[2026-7 Olmsted Township JEDD Contract.pdf]
CITY OF NORTH OLMSTED
RESOLUTION NO. 2026 - 7
By: Mayor Jones
A RESOLUTION APPROVING AND AUTHORIZING THE MAYOR TO
ENTER INTO A JOINT ECONOMIC DEVELOPMENT DISTRICT
(“JEDD”) CONTRACT BY AND BETWEEN THE TOWNSHIP OF
OLMSTED AND THE CITY OF NORTH OLMSTED, CUYAHOGA
COUNTY, OHIO.
WHEREAS, Olmsted Township, Ohio (the "Township") and the City of North Olmsted,
Ohio (the "City"), both political subdivisions located within Cuyahoga County, Ohio, desire to
facilitate economic development, preserve and create jobs and employment opportunities and
generally improve the economic welfare of the residents within the Township and City; and
WHEREAS, to those ends, pursuant to authority granted within the Ohio Revised Code
the Township and the City have negotiated the terms of a joint economic development district
contract known as the Olmsted Township-North Olmsted Joint Economic Development District
Contract (Town Center JEDD) (the "JEDD Contract"); and
WHEREAS, the Township and City published notices of the time and place of their
respective public hearings regarding the Contract, per R.C. 715.72(1); and
WHEREAS, since publication of the notice referenced herein above, the items described
in R.C. 715.72 have been available for public inspection with the Clerk of Council; and
WHEREAS, the City Council of the City of North Olmsted held a public hearing on the
___day of _____________, 2026 regarding the proposed JEDD Contract and allowed public
comment and recommendations pertaining to the JEDD Contract; and
WHEREAS, the Mayor and Administration recommend the approval of the JEDD
contract as being in the City’s best interests.
NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF
NORTH OLMSTED, COUNTY OF CUYAHOGA, AND STATE OF OHIO:
SECTION 1: That the Mayor be and she hereby is authorized to enter into the Olmsted
Township-North Olmsted Joint Economic Development District Contract pursuant to R.C.
715.72. The contract shall be in form and substance substantially similar to the attached JEDD
Contract, marked as Exhibit A, and attached hereto, with only such changes to be hereinafter
made in said contract as are not substantially adverse to the City and which are approved by the
Director of Law. The character of any such changes as not being substantially adverse to the
City shall be evidenced conclusively by the execution of the Agreement by the Mayor and the
approval of the Agreement by the Director of Law.
2
SECTION 2: That this Resolution shall take effect and be in force from and after the
earliest period allowed by law.
PASSED: ________________________
First Reading: _______________
Second Reading: _______________
Third Reading: _______________
Committee: __________________
ATTEST:
_____________________________
__________________________
BEATRICE TAYLOR
LOUIS J. BROSSARD
APPROVED: _____________________
APPROVED AS TO LEGAL FORM:
_______________________________
/s/ Michael R. Gareau, Jr._________
MAYOR NICOLE DAILEY JONES
MICHAEL R. GAREAU, JR.
Director of Law
---
[02-03-26 JEDD Exhibit B.pdf]
EXHIBIT B
EXHIBIT A
<
= JT -_ sae |
:
Pi | ik " ’
ul * f ‘ws 4 = rs * .
a
o_o he Ps
Nw
aN
Oo;
é
NE
~
i)
™
+
=
Fa
a
> “
Seip R Ae
EXHIBIT B
LEGAL DESCRIPTION FOR DISTRICT
SITUATED in the Township of Olmsted, County of Cuyahoga and State of Ohio: And known as being a
portion of Original Olmsted Township Lot No. 6, of Tract No, 2, bounded and described as follows:
Beginning at an iron monument in the center line of Bagley Road, 60 feet wide, at its intersection with the
Westerly line of Original Olmsted Township Lot No. 6, Tract No. 2, said point being also the Southwesterly
corer of aforesaid Original Lot No. 6;
Thence North 88 degrees 52’ 30” East along the center line of Bagley Road a distance of {50.00 feet to the
principal place of beginning;
Thence due North 250.00 feet to a point marked by an iron pin;
Thence North 88 degrees 52’ 30” East 180.00 fect to the Westerly line of lands conveyed to Joseph and
Nellie Shroka by deed dated June 3, 1935 and recorded in Volume 4511, Page 245 of Cuyahoga County
Deed Records;
Thence due South along the Westerly line of lands conveyed by Joseph and Nellie Shroka as aforesaid
250.00 feet to the center line of Bagley Road;
Thence South 88 degrees 52’ 30” West along the said center line of Bagley Road a distance of 180.00 feet
to the principal place of beginning, containing 1.0330 acres of land, be the same more or less, but subject
to all legal highways.
