski - Chairman
Glen Murray – Vice Chairman
Sue Pirnie
Glenn Wilson
Krae Dutoit
4:00 PM
Grand Island Regular Meeting - 6/12/2019 Page 1 / 106
Call to Order
Roll Call
A - SUBMITTAL OF REQUESTS FOR FUTURE ITEMS
Individuals who have appropriate items for City Council consideration should complete the Request for
Future Agenda Items form located at the Information Booth. If the issue can be handled administratively
without Council action, notification will be provided. If the item is scheduled for a meeting or study
session, notification of the date will be given.
B - RESERVE TIME TO SPEAK ON AGENDA ITEMS
This is an opportunity for individuals wishing to provide input on any of tonight's agenda items to reserve
time to speak. Please come forward, state your name and address, and the Agenda topic on which you will
be speaking.
DIRECTOR COMMUNICATION
This is an opportunity for the Director to comment on current events, activities, and issues of interest to
the commission.
Grand Island Regular Meeting - 6/12/2019 Page 2 / 106
Community Redevelopment
Authority (CRA)
Wednesday, June 12, 2019
Regular Meeting
Item A1
Agenda June 12, 2019
Staff Contact:
Grand Island Regular Meeting - 6/12/2019 Page 3 / 106
AGENDA
Wednesday, June 12, 2019
4 p.m.
Grand Island City Hall
Open Meetings Notifications
1.Call to Order
This is a public meeting subject to the open meetings laws of the State of Nebraska. The
requirements for an open meeting are posted on the wall in this room and anyone that
wants to find out what those are is welcome to read through them. The CRA may vote to
go into Closed Session on any Agenda Item as allowed by State Law.
2.Approval of Minutes of May 8, 2019, Meeting.
3.Review of Financials.
4.Approval of Bills.
5.Review of Committed Projects and CRA Properties
6.Redevelopment Contract Approval for CRA Area # 26 for attached and detached single
family residential The Orchard.
Consideration of Resolution 314-
7.Discussion of Public Infrastructure Coordination Committee Membership and
Appointment of Members
8.Discussion of 2019-20 CRA Budget
9.Director’s Report
10.Adjournment
.
Next Meeting July 10, 2019
Grand Island Regular Meeting - 6/12/2019 Page 4 / 106
CRA Agenda Overview June 12, 2019
COMMUNITY REDEVELOPMENT AUTHORITY
AGENDA MEMORANDUM
4 p.m. Wednesday, June 12, 2019
1. CALL TO ORDER. The meeting will be called to order by Chairman Tom Gdowski.
This is a public meeting subject to the open meetings laws of the State of Nebraska.
The requirements for an open meeting are posted on the wall in this room and anyone
that wants to find out what those are is welcome to read through them.
2. APPROVAL OF MINUTES. The minutes of the Community Redevelopment
Authority meeting May 8, 2019, are submitted for approval. A MOTION is in order.
3. APPROVAL OF FINANCIAL REPORTS. Financial reports for the period of May 1
through 31, 2019 are submitted for approval. A MOTION is in order.
4. APPROVAL OF BILLS. Payment of bills in the amount of $614,629.75 is submitted
for approval. A MOTION is in order.
5. REVIEW OF COMMITTED PROJECTS AND CRA PROPERTIES.
6. REDEVELOPMENT CONTRACT CRA AREA 26 THE ORCHARD
SUBDIVSIION- THE ORCHARD LLC Concerning an amendment to the
redevelopment plan for CRA Area No. 26 to allow for redevelopment of property
located in northeast Grand Island west of the Central Nebraska Rail line south of
Capital Avenue and north of 12th Street for approximately 180 single family attached
and detached homes. The developer is requesting $6,316,956 of tax increment
financing. The CRA may forward the plan to the Grand Island City Council for
consideration and approval prior to consideration of a redevelopment contract. A
MOTION to approve Resolution 314 is in order.
7. DISCUSSION OF PUBLIC INFRASTRUCTURE COORDINATION COMMITTEE
MEMBERSHIP AND APPOINTMENT OF MEMBERS In September of 2018 the
Grand Island CRA entered into an interlocal agreement with City of Grand Island to
from this committee to oversee and plan for the expenditure of the additional sales
taxes collected from the ½ cent increase approved by the voters in November of 2019.
As the budget season approached and these funds become available that committee is
becoming necessary. The agreement calls for the Chair of the CRA or their designee
and one other member to sit on the committee with the Mayor and a Council member
appointed by the Mayor. Mayor Steele has appointed Vaughn Minton to the
committee.
Grand Island Regular Meeting - 6/12/2019 Page 5 / 106
CRA Agenda Overview June 12, 2019
8. DISCUSSION OF THE 2019-20 CRA BUDGET This is the first discussion of the
CRA Budget. We will be using the OpenGov software to create the budget. All
members of the CRA have received login credentials and staff is converting the old
budget to the new format. Billy Clingman will be at the meeting to demonstrate
OpenGov and we will discuss the parameters of the budget. We are anticipating
maintaining the same levee and projecting a 2.5% increase in valuation. This will
generate approximately $15,000 more than the current year. We still have to budget
for Life Safety Grant payments but the program is not slated to continue into the 2020
fiscal year. To continue the Life Safety Program the CRA would need to send a new
redevelopment plan amendment to the City Council for approval. The plan was to
build 50 new apartments in over a five year period. The CRA has funded 50
apartments with this program during its five year life. The façade program can
continue with funding set by the board. At this time we have two carryover
applications from last year and no additional applications. If the board wishes to
make changes to the program this budget process is an appropriate time. One of the
other projects that we need to budget for is purchasing a portion of the TIF Bond for
sewer improvements to cover the cost of 17 of the sewer assessments initial estimates
for this are $6,500 per lot or $95,000. The CRA would be repaid from the TIF
proceeds from the project.
Grand Island Regular Meeting - 6/12/2019 Page 6 / 106
Community Redevelopment
Authority (CRA)
Wednesday, June 12, 2019
Regular Meeting
Item B1
Minutes
Staff Contact:
Grand Island Regular Meeting - 6/12/2019 Page 7 / 106
OFFICIAL PROCEEDINGS
MINUTES OF
COMMUNITY REDEVELOPMENT AUTHORITY
MEETING OF
May 8, 2019
Pursuant to due call and notice thereof, a Meeting of the Community Redevelopment Authority of
the City of Grand Island, Nebraska was conducted on May 8, 2019 at City Hall, 100 E. First
Street. Notice of the meeting was given in the May 1, 2019 Grand Island Independent.
1.CALL TO ORDER.
Chairman Gdowski called the meeting to order at 4:00 p.m. The following members were
present: Glen Murray, Glenn Wilson, Todd Gdowski and Sue Pirnie. Also present were:
Director Chad Nabity, Planning Administrative Assistant Norma Hernandez, City
Administrator Jerry Janulewicz, Finance Director Pat Brown, City Council President
Vaughn Minton and Brian Schultz from the Grand Island Finance Department.
2.APPROVAL OF MINUTES.
A motion for approval of the Minutes for the April 10, 2019 meeting was made by Wilson
and second by Pirnie. Upon roll call vote, all present voted aye.
Motion carried 4-0.
3.APPROVAL OF FINANCIAL REPORTS.
Brian Schultz reviewed the financials from April 1, 2019 to it’s April 30, 2019. Brian
Schultz mentioned next meeting there will be TIF dollars coming back out. Upon roll call
vote, all present voted aye. Motion carried 4-0.
4.APPROVAL OF BILLS.
The bills were reviewed by Brian Shultz. A motion was made by Murray and second by
Pirnie to approve the bills in the amount of $3,971.42. Upon roll call vote, all present
voted aye. Motion carried 4-0.
5.REVIEW OF COMMITTED PROJECTS & CRA PROPERTY.
The committed projects and CRA properties were reviewed by Nabity.
Façade Projects -- Nabity mentioned the Bosselman project has not started due to rain.
The Hedde Building they’re continuing to work on and making good improvements.
Amos mentioned the windows on the 2nd and 3rd floor are all in. They’re also starting to
frame the main floor store fronts. The Old City Hall building has not started yet. Take
Flight will start once the weather warms up. Life Safety Grants – Hedde Building 201 &
203 W. 3rd Street, Old Sears Building (4 apartments) should be done soon, Peaceful Root –
have not heard anything. Rawr Holdings and Wing Properties should be getting started on
Grand Island Regular Meeting - 6/12/2019 Page 8 / 106
theirs soon. Property – The proposal from Talon apartments was received for the
purchase of a portion of Desert Rose property.
6.Redevelopment Contract Approval for CRA Area #1 for the commercial and
residential redevelopment of the Greenburgers Building 221-223 W 3rd Street. –
Wald 12 Properties.
A. Consideration of Resolution 312 –
Council approved and CRA is authorized to enter into a redevelopment contract. Wald
12 Properties is looking into 2.2 million in total investment and $530,004 in TIF.
Commercial space on the main floor and basement commercial, 5 apartments on the
second floor and rooftop space. They will be putting an elevator in the building as well.
A motion was made by Murray and second by Pirnie to approve Resolution 312. Upon
roll call vote all, voted aye. Motion carried 4-0.
7. Redevelopment Plan Amendment for CRA Area #1 for the residential
redevelopment of the property located north of 4th Street between Willow Street and
Congdon Avenue – Starostka Contracting LLC.
A.Consideration of Resolution 313 – Forward a Redevelopment Plan Amendment
to the Grand Island City Council for the residential redevelopment of the
property located north of 4th Street between Willow Street and Congdon Avenue
– Starostka Contracting LLC.
Nabity stated Regional Planning Commission held a public hearing and did recommend
approval subject to City Council amending the comprehensive plan to show all of this
property as low to medium residential. It is scheduled to go to city council next week for
the comprehensive plan amendment and potentially the redevelopment plan approval at
the same time.
A motion was made by Pirnie and second by Murray to approve Resolution 313. Upon roll
call vote all, voted aye. Motion carried 4-0.
8.Director’s Report
Nabity mentioned it’s time to start on budget sometime in June. One of the key
things is that this is the last year for the Life Safety Program. The program has
been active for five years. Nabity is recommending that the CRA not renew the
Life Safety Program at this time. He feels that it would make sense to hold off
for a year or two and see how the markets respond. Nabity also mentioned the
board still needs to decide what will be done with the façade program. There are
two holdover application from last year, Long John Silvers and Sherwin
Williams Paint store.
Grand Island Regular Meeting - 6/12/2019 Page 9 / 106
9.Adjournment
Gdowski adjourned the meeting at 4:29 p.m.
The next meeting is scheduled, Wednesday, June 12, 2019.
Respectfully Submitted,
Norma Hernandez
Administrative Assistant
Grand Island Regular Meeting - 6/12/2019 Page 10 / 106
Community Redevelopment
Authority (CRA)
Wednesday, June 12, 2019
Regular Meeting
Item C1
Financial Report
Staff Contact:
Grand Island Regular Meeting - 6/12/2019 Page 11 / 106
MONTH ENDED 2018-2019 2019 REMAINING % OF BUDGET
May-19 YEAR TO DATE BUDGET BALANCE USED
CONSOLIDATED
Beginning Cash 364,579 675,752
REVENUE:
Property Taxes - CRA 154,461 294,340 489,000 194,660 60.19%
Property Taxes - Lincoln Pool 48,991 81,830 197,000 115,170 41.54%
Property Taxes -TIF's 444,984 1,307,618 3,149,000 2,427,974 41.52%
Loan Income (Poplar Street Water Line) - - 14,000 14,000 0.00%
Interest Income - CRA 820 7,245 300 - 2415.05%
Interest Income - TIF'S 2 201 - -
Land Sales - 500 100,000 99,500 0.50%
Other Revenue - CRA 444 954,815 430,000 - 222.05%
Other Revenue - TIF's - 24,897 - -
TOTAL REVENUE 649,703 2,671,447 4,379,300 2,851,303 61.00%
TOTAL RESOURCES 1,014,283 2,671,447 5,055,052 2,851,303
EXPENSES
Auditing & Accounting - 3,000 3,000 - 100.00%
Legal Services 225 750 3,000 2,250 25.00%
Consulting Services - - 5,000 5,000 0.00%
Contract Services 3,730 32,821 75,000 42,179 43.76%
Printing & Binding - - 1,000 1,000 0.00%
Other Professional Services - 5,107 16,000 10,893 31.92%
General Liability Insurance - - 250 250 0.00%
Postage - - 200 200 0.00%
Life Safety - - 200,000 200,000 0.00%
Legal Notices 16 138 500 362 27.59%
Travel & Training - - 1,000 1,000 0.00%
Other Expenditures - - - -
Office Supplies - - 1,000 1,000 0.00%
Supplies - - 300 300 0.00%
Land - 140 - -
Bond Principal - Lincoln Pool - 180,000 180,000 - 100.00%
Bond Interest - 9,163 17,065 7,903 53.69%
Husker Harvest Days - 200,000 200,000 - 100.00%
Façade Improvement - - 200,000 200,000 0.00%
Building Improvement - 438,677 926,000 487,323 47.37%
Other Projects - 25,000 25,000 0.00%
Bond Principal-TIF's - 1,522,080.08 3,149,000 2,400,231 48.34%
Bond Interest-TIF's - 3,526 - -
Interest Expense - - - -
TOTAL EXPENSES 3,971 2,395,402 5,003,315 3,384,890 47.88%
INCREASE(DECREASE) IN CASH 645,732 276,045 (624,015)
ENDING CASH 1,010,311 276,045 51,737 -
CRA CASH 319,859
Lincoln Pool Tax Income Balance 106,862
TIF CASH 583,590
Total Cash 1,010,311
COMMUNITY REDEVELOPMENT AUTHORITY
FOR THE MONTH OF MAY 2019
Grand Island Regular Meeting - 6/12/2019 Page 12 / 106
MONTH ENDED 2018-2019 2019 REMAINING % OF BUDGET
May-19 YEAR TO DATE BUDGET BALANCE USED
COMMUNITY REDEVELOPMENT AUTHORITY
FOR THE MONTH OF MAY 2019
GENERAL OPERATIONS:
Property Taxes - CRA 154,461 294,340 489,000 194,660 60.19%
Property Taxes - Lincoln Pool 48,991 81,830 197,000 115,170 41.54%
Interest Income 820 7,245 300 - 2415.05%
Loan Income (Poplar Street Water Line) - 14,000 14,000 0.00%
Land Sales 500 100,000 99,500 0.50%
Other Revenue & Motor Vehicle Tax 444 954,815 430,000 - 222.05%
TOTAL 204,717 1,338,731 1,230,300 423,330 108.81%
WALNUT HOUSING PROJECT
Property Taxes 942 1,885 - -
Interest Income 2 201 - -
Other Revenue 24,897 - -
TOTAL 945 26,983 - -
GIRARD VET CLINIC
Property Taxes 211 5,691 - -
TOTAL 211 5,691 - -
GEDDES ST APTS-PROCON
Property Taxes 16,268 16,898 - -
TOTAL 16,268 16,898 - -
SOUTHEAST CROSSING
Property Taxes 3,308 13,135 - -
TOTAL 3,308 13,135 - -
POPLAR STREET WATER
Property Taxes 3,425 8,899 - -
TOTAL 3,425 8,899 - -
CASEY'S @ FIVE POINTS
Property Taxes 280 559 - -
TOTAL 280 559 - -
SOUTH POINTE HOTEL PROJECT
Property Taxes 43,009 44,674 - -
TOTAL 43,009 44,674 - -
TODD ENCK PROJECT
Property Taxes 124 3,453 - -
TOTAL 124 3,453 - -
JOHN SCHULTE CONSTRUCTION
Property Taxes 155 3,825 - -
TOTAL 155 3,825 - -
PHARMACY PROPERTIES INC
Property Taxes 6,077 6,312 - -
TOTAL 6,077 6,312 - -
KEN-RAY LLC
Property Taxes 920 1,840 - -
TOTAL 920 1,840 - -
Grand Island Regular Meeting - 6/12/2019 Page 13 / 106
MONTH ENDED 2018-2019 2019 REMAINING % OF BUDGET
May-19 YEAR TO DATE BUDGET BALANCE USED
COMMUNITY REDEVELOPMENT AUTHORITY
FOR THE MONTH OF MAY 2019
TOKEN PROPERTIES RUBY
Property Taxes 58 1,581 - -
TOTAL 58 1,581 - -
GORDMAN GRAND ISLAND
Property Taxes 1,407 37,729 - -
TOTAL 1,407 37,729 - -
BAKER DEVELOPMENT INC
Property Taxes 74 149 - -
TOTAL 74 149 - -
STRATFORD PLAZA INC
Property Taxes 16,949 17,605 - -
TOTAL 16,949 17,605 - -
COPPER CREEK 2013 HOUSES
Property Taxes 31,992 40,408 - -
TOTAL 31,992 40,408 - -
FUTURE TIF'S
Property Taxes 81 3,149,000 3,148,919
TOTAL - 81 3,149,000 3,148,919
CHIEF INDUSTRIES AURORA COOP
Property Taxes 749 1,499 - (1,499)
TOTAL 749 1,499 - (1,499)
TOKEN PROPERTIES KIMBALL ST
Property Taxes 55 1,408 - (1,408)
TOTAL 55 1,408 - (1,408)
GI HABITAT OF HUMANITY
Property Taxes 86 173 - (173)
TOTAL 86 173 - (173)
AUTO ONE INC
Property Taxes 277 554 - (554)
TOTAL 277 554 - (554)
EIG GRAND ISLAND
Property Taxes 36,687 38,108 - (38,108)
TOTAL 36,687 38,108 - (38,108)
TOKEN PROPERTIES CARY ST
Property Taxes 156 4,461 - (4,461)
TOTAL 156 4,461 - (4,461)
Grand Island Regular Meeting - 6/12/2019 Page 14 / 106
MONTH ENDED 2018-2019 2019 REMAINING % OF BUDGET
May-19 YEAR TO DATE BUDGET BALANCE USED
COMMUNITY REDEVELOPMENT AUTHORITY
FOR THE MONTH OF MAY 2019
WENN HOUSING PROJECT
Property Taxes 2,335 4,580 - (4,580)
TOTAL 2,335 4,580 - (4,580)
COPPER CREEK 2014 HOUSES
Property Taxes 99,304 133,817 - (133,817)
TOTAL 99,304 133,817 - (133,817)
TC ENCK BUILDERS
Property Taxes 68 1,984 - (1,984)
TOTAL 68 1,984 - (1,984)
SUPER MARKET DEVELOPERS
Property Taxes 2,424 65,033 - (65,033)
TOTAL 2,424 65,033 - (65,033)
MAINSTAY SUITES
Property Taxes 1,271 2,543 - (2,543)
TOTAL 1,271 2,543 - (2,543)
TOWER 217
Property Taxes 525 1,049 - (1,049)
TOTAL 525 1,049 - (1,049)
COPPER CREEK 2015 HOUSES
Property Taxes 91,546 139,142 - (139,142)
TOTAL 91,546 139,142 - (139,142)
NORTHWEST COMMONS
Property Taxes 3,827 183,370 - (183,370)
TOTAL 3,827 183,370 - (183,370)
HABITAT - 8TH & SUPERIOR
Property Taxes 217 433 (433)
TOTAL 217 433 - (433)
KAUFMAN BUILDING
Property Taxes 6,593 6,846 (6,846)
TOTAL 6,593 6,846 - (6,846)
TALON APARTMENTS
Property Taxes 1,486 75,518 (75,518)
TOTAL 1,486 75,518 - (75,518)
VICTORY PLACE
Property Taxes 19,662 60,427 (60,427)
TOTAL 19,662 60,427 - (60,427)
THINK SMART
Property Taxes 37 1,920 (1,920)
TOTAL 37 1,920 - (1,920)
Grand Island Regular Meeting - 6/12/2019 Page 15 / 106
MONTH ENDED 2018-2019 2019 REMAINING % OF BUDGET
May-19 YEAR TO DATE BUDGET BALANCE USED
COMMUNITY REDEVELOPMENT AUTHORITY
FOR THE MONTH OF MAY 2019
BOSSELMAN HQ
Property Taxes 1,792 92,530 (92,530)
TOTAL 1,792 92,530 - (92,530)
TALON APARTMENTS 2017
Property Taxes 1,184 60,157 (60,157)
TOTAL 1,184 60,157 - (60,157)
WEINRICH DEVELOPMENT
Property Taxes 28 56 (56)
TOTAL 28 56 - (56)
WING WILLIAMSONS
Property Taxes 1,437 1,492 (1,492)
TOTAL 1,437 1,492 - (1,492)
HATCHERY HOLDINGS
Property Taxes 3,279 166,618 (166,618)
TOTAL 3,279 166,618 - (166,618)
FEDERATION LABOR TEMPLE
Property Taxes 20 40 (40)
TOTAL 20 40 - (40)
MIDDLETON PROPERTIES II
Property Taxes 14,297 14,580 (14,580)
TOTAL 14,297 14,580 - (14,580)
COPPER CREEK 2016 HOUSES
Property Taxes 28,286 40,235 (40,235)
TOTAL 28,286 40,235 - (40,235)
EAST PARK ON STUHR
Property Taxes 2,161 4,321 (4,321)
TOTAL 2,161 4,321 - (4,321)
TOTAL REVENUE 649,703 2,671,447 4,379,300 2,994,527 61.00%
- -
Grand Island Regular Meeting - 6/12/2019 Page 16 / 106
MONTH ENDED 2018-2019 2019 REMAINING % OF BUDGET
May-19 YEAR TO DATE BUDGET BALANCE USED
COMMUNITY REDEVELOPMENT AUTHORITY
FOR THE MONTH OF MAY 2019
EXPENSES
CRA
GENERAL OPERATIONS:
Auditing & Accounting 3,000 3,000 - 100.00%
Legal Services 225 750 3,000 2,250 25.00%
Consulting Services - 5,000 5,000 0.00%
Contract Services 3,730 32,821 75,000 42,179 43.76%
Printing & Binding - 1,000 1,000 0.00%
Other Professional Services 5,107 16,000 10,893 31.92%
General Liability Insurance - 250 250 0.00%
Postage - 200 200 0.00%
Lifesafety Grant - 200,000 200,000 0.00%
Legal Notices 16 138 500 362 27.59%
Travel & Training - 1,000 1,000 0.00%
Office Supplies - 1,000 1,000 0.00%
Supplies - 300 300 0.00%
Land 140 - -
Bond Principal - Lincoln Pool 180,000 180,000 - 100.00%
Bond Interest - Lincoln Pool 9,163 17,065 7,903 53.69%
PROJECTS
Husker Harvest Days 200,000 200,000 - 100.00%
Façade Improvement - 200,000 200,000 0.00%
Building Improvement 438,677 926,000 487,323 0.00%
Other Projects - 25,000 25,000 0.00%
TOTAL CRA EXPENSES 3,971 869,796 1,854,315 984,659 46.91%
WALNUT HOUSING PROJECT
Bond Principal 33,710 - -
Bond Interest 3,526 - -
TOTAL - 37,236 - -
GIRARD VET CLINIC
Bond Principal 5,481 - -
TOTAL - 5,481 - -
GEDDES ST APTS - PROCON
Bond Principal 630 - -
TOTAL - 630 - -
SOUTHEAST CROSSINGS
Bond Principal 9,827 - -
TOTAL - 9,827 - -
POPLAR STREET WATER
Bond Principal 4,997 - -
TOTAL - 4,997 - -
CASEY'S @ FIVE POINTS
Bond Principal 280 - -
TOTAL - 280 - -
Grand Island Regular Meeting - 6/12/2019 Page 17 / 106
MONTH ENDED 2018-2019 2019 REMAINING % OF BUDGET
May-19 YEAR TO DATE BUDGET BALANCE USED
COMMUNITY REDEVELOPMENT AUTHORITY
FOR THE MONTH OF MAY 2019
SOUTH POINTE HOTEL PROJECT
Bond Principal 1,665 - -
TOTAL - 1,665 - -
TODD ENCK PROJECT
Bond Principal 3,328 - -
TOTAL - 3,328 - -
JOHN SCHULTE CONSTRUCTION
Bond Principal 3,671 - -
TOTAL - 3,671 - -
PHARMACY PROPERTIES INC
Bond Principal 235 - -
TOTAL - 235 - -
KEN-RAY LLC