Parcel No.: 264-21-021
He, - Thiv Legal Description Complies waite
“‘Coaweyat raion Standards and is approved
Parcel 1:
SITUATED in the Township of Olmsted, County of Cuyahoga and State of Ohio: And known as being a
portion of Original Olmsted Township Lot No. 6, of Tract No. 2, bounded and described as follows:
Beginning on the centerline of Bagley Road, 60 feet wide, at a point distant west 803.24 feet from an iron
monument at the southeast corner of said Original Lot No. 6;
Thence North 00 degrees 14' 20” east, 888.67 feet to an iron pipe (found in the southerly line of owned by
the Conrail Corporation, formerly the New York Center Rail Road);
Thence south 89 degrees 38' 50" west, a distance of 150 feet to a point in the southerly line of said land
owned by the Conrail Corporation;
Thence south 00 degrees 14' 20" west, a distance of 889.52 feet to a point in the centerline of Bagley Road
(60 feet wide);
Thence north 89 degrees 19' 20" east, a distance of 150 feet to the place of beginning, as appears by said
plat, be the same more or less, but subject to all legal highways, according to the Survey of Warren J. Root,
Jr.
Parcel No.: 264-21-022
Parcel 2:
SITUATED in the Township of Olmsted, County of Cuyahoga and State of Ohio: And known as being a
portion of Original Olmsted Township Lot No. 6, of Tract No. 2, sometimes known as the Loomis Tract
and further bounded and described as follows:
Beginning on the centerline of Bagley Road, 60 feet wide, at a point distant west 953.24 feet from the
southeast corner of Original Lot No. 6, said point also being at the southwest corner of land conveyed to
William A. Benser and Margaret S. Benser by deed dated September 8, 1993, and recorded in Volume 93-
9594, Page 7 of Cuyahoga County Records;
Thence northerly along the westerly line of land so conveyed, about 889 feet to the northwesterly corner
thereof, said point being on the southerly right of way to the L.S. and MLS. Railroad (said southerly right
of way also being the southerly line of land owned by the Conrail Corporation, formerly the New York
Central Rail Road);
Thence westerly along the southerly line of said right of way to the westerly line of Original Lot No. 6; the
westerly line of said Original Lot No . 6 being distant westerly 15 feet from easterly line of Stearns Road,
as widened to 60 feet:
Thence southerly along on the westerly line of said Original Lot No. 6 to the northerly line of a parcel of
land conveyed to Louis M. Ames and Minnie E. Ames by deed dated August 10, 1918, and recorded in
Volume 2032, Page 502 of Cuyahoga County Records;
Thence easterly along the northerly line of land so conveyed to the northeasterly corner thereof; Thence
southerly along the easterly line of said land to the centerline of Bagley Road;
Thence easterly along said centerline to the place of beginning, as appears by said plat, be the same more
or less, but subject to all legal highways.
EXCEPTING THEREFROM any portion conveyed to the County of Cuyahoga, byAgreed Journal Entry
on Settlement recorded as AFN201904240328, further bounded and described as follows: Situated in the
Township of Olmsted, County of Cuyahoga, State of Ohio and known as being part of Original Olmsted
Township Lot 6, Tract No. 2 and being a 4.5537 acres (198,357 sq. ft.) Warranty Deed 2-WD parcel located
within a record 13.060 acres parcel as conveyed to HPCP I, LLC as recorded in deed Instrument
#200501040716 and Instrument #200601040389 of Cuyahoga County Deed Records and being a parcel of
land lying in the right side of Stearns Road - CR 76, (Right-of-Way varies) and further bound and described
as follows;
COMMENCING at an iron pin in a monument box found in the centerline of Stearns Road - CR 76 at the
intersection with the centerline of Bagley Road, at Stearns Road centerline station 79+17.49; Thence North
01 degrees 03 minutes 22 seconds East, along said centerline of Stearns Road, a distance of 30.01 feet to a
point on the Westerly extension of the Northerly Right-of-Way line of Bagley Road, at Stearns Road station
79+47.50 and the PRINCIPALPLACE OF BEGINNING of lands herein described:
Course 1 - Thence North 01 degree 03 minutes 22 seconds East, along the centerline of Stearns Road a
distance of 865.50 feet to a point at the grantors Northwesterly property corner;
Course 2 - Thence South 89 degrees 37 minutes 38 seconds East, along the grantors Northerly property line
a distance of 310.40 feet to an iron pin set on the proposed Easterly Right-of-Way line of Stearns Road;
Course 3 - Thence South 00 degrees 22 minutes 22 seconds West, a distance of 42.65 feet to an iron pin set
at a point of curvature;
Course 4 - Thence Southwesterly, along the proposed Easterly Right-of-Way line of Stearns Road, along a
curved line deflecting to the right an arc distance of 145.34 feet to an iron pin set at a point of compound
curvature, said curved line having a radius of 500.00 feet, a
central angle of 16 degrees 39 minutes 17 seconds and a chord which bears South 8 degrees 42 minutes 00
seconds West, 144.83 feet;
Course 5 - Thence Southwesterly, along the proposed Easterly Right-of-Way line of Stearns Road, along a
curved line deflecting to the right an arc distance of 201.80 feet to an iron pin set at a point of tangency,
said curved line having a radius of 1100.00 feet, a central angle of 10 degrees 30 minutes 41 seconds and a
chord which bears South 22 degrees 16 minutes 59 seconds West, 201.52 feet;
Course 6 - Thence South 27 degrees 32 minutes 19 seconds West, along the proposed Easterly Right-of-
Way line of Stearns Road a distance of 65.00 feet to an iron pin set;
Course 7 - Thence South 40 degrees 49 minutes 49 seconds East, along the proposed Easterly Right-of-
Way line of Stearns Road a distance of 58.20 feet to an iron pin set;
Course 8 - Thence South 00 degrees 06 minutes 05 seconds East, along the proposed Easterly Right-of-
Way line of Stearns Road, a distance of 169.00 feet to an iron pin set on the Northerly line of land conveyed
to Fred C. Shaker, Trustee by deed recorded in AFN 200607140750 of Cuyahoga County Deed Records;
Course 9 - Thence South 89 degrees 56 minutes 49 seconds West, along the proposed Easterly Right-of-
Way line of Stearns Road also being the Northerly line of aforesaid Shaker’s land a distance of 81.96 feet
to an iron pin set at the Northwesterly corner thereof;
Course 10 - Thence South 01 degrees 03 minutes 22 seconds West, along the proposed Easterly Right-of
Way line of Stearns Road also being the Westerly line of aforesaid Shaker's land a distance of 220.16 feet
to an iron pin set on the Northerly line of Bagley Road;
Course 11 - Thence South 89 degrees 55 minutes 52 seconds West, along the Northerly line of Bagley Road
and its Westerly extension a distance of 150.02 feet to a point and the PRINCIPALPLACE OF
BEGINNING and containing 4.5537 acres (198,357 sq. ft.) of land of which 0.7196 acre (31,345 sq. ft.) is
Present Roadway Occupied, resulting in a net take of 3.8341 acres (167,012 sq. ft.) more or less.