Bond Principal 920 - -
TOTAL - 920 - -
TOKEN PROPERTIES RUBY
Bond Principal 1,523 - -
TOTAL - 1,523 - -
GORDMAN GRAND ISLAND
Bond Principal 1,407 - -
TOTAL - 1,407 - -
BAKER DEVELOPMENT INC
Bond Principal 74 - -
TOTAL - 74 - -
STRATFORD PLAZA LLC
Bond Principal 656 - -
TOTAL - 656 - -
COPPER CREEK 2013 HOUSES
Bond Principal 8,040 - -
TOTAL - 8,040 - -
CHIEF INDUSTRIES AURORA COOP
Bond Principal 749 - -
TOTAL - 749 - -
TOKEN PROPERTIES KIMBALL STREET
Bond Principal 1,353 - -
TOTAL - 1,353 - -
GI HABITAT FOR HUMANITY
Bond Principal 86 - -
TOTAL - 86 - -
Grand Island Regular Meeting - 6/12/2019 Page 18 / 106
MONTH ENDED 2018-2019 2019 REMAINING % OF BUDGET
May-19 YEAR TO DATE BUDGET BALANCE USED
COMMUNITY REDEVELOPMENT AUTHORITY
FOR THE MONTH OF MAY 2019
AUTO ONE INC
Bond Principal 277 - -
TOTAL - 277 - -
EIG GRAND ISLAND
Bond Principal 1,421 - -
TOTAL - 1,421 - -
TOKEN PROPERTIES CARY STREET
Bond Principal 4,306 - -
TOTAL - 4,306 - -
WENN HOUSING PROJECT
Bond Principal 2,245 - -
TOTAL - 2,245 - -
COPPER CREEK 2014 HOUSES
Bond Principal 31,483 - -
TOTAL - 31,483 - -
TC ENCK BUILDERS
Bond Principal 1,916 - -
TOTAL - 1,916 - -
SUPER MARKET DEVELOPERS
Bond Principal 2,424 - -
TOTAL - 2,424 - -
MAINSTAY SUITES
Bond Principal 1,271 - -
TOTAL - 1,271 - -
TOWER 217
Bond Principal 525 - -
TOTAL - 525 - -
COPPER CREEK 2015 HOUSES
Bond Principal 31,605 - -
TOTAL - 31,605 -
NORTHWEST COMMONS
Bond Principal 179,544 - -
TOTAL - 179,544 -
HABITAT - 8TH & SUPERIOR
Bond Principal 217 - -
TOTAL - 217 -
KAUFMAN BUILDING
Bond Principal 253 - -
TOTAL - 253 -
Grand Island Regular Meeting - 6/12/2019 Page 19 / 106
MONTH ENDED 2018-2019 2019 REMAINING % OF BUDGET
May-19 YEAR TO DATE BUDGET BALANCE USED
COMMUNITY REDEVELOPMENT AUTHORITY
FOR THE MONTH OF MAY 2019
TALON APARTMENTS
Bond Principal 74,032 - -
TOTAL - 74,032 -
VICTORY PLACE
Bond Principal 40,765 - -
TOTAL - 40,765 -
FUTURE TIF'S
Bond Principal 748,769 3,149,000 2,400,231
TOTAL - 748,769 3,149,000 2,400,231
THINK SMART
Bond Principal 1,883 - -
TOTAL - 1,883 -
BOSSELMAN HQ
Bond Principal 90,739 - -
TOTAL - 90,739 -
TALON APARTMENTS 2017
Bond Principal 58,973 - -
TOTAL - 58,973 -
WEINRICH DEVELOPMENT
Bond Principal 28 - -
TOTAL - 28 -
WING WILLIAMSONS
Bond Principal 55 - -
TOTAL - 55 -
HATCHERY HOLDINGS
Bond Principal 163,339 - -
TOTAL - 163,339 -
FEDERATION LABOR TEMPLE
Bond Principal 20 - -
TOTAL - 20 -
MIDDLETON PROPERTIES II
Bond Principal 282 - -
TOTAL - 282 -
COPPER CREEK 2016 HOUSES
Bond Principal 4,914 - -
TOTAL - 4,914 -
EAST PARK ON STUHR
Bond Principal 2,161 - -
TOTAL - 2,161 -
TOTAL EXPENSES 3,971 2,395,402 5,003,315 3,384,890 47.88%
Grand Island Regular Meeting - 6/12/2019 Page 20 / 106
06/06/2019 16:19 |CITY OF GRAND ISLAND |P 1
briansc |BALANCE SHEET FOR 2019 8 |glbalsht
NET CHANGE ACCOUNT
FUND: 900 COMMUNITY REDEVELOPMENT AUTHOR FOR PERIOD BALANCE__________________________________________________________________________________________________________
ASSETS
900 11110 OPERATING CASH 645,731.82 1,010,311.30
900 11120 COUNTY TREASURER CASH .00 140,410.38
900 11305 PROPERTY TAXES RECEIVABLE .00 213,070.00
900 11500 INTEREST RECEIVABLE .00 808.64
900 14100 NOTES RECEIVABLE .00 125,290.09
900 14700 LAND .00 490,485.75_______________________________________
TOTAL ASSETS 645,731.82 1,980,376.16_______________________________________
LIABILITIES
900 22100 LONG TERM DEBT .00 -105,250.00
900 22400 OTHER LONG TERM DEBT .00 -930,000.00
900 22900 ACCRUED INTEREST PAYABLE .00 -5,344.79
900 25100 ACCOUNTS PAYABLE .00 -65,572.06
900 25315 DEFERRED REVENUE-PROPERY TAX .00 -206,904.00_______________________________________
TOTAL LIABILITIES .00 -1,313,070.85_______________________________________
FUND BALANCE
900 39110 INVESTMENT IN FIXED ASSETS .00 -490,485.75
900 39112 FUND BALANCE-BONDS .00 909,959.91
900 39120 UNRESTRICTED FUND BALANCE .00 -810,734.37
900 39500 REVENUE CONTROL -649,703.24 -2,671,446.93
900 39600 EXPENDITURE CONTROL 3,971.42 2,395,401.83_______________________________________
TOTAL FUND BALANCE -645,731.82 -667,305.31_______________________________________
TOTAL LIABILITIES + FUND BALANCE -645,731.82 -1,980,376.16=======================================
** END OF REPORT - Generated by Brian Schultz **
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Community Redevelopment
Authority (CRA)
Wednesday, June 12, 2019
Regular Meeting
Item D1
Bills - June 12, 2019
Staff Contact:
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Grand Island Regular Meeting - 6/12/2019 Page 23 / 106
Grand Island Regular Meeting - 6/12/2019 Page 24 / 106
Grand Island Regular Meeting - 6/12/2019 Page 25 / 106
Community Redevelopment
Authority (CRA)
Wednesday, June 12, 2019
Regular Meeting
Item E1
May 2019 Committed Projects
Staff Contact:
Grand Island Regular Meeting - 6/12/2019 Page 26 / 106
COMMITTED PROJECTS REMAINING
GRANT
AMOUNT
2019 FISCAL YR 2020 FISCAL YR 2021 FISCAL YR ESTIMATED
COMP
Bosselman-1607 S. Locust (11-14-18) $ 50,000.00 $ 50,000.00 Summer 2019
Hedde Building 201-205 W. 3rd (10-18-
17)
$ 300,000.00 $ 200,000.00 $ 100,000.00 Spring 2020
Old City Hall -208 N. Pine St (12-12-18) $ 100,000.00 $ 100,000.00 Summer 2019
Paramount Development - 411 W. 3rd St
(2-13-19)
$ 15,000.00 $ 15,000.00
Take Flight - 209 W. 3rd (11-14-18) $ 50,000.00 $ 50,000.00
Total Committed $ 465,000.00 $ 365,000.00 $ 100,000.00 $ -
FIRE & LIFE SAFETY GRANT TOTAL
AMOUNT
2019 FISCAL YR 2020 FISCAL YR 2021 FISCAL YR ESTIMATED
COMP
201-203 W. 3rd St. Anson (8-24-16) $ 310,000.00 $ 310,000.00 Spring 2020
Old Sears Building - 4 Aparts (8-8-18) $ 80,000.00 $ 80,000.00 Summer 2019
Peaceful Root - 112 W. 2nd St. (1-11-17) $ 50,000.00 $ 50,000.00 Spring 2019
Rawr Holdings 110 W 2nd (12-12-18) $ 35,000.00 $ 35,000.00 Winter 2019
Wing Properties 112 E 3rd (12-12-18) $ 20,000.00 $ 20,000.00 Winter 2019
Total Committed F&L Safety Grant $ 495,000.00 $ 495,000.00 $ - $ -
BUDGET COMMITTED LEFT
Life Safety Budgeted 2019 $ 200,000.00 $ 130,000.00 $ 70,000.00
Façade Budgeted 2019 $ 200,000.00 $ 200,000.00 $ -
Other Projects 2019 Budgeted $ 25,000.00 $ 15,000.00 $ 10,000.00
Land - Budgeted 2019 $ - $ - $ -
Land Sales Budgeted 2019 $ (100,000.00) $ - $ (100,000.00)
subtotal $ 345,000.00 $ (20,000.00)
Less committed ($860,000.00) ($100,000.00)
Balance remaining $ (515,000.00) $ (120,000.00)
BUDGET PAID LEFT
Building Improvements * $ 926,000.00 $ 438,677.00 $ 487,323.00
*Includes Life Safety, Façade, Other grants made in previous fiscal years
CRA PROPERTIES
Address Purchase Price Purchase Date Demo Cost Status
3235 S Locust (Desert Rose) $450,000 4/2/2010 $39,764 Surplus
May 31, 2019
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Community Redevelopment
Authority (CRA)
Wednesday, June 12, 2019
Regular Meeting
Item I1
Redevelopment Contract - Orchard, LLC
Staff Contact:
Grand Island Regular Meeting - 6/12/2019 Page 28 / 106
1
REDEVELOPMENT CONTRACT
This Redevelopment Contract is made and entered into as of the ___ day of ___________,
2019, by and between the Community Redevelopment Authority of the City of Grand Island,
Nebraska ("Authority"), and The Orchard, LLC, a Nebraska limited liability company
("Redeveloper").
WITNESSETH:
WHEREAS, the City of Grand Island, Nebraska (the "City'), in furtherance of the
purposes and pursuant to the provisions of Section 12 of Article VIII of the Nebraska
Constitution and Sections 18-2101 through 18-2154, Reissue Revised Statutes of Nebraska,
2012, as amended (collectively the "Act"), has designated an area within the City as blighted and
substandard;
WHEREAS, the Mayor and Council of the City, after public hearing pursuant to the Act,
approved that redevelopment plan entitled "Redevelopment Plan Amendment Grand Island CRA
Area 26 November 2018" (the "Redevelopment Plan");
WHEREAS, Authority and Redeveloper desire to enter into this Redevelopment Contract
in order to implement the Redevelopment Plan and provide for the redevelopment of lots and
lands located in a blighted and substandard area;
WHEREAS, the proposed redevelopment project provides for the platting of a residential
subdivision, installation of public infrastructure and other eligible public improvements under the
Act, and construction of single family attached and detached residences in three (3) or more
phases, with all phases constituting part of a single redevelopment project.
WHEREAS, each phase shall be comprised of up to three (3) annual sub-phases, for a
total of up to nine (9) annual sub-phases, which will specifically identify the portion of the real
property in the redevelopment project that will be developed in such sub-phase.
WHEREAS, a phased redevelopment project, including the phasing of the division of ad
valorem taxes for the project, is permitted under Section 18-2147 of the Act, which expressly
authorizes the division of ad valorem taxes on portions of the real property in the redevelopment
project for a period not to exceed 15 years. The proposed redevelopment project will
accordingly divide the ad valorem taxes on each sub-phase of the real property in the
redevelopment project in different years, each for a period not to exceed 15 years.
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein set
forth, Authority and Redeveloper do hereby covenant, agree and bind themselves as follows:
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2
ARTICLE I
DEFINITIONS AND INTERPRETATION
Section 1.01 Terms Defined in this Redevelopment Contract.
Unless the context otherwise requires, the following terms shall have the following
meanings for all purposes of this Redevelopment Contract, such definitions to be equally
applicable to both the singular and plural forms and masculine, feminine and neuter gender of
any of the terms defined:
"Act" means Section 12 of Article VIII of the Nebraska Constitution, Sections 18-2101
through 18-2154, Reissue Revised Statutes of Nebraska, 2012, as amended, and acts amendatory
thereof and supplemental thereto.
"Authority" means the Community Redevelopment Authority of the City of Grand Island,
Nebraska.
"City" means the City of Grand Island, Nebraska.
"Governing Body" means the Mayor and City Council of the City.
"Holder(s)" means the registered owner or owners of Indebtedness issued by the Authority
from time to time outstanding.
"Indebtedness" means any bonds, notes, loans, and advances of money or other
indebtedness, including interest and premium, if any, thereon, incurred by the Authority pursuant
to the Resolution and Article III hereof to provide financing for a portion of the Project Costs
and secured in whole or in part by TIF Revenues. The Indebtedness as initially issued by the
Authority shall consist of the Authority's Tax Increment Development Revenue Bond (Orchard,
LLC Project), Series 2019, (the “TIF Bond”) to be issued in an amount not to exceed $6,316,956 in
substantially the form set forth on Exhibit C and the various Redevelopment Contract Amendments,
and purchased by the Redeveloper as set forth in Section 3.04 of this Redevelopment Contract.
"Liquidated Damages Amount” means the amounts to be repaid to Authority by
Redeveloper pursuant to Section 6.02 of this Redevelopment Contract.
"Lot" or "Lots" shall mean the separately platted and subdivided lots within the
Redevelopment Project Area established pursuant to approved and filed subdivision plat(s) in
accordance with the ordinances and regulations of the City.
“Phase One” means the first of three (3) phases which collectively comprise the Project.
Phase One shall include the construction of approximately sixty-three (63) single family attached
and detached residential dwellings and associated improvements on the Phase One
Redevelopment Project Property, and adjacent thereto, as well as the Public Improvements
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3
necessary to serve the Private Improvements constructed as part of Phase One, as described on
Exhibit A.
“Phase Two” means the second of three (3) phases which collectively comprise the
Project. Phase Two shall include the construction of approximately sixty (60) single family
attached and detached residential dwellings and associated improvements on the Phase Two
Redevelopment Project Property, and adjacent thereto, as well as the Public Improvements
necessary to serve the Private Improvements constructed as part of Phase Two, as described on
Exhibit A.
“Phase Three” means the third of three (3) phases which collectively comprise the Project.
Phase Three shall include the construction of approximately fifty-nine (59) single family
attached and detached residential dwellings and associated improvements on the Phase Three
Redevelopment Project Property, and adjacent thereto, as well as the Public Improvements
necessary to serve the Private Improvements constructed as part of Phase Three, as described on
Exhibit A.
“Private Improvements” means construction of the single family residential dwellings and
associated improvements located on the Redevelopment Project Property as more particularly
described on Exhibit A.
"Project" means the improvements to the Redevelopment Project Area, as further
described in Exhibit B attached hereto and incorporated herein by reference and, as used herein,
shall include the Redevelopment Project Property and additions and improvements thereto. The
Project shall include the Private Improvements and Public Improvements constructed in the
Redevelopment Project Area. The parties acknowledge and agree that the Project shall be
completed in multiple Phases and Sub-Phases in successive years, as described herein, and that
all such Phases and Sub-Phases shall constitute the Project.
"Project Cost Certification" means a statement prepared and signed by the Redeveloper
verifying the Redeveloper has paid Project Costs identified on Exhibit D and shall be conducted
for each phase of the Project.
"Project Costs" means only costs or expenses incurred by Redeveloper for the purposes
set forth in §l8-2103(28), including the costs of the Public Improvements, which costs shall be
reimbursed to Redeveloper through the exercise of the powers set forth in §18-2107(4) of the
Act, all as identified on Exhibit D and shall be conducted for each phase of the Project.
“Public Improvements” shall include all the public improvements that shall be undertaken
and constructed by the Redeveloper on the Redevelopment Project Property, and adjacent
thereto, as more particularly described on Exhibit A, which are eligible improvements under the
Act.
"Redeveloper" means The Orchard, LLC, a Nebraska limited liability company.
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4
"Redevelopment Project Area" means that certain real property situated in the City of
Grand Island, Hall County, Nebraska which has been declared blighted and substandard by the
City pursuant to the Act, and which is more particularly described in the Redevelopment Plan.
"Redevelopment Project Property" means all of the Redevelopment Project Area which is
the site for the improvements constituting the Project, as more particularly described on Exhibit
A attached hereto and incorporated herein by this reference.
"Redevelopment Contract" means this redevelopment contract between the Authority and
Redeveloper with respect to the Project, as the same may be amended from time to time,
including, without limitation, by Redevelopment Contract Amendments executed from time to
time in connection with the separate Sub-Phases of the Project.
"Redevelopment Contract Amendment" shall mean an amendment to this Redevelopment
Contract, for the purpose of establishing the effective date for the division of ad valorem taxes
pursuant to section 18-2147 of the Act as to each Sub-Phase, as defined in Section 3.01 hereof,
of lots in the Redevelopment Project Area. The form of the Redevelopment Contract
Amendment is attached hereto as Exhibit E.
"Redevelopment Plan" means the Redevelopment Plan (also defined in the recitals
hereto) for the Redevelopment Project Area related to the Project, identified as “Redevelopment
Plan Amendment Grand Island CRA Area 26” dated November 2018, prepared by the
Redeveloper, approved by the City and adopted by the Authority pursuant to the Act.
"Resolution" means the Resolution of the Authority authorizing the issuance of the
Indebtedness, as supplemented from time to time, and also approving this Redevelopment
Contract.
“Sub-Phase” means the construction of the Private Improvements on the Lot or Lots
identified by Redeveloper in the Redevelopment Contract Amendment described below. Each
Phase of the Project shall include up to three (3) annual sub-phases, for a total of up to nine (9)
annual sub-phases. Each sub-phase shall have a separate Effective Date for the division of ad
valorem taxes, as more particularly described herein.
"TIF Revenues" means incremental ad valorem taxes generated on the Redevelopment
Project Property by the Project which are to be allocated to and paid to the Authority pursuant to
the Act.
Section 1.02 Construction and Interpretation.
The provisions of this Redevelopment Contract shall be construed and interpreted in
accordance with the following provisions:
(a) Whenever in this Redevelopment Contract it is provided that any person may
do or perform any act or thing the word “may" shall be deemed permissive and not
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5
mandatory and it shall be construed that such person shall have the right, but shall not be
obligated, to do and perform any such act or thing.
(b) The phrase "at any time" shall be construed as meaning at any time or from
time to time.
(c) The word "including" shall be construed as meaning "including, but not
limited to."
(d) The words "will" and "shall" shall each be construed as mandatory.
(e) The words "herein," "hereof," "hereunder", "hereinafter" and words of
similar import shall refer to the Redevelopment Contract as a whole rather than to any
particular paragraph, section or subsection, unless the context specifically refers thereto.
(f) Forms of words in the singular, plural, masculine, feminine or neuter shall be
construed to include the other forms as the context may require.
(g) The captions to the sections of this Redevelopment Contract are for
convenience only and shall not be deemed part of the text of the respective sections and
shall not vary by implication or otherwise any of the provisions hereof.
ARTICLE II
FINDINGS AND REPRESENTATIONS
Section 2.01 Findings of Authority.
The Authority makes the following findings:
(a) The Authority is a duly organized and validly existing community
Redevelopment Authority under the Act.
(b) The Redevelopment Plan has been duly approved by the City and adopted as
amended by the Authority pursuant to Sections 18-2109 through 18-2117 of the Act.
(c) The Authority deems it to be in the public interest and in furtherance of the
purposes of the Act to accept the proposal submitted by Redeveloper as specified herein.
(d) The Redevelopment Project is expected to achieve the public purposes of the
Act by among other things, increasing employment, improving public infrastructure,
increasing the tax base, and lessening blighted and substandard conditions in the
Redevelopment Project Area and other purposes set forth in the Act.
(e) (1) The Redevelopment Plan is feasible and in conformity with the general
plan for the development of the City as a whole and the Redevelopment Plan is in
conformity with the legislative declarations and determinations set forth in the Act, and
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6
(2) Based upon investigation by the Authority and on representations made
by the Redeveloper and its Lender:
(i) the Project would not be economically feasible without the use of
tax-increment financing (funds provided pursuant to Section 18-2147 of the
Act),
(ii) the Project would not occur in the Redevelopment Project Area
without the use of tax-increment financing, and
(iii) the Authority has documented that it is not economically feasible
to undertake the Project due to a lack of capital and available financing
without the assistance provided under this Redevelopment Contract.
(f) The Authority has determined that the costs and benefits of the Project,
including costs and benefits to other affected political subdivisions (and documented the
same as part of the cost benefit analysis contained in the Redevelopment Plan), the
economy of the community, and the demand for public and private services have been
analyzed by the Authority and have been found to be in the long-term best interest of the
community impacted by the Project.
(g) The Authority has determined that the proposed land uses and building
requirements in the Redevelopment Area are designed with the general purpose of
accomplishing, in conformance with the general plan, a coordinated, adjusted, and
harmonious development of the City and its environs which will, in accordance with
present and future needs, promote health, safety, morals, order, convenience, prosperity,
and the general welfare, as well as efficiency and economy in the process of development:
including, among other things, adequate provision for traffic, vehicular parking, the
promotion of safety from fire, panic, and other dangers, adequate provision for light and
air, the promotion of the healthful and convenient distribution of population, the provision
of adequate transportation, water, sewerage and other public utilities, schools, parks,
recreational and community facilities, and other public requirements, the promotion of
sound design and arrangement, the wise and efficient expenditure of public funds, and the
prevention of the recurrence of insanitary or unsafe dwelling accommodations, or
conditions of blight.
Section 2.02 Representations of Redeveloper.
The Redeveloper makes the following representations:
(a) The Redeveloper is a Nebraska limited liability company, authorized to do
business in the state of Nebraska, having the power to enter into this Redevelopment
Contract and perform all obligations contained herein and by proper action has been duly
authorized to execute and deliver this Redevelopment Contract. Prior to the execution
and delivery of this Redevelopment Contract, the Redeveloper has delivered to the
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7
Authority a certificate of good standing, a certified copy of the Redeveloper's certificate
of organization, and a certified copy of the resolution or resolutions authorizing the
execution and delivery of this Redevelopment Contract.
(b) The execution and delivery of this Redevelopment Contract and the
consummation of the transactions herein contemplated will not conflict with or constitute
a breach of or default under any bond, debenture, note or other evidence of indebtedness
or any contract, loan agreement or lease to which Redeveloper is a party or by which it is
bound, or result in the creation or imposition of any lien, charge or encumbrance of any
nature upon any of the property or assets of the Redeveloper contrary to the terms of any
instrument or agreement.
(c) There is no litigation pending or to the best of its knowledge threatened
against Redeveloper affecting its ability to carry out the acquisition, construction,
equipping and furnishing of the Project or the carrying into effect of this Redevelopment
Contract or in any other matter materially affecting the ability to Redeveloper to perform
its obligations hereunder.
(d) The Project would not be economically feasible without the use of tax
increment financing.
(e) The Project would not occur in the Redevelopment Project Area without the
use of tax-increment financing.
(f) The Redeveloper certifies that it has not and will not apply for (i) tax
incentives under the Nebraska Advantage Act for a project located or to be located within
the redevelopment project area; (ii) a refund of the city’s local option sales tax revenue;
and (iii) no application has been made or approved under the Nebraska Advantage Act.
ARTICLE III
OBLIGATIONS OF THE AUTHORITY
Section 3.01 Division of Taxes.
In accordance with Section 18-2147 of the Act and the terms of the Resolution, the
Authority hereby provides that any ad valorem tax on the Lot or Lots located in the
Redevelopment Project Area and identified from time to time by the Redeveloper as a Sub-Phase
in a Redevelopment Contract Amendment executed on behalf of the Redeveloper and delivered
to the Authority in the form attached hereto as Exhibit E (each, a "Redevelopment Contract
Amendment") for the benefit of any public body be divided for a period of fifteen years after the
effective date (the “Effective Date”), as described in Section 18-2147 (1) of the Act (which
Effective date shall be the January 1 of the year in which the division of taxes occurs which shall
be the Division Date as described in Exhibit E) of this provision as set forth in a Redevelopment
Contract Amendment, consistent with the Redevelopment Plan. Said taxes shall be divided as
follows:
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8
(a) That portion of the ad valorem tax on real property in each Sub-Phase which
is produced by levy at the rate fixed each year by or for each public body upon the
"redevelopment project valuation" (as defined in the Act) of the Lots within such Sub-
Phase shall be paid into the funds of each such public body in the same proportion as all
other taxes collected by or for the bodies; and
(b) That portion of the ad valorem tax on real property in each Sub-Phase in
excess of such amount (the "Incremental Ad Valorem Tax"), if any, shall be allocated to,
is pledged to, and, when collected, paid into a special fund of the Authority (designated in
the Resolution as the "Bond Fund") to pay the principal of, the interest on, and any
premium due in connection with the Indebtedness. When such Indebtedness, including
interest and premium due have been paid, the Authority shall so notify the County
Assessor and County Treasurer and all ad valorem taxes upon real property in such Sub-
Phase shall be paid into the funds of the respective public bodies.
Provided a Redevelopment Contract Amendment in form attached hereto as Exhibit E and
signed by the Redeveloper, and a proposed form of “Notice to Divide Tax for Community
Redevelopment Project”, all prepared in accordance with this Redevelopment Contract and the
Act) is delivered to the Authority no later than July 1 of any year, the Authority shall: (a) execute
the Redevelopment Contract Amendment, and (b) file before August 1 of such year a "Notice to
Divide Tax for Community Redevelopment Project" for the lots identified by Redeveloper in the
Sub-Phase with the office of the Hall County Treasurer and Hall County Assessor, without
requirement of additional hearings or public notice.
No Redevelopment Contract Amendment providing for the division of taxes pursuant to
this Redevelopment Contract and Section 18-2147 of the Act shall be made after July 31, 2028.
Redeveloper acknowledges the following applicable tax laws in the State of Nebraska:
(1) pursuant to Neb. Rev. Stat. § 77-1601, the levy date is October 15 of each year, (2) pursuant
to Neb. Rev. Stat. § 77-203, ad valorem taxes for each year are due and payable on December 31
following the levy date, and (3) pursuant to Neb. Rev. Stat. § 77-204, property taxes due each
December 31 are not delinquent until the subsequent year
Section 3.02 Issuance of Indebtedness
The Authority shall authorize the issuance of the Indebtedness in the form and stated
principal amount and bearing interest and being subject to such terms and conditions as are
specified in the Resolution and this Redevelopment Contract; provided, at all times the
maximum amount of the Indebtedness shall be limited to the lesser of (i) the stated face amount
of the Indebtedness, or (ii) the sum of all Project Costs incurred by the Redeveloper as set forth
on Exhibit D. No Indebtedness will be issued until Redeveloper has acquired fee title to the
Redevelopment Project Property and entered into a contract for construction of the Project.
The Authority shall issue up to three (3) Tax Increment Revenue Bonds, in one taxable
series in an aggregate maximum principal not to exceed:
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9
Phase One: $2,167,725
Phase Two: $2,067,850
Phase Three: $2,061,381
Total $6,316,956
The form of the bond is attached as Exhibit C (“TIF Bond”), for net funds available to be
purchased by Redeveloper (“TIF Bond Purchaser”), in a written form acceptable to the
Authority’s attorney, and receive Bond proceeds from the TIF Bond Purchaser in said amount.
At the option of the Redeveloper, the Authority shall make grants to Redeveloper with respect to
Project Costs incurred by Redeveloper for each Phase and Sub-Phase of the Project, up to the
maximum principal amount stated above, and such grants shall offset TIF Bond Purchaser’s
obligation to purchase the TIF Bond. Subject to the terms of this Agreement and the Resolution,
the Authority’s Treasurer on behalf of the Authority shall have the authority to determine the
timing of issuing the Indebtedness and all the other necessary details of the Indebtedness.
The Redeveloper agrees to purchase the Indebtedness for each Phase at a price equal to
the principal amount thereof, in a private placement satisfactory to the Authority as to its terms
and participants (including any pledgee thereof). Neither the Authority nor the City shall have
any obligation to provide for the sale of the Indebtedness. It is the sole responsibility of the
Redeveloper to effect the sale of the Indebtedness by purchasing the Indebtedness in accordance
with the terms of this Redevelopment Contract and the Resolution. Redeveloper acknowledges
that the Authority makes no representation regarding the taxability of the grant or the interest on
the Indebtedness.
Section 3.03 Pledge of Revenues.
Under the terms of the Resolution, the Authority pledges 100% of the available annual
TIF Revenues derived from the Redevelopment Project Property as security for and to provide
payment of the Indebtedness as the same fall due (including payment of any mandatory
redemption amounts set for the Indebtedness in accordance with the terms of the Resolution).
Section 3.04 Purchase and Pledge of Indebtedness/Grant of Net Proceeds of Indebtedness.
The Redeveloper has agreed to purchase the Indebtedness for each Phase from the
Authority for a price equal to the principal amount thereof, payable as provided in Section 3.02
and this Section 3.04. In accordance with the terms of this Redevelopment Contract, the
Redeveloper shall receive grants in three (3) or more advances corresponding to the completion
of the Public Improvements for each separate Phase of the Project to reimburse Redeveloper for
Project Costs incurred for such Phase, in the aggregate maximum amount not to exceed the sums
reflected in section 3.02 above. Notwithstanding the foregoing, the aggregate amount of the
Indebtedness and the grant shall not exceed the amount of Project Costs as certified pursuant to
Section 4.02 of this Redevelopment Contract. Such grants shall be made to the Redeveloper
upon certification of Project Costs for each completed Phase as set forth herein and in the
Resolution, and payment purchase of the Indebtedness as provided in Section 3.02, unless
Redeveloper elects to offset the payment of the purchase of the Indebtedness with the grant
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proceeds as provided herein and in the Resolution. The Authority shall have no obligation to
provide grant funds from any source other than as set forth in the Resolution and this
Redevelopment Contract.
Section 3.05 Creation of Funds.
In the Resolution, the Authority has provided for the creation of the following funds and
accounts which funds shall be held by the Authority separate and apart from all other funds and
moneys of the Authority and the City:
(a) a special trust fund called the “Orchard, LLC Redevelopment Project Bond Fund” (the
“Bond Fund”). All of the TIF Revenues shall be deposited into the Bond Fund. The TIF Revenues
accumulated in the Bond Fund shall be used and applied on the Business Day prior to each Interest
Payment Date (i) to make any payments to the City or the Authority as may be required under the
Redevelopment Contract and (ii) to pay principal of or interest on the Bond to the extent of any
money then remaining the Bond Fund on such Interest Payment Date. Money in the Bond Fund
shall be used solely for the purposes described herein and in the Resolution. All Revenues received
through and including December 31, 2043 shall be used solely for the payments required herein and
by the Resolution; and
(b) a special trust fund called the “Orchard, LLC Redevelopment Project Fund” (the “Project
Fund”). The Authority shall disburse any money on deposit in the Project Fund from time to time to
pay or as reimbursement for payment made for the Project Costs in each case within 5 Business
Days after completion of the steps set forth herein and in the Resolution. If a sufficient amount to
pay a properly completed Disbursement Request (as defined in Section 4.02) is not in the Project
Fund at the time of the receipt by the Authority of such request, the Authority shall notify the owner
of the Bond and such owner may deposit an amount sufficient to pay such request with the
Authority for such payment. As set forth in the Resolution, if the Redeveloper is the owner of the
Bond and the Redeveloper so elects, the Authority shall make a grant to Redeveloper in the amount
of an approved Disbursement Request; in such event, the approved Disbursement Request amount
shall offset funding of the Bond.
Section 3.06 Phased Development of Project.
The Private Improvements will be constructed in up to three (3) Sub-Phases of each Phase,
which phasing plan is based generally on the plat of the Redevelopment Project Property and the
absorption of the constructed homes. Each Sub-Phase will specifically identify the portion of the
Redevelopment Project Property that will be developed in that Sub-Phase. In order to optimize the
TIF Revenues generated by the Project, each Sub-Phase may have a separate Effective Date for the
division of ad valorem taxes. It is anticipated that the Sub-Phases of the Project will have the
following Effective Dates:
Phase One
Sub-Phase Effective Date
1 2020
2 2021
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3 2022
Phase Two
Sub-Phase Effective Date
1 2023
2 2024
3 2025
Phase Three
Sub-Phase Effective Date
1 2026
2 2027
3 2028
However, the Effective Date of each Sub-Phase of the Project shall be directly related to the
construction and absorption rate of the Private Improvements. It is the intent of the parties to this
Redevelopment Contract that the Effective Date for the division of ad valorem taxes pursuant to
§ 18-2147 of the Act for a Sub-Phase shall be January 1 of the year following completion of
construction of the Private Improvements on a Lot or Lots in the Redeveloper Project Property.
ARTICLE IV
OBLIGATIONS OF REDEVELOPER
Section 4.01 Construction of Project; Bond; Insurance.
(a) Redeveloper will acquire the Redevelopment Project Property and construct the Public
Improvements and the Private Improvements described on Exhibit A, subject to reimbursement
through the grants described in Section 3.04 of this Redevelopment Contract. Redeveloper will
coordinate with the City to ensure compliance with the City’s design requirements for all public
infrastructure improvements, including a water system, a sanitary sewer system, and a street
system consisting of concrete paved streets and required storm sewers.
Prior to commencement of construction of each Phase, Redeveloper shall provide City
and Authority with a separate payment and performance penal bond in an amount equal to the
total of all costs incurred by Redeveloper for improvements in the public right of way of the
Redevelopment Project Property for each separate Phase. Each payment and performance bond
shall be by a surety acceptable to City and Authority. In lieu of the payment and performance
bond, the Redeveloper may substitute a bank standby letter of credit in the same amount and
conditioned on timely performance of and payment for the completion of the Project Costs
related to improvements in the public right of way.
Redeveloper shall pay for the costs of the Public Improvements, subject, however, to
reimbursement from the grant(s) provided in Section 3.04 hereof. Redeveloper shall be solely
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responsible for obtaining all permits and approvals necessary to acquire, construct and equip the
Project. Until construction of the Project has been completed, Redeveloper shall make reports in
such detail and at such times as may be reasonably requested by the Authority as to the actual
progress of Redeveloper with respect to construction of the Project. Such reports shall include
actual expenditures incurred as described on Exhibit D.
(b) Any general contractor chosen by the Redeveloper or Redeveloper itself shall be
required to obtain and keep in force at all times until completion of construction of each Phase,
policies of insurance including coverage for contractors' general liability and completed
operations. The City, the Authority and the Redeveloper shall be named as additional insureds.
Any contractor chosen by the Redeveloper or the Redeveloper itself, as owner, shall be required
to purchase and maintain property insurance upon the Project to the full insurable value thereof.
This insurance shall insure against the perils of fire and extended coverage and shall include 'All
Risk" insurance for physical loss or damage. The contractor with respect to any specific contract
or the Redeveloper shall also carry insurance on all stored materials. The contractor or the
Redeveloper, as the case may be, shall furnish the Authority and the City with a Certificate of
Insurance evidencing policies as required above. Such certificates shall state that the insurance
companies shall give the Authority prior written notice in the event of cancellation of or material
change in any of any of the policies.
(c) Notwithstanding any provision herein to the contrary, in the event Redeveloper has
not acquired fee simple title to the Redevelopment Project Property on or before November 30,
2019, this Redevelopment Contract shall be null and void and of no force or effect effective as of
the date of execution hereof, and neither party shall have any liability or obligation to the other
party with respect hereto.
Section 4.02 Cost Certification & Disbursement of Bond Proceeds.
Proceeds of the Indebtedness may be advanced and disbursed in the manner set forth below:
(a) There shall be submitted to the Authority a grant disbursement request (the
“Disbursement Request”), executed by the City’s Finance Director and an authorized representative
of the Redeveloper, (i) certifying that a portion of the Public Improvements constituting a Phase
have been substantially completed and (ii) certifying the actual costs incurred by the Redeveloper in
the completion of such Public Improvements.
(b) If the costs requested for reimbursement under the Disbursement Request are
currently reimbursable under Exhibit D of this Redevelopment Contract and the Community
Redevelopment Law, the Authority shall evidence such allocation in writing and inform the owner
of the Bond of any amounts allocated to the Bond.
(c) Upon notification from the Authority as described in Section 4.02(b), deposits to the
accounts in the Project Fund may be made from time to time from funds received by the Authority
from the owner of the Bond (if other than the Redeveloper) in the amounts necessary to pay
amounts requested in properly completed, signed and approved written Disbursement Requests as
described herein. Such amounts shall be proceeds of the Bond and the Treasurer of the Authority
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shall inform the Registrar (as defined in the Bond Resolution) in writing of the date and amount of
such deposits. At the option of the Redeveloper, if the Redeveloper is the owner of the Bond, the
Authority shall make a grant to Redeveloper in the amount of the approved Disbursement Request;
in such event, the approved Disbursement Request amount shall offset funding of the Bond. The
Registrar shall keep and maintain a record of the amounts deposited into the Project Fund from
Bond proceeds pursuant to the terms of this Resolution as “Principal Amount Advanced” and shall
enter the aggregate principal amount then Outstanding as the “Cumulative Outstanding Principal
Amount” on its records maintained for the Bond. The aggregate amount deposited into the Project
Fund from proceeds of the Bond shall not exceed $6,316,956.
(d) Notwithstanding any other provision of this agreement or terms of the Resolution, the
Redeveloper may not make any purchase of the Indebtedness or certify any Project Costs as an
offset against the purchase price of the Indebtedness after January 1, 2029.
(e) Redeveloper shall retain copies of all supporting documents that are associated
with the redevelopment plan or redevelopment project and that are received or generated by the
Redeveloper for three years following the end of the last fiscal year in which ad valorem taxes
are divided and provide such copies to the city as needed to comply with the city’s retention
requirements under section 18-2117.04 of the Act. For purposes of this subsection, supporting
document includes any cost-benefit analysis conducted pursuant to section 18-2113 of the Act
and any invoice, receipt, claim, or contract received or generated by the redeveloper that
provides support for receipts or payments associated with the division of taxes.
Section 4.03 No Discrimination.
Redeveloper agrees and covenants for itself its successors and assigns that it will not
discriminate against any person or group of persons on account of race, sex, color, religion,
national origin, ancestry, disability, marital status or receipt of public assistance in connection
with the Project. Redeveloper, for itself and its successors and assigns, agrees that during the
construction of the Project, Redeveloper will not discriminate against any employee or applicant
for employment because of race, religion, sex, color, national origin, ancestry, disability, marital
status or receipt of public assistance. Redeveloper will comply with all applicable federal, state
and local laws related to the Project.
Section 4.04 Assignment or Conveyance.
This Redevelopment Contract shall not be assigned by the Redeveloper without the
written consent of the Authority. Such consent shall not be unreasonably withheld. Redeveloper
agrees that it shall not convey any Lot or any portion thereof or any structures thereon to any
person or entity that would be exempt from payment of real estate taxes, and that it will not make
application for any structure, or any portion thereof, to be taxed separately from the underlying
land of any Lot. The Redeveloper may make the following conveyances, which shall be
permitted without the consent of the Authority:
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(a) Any conveyance as security for indebtedness (i) previously incurred by
Redeveloper or incurred by Redeveloper after the effective date for Project Costs or any
subsequent physical improvements to the Redevelopment Project Property with the outstanding
principal amount of all such indebtedness, whether incurred prior to or after the effective date of
this Contract, secured by the Redevelopment Project Property which shall have lien priority over
the obligations of Redeveloper pursuant to this Redevelopment Contract, or (ii) any additional or
subsequent conveyance as security for indebtedness incurred by Redeveloper for Project Costs or
any subsequent physical improvements to the Redevelopment Project Property provided that any
such conveyance shall be subject to the obligations of Redeveloper pursuant to this
Redevelopment Contract;
(b) Any conveyance of a Lot or Lots in the Redevelopment Project Property to a non-
exempt third party, provided that said non-exempt third-party purchaser agrees to assume all
obligations of Redeveloper with respect to said Lot or Lots, including, without limitation, the
obligation to maintain the Minimum Lot Valuation; and
(c) For up to six (6) lots which shall be conveyed to Grand Island Area Habitat for
Humanity, Inc. for its program purposes of constructing new homes (“Habitat Lots”).
Section 4.05 Subdivision, Construction and Marketing Requirements.
The Redeveloper shall, prior to the receipt of any grant proceeds for any Phase:
(a) Subdivide that portion of the Redevelopment Project Property serviced by the Public
Improvements for such Phase into a subdivision, to be referred to herein as the “Phase One
Redevelopment Project Property,” the “Phase Two Redevelopment Project Property,” and the
“Phase Three Redevelopment Project Property,” respectively. The Phase One Redevelopment
Project Property, the Phase Two Redevelopment Project Property, and the Phase Three
Redevelopment Project Property shall each contain approximately 60 Lots, as generally depicted
on the site plan attached hereto as Exhibit A.
(b) The Redeveloper shall construct the Private Improvements on the Lots in such Phase.
(c) The Authority has agreed to provide the grants described in this Redevelopment
Contract, in part, on the Redeveloper’s undertaking to construct workforce single family attached
and detached residential dwellings. As a condition of receiving the grants provided in this
Redevelopment Contract, Redeveloper agrees to market each residential dwelling constructed in
the Redevelopment Project Area at a price not to exceed the Redeveloper’s actual construction
cost for such residential dwelling, plus ten percent (10%) of such actual construction cost (the
“Maximum Sales Price”). Prior to February 1 of each calendar year, commencing in 2020 and
continuing through 2028, Redeveloper shall provide the Authority a line item schedule of
construction costs, as set forth on Exhibit F, for each style and type of residence that
Redeveloper intends to construct in the Redevelopment Project Area during such calendar year.
(d) Redeveloper shall provide an accounting, at least annually, identifying the actual
construction cost and sales price with respect to the first sale of each residential dwelling
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following completion of construction of said residential dwelling, in the Redevelopment Project
Area. This Section 4.05 shall not apply to the Habitat Lots.
(e) In the event that Redeveloper is unable to negotiate a contract for the sale of any
residential dwelling at the Maximum Sales Price within ninety (90) days after marketing the
residential dwelling for sale, the Redeveloper shall be permitted to lease said residential dwelling
to individuals and/or families whose taxable income is no greater than 120% of median income
for Hall County, Nebraska, as determined by the latest data available from the United States
Department of Housing and Urban Development. Redeveloper shall retain documents providing
proof of such qualification for purposes of an independent audit. It is the intent that income
information not be held by the Authority as a public record.