Parcel No.: 264-21-059
Parcel 3:
SITUATED in the Township of Olmsted, County of Cuyahoga and State of Ohio: And known as being part -
of Original Olmsted Township Lot No. 6,Tract No. 2, bounded and described as follows: Beginning in the
centerline of Bagley Road, 60 feet wide, at the southwesterly corner of Original Lot No. 6, Tract No. 2;
Thence Easterly along the center line of Bagley Road, 150 feet to the Southwesterly comer of land conveyed
to Violet N. Mevins by deed dated January 31, 1952 and recorded in Volume 7446, Page 495 of Cuyahoga
County Records;
Thence Northerly along the Westerly line of land so conveyed, 250 feet to the Northwesterly corner thereof;
Thence Easterly along the Northerly line of land conveyed, 180 feet to the Westerly line of land conveyed
to Joseph and Nellie Shroka by deed dated May 7, 1935 and recorded in Volume 4511, Page 245 of
Cuyahoga County Records;
Thence Northerly along the Westerly line of land so conveyed, 410 feet'to an angle therein;
Thence Westerly along a Southerly line of land so conveyed to Joseph and Nellie Shroka, 330 feet to the
Westerly line of Original Lot No. 6, Tract No. 2 (said Westerly line being 15 feet Westerly from the Easterly
line of Stearns Road, 60 feet wide) 660 feet to the place of beginning, be the same more or less, but subject
to all legal highways.
EXCEPTING THEREFROM any portion conveyed to the County of Cuyahoga, by Agreed Journal Entry
on Settlement recorded as AFN201904240328, further bounded and described as follows: Situated in the
Township of Olmsted, County of Cuyahoga, State of Ohio and known as being part of Original Olmsted
Township Lot 6, Tract No. 2 and being a 4.5537 acres (198,357 sq. ft.) Warranty Deed 2-WD parcel located
within a record 13.060 acres parcel as conveyed to HPCP I, LLC as recorded in deed Instrument
#200501040716 and Instrument #200601040389 of Cuyahoga County Deed Records and being a parcel of
land lying in the right side of Steams Road - CR 76, (Right-of-Way varies) and further bound and described
as follows;
COMMENCING at an iron pin in a monument box found in the centerline of Stearns Road - CR 76 at the
intersection with the centerline of Bagley Road, at Stearns Road centerline station 79+17.49;
Thence North 01 degrees 03 minutes 22 seconds East, along said centerline of Stearns Road, a distance of
30.01 feet to a point on the Westerly extension of the Northerly Right-of-Way line of Bagley Road, at
Stearns Road station 79+47.50 and the PRINCIPALPLACE OF BEGINNING of lands herein described:
Course 1 - Thence North 01 degree 03 minutes 22 seconds East, along the centerline of Stearns Road a
distance of 865.50 feet to a point at the grantors Northwesterly property corner;
Course 2 - Thence South 89 degrees 37 minutes 38 seconds East, along the grantors Northerly property line
a distance of 310.40 feet to an iron pin set on the proposed Easterly Right-of-Way line of Stearns Road;
Course 3 - Thence South 00 degrees 22 minutes 22 seconds West, a distance of 42.65 feet to an iron pin set
at a point of curvature;
Course 4 - Thence Southwesterly, along the proposed Easterly Right-of-Way line of Stearns Road, along a
curved line deflecting to the right an arc distance of 145.34 feet to an iron pin set at a point of compound
curvature, said curved line having a radius of 500.00 feet, a central angle of 16 degrees 39 minutes 17
seconds and a chord which bears South 8 degrees 42 minutes 00 seconds West, 144.83 feet;
Course 5 - Thence Southwesterly, along the proposed Easterly Right-of-Way line of Stearns Road, along a
curved line deflecting to the right an arc distance of 201.80 feet to an iron pin set at a point of tangency,
said curved line having a radius of 1100.00 feet, a central angle of 10 degrees 30 minutes 41 seconds and a
chord which bears South 22 degrees 16 minutes 59 seconds West, 201.52 feet;
Course 6 - Thence South 27 degrees 32 minutes 19 seconds West, along the proposed Easterly Right-of-
Way line of Stearns Road a distance of 65.00 feet to an iron pin set;