4.06 Pay Real Estate Taxes.
Redeveloper intends to create a taxable real property valuation of the Project and Redeveloper
Project Property of not less than Forty Million and No/100 ($40,000,000.00) (the “Minimum
Project Valuation”) no later than as of the Effective Date of the last Sub-Phase of the Project.
The Minimum Project Valuation is based upon a final valuation of each Lot in the Project Site of
not less than the Maximum Sales Price, as calculated pursuant to Section 4.05 of this
Redevelopment Contract, for such Lot (the “Minimum Lot Valuation”). During the period of
this Agreement and after the applicable Effective Date for each Sub-Phase, Redeveloper, its
successors and assigns, including each purchaser of a single family residential dwelling located
within the Redevelopment Project Property: (1) will not protest a real estate property valuation of
the Project and Redevelopment Project Property to a sum less than or equal to the Minimum
Project Valuation; (2) will not protest a real estate property valuation of any Lot in the
Redevelopment Project Property to a sum less than or equal to the Minimum Lot Valuation; and
(3) will not convey the Project Site or structures thereon to any entity which would be exempt
from the payment of real estate taxes or cause the nonpayment of such real estate taxes. Each
purchaser of a residential dwelling shall be subject to this provision so as to agree to not protest
any assessed value which is at or below the Minimum Lot Valuation for the tax increment
financing period of the applicable Sub-Phase.
If the Indebtedness is not paid in full by the maturity date identified on Exhibit C, all unpaid
amounts shall be forgiven.
The Authority acknowledges that Redeveloper intends to sell the homes constructed in the
Orchard Subdivision without including value for the residential lot, and that Redeveloper shall
recover the land value of the lots through the tax increment financing component through the
capture of the annual incremental taxes. The Authority acknowledges that the capture of the
incremental taxes is conditioned upon the payment of the real estate taxes levied on the homes
constructed as part of the Project. Redeveloper will not be in default of this Redevelopment
Contract should Redeveloper require a home purchaser to sign a promissory note in the principal
amount not to exceed the stated value of the lot of $35,000, secured by a subordinate trust deed,
obligating the homeowner to pay the real estate taxes either to the county or to Redeveloper to
secure the ability of the Redeveloper to pay for the site acquisition costs and infrastructure
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installation of the Project. The promissory note shall contain a due-on sale clause obligating the
borrower to pay the unamortized balance due on the note. The promissory note shall be
amortized be the tax increment revenues received by Redeveloper over the term of this
Agreement. The acknowledgement of the Authority of this provision shall not be construed as
approval or disapproval of any such action.
4.07 Pay Costs of Authority.
Redeveloper shall pay the following sums to the Authority upon execution hereof:
$2,000 for administrative and accounting costs for the Authority and City;
$8,000 for legal expenses of the Authority.
ARTICLE V
FINANCING REDEVELOPMENT PROJECT; ENCUMBRANCES
Section 5.01 Financing
Redeveloper shall pay all costs related to the redevelopment of the Redevelopment Project
Area and the Redevelopment Project Property which are in excess of the amounts paid from the
proceeds of the grants provided from the proceeds of the Indebtedness and granted to
Redeveloper. Redeveloper shall timely pay all costs, expenses, fees, charges and other amounts
associated with the Project.
ARTICLE VI
DEFAULT, REMEDIES; INDEMNIFICATION
Section 6.01 General Remedies of Authority and Redeveloper.
Subject to the further provisions of this Article VI, in the event of any failure to perform
or breach of this Redevelopment Contract or any of its terms or conditions, by any party hereto
or any successor to such party, such party, or successor, shall, upon written notice from the other,
proceed immediately to commence such actions as may be reasonably designed to cure or
remedy such failure to perform or breach which cure or remedy shall be accomplished within a
reasonable time by the diligent pursuit of corrective action. In case such action is not taken, or
diligently pursued, or the failure to perform or breach shall not be cured or remedied within a
reasonable time, this Redevelopment Contract shall be in default and the aggrieved party may
institute such proceedings as may be necessary or desirable to enforce its rights under this
Redevelopment Contract, including, but not limited to, proceedings to compel specific
performance by the party failing to perform or in breach of its obligations; provided, that, in view
of the additional remedies of the Authority set forth in Section 6.02, the remedy of specific
performance by Redeveloper shall not include or be construed to include the covenant to build or
construct the Private Improvements or the Project. The Redeveloper hereby acknowledges and
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agrees that the Authority shall have completed its required performances and satisfied all of its
obligations under this Redevelopment Contract upon the issuance of the Indebtedness and the
subsequent payment of grant amounts to the Redeveloper as set forth in Article III hereof and by
complying with the obligations of all Redevelopment Contract Amendments.
Section 6.02 Additional Remedies of Authority
In the event that:
(a) the Redeveloper, or its successor in interest, shall fail to commence the
construction of the Public Improvements for Phase One of the Project included in the
Project Costs on or before December 31, 2019, or shall abandon construction work related
to the Project Costs, once commenced, for any period of 180 days, excepting delays
caused by inclement weather, or
(b) the Redeveloper, shall fail to pay real estate taxes or assessments on the
Redevelopment Project Property owned by the Redeveloper or any part thereof when due,
then Redeveloper shall be in default of this Redevelopment Contract. In the event of a failure to
perform, breach or default pursuant to this Section 6.02 and is not cured within thirty (30) days
following written notice from the Authority, the parties agree that the damages caused to the
Authority would be difficult to determine with certainty and that a reasonable estimation of the
amount of damages that could be incurred is the amount of the grant to Redeveloper pursuant to
Section 3.04 of this Redevelopment Contract, less any reductions in the principal amount of the
Indebtedness and less any sums not monetized by Redeveloper for Phases not started pursuant to
Section 3.04, plus interest on such amounts as provided herein (the "Liquidated Damages
Amount"). Upon the occurrence of an event of default, the Liquidated Damages Amount shall
be paid by Redeveloper to Authority within 30 days of demand from Authority given to the
Redeveloper.
Interest shall accrue on the Liquidated Damages Amount at the rate of three percent (3%)
per annum and interest shall commence from the date that the Authority gives notice to the
Redeveloper demanding payment.
Payment of the Liquidated Damages Amount shall not relieve Redeveloper of its
obligation to pay real estate taxes or assessments with respect to the Redevelopment Project
Property and the Project.
Section 6.03 Remedies in the Event of Other Redeveloper Defaults.
In the event the Redeveloper fails to perform any other provisions of this Redevelopment
Contract (other than those specific provisions contained in Section 6.02), the Redeveloper shall
be in default. In such an instance, the Authority may seek to enforce the terms of this
Redevelopment Contract or exercise any other remedies that may be provided in this
Redevelopment Contract or by applicable law; provided, however, that any defaults covered by
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this Section shall not give rise to a right or rescission on termination of this Redevelopment
Contract, and shall not be covered by the Liquidated Damages Amount.
Section 6.04 Forced Delay Beyond Party's Control.
For the purposes of any of the provisions of this Redevelopment Contract, neither the
Authority nor the Redeveloper, as the case may be, nor any successor in interest, shall be
considered in breach of or default in its obligations with respect to the conveyance or preparation
of the Redevelopment Area or any part thereof for redevelopment, or the beginning and
completion of construction of the Project, or progress in respect thereto, in the event of forced
delay in the performance of such obligations due to unforeseeable causes beyond its control and
without its fault or negligence, including, but not restricted to, acts of God, or of the public
enemy, acts of the Government, acts of the other party, fires, floods, epidemics, quarantine
restrictions, strikes, freight embargoes, and unusually severe weather or delays in subcontractors
due to such causes; it being the purpose and intent of this provision that in the event of the
occurrence of any such forced delay, the time or times for performance of the obligations of the
Authority or of the Redeveloper with respect to construction of the Project, as the case may be,
shall be extended for the period of the forced delay: Provided, that the party seeking the benefit
of the provisions of this section shall, within thirty (30) days after the beginning of any such
forced delay, have first notified the other party thereto in writing, and of the cause or causes
thereof and requested an extension for the period of the forced delay.
Section 6.05 Limitations of Liability; Indemnification.
Notwithstanding anything in this Article VI or this Redevelopment Contract to the
contrary, neither the City, the Authority, nor their respective elected officials, officers, directors,
appointed officials, employees, agents or their governing bodies shall have any pecuniary
obligation or monetary liability under this Redevelopment Contract. The sole obligation of the
Authority under this Redevelopment Contract shall be the issuance of the Indebtedness and
granting of a portion of the proceeds thereof to Redeveloper, and full compliance with the terms
specifically set forth Article III hereof and payment of TIF Revenues pledged pursuant to the
Resolution. The Redeveloper releases the City and Authority from, agrees that neither the City
nor Authority shall be liable for, and agrees to indemnify and hold the City and Authority
harmless from any liability for any loss or damage to property or any injury to or death of any
person that may be occasioned by any cause whatsoever pertaining to the Project.
The Redeveloper will indemnify and hold each of the City and Authority and their
respective elected officials, directors, officers, appointed officials, agents, employees and
members of their governing bodies free and harmless from any loss, claim, damage, demand, tax,
penalty, liability, disbursement, expense, excluding litigation expenses, attorneys' fees and
expenses, or court costs arising out of any damage or injury, actual or claimed, of whatsoever
kind or character, to property (including loss of use thereof) or persons, occurring or allegedly
occurring in, on or about that portion of the Project owned by the Redeveloper, during the term
of this Redevelopment Contract or arising out of any action or inaction of Redeveloper, related to
activities of the Redeveloper or its agents during the construction of the public infrastructure or
public right of ways in the Project.
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ARTICLE VII
MISCELLANEOUS
Section 7.01 Notice Recording
A memorandum of this Redevelopment Contract may be recorded in the office of the
Register of Deeds of Hall County, Nebraska.
Section 7.02 Governing Law.
This Redevelopment Contract shall be governed by the laws of the State of Nebraska,
including but not limited to the Act.
Section 7.03 Binding Effect: Amendment, Assignment.
This Redevelopment Contract shall be binding on the parties hereto and their respective
successors and assigns. The Redevelopment Contract shall not be amended except by a writing
signed by the party to be bound. The Redeveloper may assign its rights and obligations to a
controlled entity which shall be bound by all the terms hereof.
Section 7.04 Effective Date and Implementation of Redevelopment Contract.
This Agreement is in full force and effect from and after the date of execution hereof by
both the Redeveloper and the Authority.
Section 7.04 Notices to Parties.
Notices to Parties shall be mailed by U. S. Mail to the following addresses:
Redeveloper:
Orchard, LLC
c/o Hoppe Homes, LP
P.O. Box 6036
Lincoln, NE 68506
Authority and City:
Director
Grand Island Community Redevelopment Authority
Hall County Regional Planning Department
100 E 1st Street
P.O. Box 1968
Grand Island, NE 68802
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IN WITNESS WHEREOF, Authority and Redeveloper have signed this Redevelopment
Contract as of the date and year first above written.
COMMUNITY REDEVELOPMENT
AUTHORITY OF THE CITY OF
ATTEST: GRAND ISLAND, NEBRASKA
____________________________ By:________________________
Secretary Chairman
STATE OF NEBRASKA )
) SS
COUNTY OF HALL )
The foregoing instrument was acknowledged before me this ______ day of 2019, by
________________ and ________________, Chairman and Secretary, respectively, of the
Community Redevelopment Authority of the City of Grand Island, Nebraska, on behalf of the
Authority.
____________________________
Notary Public
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THE ORCHARD, LLC
By:______________________
Manager
STATE OF NEBRASKA)
) SS
COUNTY OF HALL)
The foregoing instrument was acknowledged before me this ______ day of _____, 2019, by
_______________________, Manager of The Orchard, LLC, on behalf of the limited liability
company.
________________________
Notary Public
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Exhibit A
EXHIBIT A
DESCRIPTION OF PROJECT
The Project undertaken by Redeveloper on the Redevelopment Project Property, defined
as the real estate legally described as:
LEGAL DESCRIPTION
LOT 1, LINCOLN HEIGHTS SUBDIVISION, PART OF LOT 8, NORWOOD SUBDIVISION,
PART OF LOTS 2, 3, 4, AND 5, NORWOOD SUBDIVISION, PART OF THE EAST HALF
OF THE NORTHWEST QUARTER LYING WESTERLY FROM THE UNION PACIFIC
RAILROAD RIGHT-OF-WAY. ALL LOCATED IN THE NORTHWEST QUARTER OF
SECTION 10, TOWNSHIP 11 NORTH, RANGE 9 WEST, OF THE 6TH PRINCIPAL
MERIDIAN, CITY OF GRAND ISLAND, HALL COUNTY, NEBRASKA AND BEING
MORE PARTICULARY DESCRIBED AS FOLLOWS: REFERRING TO THE CENTER OF
SAID SECTION 10, A 3" IRON PIPE FOUND FOR CORNER; THENCE WESTERLY ON
AN ASSUMED BEARING OF SOUTH 89°40'03" WEST, ON THE SOUTH LINE OF THE
NORTHWEST QUARTER OF SECTION 10, 795.96 FEET, TO THE SOUTHEAST CORNER
OF LOT 1, LINCOLN HEIGHTS SUBDIVISION, ALSO BEING THE TRUE POINT OF
BEGINNING; THENCE FOLLOWING THE SOUTHERLY LINE OF LINCOLN HEIGHTS
SUBDIVISION ON THE FOLLOWING BEARINGS AND DISTANCES: SOUTH 89°40'03"
WEST, 403.60 FEET; THENCE NORTH 28°59'12" WEST, 45.21 FEET; THENCE SOUTH
89°40'51" WEST, 136.00 FEET, TO THE SOUTHWEST CORNER OF LOT 1, LINCOLN
HEIGHTS SUBDIVISION; THENCE FOLLOWING THE WESTERLY LINE OF LINCOLN
HEIGHTS SUBDIVISION ON THE FOLLOWING BEARINGS AND DISTANCES: NORTH
00°48'38" WEST, 619.72 FEET; THENCE NORTH 89°40'21" EAST, 48.29 FEET; THENCE
NORTH 00°37'11" WEST, 59.97 FEET; THENCE SOUTH 89°42'12" WEST, 35.00 FEET;
THENCE NORTHERLY NORTH 00°34'59" WEST, 574.66 FEET; THENCE NORTH
89°40'45" EAST, 35.04 FEET; THENCE NORTH 00°37'01" WEST, 199.80 FEET; THENCE
SOUTH 89°40'32" WEST, 75.00 FEET; THENCE NORTH 00°35'50" WEST, 575.26 FEET;
THENCE NORTH 89°39'52" EAST, 479.05 FEET, TO A POINT OF INTERSECTION ON
THE WESTERLY RIGHT-OF-WAY LINE OF THE UNION PACIFIC RAILROAD; THENCE
SOUTH 03°39'59" EAST, ON THE WESTERLY RIGHT-OF-WAY LINE OF THE UNION
PACIFIC RAILROAD, 2072.64 FEET, TO THE TRUE POINT OF BEGINNING.
CONTAINING A TOTAL CALCULATED AREA OF 1,039,394 SQUARE FEET, OR 23.861
ACRES, MORE OR LESS.
To be platted as:
Lots 1-9, Block 1;
Lots 1-20, Block 2;
Lots 1-8, Block 3;
Lots 1-28. Block 4; and
Outlots “A” and “B”,
Orchard Subdivision, Grand Island, Hall County, Nebraska
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Exhibit A
(the “Redevelopment Project Property”), shall consist of the following:
(a) Private Improvements. The construction of approximately one hundred eighty
(180) single family attached and detached dwelling units and associated
improvements on the Redevelopment Project Property.
(b) Public Improvements. The Public Improvements shall include, but are not
limited to, site acquisition, site preparation, engineering and design fees, public
utility improvements, street and sidewalk improvements, legal expenditures, and
other eligible expenditures under the Act, paid for in part by the TIF Revenues
generated by the Private Improvements.
The Project shall be completed in three (3) Phases, each comprised of up to three (3)
annual Sub-Phases, all of which shall constitute one Project. Each Phase of the Project shall
include the construction of approximately sixty (60) single family attached and detached
residential dwellings and the Public Improvements necessary to serve the residential dwellings
constructed as part of such Phase on that portion of the Redevelopment Project Property
identified for such Phase on the site plan, below. The Private Improvements shall be constructed
in annual Sub-Phases, each of which will have a separate effective date for the purpose of the
division of ad valorem taxes. Each Sub-Phase shall be identified in a separate Redevelopment
Contract Amendment describing the Lots to be included in said Sub-Phase.
Phase One shall consist of:
Lots 1-9, Block 1
Lots 1-20, Outlot B, Block 2;
Lots 1-8, Block 3;
Lots 1-28, Block 4;
and shall include infrastructure consisting of 19th Street, Peach Street, and 15th Street adjacent to
such lots.
[INSERT SITE PLAN SHOWING PHASE ONE REDEVELOPMENT PROJECT PROPERTY,
PHASE TWO REDEVELOPMENT PROJECT PROPERTY, AND PHASE THREE
REDEVELOPMENT PROJECT PROPERTY]
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Exhibit B
EXHIBIT B
REDEVELOPMENT PLAN
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1
EXHIBIT C
FORM OF BOND
UNITED STATES OF AMERICA
STATE OF NEBRASKA
COUNTY OF HALL
COMMUNITY REDEVELOPMENT AUTHORITY
OF THE CITY OF GRAND ISLAND, NEBRASKA
TAX INCREMENT DEVELOPMENT REVENUE BOND
(ORCHARD, LLC REDEVELOPMENT PROJECT), SERIES 2019
No. R-1 Up to $6,316,956 for the aggregate
total of all phases
(subject to reduction as described herein)
Date of Date of Rate of
Original Issue Maturity Interest
December 31, 2043* 0.0%
REGISTERED OWNER: The Orchard, LLC
PRINCIPAL AMOUNT: SEE SCHEDULE 1 ATTACHED HERETO
REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THE BOND
SET FORTH ON THE FOLLOWING PAGES, WHICH FURTHER PROVISIONS SHALL FOR
ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH AT THIS PLACE.
IN WITNESS WHEREOF, THE COMMUNITY REDEVELOPMENT AUTHORITY OF
THE CITY OF GRAND ISLAND, NEBRASKA has caused this Bond to be signed by the manual
signature of the Chairman of the Authority, countersigned by the manual signature of the Clerk of the
City, and the City’s corporate seal imprinted hereon.
COMMUNITY REDEVELOPMENT
AUTHORITY OF THE CITY OF GRAND
ISLAND, NEBRASKA
[S E A L]
By: (manual signature)
Chairman
By: (manual signature)
Clerk
* or, if sooner, fifteen years after the last effective date established for a Sub-Phase under the terms of
the Redevelopment Contract
The COMMUNITY REDEVELOPMENT AUTHORITY OF THE CITY OF GRAND
ISLAND, NEBRASKA (the “Authority”) acknowledges itself indebted to, and for value received
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2
hereby promises to pay, but solely from certain specified tax revenues and other funds hereinafter
specified, to the Registered Owner named above, or registered assigns, on the Date of Maturity stated
above (or earlier as hereinafter referred to), the Principal Amount on Schedule 1 attached hereto upon
presentation and surrender hereof at the office of the registrar and paying agent herefor, the Treasurer of
the City of Grand Island, Nebraska (the “Registrar”), and in like manner to pay interest on the
Cumulative Outstanding Principal Amount reflected in Schedule 1 at the Rate of Interest stated above,
calculated on the basis of a 360-day year consisting of twelve, 30-day months, from the Date of Original
Issue stated above, or the most recent interest payment date to which interest has been paid or duly
provided for, as specified below, to maturity or earlier redemption, payable semiannually on June 1 and
December 1 of each year until payment in full of such Principal Amount, beginning June 1, 2021, by
check or draft mailed to the Registered Owner hereof as shown on the bond registration books maintained
by the Registrar on the 15th day of the month preceding the month in which the applicable interest
payment date occurs, at such Owner’s address as it appears on such bond registration books. The
principal of this Bond and the interest hereon are payable in any coin or currency which on the respective
dates of payment thereof is legal tender for the payment of debts due the United States of America.
This Bond is issued by the Authority under the authority of and in full compliance with the
Constitution and statutes of the State of Nebraska, including particularly Article VIII, Section 12 of the
Nebraska Constitution, Sections 18-2101 to 18-2153, inclusive, Reissue Revised Statutes of Nebraska, as
amended, and under and pursuant to Resolution No. ________ duly passed and adopted by the Authority on
_____________, 2019, as from time to time amended and supplemented (the “Resolution”).
THE PRINCIPAL AMOUNT OF THIS BOND IS SET FORTH IN SCHEDULE 1
ATTACHED HERETO. THE MAXIMUM PRINCIPAL AMOUNT OF THIS BOND IS
$6,316,956.00.
This Bond is a special limited obligation of the Authority payable as to principal and interest solely
from and is secured solely by the Revenue (as defined in the Resolution) and certain other money, funds and
securities pledged under the Resolution, all on the terms and conditions set forth in the Resolution. The
Revenue represents that portion of ad valorem taxes levied by public bodies of the State of Nebraska,
including the City, on real property in the Project Area (as defined in this Resolution) which is in excess of
that portion of such ad valorem taxes produced by the levy at the rate fixed each year by or for each such
public body upon the valuation of the Project Area as of a certain date and as has been certified by the
County Assessor of Hall County, Nebraska to the City in accordance with law.
Reference is hereby made to the Resolution for the provisions, among others, with respect to the
collection and disposition of certain tax and other revenues, the special funds charged with and pledged to
the payment of the principal of and interest on this Bond, the nature and extent of the security thereby
created, the terms and conditions under which this Bond has been issued, the rights and remedies of the
Registered Owner of this Bond, and the rights, duties, immunities and obligations of the City and the
Authority. By the acceptance of this Bond, the Registered Owner assents to all of the provisions of the
Resolution.
The principal of and interest hereon shall not be payable from the general funds of the City nor the
Authority nor shall this Bond constitute a legal or equitable pledge, charge, lien, security interest or
encumbrance upon any of the property or upon any of the income, receipts, or money and securities of the
City or the Authority or of any other party other than those specifically pledged under the Resolution. This
Bond is not a debt of the City or the Authority within the meaning of any constitutional, statutory or charter
limitation upon the creation of general obligation indebtedness of the City or the Authority, and does not
impose any general liability upon the City or the Authority and neither the City nor the Authority shall be
liable for the payment hereof out of any funds of the City or the Authority other than the Revenues and other
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3
funds pledged under the Resolution, which Revenues and other funds have been and hereby are pledged to
the punctual payment of the principal of and interest on this Bond in accordance with the provisions of this
Resolution.
The Registered Owner may from time to time enter the respective amounts advanced pursuant to
the terms of the Resolution under the column headed “Principal Amount Advanced” on Schedule 1 hereto
(the “Table”) and may enter the aggregate principal amount of this Bond then outstanding under the column
headed “Cumulative Outstanding Principal Amount” on the Table. On each date upon which a portion of
the Cumulative Outstanding Principal Amount is paid to the Registered Owner pursuant to the redemption
provisions of the Resolution, the Registered Owner may enter the principal amount paid on this Bond under
the column headed “Principal Amount Redeemed” on the Table and may enter the then outstanding
principal amount of this Bond under the column headed “Cumulative Outstanding Principal Amount” on the
Table. Notwithstanding the foregoing, the records maintained by the Trustee as to the principal amount
issued and principal amounts paid on this Bond shall be the official records of the Cumulative Outstanding
Principal Amount of this Bond for all purposes.
Reference is hereby made to the Resolution, a copy of which is on file in the office of the City
Clerk, and to all of the provisions of which each Owner of this Bond by its acceptance hereof hereby
assents, for definitions of terms; the description of and the nature and extent of the security for this Bond;
the Revenue and other money and securities pledged to the payment of the principal of and interest on this
Bond; the nature and extent and manner of enforcement of the pledge; the conditions upon which the
Resolution may be amended or supplemented with or without the consent of the Owner of this Bond; the
rights, duties and obligations of the Authority and the Registrar thereunder; the terms and provisions upon
which the liens, pledges, charges, trusts and covenants made therein may be discharged at or prior to the
maturity or redemption of this Bond, and this Bond thereafter no longer be secured by the Resolution or be
deemed to be outstanding thereunder, if money or certain specified securities shall have been deposited with
the Registrar sufficient and held in trust solely for the payment hereof; and for the other terms and
provisions thereof.
This Bond is subject to redemption prior to maturity, at the option of the Authority, in whole or in
part at any time at a redemption price equal to 100% of the principal amount being redeemed, plus accrued
interest on such principal amount to the date fixed for redemption. Reference is hereby made to the
Resolution for a description of the redemption procedures and the notice requirements pertaining thereto.
In the event this Bond is called for prior redemption, notice of such redemption shall be given by
first-class mail to the Registered Owner hereof at its address as shown on the registration books maintained
by the Registrar not less than 10 days prior to the date fixed for redemption, unless waived by the Registered
Owner hereof. If this Bond, or any portion thereof, shall have been duly called for redemption and notice of
such redemption duly given as provided, then upon such redemption date the portion of this Bond so
redeemed shall become due and payable and if money for the payment of the portion of the Bond so
redeemed and the accrued interest thereon to the date fixed for redemption shall be held for the purpose of
such payment by the Registrar, interest shall cease to accrue and become payable hereon from and after the
redemption date.
This Bond is transferable by the Registered Owner hereof in person or by its attorney or legal
representative duly authorized in writing at the principal office of the Registrar, but only in the manner,
subject to the limitations and upon payment of the charges provided in the Resolution, and upon surrender
and cancellation of this Bond. Upon such transfer, a new Bond of the same series and maturity and for the
same principal amount will be issued to the transferee in exchange therefor. The Authority and the
Registrar may deem and treat the Registered Owner hereof as the absolute owner hereof for the purpose of
receiving payment of or on account of principal of and interest due hereon and for all other purposes.
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4
This bond is being issued as a registered bond without coupons. This bond is subject to exchange
as provided in the Resolution.
It is hereby certified, recited and declared that all acts, conditions and things required to have
happened, to exist and to have been performed precedent to and in the issuance of this Bond have happened,
do exist and have been performed in regular and due time, form and manner; that this Bond does not exceed
any constitutional, statutory or charter limitation on indebtedness; and that provision has been made for the
payment of the principal of and interest on this Bond as provided in this Resolution.
[The remainder of this page intentionally left blank]
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5
(FORM OF ASSIGNMENT)
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto
___________________________________________________________________________
Print or Type Name, Address and Social Security Number
or other Taxpayer Identification Number of Transferee
the within bond and all rights thereunder, and hereby irrevocably constitutes and appoints
_______________ agent to transfer the within Bond on the bond register kept by the Registrar for the
registration thereof, with full power of substitution in the premises.
Dated: _______________ ____________________________________
NOTICE: The signature to this Assignment
must correspond with the name of the Registered
Owner as it appears upon the face of the within
bond in every particular.
Signature Guaranteed By:
____________________________________
Name of Eligible Guarantor Institution as
defined by SEC Rule 17 Ad-15 (17 CFR 240.17
Ad-15)
By:________________________________
Title:_______________________________
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6
[The remainder of this page intentionally left blank]
SCHEDULE 1
TABLE OF CUMULATIVE OUTSTANDING PRINCIPAL AMOUNT
COMMUNITY REDEVELOPMENT AUTHORITY OF
THE CITY OF GRAND ISLAND, NEBRASKA
ORCHARD, LLC REDEVELOPMENT PROJECT
TAX INCREMENT DEVELOPMENT REVENUE BOND, SERIES 2019
Date
Principal Amount
Advanced
Principal Amount
Redeemed
Cumulative
Outstanding
Principal
Amount
Notation
Made
By
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Exhibit D
EXHIBIT D
PROJECT COSTS
Eligible Costs to be reimbursed from bond
Eligible Costs to be reimbursed from Tax Increment Revenue Bond
1. Site Acquisition $
2. Removals for paving $
3. Sanitary sewer $
4. Water mains $
5. Electrical infrastructure & street lights $
6. Street Paving $
7. Sidewalks $
8. Engineering, survey & platting $
9. CRA costs & legal $
Total [not to exceed $6,316,956] $
Costs may vary between categories. A shift of costs per category is contemplated and approved
not to exceed the total.
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1
EXHIBIT E
AMENDMENT TO REDEVELOPMENT CONTRACT
Amendment No. ____
This Amendment to Redevelopment Contract (this "Amendment") is made and entered
into as of the _______ day of ___________, 20___, by and between the Community
Redevelopment Authority of the City of Grand Island, Nebraska ("Authority"), and The Orchard,
LLC, a Nebraska limited liability company ("Redeveloper").
RECITALS
WHEREAS, Authority and Redeveloper entered into a Redevelopment Contract, dated as
of ______________, 2019 (the "Contract");
WHEREAS, the Contract intended to implement the redevelopment plan entitled
“Redevelopment Plan Orchard, LLC-Hoppe Homes, LP Housing Project”, (the “Redevelopment
Plan”) to provide for the redevelopment of lots and lands located in a blighted and substandard
area of the City of Grand Island, Nebraska (the “City”);
WHEREAS, in order to assist in the financing of the Redevelopment Project described in
the Redevelopment Plan, the Contract provides for periodic amendments thereto; and
WHEREAS, pursuant to Section 3.01 of the Contract the parties desire to amend the
Contract on the terms set forth herein and this Amendment shall constitute a "Redevelopment
Contract Amendment" as defined in the Contract.
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein
set forth, Authority and Redeveloper do hereby agree to amend the Contract as follows:
1. Definitions. All capitalized terms used in this Amendment and not otherwise
defined herein shall have the meanings ascribed to such terms in the Contract.
2. Amendment – New Sub-Phase. This Amendment incorporates a new Sub-Phase
to the Project entitled [Sub-Phase No. ____].
(a) Lots. This new Sub-Phase shall include all of the Lots in the
Redevelopment Project Area for which a building permit has been issued by the City
during the calendar year prior to the Effective Date described in Section 2(b) hereof,
which lots are described as follows:
[identification of such Lot(s) including the legal description of each]
(b) Effective Date. The effective date of the Amendment shall be January 1,
20___. [The effective date shall be the January 1st of the year following the issuance of a
building permit for a residence to be constructed on a Lot described in Section 2(a)
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2
hereof.]
(c) Division Date. The Division Date (the “Division Date”) shall mean the
effective date for purposes of dividing taxes pursuant to Section 18-2147 of the Nebraska
Community Development Law. The Division Date for the applicable Sub-Phase shall be
January 1, 20___; and a proposed form of the "Notice to Divide Tax for Community
Redevelopment Project" applicable to such Sub-Phase is attached hereto as Exhibit A and
incorporated herein by this reference. [The Division Date shall be the January 1st of the
year following the issuance of a building permit for a residence to be constructed on a Lot
described in Section 2 (a) hereof.] For purposes of the Notice to Divide Tax for
Community Redevelopment Project, the calendar year in which the division of real
property tax becomes effective shall be the year of the Division Date.
(d) Base Value Year. The base value year for such Sub-Phase shall be 20___.
[The Base Value Year, shall mean the calendar year prior to the Division Date described
in Section 2 (c) hereof.] For purposes of the Notice to Divide Tax for Community
Redevelopment Project, the Base value Year shall be the year defined in this Section 2
(d).
3. Requirement to File Notice to Divide Tax for Community Redevelopment
Project. The Authority shall execute and file with the Hall County Assessor and Treasurer a
signed original of Exhibit A, attached hereto, being the Notice to Divide Tax for Community
Redevelopment Project, prior to August 1, 20__. [This date shall be the August 1 following the
Division Date described in Section 2 (c) hereof.]
4. Miscellaneous Provisions.
(a) Effectiveness. This Amendment shall become effective when and only
when counterparts of this Amendment have been duly executed by both Authority and
Redeveloper.
(b) Ratification of Contract. Except as amended by this Amendment, the
Contract shall remain in full force and effect and is hereby ratified and confirmed in all
respects. Each party acknowledges and agrees to all terms of the Contract, as the same
are amended by this Amendment, and makes and restates each representation and
warranty set forth therein as if made on the date of this Amendment.
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3
IN WITNESS WHEREOF, Authority and Redeveloper have signed this Amendment to
Redevelopment Contract as of the date and year first above written.
COMMUNITY REDEVELOPMENT
AUTHORITY OF THE CITY OF
ATTEST: GRAND ISLAND, NEBRASKA
____________________________ By:________________________
Secretary Chairman
THE ORCHARD, LLC,
a Nebraska limited liability company
By:______________________
Manager
STATE OF NEBRASKA )
) SS
COUNTY OF HALL )
The foregoing instrument was acknowledged before me this ______ day of
___________, 20___ by ________________ and ________________, Chairman and Secretary,
respectively, of the Community Redevelopment Authority of the City of Grand Island, Nebraska,
on behalf of the Authority.
____________________________
Notary Public
STATE OF NEBRASKA)
) SS
COUNTY OF HALL)
The foregoing instrument was acknowledged before me this _____ day of ___________,
20___, by __________________ of The Orchard, LLC, on behalf of the limited liability
company.
________________________
Notary Public
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4
Exhibit A
Notice to Divide Tax for Community Redevelopment Project
[TO BE ATTACHED]
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Exhibit F
EXHIBIT F
LINE ITEM SCHEDULE OF CONSTRUCTION COSTS
To be completed
4819-4538-1011, v. 4
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Redevelopment Plan Amendment
Grand Island CRA Area 26
November 2018
The Community Redevelopment Authority (CRA) of the City of Grand Island
intends to amend the Redevelopment Plan for Area 1 with in the city, pursuant to
the Nebraska Community Development Law (the “Act”) and provide for the
financing of a specific infrastructure related project in Area 26.
Executive Summary:
Project Description
THE REDEVELOPMENT APPROXIMATELY 23 ACRES OF PROPERTY
LOCATED BETWEEN CAPITAL AVENUE AND 12TH STREET WEST OF THE
CENTRAL NEBRASKA RAIL ROAD TRACKS IN NORTHEAST GRAND ISLAND
FOR THE DEVELOPMENT OF 180 LOTS FOR SINGLE FAMILY DETACHED AND
ATTACHED HOUSING UNITS.
The use of Tax Increment Financing to aid in redevelopment expenses associated with
platting and installing the necessary infrastructure (streets, sanitary sewer, water, and
storm sewer) for the development of 180 residential lots being platted as The Orchard
Subdivision in northeast Grand Island. The use of Tax Increment Financing is an integral
part of the development plan and necessary to make this project affordable. The project
will result in 180 housing units with an average 2019 sale price $170,000. The 2014
Housing Study for the City of Grand Island identified a need of 1735 new housing units
within the City by 2019. Between January 2014 and August 2018 at total of 1034 new
units were permitted, leaving a deficit of over 700 units. This project and selling the
houses for the cost of construction would not be feasible without the use of TIF.
Orchard LLC – Hoppe Homes, LP owns the property being platted as The Orchard
Subdivision. This is vacant property that has been surrounded by developed and
developing property for more than 100 years. The developer is responsible for and has
provided evidence that they can secure adequate debt financing to cover the costs
associated with the remodeling and rehabilitation of this building. The Grand Island
Community Redevelopment Authority (CRA) intends to pledge the ad valorem taxes
generated over multiple 15 year periods beginning January 1, 2020 towards the allowable
costs and associated financing for rehabilitation.
TAX INCREMENT FINANCING TO PAY FOR THE REHABILITATION OF THE
PROPERTY WILL COME FROM THE FOLLOWING REAL PROPERTY:
Property Description (the “Redevelopment Project Area”)
Legal Descriptions: Property being platted as The Orchard Subdivision in the City of
Grand Island, Hall County, Nebraska.
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Existing Land Use and Subject Property
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The tax increment will be captured for the tax years the payments for which become
delinquent in years 2020 through 2043 inclusive. The TIF contract will be
structured so it can be amended each year for up to nine years to add the housing
units to be completed during that year. No single property will be eligible for TIF
for a period of more than 15 years.
The real property ad valorem taxes on the current valuation will continue to be paid
to the normal taxing entities. The increase will come from development of the
property for residential uses and the construction of houses in the project area as
permitted in the R-3SL Medium Density Residential Small Lot Zoning District.
Statutory Pledge of Taxes.
In accordance with Section 18-2147 of the Act and the terms of the Resolution
providing for the issuance of the TIF Note, the Authority hereby provides that any ad
valorem tax on the Redevelopment Project Area for the benefit of any public body be
divided for a period of fifteen years after the effective date of this provision as set forth in
the Redevelopment Contract, consistent with this Redevelopment Plan. The plan
anticipates that each phase of the development will constitute new effective date for the
purposes of determining the period of fifteen years. Said taxes shall be divided as
follows:
a. That portion of the ad valorem tax which is produced by levy at the rate
fixed each year by or for each public body upon the redevelopment project valuation shall
be paid into the funds, of each such public body in the same proportion as all other taxes
collected by or for the bodies; and
b. That portion of the ad valorem tax on real property in the
redevelopment project in excess of such amount, if any, shall be allocated to and, when
collected, paid into a special fund of the Authority to pay the principal of; the interest on,
and any premiums due in connection with the bonds, loans, notes, or advances on money
to, or indebtedness incurred by, whether funded, refunded, assumed, or otherwise,such
Authority for financing or refinancing, in whole or in part, a redevelopment project.
When such bonds, loans, notes, advances of money, or indebtedness including interest
and premium due have been paid, the Authority shall so notify the County Assessor and
County Treasurer and all ad valorem taxes upon real property in such redevelopment
project shall be paid into the funds of the respective public bodies.
Pursuant to Section 18-2150 of the Act, the ad valorem tax so divided is hereby pledged
to the repayment of loans or advances of money, or the incurring of any indebtedness,
whether funded, refunded, assumed, or otherwise, by the CRA to finance or refinance, in
whole or in part, the redevelopment project, including the payment of the principal of,
premium, if any, and interest on such bonds, loans, notes, advances, or indebtedness.
Redevelopment Plan Amendment Complies with the Act:
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The Community Development Law requires that a Redevelopment Plan and Project
consider and comply with a number of requirements. This Plan Amendment meets the
statutory qualifications as set forth below.
1. The Redevelopment Project Area has been declared blighted and substandard by
action of the Grand Island City Council on May 22, 2018.[§18-2109] Such
declaration was made after a public hearing with full compliance with the public
notice requirements of §18-2115 of the Act.
2. Conformation to the General Plan for the Municipality as a whole. [§18-2103 (13)
(a) and §18-2110]
Grand Island adopted a Comprehensive Plan on July 13, 2004. This redevelopment plan
amendment and project are consistent with the Comprehensive Plan, in that no changes in
the Comprehensive Plan elements are intended. This plan merely provides funding for
the developer to rehabilitate the building for permitted uses on this property as defined by
the current and effective zoning regulations. The Hall County Regional Planning
Commission held a public hearing at their meeting on December, 2018 and passed
Resolution 2019-03 confirming that this project is consistent with the Comprehensive
Plan for the City of Grand Island. The Grand Island Public School District has submitted
a formal request to the Grand Island CRA to notify the District any time a TIF project
involving a housing subdivision and/or apartment complex is proposed within the
District. The school district was notified of this plan amendment prior to it being
submitted to the CRA for initial consideration.
3. The Redevelopment Plan must be sufficiently complete to address the following
items: [§18-2103(13) (b)]
a. Land Acquisition:
This Redevelopment Plan for Area 26 provides for real property acquisition and this plan
amendment does not prohibit such acquisition. There is no proposed acquisition by the
authority.
b. Demolition and Removal of Structures:
The project to be implemented with this plan does not provide for the demolition and
removal any structures on this property.
c. Future Land Use Plan
See the attached map from the 2004 Grand Island Comprehensive Plan. All of the area
around the site in private ownership is planned for low to medium density residential
development. This property is in private ownership. [§18-2103(b) and §18-2111] The
attached map also is an accurate site plan of the area after redevelopment. [§18-2111(5)]
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City of Grand Island Future Land Use Map
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d. Changes to zoning, street layouts and grades or building codes or ordinances or
other Planning changes.
The area is zoned R-3SL Medium Density Small Lot Residential zone. No zoning
changes are anticipated with this project. New streets are anticipated and needed to
support this project and it is anticipated that TIF revenues will offset the costs of those
improvements. No changes are anticipated in building codes or ordinances. No other
planning changes contemplated. [§18-2103(b) and §18-2111]
e. Site Coverage and Intensity of Use
The property is zoned R-3SL This zoning district allows for up to 50% of the property to
be covered with buildings and lot sizes ranging from 2100 square feet for Row houses to
a minimum of 3000 square feet for single family detached homes. The proposed
development meets those coverage and intensity of use requirements. [§18-2103(b) and
§18-2111]
f. Additional Public Facilities or Utilities
Sanitary sewer and water are available to support this development. Both sanitary sewer
and water will need to be extended throughout the site. TIF revenues will be used to
offset the cost of these public utility improvements.
Electric utilities are sufficient for the proposed use of this property. Electric line will
need to be extended throughout the propert.
No other publicly owned utilities would be impacted by the development. §18-2103(b)
and §18-2111]
4. The Act requires a Redevelopment Plan provide for relocation of individuals and
families displaced as a result of plan implementation. This property is vacant and
has been vacant for more than 1 year; no relocation is contemplated or necessary.
[§18-2103.02]
5. No member of the Authority, nor any employee thereof holds any interest in any
property in this Redevelopment Project Area. [§18-2106] No members of the
authority or staff of the CRA have any interest in this property.
6. Section 18-2114 of the Act requires that the Authority consider:
a. Method and cost of acquisition and preparation for redevelopment and estimated
proceeds from disposal to redevelopers.
The developer is estimated a purchase value of $2,000,000 as an eligible expense. The
estimated costs of grading, streets, sanitary sewer, water and storm sewer is $4,000,000
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The total of the eligible expenses for this project is estimated by the developer at
$6,000,000.
No property will be transferred to redevelopers by the Authority. The developer will
provide and secure all necessary financing.
b. Statement of proposed method of financing the redevelopment project.
The developer will provide all necessary financing for the project. The Authority will
assist the project by granting the sum of $6,000,000 from the proceeds of the TIF. This
indebtedness will be repaid from the Tax Increment Revenues generated from the project.
TIF revenues shall be made available to repay the original debt and associated interest
after January 1, 2021 through December 2043.
c. Statement of feasible method of relocating displaced families.
No families will be displaced as a result of this plan.
7. Section 18-2113 of the Act requires:
Prior to recommending a redevelopment plan to the governing body for approval, an
authority shall consider whether the proposed land uses and building requirements in the
redevelopment project area are designed with the general purpose of accomplishing, in
conformance with the general plan, a coordinated, adjusted, and harmonious development
of the city and its environs which will, in accordance with present and future needs,
promote health, safety, morals, order, convenience, prosperity, and the general welfare, as
well as efficiency and economy in the process of development, including, among other
things, adequate provision for traffic, vehicular parking, the promotion of safety from
fire, panic, and other dangers, adequate provision for light and air, the promotion of the
healthful and convenient distribution of population, the provision of adequate
transportation, water, sewerage, and other public utilities, schools, parks, recreational and
community facilities, and other public requirements, the promotion of sound design and
arrangement, the wise and efficient expenditure of public funds, and the prevention of the
recurrence of insanitary or unsafe dwelling accommodations or conditions of blight.
The Authority has considered these elements in proposing this Plan. This amendment, in
and of itself will promote consistency with the Comprehensive Plan. This will have the
intended result of preventing recurring elements of unsafe buildings and blighting
conditions. This will accomplish the goal of increasing the number of residential units
within the City of Grand Island and encouraging infill development.
8. Time Frame for Development
Development of this project is anticipated to begin in the 2019 year. The subdivision will
likely be built in three phases with approximately 60 lots per phase. The developer is
anticipating construction of 20 units per year though this may be adjusted for market
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demand. It is anticipated that the final homes in this development will be built in 2027
with the tax increment on those homes extending to 2042. Excess valuation should be
available for the first homes built with this project for 15 years beginning with the 2021
tax year.
9. Justification of Project
The 2014 housing study for the City of Grand Island projected that by 2019 we would
need an additional 1734 new housing units. Between January 1 of 2014 and August of
2018 permits for 1028 new housing units had bee issued. The current housing market, a
combination of the cost of producing housing and the prevailing wages, has not created a
situation that gives the markets sufficient incentive to build the number housing units
required to meet community needs. This lack of housing options impacts a variety of
other areas within the community including work force development, overcrowding,
maintenance of residential units and rents. This project will create new housing options
in one of the oldest areas of the City. These new housing options include row houses
along with townhomes and single family houses on smaller lots. All of this should lower
the cost of construction and the overall sales price of the homes, making them more
affordable.