Course 7 - Thence South 40 degrees 49 minutes 49 seconds East, along the proposed Easterly Right-of-
Way line of Stearns Road a distance of 58.20 feet to an iron pin set;
Course 8 - Thence South 00 degrees 06 minutes 05 seconds East, along the proposed Easterly Right-of-
Way line of Stearns Road, a distance of 169.00 feet to an iron pin set on the Northerly line of land conveyed
to Fred C. Shaker, Trustee by deed recorded in AFN 200607140750 of Cuyahoga County Deed Records;
Course 9 - Thence South 89 degrees 56 minutes 49 seconds West, along the proposed Easterly Right-of-
Way line of Stearns Road also being the Northerly line of aforesaid Shaker's land a distance of 81.96 feet
to an iron pin set at the Northwesterly corner thereof;
Course 10 - Thence South 01 degrees 03 minutes 22 seconds West, along the proposed Easterly Right-of
Way line of Stearns Road also being the Westerly line of aforesaid Shaker's land a distance of 220.16 feet
to an iron pin set on the Northerly line of Bagley Road;
Course 11 - Thence South 89 degrees 55 minutes 52 seconds West, along the Northerly line of Bagley Road
and its Westerly extension a distance of 150.02 feet to a point and the PRINCIPALPLACE OF
BEGINNING and containing 4.5537 acres (198,357 sq. ft.) of land of which 0.7196 acre (31,345 sq. ft.) is
Present Roadway Occupied, resulting in a net take of 3.8341 acres (167,012 sq. ft.) more or less.
Parcel No.: 264-2 1-060
This Legal Deecription Complies with
The Cuyahoga Transfer and
Conveyance Standards and is approved
for transfer.
aug 05/2227
I ~
Parcel No. 1:
SITUATED inthe Township of Olmsted, County of Cuyahoga and State of Ohio: And known
as being part of original Olmsted Township Lot No. 6, Tract No. 2, and bounded and described
as follows:
Beginning in the centerline of Bagley Road, (formerly Irish Road), at the Southwest corner of
land conveyed to George Pohm, and others, by deed dated July 23, 1919, and recorded in
Volume 2270, Page 136 of Cuyahoga County Records; Thence Northerly along the Westerly
line of land so conveyed to George Pohm, and others, as aforesaid, 198 feet to the Northwest
comer thereof;
Thence Easterly along the Northerly line of land so conveyed to George Pohm, and others, as
aforesaid, 165 feet to the Westerly line of land formerly owned by E. Miller; Thence Northerly
on said Miller's west line to the Southerly line of land of The L.S, & M.S.R.R. Co,;
Thence Westerly along the Southerly line of said L.S. & M.S. Railway Company's land, about
284 feet; Thence Southerly and parallel with the first and third courses herein described to the
centerline of Bagley Road; Thence Easterly along the centerline of Bagley Road, about 119 feet
‘ to the place of beginning, and containing 5 acres of land be the same more or less, but subject to
_ all legal highways
| Property Address: 27076 Bagley Road, Olmsted Township, OH 44138
Parcel Number: 264-21-013
| Parcel No. 2:
SITUATED in the Township of Olmsted, County of Cuyahoga and State of Ohio: And known
as being patt of original Olmsted Township Lot No. 6, Tract No. 2, and bounded and described
as follows:
Beginning on the centerline of Bagley Road, at the Southeasterly corner of land conveyed by
William Christian and wife, to Olmsted Township Board of Education by deed dated May 23,
1874, and recorded in Volume 230 of deeds, Page 244 of Cuyahoga County Records; Thence
Westerly along said centerline of Bagley Road, 165 feet to the Southwesterly corner of land so
conveyed to Olmsted Township Board of Education;
Thence Northerly along the Westerly line of land so conveyed to Olmsted Township Board of
Education, 198 feet to the Northwesterly comer thereof; ‘
Thence Easterly along the Northerly line of land so conveyed to the Olmsted Township Board of
Education, 165 feet to the Northeasterly corner thereof; Thence Southerly along the Easterly line
of land so conveyed to the Olmsted Township Board of Education, 198 feet to the place of
beginning, be the same more or less, but subject to all legal highways.