10. Cost Benefit Analysis Section 18-2113 of the Act, further requires the Authority
conduct a cost benefit analysis of the plan amendment in the event that Tax Increment
Financing will be used. This analysis must address specific statutory issues.
As authorized in the Nebraska Community Development Law, §18-2147, Neb. Rev. Stat.
(2019), the City of Grand Island has analyzed the costs and benefits of the proposed
Redevelopment Project, including:
Project Sources and Uses. Approximately $6,000,0000 in public funds from tax
increment financing provided by the Grand Island Community Redevelopment Authority
will be required to complete the project. This investment by the Authority will leverage
$6,000,000 in private sector financing; a private investment of $5.25 for every TIF and
grant dollar investment.
Use of Funds Source of Funds.
Description TIF Funds Private Funds Total
Site Acquisition $2,000,000 $ $2,000,000
Legal and Plan* $80,000 $80,000
Financing Fees $20,000 $20,000
Engineering/Arch $50,000 $50,000
New Construction $31,000,000 $31,000,000
On Site Improvements $4,000,000 $4,000,000
Contingency $6,000,000 $350,000 $350,000
TOTALS $6,000,000 $31,500,000 $37,500,00
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Tax Revenue. The property to be redeveloped is anticipated to have a January 1, 2019,
valuation of approximately $203,000. Based on the 2017 levy this would result in a real
property tax of approximately $4,573. It is anticipated that the assessed value will
increase by $39,800,000 upon full completion, as a result of the site redevelopment. This
development will result in an estimated tax increase of over $890,000 annually. The tax
increment gained from this Redevelopment Project Area would not be available for use
as city general tax revenues, for the period of the bonds, but would be used for eligible
private redevelopment costs to enable this project to be realized.
Estimated 2019 assessed value: $ 203,000
Estimated value after completion $ 40,000,000
Increment value $ 39,797,000
Annual TIF generated (estimated) $ 890,000
TIF bond issue $ 6,000,000
(a) Tax shifts resulting from the approval of the use of Tax Increment Financing;
The redevelopment project area currently has an estimated valuation of $203,000.
The proposed redevelopment will create additional valuation of $39,800,000 over the
course of the next nine years. The project creates additional valuation that will support
taxing entities long after the project is paid off along with providing 181 additional
housing units that can be built and sold for less than $200,000.
(b) Public infrastructure and community public service needs impacts and local tax
impacts arising from the approval of the redevelopment project;
Existing water and waste water facilities will not be negatively impacted by this
development. The electric utility has sufficient capacity to support the development.
This is infill development with services connecting to existing line with capacity. This
development is likely to result in a larger number of students in the Lincoln Elementary
School service area. Fire and police protection are available and should not be negatively
impacted by this development though there will be some increased need for officers and
fire fighters as the City continues to grow whether from this project or others.
Housing of the type proposed is likely to attract families to the neighborhood.
Lincoln Elementary school is currently near or at capacity and this will likely cause some
issues. The project is proposed for development at about 20 units per year so the impact
will not be immediate.
(c) Impacts on employers and employees of firms locating or expanding within the
boundaries of the area of the redevelopment project;
This will provide additional housing options for the residents of Grand Island. The
National Homebuilders Association estimates that each new single family home is the
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equivalent of 2.5 full time equivalent jobs so this development at 20 houses per year
would represent an additional 50 FTE’s within the city for the next nine years.
(d) Impacts on other employers and employees within the city or village and the
immediate area that are located outside of the boundaries of the area of the
redevelopment project; and
This project will not have a negative impact on other employers different from any
other expanding business within the Grand Island area. Grand Island does have tight
labor market and part of that is due to the availability and cost of housing. This
development may help alleviate some of those pressures.
(e) Impacts on student populations of school districts within the City or Village:
This development will have an impact on the Grand Island School system and
will likely result in additional students at both the elementary and secondary school
levels.
The average number of persons per household in Grand Island for 2012 to 2016
according the American Community Survey is 2.65. 181 additional households would
house 480 people. According to the 2010 census 19.2% of the population of Grand Island
was between the ages of 5 and 18. If the averages hold it would be expected that there
would be an additional 92 school age children generated by this development. If this
develops at a rate of 20 houses per year for 9 years approximately 10 children would be
added to the school age population every year with this development. These 10 children
will likely be spread over the full school age population from elementary to secondary
school. According to the National Center for Educational Statistics1 the 2015-16
enrollment for GIPS was 9,698 students and the cost per student in 2013-14 was $12,343
of that $5,546 is generated locally. The Grand Island Public School System was notified
on October 16, 2018 that the CRA would be considering this application at their
November 14, 2018 meeting.
(f) Any other impacts determined by the authority to be relevant to the
consideration of costs and benefits arising from the redevelopment project.
This project is consistent the goals of the 2014 Housing Study for the City of Grand
Island to create more than 1700 new dwelling units by 2019. It appears that the City of
Grand Island will have added more than 1000 units by 2019 but that still leaves a deficit
of the projected need of 700 units. The local housing market is not capable of producing
the number of units needed at market rate given the costs of building and development.
Time Frame for Development
Development of this project is anticipated to be completed during between Spring of
2019 and the end of 2028. The base tax year should be calculated on the value of the
1 https://nces.ed.gov/ccd/districtsearch/district_detail.asp?ID2=3100016
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property as of January 1, 2019 for the first phase with each phase based on the preceding
year’s valuation of the property included in the amendment for that year. Excess
valuation should be available for this project beginning in 2020 with taxes due in 2021.
Excess valuation will be used to pay the TIF Indebtedness issued by the CRA per the
contract between the CRA and the developer for a period not to exceed 15 years on each
property. Based on the estimates of the expenses of the rehabilitation the developer will
spend at least $6,000,000 on TIF eligible activities.
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Orchard, LLC Phase 1
COMMUNITY REDEVELOPMENT AUTHORITY OF
THE CITY OF GRAND ISLAND, NEBRASKA
RESOLUTION NO. ___________
A RESOLUTION AUTHORIZING AND PROVIDING FOR THE ISSUANCE OF
UP TO THREE COMMUNITY REDEVELOPMENT AUTHORITY OF THE CITY
OF GRAND ISLAND, NEBRASKA, TAX INCREMENT DEVELOPMENT
REVENUE NOTES OR OTHER OBLIGATION, IN AN AGGREGATE
PRINCIPAL AMOUNT NOT TO EXCEED $6,316,956 FOR THE PURPOSE OF (1)
PAYING THE COSTS OF ACQUIRING, DEMOLISHING, CONSTRUCTING,
RECONSTRUCTING, IMPROVING, EXTENDING, REHABILITATING,
INSTALLING, EQUIPPING, FURNISHING AND COMPLETING CERTAIN
IMPROVEMENTS WITHIN THE AUTHORITY’S ORCHARD, LLC
REDEVELOPMENT PROJECT AREA, SPECIFICALLY INCLUDING SITE
PURCHASE, PREPARATION, DEMOLITION, UTILITY EXTENSION AND (2)
PAYING THE COSTS OF ISSUANCE THEREOF; PRESCRIBING THE FORM
AND CERTAIN DETAILS OF THE NOTE OR OTHER OBLIGATION;
PLEDGING CERTAIN TAX REVENUE AND OTHER REVENUE TO THE
PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE NOTE OR
OTHER OBLIGATION AS THE SAME BECOME DUE; LIMITING PAYMENT
OF THE NOTE OR OTHER OBLIGATION TO SUCH TAX REVENUES;
CREATING AND ESTABLISHING FUNDS AND ACCOUNTS; DELEGATING,
AUTHORIZING AND DIRECTING THE FINANCE DIRECTOR TO EXERCISE
HIS OR HER INDEPENDENT DISCRETION AND JUDGMENT IN
DETERMINING AND FINALIZING CERTAIN TERMS AND PROVISIONS OF
THE NOTE OR OTHER OBLIGATION NOT SPECIFIED HEREIN; APPROVING
A REDEVELOPMENT CONTRACT AND REDEVELOPMENT PLAN; TAKING
OTHER ACTIONS AND MAKING OTHER COVENANTS AND AGREEMENTS
IN CONNECTION WITH THE FOREGOING; AND RELATED MATTERS.
BE IT RESOLVED BY THE MEMBERS OF THE COMMUNITY REDEVELOPMENT
AUTHORITY OF THE CITY OF GRAND ISLAND, NEBRASKA:
ARTICLE I
FINDINGS AND DETERMINATIONS
Section 1.1. Findings and Determinations. The Members of the Community Redevelopment
Authority of the City of Grand Island, Nebraska (the “Authority”) hereby find and determine as follows:
(a) The City of Grand Island, Nebraska (the “City”), pursuant to the Plan Resolution
(hereinafter defined), approved the City of Grand Island Redevelopment Area#26 Plan Amendment
November 2018 (the “Redevelopment Plan”) under and pursuant to which the Authority shall undertake
from time to time to redevelop and rehabilitate the Redevelopment Area (hereinafter defined).
(b) Pursuant to the Redevelopment Plan, the Authority has previously obligated itself and/or
will hereafter obligate itself to provide a portion of the financing to acquire, construct, reconstruct, improve,
extend, rehabilitate, install, equip, furnish and complete, at the cost and expense of the Redeveloper, a
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portion of the improvements (as defined in the Redevelopment Contract hereinafter identified) in the
Redevelopment Area (the “Project Costs”), including, without limitation site acquisition of the Project Site
(as defined in the Redevelopment Contract), (collectively, the “Project”), as more fully described in the
Redevelopment Contract (hereinafter defined).
(c) The Authority is authorized by the Redevelopment Law (hereinafter defined) to issue tax
allocation notes for the purpose of paying the costs and expenses of the Project, the principal of which is
payable from certain tax revenues as set forth in the Redevelopment Law.
(d) In order to provide funds to pay a portion of the costs of the Project, it is necessary,
desirable, advisable, and in the best interest of the Authority for the Authority to issue up to three Tax
Increment Development Revenue Notes or other obligation in an aggregate principal amount not to exceed
$6,316,956 (the “Note”).
(e) All conditions, acts and things required to exist or to be done precedent to the issuance of
the Note do exist and have been done as required by law.
ARTICLE II
CERTAIN DEFINITIONS; COMPUTATIONS;
CERTIFICATES AND OPINIONS; ORDERS AND DIRECTIONS
Section 2.1. Definitions of Special Terms. Unless the context clearly indicates some other
meaning or may otherwise require, and in addition to those terms defined elsewhere herein, the terms
defined in this Section 2.1 shall, for all purposes of this Resolution, any Resolution or other instrument
amendatory hereof or supplemental hereto, instrument or document herein or therein mentioned, have the
meanings specified herein, with the following definitions to be equally applicable to both the singular and
plural forms of any terms defined herein:
“Authority” means the Community Redevelopment Authority of the City of Grand Island,
Nebraska.
City” means the City of Grand Island, Nebraska.
“Project Costs” means the redevelopment project costs (as defined in the Redevelopment
Contract) in the Redevelopment Area, the costs of which are eligible to be paid from the proceeds of the
Note.
“Assessor” means the Assessor of Hall County, Nebraska.
“Note” means the Orchard, LLC Redevelopment Project Tax Increment Development Revenue
Note Series A of the Authority, in an aggregate principal amount not to exceed $6,316,956, issued pursuant
to this Resolution in up to three Notes, and shall include any note, including refunding note, interim
certificate, debenture, or other obligation issued pursuant to the Redevelopment Law. At the option of the
Owner of the Note, the titular designation of such Note may be revised to state note, interim certificate,
debenture, obligation, or such other designation as is appropriate.
“Secretary” means the Secretary of the Authority.
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“Cumulative Outstanding Principal Amount” means the aggregate principal amount of the Note
issued and Outstanding from time to time in accordance with the provisions of this Resolution, as reflected
in the records maintained by the Registrar as provided in this Resolution.
“Date of Original Issue” means the date the Note is initially issued, which shall be the date of the
first allocation of principal on the Note as further described in Section 3.2.
“Debt Service” means, as of any particular date of computation, and with respect to any period, the
amount to be paid or set aside as of such date or such period for the payment of the principal on the Note.
“Escrow Obligations” means (a) Government Obligations, (b) certificates of deposit issued by a
bank or trust company which are (1) fully insured by the Federal Deposit Insurance Corporation or similar
corporation chartered by the United States or (2) secured by a pledge of any Government Obligations having
an aggregate market value, exclusive of accrued interest, equal at least to the principal amount of the
certificates so secured, which security is held in a custody account by a custodian satisfactory to the
Registrar, or (c)(1) evidences of a direct ownership in future interest or principal on Government
Obligations, which Government Obligations are held in a custody account by a custodian satisfactory to the
Registrar pursuant to the terms of a custody agreement in form and substance acceptable to the Registrar and
(2) obligations issued by any state of the United States or any political subdivision, public instrumentality or
public authority of any state, which obligations are fully secured by and payable solely from Government
Obligations, which Government Obligations are held pursuant to an agreement in form and substance
acceptable to the Registrar and, in any such case, maturing as to principal and interest in such amounts and
at such times as will insure the availability of sufficient money to make the payment secured thereby.
“Finance Director” means the Treasurer/Finance Director or Acting Treasurer/Finance Director, as
the case may be, of the City.
“Fiscal Year” means the twelve-month period established by the City or provided by law from
time to time as its fiscal year.
“Government Obligations” means direct obligations of, or obligations the principal of and interest
on which are unconditionally guaranteed by, the United States of America.
“Improvements” means the improvements to be constructed, reconstructed, acquired, improved,
extended, rehabilitated, installed, equipped, furnished and completed in the Project Area in accordance with
the Redevelopment Plan, including, but not limited to, the improvements constituting the Project (as defined
in the Redevelopment Contract).
“Payment Date” means June 1 and December 1 of each year any Note is outstanding, commencing
on the first Payment Date following the Date of Original Issue.
“Chairman” means the Chairman of the Authority.
“Outstanding” means when used with reference to any Note, as of a particular date, all Notes
theretofore authenticated and delivered under this Resolution except:
(a) Notes theretofore canceled by the Registrar or delivered to the Registrar for
cancellation;
(b) Notes which are deemed to have been paid in accordance with Section 10.1
hereof;
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(c) Notes alleged to have been mutilated, destroyed, lost or stolen which have been
paid as provided in Section 3.9 hereof; and
(d) Notes in exchange for or in lieu of which other Notes have been authenticated
and delivered pursuant to this Resolution.
“Owner” means the person(s) identified as the owner(s) of the Note from time to time, as indicated
on the books of registry maintained by the Registrar.
“Plan Resolution” means, Resolution No. ___________ of the City, together with any other
resolution providing for an amendment to the Redevelopment Plan.
“Project Area” means the area identified and referred to as the Project Site in the Redevelopment
Contract.
“Record Date” means, for each Payment Date, the 15th day immediately preceding such Payment
Date.
“Redeveloper” means the Redeveloper as defined in the Redevelopment Contract responsible for
constructing, reconstructing, acquiring, improving, extending, rehabilitating, installing, equipping,
furnishing and completing the Project.
“Redeveloper Note” means any Note that is owned by the Redeveloper according to the records of
the Registrar.
“Redevelopment Contract” means the City of Grand Island Redevelopment Contract Orchard,
LLC, Redevelopment Project, dated the date of its execution, between the Authority, and The Orchard,
LLC, a Nebraska corporation, relating to the Project.
“Redevelopment Area” means the community redevelopment area described, defined or otherwise
identified or referred to in the Redevelopment Plan.
“Redevelopment Law” means Article VIII, Section 12 of the Constitution of the State and Chapter
18, Article 21, Reissue Revised Statutes of Nebraska, as amended.
“Redevelopment Plan” means the “City of Grand Island Redevelopment Plan Amendment for
Redevelopment Area#26 November 2018” passed, adopted and approved by the City pursuant to the Plan
Resolution, and shall include any amendment of such Redevelopment Plan heretofore or hereafter made
by the City pursuant to law.
“Refunding Notes” means the notes authorized to be issued pursuant to Article V.
“Registrar” means the Treasurer of the City of Grand Island, Nebraska, in its capacity as registrar
and paying agent for the Note.
“Resolution” means this Resolution as from time to time amended or supplemented.
“Revenue” means the Tax Revenue.
“Special Fund” means the fund by that name created in Section 7.1.
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“State” means the State of Nebraska.
“Tax Revenue” means, with respect to the Project Area, (a) those tax revenues referred to (1) in the
last sentence of the first paragraph of Article VIII, Section 12 of the Constitution of the State and (2) in
Section 18-2147, Reissue Revised Statutes of Nebraska, as amended, and (b) all payments made in lieu
thereof.
“Treasurer” means the Treasurer of Hall County, Nebraska.
Section 2.2. Definitions of General Terms. Unless the context clearly indicates otherwise or may
otherwise require, in this Resolution words importing persons include firms, partnerships, associations,
limited liability companies (public and private), public bodies and natural persons, and also include
executors, administrators, trustees, receivers or other representatives.
Unless the context clearly indicates otherwise or may otherwise require, in this Resolution the terms
“herein,” “hereunder,” “hereby,” “hereto,” “hereof” and any similar terms refer to this Resolution as a whole
and not to any particular section or subdivision thereof.
Unless the context clearly indicates otherwise or may otherwise require, in this Resolution: (a)
references to Articles, Sections and other subdivisions, whether by number or letter or otherwise, are to the
respective or corresponding Articles, Sections or subdivisions of this Resolution as such Articles, Sections,
or subdivisions may be amended or supplemented from time to time; and (b) the word “heretofore” means
before the time of passage of this Resolution, and the word “hereafter” means after the time of passage of
this Resolution.
Section 2.3. Computations. Unless the facts shall then be otherwise, all computations required for
the purposes of this Resolution shall be made on the assumption that the principal on the Note shall be paid
as and when the same become due.
Section 2.4. Certificates, Opinions and Reports. Except as otherwise specifically provided in
this Resolution, each certificate, opinion or report with respect to compliance with a condition or covenant
provided for in this Resolution shall include: (a) a statement that the person making such certificate, opinion
or report has read the pertinent provisions of this Resolution to which such covenant or condition relates; (b)
a brief statement as to the nature and scope of the examination or investigation upon which the statements or
opinions contained in such certificate, opinion or report are based; (c) a statement that, in the opinion of
such person, he has made such examination and investigation as is necessary to enable him to express an
informed opinion as to whether or not such covenant or condition has been complied with; (d) a statement as
to whether or not, in the opinion of such person, such condition or covenant has been complied with; and (e)
an identification of any certificates, opinions or reports or other sources or assumptions relied on in such
certificate, opinion or report.
Section 2.5. Evidence of Action by the Authority. Except as otherwise specifically provided in
this Resolution, any request, direction, command, order, notice, certificate or other instrument of, by or from
the City or the Authority shall be effective and binding upon the Authority, respectively, for the purposes of
this Resolution if signed by the Chairman, the Vice Chairman, the Secretary, the Treasurer of the Authority,
the Finance Director, the Planning Director or by any other person or persons authorized to execute the
same by statute, or by a resolution of the City or the Authority, respectively.
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ARTICLE III
AUTHORIZATION AND ISSUANCE OF THE NOTE;
GENERAL TERMS AND PROVISIONS
Section 3.1. Authorization of Note. Pursuant to and in full compliance with the Redevelopment
Law and this Resolution, and for the purpose of providing funds to pay (a) the cost of acquiring,
constructing, reconstructing, improving, extending, rehabilitating, installing, equipping, furnishing, and
completing the Project, and (b) the costs of issuing the Note, the Authority shall issue up to three Notes (the
“Note” whether one or up to three) in an aggregate principal amount not to exceed $6,316,956. The Note
shall be designated as “Community Redevelopment Authority of the City of Grand Island, Nebraska,
Orchard, LLC, Redevelopment Project Tax Increment Development Revenue Note (with a designated
Series A through C, as appropriate),” shall have an appropriate series designation as determined by the
Finance Director, shall be dated the Date of Original Issue, shall mature, subject to right of prior
redemption, not later than the December 31, 2043, and shall bear interest at an annual rate of 0.00%. The
Note shall be issued as a single Note as further described in Section 3.2.
The Note is a special, limited obligation of the Authority payable solely from the Revenue and the
amounts on deposit in the funds and accounts established by this Resolution. The Note shall not in any
event be a debt of the Authority (except to the extent of the Revenue and other money pledged under this
Resolution), the State, nor any of its political subdivisions, and neither the Authority (except to the extent of
the Revenue and other money pledged under this Resolution), the City, the State nor any of its political
subdivisions is liable in respect thereof, nor in any event shall the principal of or interest on the Note be
payable from any source other than the Revenue and other money pledged under this Resolution. The Note
does not constitute a debt within the meaning of any constitutional, statutory, or charter limitation upon the
creation of general obligation indebtedness of the Authority and does not impose any general liability upon
the Authority. Neither any official of the Authority nor any person executing the Note shall be liable
personally on the Note by reason of its issuance. The validity of the Note is not and shall not be dependent
upon the completion of the Project or upon the performance of any obligation relative to the Project.
The Revenue and the amounts on deposit in the funds and accounts established by this Resolution
are hereby pledged and assigned for the payment of the Note, and shall be used for no other purpose than to
pay the principal of or interest on the Note, except as may be otherwise expressly authorized in this
Resolution. The Note shall not constitute a debt of the Authority or the City within the meaning of any
constitutional, statutory, or charter limitation upon the creation of general obligation indebtedness of the
Authority, and neither the Authority nor the City shall not be liable for the payment thereof out of any
money of the Authority or the City other than the Tax Revenue and the other funds referred to herein.
Nothing in this Resolution shall preclude the payment of the Note from (a) the proceeds of future
notes issued pursuant to law or (b) any other legally available funds. Nothing in this Resolution shall
prevent the City or the Authority from making advances of its own funds howsoever derived to any of the
uses and purposes mentioned in this Resolution.
Section 3.2. Details of Note; Authority of Finance Director.
(a) The Note shall be dated the Date of Original Issue and shall be issued to the purchaser
thereof, as the Owner, in installments. The Note shall be delivered on the earlier of allocation of the
maximum principal amount of the Note or upon the issuance of a certificate of occupancy of the building
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constituting the Project. The Note shall be issued as in a series of up to three Notes with appropriate
series designation.
(b) Proceeds of the Note may be advanced and disbursed in the manner set forth below:
(1) There shall be submitted to the Finance Director a disbursement request in a form
acceptable to the Finance Director (the “Disbursement Request”), executed by the City’s
Planning Director and an authorized representative of the Redeveloper, (A) certifying that a
portion of the Project has been substantially completed and (B) certifying the actual costs
incurred by the Redeveloper in the completion of such portion of the Project.
(2) The Finance Director shall evidence such allocation in writing and inform the
Owner of the Note of any amounts allocated to the Note.
(3) Such amounts shall be deemed proceeds of the Note and the Finance Director
shall inform the Registrar in writing of the date and amount of such allocation. The Registrar
shall keep and maintain a record of the amounts allocated to the note pursuant to the terms of this
Resolution as “Principal Amount Advanced” and shall enter the aggregate principal amount then
Outstanding as the “Cumulative Outstanding Principal Amount” on the Note and its records
maintained for the Note. The aggregate amount endorsed as the Principal amount Advanced on the
Note shall not in the aggregate exceed $6,316,956.
The Authority shall have no obligation to pay any Disbursement Request unless such request has
been properly approved as described above, and proceeds of the Note have been deposited by the Owner of
the Note (if other than the Redeveloper) into the Project Fund.
The records maintained by the Registrar as to principal amount advanced and principal amounts
paid on the Note shall be the official records of the Cumulative Outstanding Principal Amount for all
purposes.
(c) The Note shall be dated the Date of Original Issue, which shall be the initial date of a
allocation of the Note.
(d) As of the Date of Original Issue of the Note, there shall be delivered to the Registrar the
following:
(1) A signed investor’s letter in a form acceptable to the Finance Director and Note
Counsel; and
(2) Such additional certificates and other documents as the special counsel for the
Authority may require.
(e) The note shall bear zero percent interest on the Cumulative Outstanding Principal Amount
of the Note from the Date of Original Issue.
(f) The principal of the Note shall be payable in any coin or currency of the United States of
America from all funds held by the which on the respective dates of payment thereof is legal tender for the
payment of public and private debts. Payments on the Note due prior to maturity or earlier redemption and
payment of any principal upon redemption price to maturity shall be made by check mailed by the Registrar
on each Interest Payment Date to the Owners, at the Owners’ address as it appears on the books of registry
maintained by the Registrar on the Record Date. The principal of the Note due at maturity or upon earlier
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redemption shall be payable upon presentation and surrender of the Note to the Registrar. When any portion
of the Note shall have been duly called for redemption and payment thereof duly made or provided for,
interest thereon shall cease on the principal amount of such Note so redeemed from and after the date of
redemption thereof.
(g) The Note shall be executed by the manual signatures of the Chairman and Secretary of
the Authority. In case any officer whose signature shall appear on any Note shall cease to be such officer
before the delivery of such Note, such signature shall nevertheless be valid and sufficient for all purposes,
the same as if s/he had remained in office until such delivery, and the Note may be signed by such
persons as at the actual time of the execution of such Note shall be the proper officers to sign such Note
although at the date of such Note such persons may not have been such officers.
(i) The Finance Director is hereby authorized to hereafter, from time to time, specify, set,
designate, determine, establish and appoint, as the case may be, and in each case in accordance with and
subject to the provisions of this Resolution, (1) the Date of Original Issue, the principal amount of the Note
in accordance with Section 3.2(a), (2) the maturity date of the Note, which shall be not later than December
31, 2043, (3) the initial Payment Date and (4) any other term of the Note not otherwise specifically fixed by
the provisions of this Resolution.
(j) Any Note issued upon transfer or exchange of any other Note shall be dated as of the Date
of Original Issue.
(k) The Note shall be issued to such Owner as shall be mutually agreed between the
Redeveloper and the Finance Director for a price equal to 100% of the principal amount thereof. No Note
shall be delivered to any Owner unless the Authority shall have received from the Owner thereof such
documents as may be required by the Finance Director to demonstrate compliance with all applicable laws,
including without limitation compliance with Section 3.6 hereof. The Authority may impose such
restrictions on the transfer of any Note as may be required to ensure compliance with all requirements
relating to any such transfer.
Section 3.3. Form of Note Generally. The Note shall be issued in registered form. The Note
shall be in substantially the form set forth in Article IX, with such appropriate variations, omissions and
insertions as are permitted or required by this Resolution and with such additional changes as the Finance
Director may deem necessary or appropriate. The Note may have endorsed thereon such legends or text
as may be necessary or appropriate to conform to any applicable rules and regulations of any
governmental authority or any usage or requirement of law with respect thereto.
Section 3.4. Appointment of Registrar. The Finance Director is hereby appointed the registrar
and paying agent for the Note. The Registrar shall specify its acceptance of the duties, obligations and
trusts imposed upon it by the provisions of this Resolution by a written instrument deposited with the
Authority prior to the Date of Original Issue of the initial Note. The Authority reserves the right to
remove the Registrar upon 30 days’ notice and upon the appointment of a successor Registrar, in which
event the predecessor Registrar shall deliver all cash and the Note in its possession to the successor
Registrar and shall deliver the note register to the successor Registrar. The Registrar shall have only such
duties and obligations as are expressly stated in this Resolution and no other duties or obligations shall be
required of the Registrar.
Section 3.5. Exchange of Note. Any Note, upon surrender thereof at the principal office of the
Registrar, together with an assignment duly executed by the Owner or its attorney or legal representative in
such form as shall be satisfactory to the Registrar, may, at the option of the Owner thereof, be exchanged for
another Note in a principal amount equal to the principal amount of the Note surrendered or exchanged, of
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the same series and maturity and bearing interest at the same rate. The Authority shall make provision for
the exchange of the Note at the principal office of the Registrar.
Section 3.6. Negotiability, Registration and Transfer of Note. The Registrar shall keep books
for the registration and registration of transfer of the Note as provided in this Resolution. The transfer of the
Note may be registered only upon the books kept for the registration and registration of transfer of the Note
upon (a) surrender thereof to the Registrar, together with an assignment duly executed by the Owner or its
attorney or legal representative in such form as shall be satisfactory to the Registrar and (b) evidence
acceptable to the Authority that the assignee is a bank or a qualified institutional buyer as defined in Rule
144A promulgated by the Securities and Exchange Commission. Prior to any transfer and assignment,
the Owner will obtain and provide to the Authority, an investor’s letter in form and substance satisfactory
to the Authority evidencing compliance with the provisions of all federal and state securities laws, and
will deposit with the Authority an amount to cover all reasonable costs incurred by the Authority,
including legal fees, of accomplishing such transfer. A transfer of any Note may be prohibited by the
Authority if (1) a default then exists under the Redevelopment Contract, (2) the assessed valuation of the
Redeveloper Property (as defined in the Redevelopment Contract) is less than $30,000,000, or (3) a protest
of the valuation of the Redeveloper Property is ongoing. Upon any such registration of transfer the
Authority shall execute and deliver in exchange for such Note a new Note, registered in the name of the
transferee, in a principal amount equal to the principal amount of the Note surrendered or exchanged, of the
same series and maturity and bearing interest at the same rate.
In all cases in which any Note shall be exchanged or a transfer of a Note shall be registered
hereunder, the Authority shall execute at the earliest practicable time execute and deliver a Note in
accordance with the provisions of this Resolution. The Note surrendered in any such exchange or
registration of transfer shall forthwith be canceled by the Registrar. Neither the Authority nor the Registrar
shall make a charge for the first such exchange or registration of transfer of any Note by any Owner. The
Authority or the Registrar, or both, may make a charge for shipping, printing and out-of-pocket costs for
every subsequent exchange or registration of transfer of such Note sufficient to reimburse it or them for any
and all costs required to be paid with respect to such exchange or registration of transfer. Neither the
Authority nor the Registrar shall be required to make any such exchange or registration of transfer of any
Note during the period between a Record Date and the corresponding Interest Payment Date.
Section 3.7. Ownership of Note. As to any Note, the person in whose name the same shall be
registered shall be deemed and regarded as the absolute owner thereof for all purposes, and payment of or
on account of the principal of or interest on such Note shall be made only to or upon the order of the Owner
thereof or his legal representative. All such payments shall be valid and effectual to satisfy and discharge
the liability upon such Note, including the interest thereon, to the extent of the sum or sums so paid.
Section 3.8. Disposition and Destruction of Note. The Note, upon surrender to the Registrar for
final payment, whether at maturity or upon earlier redemption, shall be canceled upon such payment by the
Registrar and, upon written request of the Finance Director, be destroyed.
Section 3.9. Mutilated, Lost, Stolen or Destroyed Note. If any Note becomes mutilated or is
lost, stolen or destroyed, the Authority shall execute and deliver a new Note of like date and tenor as the
Note mutilated, lost, stolen or destroyed; provided that, in the case of any mutilated Note, such mutilated
Note shall first be surrendered to the Authority. In the case of any lost, stolen or destroyed Note, there
first shall be furnished to the Authority evidence of such loss, theft or destruction satisfactory to the
Authority, together with indemnity to the Authority satisfactory to the Authority. If any such Note has
matured, is about to mature or has been called for redemption, instead of delivering a substitute Note, the
Authority may pay the same without surrender thereof. Upon the issuance of any substitute Note, the
Authority may require the payment of an amount by the Owner sufficient to reimburse the Authority for
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any tax or other governmental charge that may be imposed in relation thereto and any other reasonable
fees and expenses incurred in connection therewith.
Section 3.10. Non-presentment of Note. If any Note is not presented for payment when the
principal thereof becomes due and payable as therein and herein provided, whether at the stated maturity
thereof or call for optional or mandatory redemption or otherwise, if funds sufficient to pay such Note
have been made available to the Registrar all liability of the Authority to the Owner thereof for the
payment of such Note shall forthwith cease, determine and be completely discharged, and thereupon it
shall be the duty of the Registrar to hold such funds, without liability for interest thereon, for the benefit
of the Owner of such Note, who shall thereafter be restricted exclusively to such funds for any claim of
whatever nature on their part under this Resolution or on, or with respect to, said Note. If any Note is not
presented for payment within five years following the date when such Note becomes due, the Registrar
shall repay to the Authority the funds theretofore held by it for payment of such Note, and such Note
shall, subject to the defense of any applicable statute of limitation, thereafter be an unsecured obligation
of the Authority, and the Registered Owner thereof shall be entitled to look only to the Authority for
payment, and then only to the extent of the amount so repaid to it by the Registrar, and the Authority shall
not be liable for any interest thereon and shall not be regarded as a trustee of such money.
ARTICLE IV
REDEMPTION OF NOTE
Section 4.1. Redemption of Note. The Note is subject to redemption at the option of the
Authority prior to the maturity thereof at any time as a whole or in part from time to time in such
principal amount as the Authority shall determine, at a redemption price equal to 100% of the principal
amount then being redeemed plus accrued interest thereon to the date fixed for redemption.
Section 4.2. Redemption Procedures. The Finance Director is hereby authorized, without further
action of the Council, to call all or any portion of the principal of the Note for payment and redemption prior
to maturity on such date as the Finance Director shall determine, and shall deposit sufficient funds in the
Debt Service Account from the Surplus Account to pay the principal being redeemed plus the accrued
interest thereon to the date fixed for redemption. The Finance Director may effect partial redemptions of
any Note without notice to the Owner and without presentation and surrender of such Note, but total
redemption of any Note may only be effected with notice to the Owner and upon presentation and surrender
of such Note to the Registrar. Notice of a total redemption of any Note shall be sent by the Registrar by
first-class mail not less than five days prior to the date fixed for redemption to the Owner’s address
appearing on the books of registry maintained by the Registrar and indicate (a) the title and designation of
the Note, (b) the redemption date, and (c) a recitation that the entire principal balance of such Note plus all
accrued interest thereon is being called for redemption on the applicable redemption date.
Section 4.3. Determination of Outstanding Principal Amount of Note. Notwithstanding the
amount indicated on the face of any Note, the principal amount of such Note actually Outstanding from time
to time shall be determined and maintained by the Registrar. The Registrar shall make a notation in the
books of registry maintained for each Note indicating the original principal advance of such Note as
determined in accordance with Section 3.2 and make such additional notations as are required to reflect any
additional principal advances or redemptions of such Note from time to time, including on the Table of
Cumulative Outstanding Principal Amount attached to each Note if it is presented to the Registrar for that
purpose. Any Owner may examine the books of registry maintained by the Registrar upon request, and the
Registrar shall grant such request as soon as reasonably practicable. Any failure of the Registrar to record a
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principal advance or a redemption on the Table of Cumulative Outstanding Principal Amount shall not
affect the Cumulative Outstanding Principal Amount shown on the records of the Registrar.
ARTICLE V
REFUNDING NOTES
Section 5.1. Refunding Notes. Refunding Notes may be issued at any time at the direction of the
Finance Director for the purpose of refunding (including by purchase) any Note or any portion thereof,
including amounts to pay principal to the date of maturity or redemption (or purchase) and the expenses of
issuing the Refunding Notes and of effecting such refunding; provided that the Debt Service on all notes to
be outstanding after the issuance of the Refunding Notes shall not be greater in any Fiscal Year than would
have been the Debt Service in such Fiscal Year were such refunding not to occur.
ARTICLE VI
EFFECTIVE DATE OF PROJECT;
PLEDGE OF REVENUE
Section 6.1. Effective Date of Project. For purposes of Section 18-2147, Reissue Revised
Statutes of Nebraska, as amended, the effective date of the Project shall be determined as set forth in the
Redevelopment Contract from time to time pursuant to each Redevelopment Contract Amendment. The
Planning Director is hereby directed to notify the Assessor of the effective date of the Project on the form
prescribed by the Property Tax Administrator.
Section 6.2. Collection of Revenue; Pledge of Revenue. As provided for in the Redevelopment
Plan, and pursuant to the provisions of the Redevelopment Law, for the period contemplated thereby, the
Tax Revenue collected in the Project Area shall be allocated to and, when collected, paid into the Special
Fund under the terms of this Resolution to pay the principal on the Note. When the Note has been paid in
accordance with this Resolution, the Redevelopment Plan and the Redevelopment Contract, the Tax
Revenue shall be applied as provided for in the Redevelopment Law.
The Revenue is hereby allocated and pledged in its entirety to the payment of the principal on the
Note and to the payment of the Project Costs (including the Project), until the principal on the Note has been
paid (or until money for that purpose has been irrevocably set aside), and the Revenue shall be applied
solely to the payment of the principal on the Note. Such allocation and pledge is and shall be for the sole
and exclusive benefit of the Owner and shall be irrevocable.
Section 6.3. Potential Insufficiency of Revenue. Neither the Authority nor the City makes any
representations, covenants, or warranties to the Owner that the Revenue will be sufficient to pay the
principal of or interest on the Note. Payment of the principal of and interest on the Note is limited solely
and exclusively to the Revenue pledged under the terms of this Resolution, and is not payable from any
other source whatsoever.
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ARTICLE VII
CREATION OF FUNDS AND ACCOUNTS;
PAYMENTS THEREFROM
Section 7.1. Creation of Funds and Account. There is hereby created and established by the
Authority the following funds and accounts which funds shall be held by the Finance Director of the City
separate and apart from all other funds and moneys of the Authority and the City under her control
a special trust fund called the “Orchard, LLC Redevelopment Project Tax Increment Special Fund” (the
“Special Fund”).
So long as the Note remains unpaid, the money in the foregoing fund and accounts shall be used for
no purpose other than those required or permitted by this Resolution, any Resolution supplemental to or
amendatory of this Resolution and the Redevelopment Law.
Section 7.2. Special Fund. All of the Revenue shall be deposited into the Special Fund. The
Revenue accumulated in the Special Fund shall be used and applied on the Business Day prior to each
Payment Date (a) to make any payments to the Authority as may be required under the Redevelopment
Contract and (b) to pay principal on the Note to the extent of any money then remaining the Special Fund on
such Payment Date. Money in the Special Fund shall be used solely for the purposes described in this
Section 7.2. All Revenues received through and including December 31, 2043 shall be used solely for the
payments required by this Section 7.2.
ARTICLE VIII
COVENANTS OF THE AUTHORITY
So long as the Note is outstanding and unpaid, the Authority will (through its proper officers, agents
or employees) faithfully perform and abide by all of the covenants, undertakings and provisions contained in
this Resolution or in the Note, including the following covenants and agreements for the benefit of the
Owner which are necessary, convenient and desirable to secure the Note and will tend to make them more
marketable; provided, however, that such covenants do not require either the City or the Authority to expend
any money other than the Revenue nor violate the provisions of State law with respect to tax revenue
allocation.
Section 8.1. No Priority. The Authority covenants and agrees that it will not issue any obligations
the principal of or interest on which is payable from the Revenue which have, or purport to have, any lien
upon the Revenue prior or superior to or in parity with the lien of the Note; provided, however, that nothing
in this Resolution shall prevent the Authority from issuing and selling notes or other obligations which have,
or purport to have, any lien upon the Revenue which is junior to the Note and the Debt Service thereon, or
from issuing and selling notes or other obligations which are payable in whole or in part from sources other
than the Revenue.
Section 8.2. To Pay Principal of the Note. The Authority will duly and punctually pay or cause
to be paid solely from the Revenue the principal of the Note on the dates and at the places and in the manner
provided in the Note according to the true intent and meaning thereof and hereof, and will faithfully do and
perform and fully observe and keep any and all covenants, undertakings, stipulations and provisions
contained in the Note and in this Resolution.
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Section 8.4. Books of Account; Financial Statements. The Authority covenants and agrees that
it will at all times keep, or cause to be kept, proper and current books of account (separate from all other
records and accounts) in which complete and accurate entries shall be made of all transactions relating to the
Project, the Revenue and other funds relating to the Project.
Section 8.5. Eminent Domain Proceeds. The Authority covenants and agrees that should all or
any part of the Project be taken by eminent domain or other proceedings authorized by law for any public or
other use under which the property will be exempt from ad valorem taxation, the net proceeds realized by
the Authority therefrom shall constitute Project Revenue and shall be deposited into the Special Fund and
used for the purposes and in the manner described in Section 7.2.
Section 8.6. Protection of Security. The Authority is duly authorized under all applicable laws to
create and issue the Note and to adopt this Resolution and to pledge the Revenue in the manner and to the
extent provided in this Resolution. The Revenue so pledged is and will be free and clear of any pledge, lien,
charge, security interest or encumbrance thereon or with respect thereto prior to, or of equal rank with, the
pledge created by this Resolution, except as otherwise expressly provided herein, and all corporate action on
the part of the Authority to that end has been duly and validly taken. The Note is and will be a valid
obligation of the Authority in accordance with its terms and the terms of this Resolution. The Authority
shall at all times, to the extent permitted by law, defend, preserve and protect the pledge of and security
interest granted with respect to the Revenue pledged under this Resolution and all the rights of the Owner
under this Resolution against all claims and demands of all persons whomsoever.
ARTICLE IX
FORM OF NOTE
Section 9.1. Form of Note. The Note shall be in substantially the following form:
(FORM OF NOTE)
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED, OR ANY STATE SECURITIES LAWS, AND THIS NOTE MAY NOT BE
TRANSFERRED UNLESS THE PROPOSED ASSIGNEE IS A BANK OR A QUALIFIED
INSTITUTIONAL BUYER AS DEFINED IN RULE 144A PROMULGATED BY THE
SECURITIES AND EXCHANGE COMMISSION AND THE OWNER HAS OBTAINED AND
PROVIDED TO THE AUTHORITY, PRIOR TO SUCH TRANSFER AND ASSIGNMENT, AN
INVESTOR’S LETTER IN FORM AND SUBSTANCE SATISFACTORY TO THE AUTHORITY
EVIDENCING THE COMPLIANCE WITH THE PROVISIONS OF ALL FEDERAL AND STATE
SECURITIES LAWS AND CONTAINING SUCH OTHER REPRESENTATIONS AS THE
AUTHORITY MAY REQUIRE.
THIS NOTE MAY BE TRANSFERRED ONLY IN THE MANNER AND ON THE TERMS AND
CONDITIONS AND SUBJECT TO THE RESTRICTIONS STATED IN SECTION 3.6 OF
RESOLUTION NO. ____________ OF THE COMMUNITY REDEVELOPMENT AUTHORITY
OF THE CITY OF GRAND ISLAND, NEBRASKA.
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UNITED STATES OF AMERICA
STATE OF NEBRASKA
COUNTY OF HALL
COMMUNITY REDEVELOPMENT AUTHORITY
OF THE CITY OF GRAND ISLAND, NEBRASKA
ORCHARD, LLC, REDEVELOPMENT PROJECT
TAX INCREMENT DEVELOPMENT REVENUE NOTE, SERIES A (B and or C)
No. R-1 Up to an aggregate amount of $6,316,956
(subject to reduction as described herein)
Date of Date of Rate of
Original Issue Maturity Interest
December 31, 2043 0.00%
REGISTERED OWNER: The Orchard, LLC
PRINCIPAL AMOUNT: SEE SCHEDULE 1 ATTACHED HERETO
REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THE NOTE
SET FORTH ON THE FOLLOWING PAGES, WHICH FURTHER PROVISIONS SHALL FOR
ALL PURPOSES HAVE THE SAME EFFECT AS IF SET FORTH AT THIS PLACE.
IN WITNESS WHEREOF, THE COMMUNITY REDEVELOPMENT AUTHORITY OF
THE CITY OF GRAND ISLAND, NEBRASKA has caused this Note to be signed by the manual
signature of the Chairman of the Authority, countersigned by the manual signature of the Secretary of the
Authority.
COMMUNITY REDEVELOPMENT
AUTHORITY OF THE CITY OF GRAND
ISLAND, NEBRASKA
[S E A L]
By: (manual signature)
Chairman
By: (manual signature)
Secretary
The COMMUNITY REDEVELOPMENT AUTHORITY OF THE CITY OF GRAND
ISLAND, NEBRASKA (the “Authority”) acknowledges itself indebted to, and for value received
hereby promises to pay, but solely from certain specified tax revenues to the Registered Owner named
above, or registered assigns, on the Date of Maturity stated above (or earlier as hereinafter referred to),
the Principal Amount on Schedule 1 attached hereto upon presentation and surrender hereof at the office
of the registrar and paying agent herefor, the Treasurer of the City of Grand Island, Nebraska (the
“Registrar”), payable semiannually on June 1 and December 1 of each year until payment in full of such
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Principal Amount, beginning June 1, 2020, by check or draft mailed to the Registered Owner hereof as
shown on the note registration books maintained by the Registrar on the 15th day of the month preceding
the month in which the applicable payment date occurs, at such Owner’s address as it appears on such
note registration books. The principal of this Note is payable in any coin or currency which on the
respective dates of payment thereof is legal tender for the payment of debts due the United States of
America.
This Note is issued by the Authority under the authority of and in full compliance with the
Constitution and statutes of the State of Nebraska, including particularly Article VIII, Section 12 of the
Nebraska Constitution, Sections 18-2101 to 18-2153, inclusive, Reissue Revised Statutes of Nebraska, as
amended, and under and pursuant to Resolution No. ________ duly passed and adopted by the Authority on
______________, 2019, as from time to time amended and supplemented (the “Resolution”).
THE PRINCIPAL AMOUNT OF THIS NOTE IS SET FORTH IN SCHEDULE 1
ATTACHED HERETO. THE MAXIMUM PRINCIPAL AMOUNT OF THIS NOTE IS $6,316,956.
This Note has been issued by the Authority for the purpose of financing the costs of constructing,
reconstructing, improving, extending, rehabilitating, installing, equipping, furnishing and completing certain
improvements within the area identified and referred to as the City of Grand Island Redevelopment Plan
Amendment for Redevelopment Area #26 November 2018, (Orchard, LLC Project) which is more
specifically described in the Resolution, and to carry out the Authority’s corporate purposes and powers in
connection therewith.
Reference is hereby made to the Resolution for the provisions, among others, with respect to the
collection and disposition of certain tax and other revenues, the special funds charged with and pledged to
the payment of the principal of and interest on this Note, the nature and extent of the security thereby
created, the terms and conditions under which this Note has been issued, the rights and remedies of the
Registered Owner of this Note, and the rights, duties, immunities and obligations of the City and the
Authority. By the acceptance of this Note, the Registered Owner assents to all of the provisions of the
Resolution.
This Note is a special limited obligation of the Authority payable as to principal solely from and is
secured solely by the Tax Revenue (as defined in the Resolution) pledged under the Resolution, all on the
terms and conditions set forth in the Resolution. The Tax Revenue represents that portion of ad valorem
taxes levied by public bodies of the State of Nebraska, including the City, on real property in the Project
Area (as defined in this Resolution) which is in excess of that portion of such ad valorem taxes produced by
the levy at the rate fixed each year by or for each such public body upon the valuation of the Project Area as
of a certain date and as has been certified by the County Assessor of Hall County, Nebraska to the City in
accordance with law.
The principal hereon shall not be payable from the general funds of the City nor the Authority nor
shall this Note constitute a legal or equitable pledge, charge, lien, security interest or encumbrance upon any
of the property or upon any of the income, receipts, or money and securities of the City or the Authority or
of any other party other than those specifically pledged under the Resolution. This Note is not a debt of the
City or the Authority within the meaning of any constitutional, statutory or charter limitation upon the
creation of general obligation indebtedness of the City or the Authority, and does not impose any general
liability upon the City or the Authority and neither the City nor the Authority shall be liable for the payment
hereof out of any funds of the City or the Authority other than the Tax Revenues and other funds pledged
under the Resolution, which Tax Revenues and other funds have been and hereby are pledged to the
punctual payment of the principal of and interest on this Note in accordance with the provisions of this
Resolution.
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The Registrar may from time to time enter the respective amounts advanced pursuant to the terms of
the Resolution under the column headed “Principal Amount Advanced” on Schedule 1 hereto (the “Table”)
and may enter the aggregate principal amount of this Note then outstanding under the column headed
“Cumulative Outstanding Principal Amount” on the Table. On each date upon which a portion of the
Cumulative Outstanding Principal Amount is paid to the Registered Owner pursuant to the redemption
provisions of the Resolution, the Registered Owner may enter the principal amount paid on this Note under
the column headed “Principal Amount Redeemed” on the Table and may enter the then outstanding
principal amount of this Note under the column headed “Cumulative Outstanding Principal Amount” on the
Table. Notwithstanding the foregoing, the records maintained by the Registrar as to the principal amount
issued and principal amounts paid on this Note shall be the official records of the Cumulative Outstanding
Principal Amount of this Note for all purposes.
Reference is hereby made to the Resolution, a copy of which is on file in the office of the City
Clerk, and to all of the provisions of which each Owner of this Note by its acceptance hereof hereby assents,
for definitions of terms; the description of and the nature and extent of the security for this Note; the Tax
Revenue pledged to the payment of the principal on this Note; the nature and extent and manner of
enforcement of the pledge; the conditions upon which the Resolution may be amended or supplemented
with or without the consent of the Owner of this Note; the rights, duties and obligations of the Authority and
the Registrar thereunder; the terms and provisions upon which the liens, pledges, charges, trusts and
covenants made therein may be discharged at or prior to the maturity or redemption of this Note, and this
Note thereafter no longer be secured by the Resolution or be deemed to be outstanding thereunder, if money
or certain specified securities shall have been deposited with the Registrar sufficient and held in trust solely
for the payment hereof; and for the other terms and provisions thereof.
This Note is subject to redemption prior to maturity, at the option of the Authority, in whole or in
part at any time at a redemption price equal to 100% of the principal amount being redeemed, plus accrued
interest on such principal amount to the date fixed for redemption. Reference is hereby made to the
Resolution for a description of the redemption procedures and the notice requirements pertaining thereto.
In the event this Note is called for prior redemption, notice of such redemption shall be given by
first-class mail to the Registered Owner hereof at its address as shown on the registration books maintained
by the Registrar not less than 10 days prior to the date fixed for redemption, unless waived by the Registered
Owner hereof. If this Note, or any portion thereof, shall have been duly called for redemption and notice of
such redemption duly given as provided, then upon such redemption date the portion of this Note so
redeemed shall become due and payable and if money for the payment of the portion of the Note so
redeemed shall be held for the purpose of such payment by the Registrar.
This Note is transferable by the Registered Owner hereof in person or by its attorney or legal
representative duly authorized in writing at the principal office of the Registrar, but only in the manner,
subject to the limitations and upon payment of the charges provided in the Resolution, and upon surrender
and cancellation of this Note. Upon such transfer, a new Note of the same series and maturity and for the
same principal amount will be issued to the transferee in exchange therefor. The Authority and the
Registrar may deem and treat the Registered Owner hereof as the absolute owner hereof for the purpose of
receiving payment of or on account of principal of and interest due hereon and for all other purposes.
This note is being issued as a registered note without coupons. This note is subject to exchange as
provided in the Resolution.
It is hereby certified, recited and declared that all acts, conditions and things required to have
happened, to exist and to have been performed precedent to and in the issuance of this Note have happened,
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do exist and have been performed in regular and due time, form and manner; that this Note does not exceed
any constitutional, statutory or charter limitation on indebtedness; and that provision has been made for the
payment of the principal of and interest on this Note as provided in this Resolution.
[The remainder of this page intentionally left blank]
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(FORM OF ASSIGNMENT)
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto
___________________________________________________________________________
Print or Type Name, Address and Social Security Number
or other Taxpayer Identification Number of Transferee
the within note and all rights thereunder, and hereby irrevocably constitutes and appoints
_______________ agent to transfer the within Note on the note register kept by the Registrar for the
registration thereof, with full power of substitution in the premises.
Dated: _______________ _______________________________________
NOTICE: The signature to this Assignment
must correspond with the name of the Registered
Owner as it appears upon the face of the within
note in every particular.
Signature Guaranteed By:
_______________________________________
Name of Eligible Guarantor Institution as
defined by SEC Rule 17 Ad-15 (17 CFR 240.17
Ad-15)
By: ________________________________
Title: ________________________________
[The remainder of this page intentionally left blank]
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SCHEDULE 1
TABLE OF CUMULATIVE OUTSTANDING PRINCIPAL AMOUNT
COMMUNITY REDEVELOPMENT AUTHORITY OF
THE CITY OF GRAND ISLAND, NEBRASKA
ORCHARD, LLC, REDEVELOPMENT PROJECT
TAX INCREMENT DEVELOPMENT REVENUE NOTE, SERIES A (B and or C)
Date
Principal Amount
Advanced
Principal Amount
Redeemed
Cumulative
Outstanding
Principal
Amount
Notation
Made
By
ARTICLE X
DEFEASANCE; MONEY HELD FOR PAYMENT OF
DEFEASED NOTE
Section 10.1. Discharge of Liens and Pledges; Note No Longer Outstanding Hereunder. The
obligations of the Authority under this Resolution, including any Resolutions, resolutions or other
proceedings supplemental hereto, and the liens, pledges, charges, trusts, assignments, covenants and
agreements of the Authority herein or therein made or provided for, shall be fully discharged and satisfied as
to the Note or any portion thereof, and the Note or any portion thereof shall no longer be deemed to be
outstanding hereunder and thereunder,
(a) when the any Note or portion thereof shall have been canceled, or shall have
been surrendered for cancellation or is subject to cancellation, or shall have been purchased from
money in any of the funds held under this Resolution, or
(b) if the Note or portion thereof is not canceled or surrendered for cancellation or
subject to cancellation or so purchased, when payment of the principal of the Note or any portion
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thereof, plus interest on such principal to the due date thereof, either (1) shall have been made or
caused to be made in accordance with the terms thereof, or (2) shall have been provided by
irrevocably depositing with the Registrar for the Note, in trust and irrevocably set aside exclusively
for such payment, (A) money sufficient to make such payment or (B) Escrow Obligations maturing
as to principal in such amount and at such times as will insure the availability of sufficient money to
make such payment.
Provided that, with respect to any total redemption of any Note, notice of redemption shall have
been duly given or provision satisfactory to the Registrar shall have been made therefor, or waiver of such
notice, satisfactory in form, shall have been filed with the Registrar.
At such time as any Note or portion thereof shall no longer be outstanding hereunder, and, except
for the purposes of any such payment from such money or such Escrow Obligations, such Note or portion
thereof shall no longer be secured by or entitled to the benefits of this Resolution.
Any such money so deposited with the Registrar for any Note or portion thereof as provided in this
Section 10.1 may at the direction of the Finance Director also be invested and reinvested in Escrow
Obligations, maturing in the amounts and times as hereinbefore set forth. All income from all Escrow
Obligations in the hands of the Registrar which is not required for the payment of such Note or portion
thereof with respect to which such money shall have been so deposited, shall be paid to the Authority and
deposited in the Special Fund as and when realized and collected for use and application as is other money
deposited in that fund.
Anything in this Resolution to the contrary notwithstanding, if money or Escrow Obligations have
been deposited or set aside with the Registrar pursuant to this Section 10.1 for the payment of any Note and
such Note shall not have in fact been actually paid in full, no amendment to the provisions of this Section
10.1 shall be valid as to or binding upon the Owner thereof without the consent of such Owner.
Section 10.2. Certain Limitations After Due Date. If sufficient money or Escrow Obligations
shall have been deposited in accordance with the terms hereof with the Registrar in trust for the purpose of
paying the Notes or any portion thereof when the same becomes due, whether at maturity or upon earlier
redemption, all liability of the Authority for such payment shall forthwith cease, determine and be
completely discharged, and thereupon it shall be the duty of the Registrar to hold such money or Escrow
Obligations, without liability to the Owners, in trust for the benefit of the Owners, who thereafter shall be
restricted exclusively to such money or Escrow Obligations for any claim for such payment of whatsoever
nature on his part.
Notwithstanding the provisions of the preceding paragraph of this Section 10.2, money or Escrow
Obligations held by the Registrar in trust for the payment and discharge of the principal of on any Note
which remain unclaimed for five years after the date on which such payment shall have become due and
payable, either because the Notes shall have reached their maturity date or because the entire principal
balance of the Notes shall have been called for redemption, if such money was held by the Registrar or such
paying agent at such date, or for five years after the date of deposit of such money, if deposited with the
Registrar after the date when such Note became due and payable, shall be paid to the Nebraska State
Treasurer and the Registrar shall thereupon be released and discharged with respect thereto, and the Owner
thereof shall look only to the Authority for the payment thereof.
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ARTICLE XI
AMENDING AND SUPPLEMENTING OF RESOLUTION
Section 11.1. Amending and Supplementing of Resolution Without Consent of Owner. The
Authority may at any time without the consent or concurrence of the Owner of the Note adopt a resolution
amendatory hereof or supplemental hereto if the provisions of such supplemental Resolution do not
materially adversely affect the rights of the Owner of the Note, for any one or more of the following
purposes:
(a) To make any changes or corrections in this Resolution as to which the Authority shall
have been advised by counsel that the same are verbal corrections or changes or are required for the
purpose of curing or correcting any ambiguity or defective or inconsistent provision or omission or
mistake or manifest error contained in this Resolution, or to insert in this Resolution such provisions
clarifying matters or questions arising under this Resolution as are necessary or desirable;
(b) To add additional covenants and agreements of the Authority for the purpose of further
securing payment of the Note;
(c) To surrender any right, power or privilege reserved to or conferred upon the Authority by
the terms of this Resolution;
(d) To confirm as further assurance any lien, pledge or charge, or the subjection to any lien,
pledge or charge, created or to be created by the provisions of this Resolution; and
(e) To grant to or confer upon the Owner of the Note any additional rights, remedies, powers,
authority or security that lawfully may be granted to or conferred upon them.
The Authority shall not adopt any supplemental Resolution authorized by the foregoing
provisions of this Section 11.1 unless in the opinion of counsel the adoption of such supplemental
Resolution is permitted by the foregoing provisions of this Section 11.1 and the provisions of such
supplemental Resolution do not materially and adversely affect the rights of the Owner of the Note.
Section 11.2. Amending and Supplementing of Resolution with Consent of Owner. With the
consent of the Owners of the Note, the Authority from time to time and at any time may adopt a
resolution amendatory hereof or supplemental hereto for the purpose of adding any provisions to, or
changing in any manner or eliminating any of the provisions of, this Resolution, or modifying or
amending the rights and obligations of the Authority under this Resolution, or modifying or amending in
any manner the rights of the Owner of the Note; provided, however, that, without the specific consent of
the Owner of the Note, no supplemental Resolution amending or supplementing the provisions hereof
shall: (a) change the fixed maturity date for the payment or the terms of the redemption thereof, or reduce
the principal amount of the Note or the rate of interest thereon or the Redemption Price payable upon the
redemption or prepayment thereof; (b) authorize the creation of any pledge of the Tax Revenues and other
money and securities pledged hereunder, prior, superior or equal to the pledge of and lien and charge
thereon created herein for the payment of the Note except to the extent provided in Articles III and V; or
(c) deprive the Owner of the Note in any material respect of the security afforded by this Resolution.
Nothing in this paragraph contained, however, shall be construed as making necessary the approval of the
Owner\ of the Note of the adoption of any supplemental Resolution authorized by the provisions of
Section 11.1.
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It shall not be necessary that the consents of the Owner of the Note approve the particular form of
wording of the proposed amendment or supplement or of the proposed supplemental Resolution effecting
such amendment or supplement, but it shall be sufficient if such consents approve the substance of the
proposed amendment or supplement. After the Owner of the Note shall have filed its consent to the
amending or supplementing hereof pursuant to this Section, the Authority may adopt such supplemental
Resolution.
Section 11.3. Effectiveness of Supplemental Resolution. Upon the adoption (pursuant to this
Article XI and applicable law) by the Authority of any supplemental Resolution amending or
supplementing the provisions of this Resolution or upon such later date as may be specified in such
supplemental Resolution, (a) this Resolution and the Note shall be modified and amended in accordance
with such supplemental Resolution, (b) the respective rights, limitations of rights, obligations, duties and
immunities under this Resolution and the Owner of the Note shall thereafter be determined, exercised and
enforced under this Resolution subject in all respects to such modifications and amendments, and (c) all
of the terms and conditions of any such supplemental Resolution shall be a part of the terms and
conditions of the Note and of this Resolution for any and all purposes.
ARTICLE XII
MISCELLANEOUS
Section 12.1. General and Specific Authorizations; Ratification of Prior Actions. Without in
any way limiting the power, authority or discretion elsewhere herein granted or delegated, the Authority
hereby (a) authorizes and directs the Chairman, Finance Director, Secretary, Planning Director and all other
officers, officials, employees and agents of the City to carry out or cause to be carried out, and to perform
such obligations of the Authority and such other actions as they, or any of them, in consultation with Special
Counsel, the Owner and its counsel shall consider necessary, advisable, desirable or appropriate in
connection with this Resolution, including without limitation the execution and delivery of all related
documents, instruments, certifications and opinions, and (b) delegates, authorizes and directs the Finance
Director the right, power and authority to exercise his independent judgment and absolute discretion in (1)
determining and finalizing all terms and provisions to be carried by the Note not specifically set forth in this
Resolution and (2) the taking of all actions and the making of all arrangements necessary, proper,
appropriate, advisable or desirable in order to effectuate the issuance, sale and delivery of the Note. The
execution and delivery by the Finance Director or by any such other officers, officials, employees or agents
of the City of any such documents, instruments, certifications and opinions, or the doing by them of any act
in connection with any of the matters which are the subject of this Resolution, shall constitute conclusive
evidence of both the Authority’s and their approval of the terms, provisions and contents thereof and of all
changes, modifications, amendments, revisions and alterations made therein and shall conclusively establish
their absolute, unconditional and irrevocable authority with respect thereto from the Authority and the
authorization, approval and ratification by the Authority of the documents, instruments, certifications and
opinions so executed and the actions so taken.
All actions heretofore taken by the Finance Director and all other officers, officials, employees and
agents of the Authority, including without limitation the expenditure of funds and the selection, appointment
and employment of Special Counsel and financial advisors and agents, in connection with issuance and sale
of the Note, together with all other actions taken in connection with any of the matters which are the subject
hereof, be and the same is hereby in all respects authorized, adopted, specified, accepted, ratified, approved
and confirmed.
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Section 12.2. Proceedings Constitute Contract; Enforcement Thereof. The provisions of this
Resolution shall constitute a contract between the Authority and the Owner and the provisions thereof shall
be enforceable by the Owner by mandamus, accounting, mandatory injunction or any other suit, action or
proceeding at law or in equity that is presently or may hereafter be authorized under the laws of the State in
any court of competent jurisdiction. Such contract is made under and is to be construed in accordance with
the laws of the State.
After the issuance and delivery of any Note, this Resolution and any supplemental Resolution shall
not be repealable, but shall be subject to modification or amendment to the extent and in the manner
provided in this Resolution, but to no greater extent and in no other manner.
Section 12.3. Benefits of Resolution Limited to the Authority and the Owner. With the
exception of rights or benefits herein expressly conferred, nothing expressed or mentioned in or to be
implied from this Resolution or the Note is intended or should be construed to confer upon or give to any
person other than the Authority and the Owner of the Note any legal or equitable right, remedy or claim
under or by reason of or in respect to this Resolution or any covenant, condition, stipulation, promise,
agreement or provision herein contained. The Resolution and all of the covenants, conditions, stipulations,
promises, agreements and provisions hereof are intended to be and shall be for and inure to the sole and
exclusive benefit of the City, the Authority and the Owner from time to time of the Note as herein and
therein provided.
Section 12.4. No Personal Liability. No officer or employee of the Authority shall be
individually or personally liable for the payment of the principal of or interest on the Note. Nothing herein
contained shall, however, relieve any such officer or employee from the performance of any duty provided
or required by law.
Section 12.5. Effect of Saturdays, Sundays and Legal Holidays. Whenever this Resolution
requires any action to be taken on a Saturday, Sunday or legal holiday, such action shall be taken on the first
business day occurring thereafter. Whenever in this Resolution the time within which any action is required
to be taken or within which any right will lapse or expire shall terminate on a Saturday, Sunday or legal
holiday, such time shall continue to run until midnight on the next succeeding business day.
Section 12.6. Partial Invalidity. If any one or more of the covenants or agreements or portions
thereof provided in this Resolution on the part of the City, the Authority or the Registrar to be performed
should be determined by a court of competent jurisdiction to be contrary to law, then such covenant or
covenants, or such agreement or agreements, or such portions thereof, shall be deemed severable from the
remaining covenants and agreements or portions thereof provided in this Resolution and the invalidity
thereof shall in no way affect the validity of the other provisions of this Resolution or of the Note, but the
Owner of the Note shall retain all the rights and benefits accorded to them hereunder and under any
applicable provisions of law.
If any provisions of this Resolution shall be held or deemed to be or shall, in fact, be inoperative or
unenforceable or invalid as applied in any particular case in any jurisdiction or jurisdictions or in all
jurisdictions, or in all cases because it conflicts with any constitution or statute or rule of public policy, or
for any other reason, such circumstances shall not have the effect of rendering the provision in question
inoperative or unenforceable or invalid in any other case or circumstance, or of rendering any other
provision or provisions herein contained inoperative or unenforceable or invalid to any extent whatever.
Section 12.7. Law and Place of Enforcement of this Resolution. The Resolution shall be
construed and interpreted in accordance with the laws of the State of Nebraska. All suits and actions arising
out of this Resolution shall be instituted in a court of competent jurisdiction in the State of Nebraska except
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to the extent necessary for enforcement, by any trustee or receiver appointed by or pursuant to the provisions
of this Resolution, or remedies under this Resolution.
Section 12.8. Effect of Article and Section Headings and Table of Contents. The headings or
titles of the several Articles and Sections hereof, and any table of contents appended hereto or to copies
hereof, shall be solely for convenience of reference and shall not affect the meaning, construction,
interpretation or effect of this Resolution.
Section 12.9. Repeal of Inconsistent Resolution. Any Resolution of the City, or the Authority
and any part of any resolution, inconsistent with this Resolution is hereby repealed to the extent of such
inconsistency.
Section 12.10. Publication and Effectiveness of this Resolution. This Resolution shall take
effect and be in full force from and after its passage by the Community Redevelopment Authority of the
City.
Section 12.11 Authority to Execute Redevelopment Contract and Approve Plan. The
Chairman and Secretary are authorized and directed to execute the Redevelopment Contract, in the form
presented with such changes as the Chairman, in his discretion deems proper. The Plan is approved and
adopted.
PASSED AND ADOPTED: ______________________, 2019.
COMMUNITY REDEVELOPMENT
AUTHORITY OF THE CITY OF GRAND
ISLAND, NEBRASKA
(SEAL) By:
Chairman
ATTEST:
By:
Secretary
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Community Redevelopment
Authority (CRA)
Wednesday, June 12, 2019
Regular Meeting
Item X1
Consideration of an Interlocal Agreement with the City of Grand
Island to create an administrative entity to oversee and manage
additional sale tax funds
Staff Contact:
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