Property Address: Olmsted Falls, OH 44138
Parcel Number: 264-21-014
EXHIBIT C
ECONOMIC DEVELOPMENT PLANS FOR DISTRICT
The District is created for the establishment of a new project site that will allow for the
construction of the Mixed-use Project depicted in the accompanying Master Plan rendering. The
District will allow prospective businesses to expand or locate operations to the District, including
retail, restaurant, service, office, and residential components (together with various amenities,
including walking trails, outdoor gathering spaces, and recreation areas). This development is
being constructed in response to changes in the market conditions. Establishment of the District
will significantly strengthen the tax base for local, county, and state governments for the
foreseeable future.
In connection therewith, the following public improvements may be completed:
- Maintenance, repair, and improvements to public roadways, intersections, and other
public infrastructure surrounding the development parcel(s) including, but not limited to;
paving, water lines, sanitary sewer, storm water systems, and all appurtenances thereto.
- Maintenance and repair of public infrastructure constructed in conjunction with the
development.
- Other public improvements to be installed by the developer(s).
The creation of the District and the development which occurs will help to foster
economic development, improve property values, strengthen the local tax base, and bring needed
investment into our communities.
SETS MASTER PLAN
OLMSTED TOWN CENTER a be nke
---
[02-03-26 JEDD Exhibit C.pdf]
EXHIBIT C
ECONOMIC DEVELOPMENT PLANS FOR DISTRICT
The District is created for the establishment of a new project site that will allow for the
construction of the Mixed-use Project depicted in the accompanying Master Plan rendering. The
District will allow prospective businesses to expand or locate operations to the District, including
retail, restaurant, service, office, and residential components (together with various amenities,
including walking trails, outdoor gathering spaces, and recreation areas). This development is
being constructed in response to changes in the market conditions. Establishment of the District
will significantly strengthen the tax base for local, county, and state governments for the
foreseeable future.
In connection therewith, the following public improvements may be completed:
-
Maintenance, repair, and improvements to public roadways, intersections, and other public
infrastructure surrounding the development parcel(s) including, but not limited to; paving,
water lines, sanitary sewer, storm water systems, and all appurtenances thereto.
-
Maintenance and repair of public infrastructure constructed in conjunction with the
development.
-
Other public improvements to be installed by the developer(s).
The creation of the District and the development which occurs will help to foster economic
development, improve property values, strengthen the local tax base, and bring needed investment
into our communities.
---
[2026-7 Olmsted Township JEDD Contract Exhibit A Amended.pdf]
1
OLMSTED TOWNSHIP – NORTH OLMSTED JOINT ECONOMIC
DEVELOPMENT DISTRICT CONTRACT
(TOWN CENTER JEDD)
This Olmsted Township – North Olmsted Joint Economic Development District Contract
(the “Contract”) is made and entered into by and between the City of North Olmsted, Cuyahoga
County, Ohio (the “City”) and Olmsted Township, Cuyahoga County, Ohio (the “Township”), in
accordance with the terms and provisions set forth herein.
RECITALS
A. The City and the Township intend to enter into this Contract to create and provide for
the operation of the Olmsted Township – North Olmsted Joint Economic Development District
(the “District”) in accordance with Ohio Revised Code (“ORC”) Section 715.72.
B. The legislative authorities of the City and the Township have each authorized and
directed the City and the Township, respectively, to make and enter into this Contract by and
through their respective officers in accordance with Ordinance No._________________, enacted
by North Olmsted City Council on _____________ , 2025, and Resolution No. ____- ______
adopted by the Board of Trustees of Olmsted Township (“Township Trustees”), on
____________________, 2025.
NOW THEREFORE, in consideration of the mutual promises and covenants set forth in
this Contract, the City and the Township agree and bind themselves, their agents, employees and
successors, as follows:
Section 1. Creation of District: Name. The City and the Township, by their combined
action evidenced by the signing of this Contract, hereby create a joint economic development
district, in accordance with the terms and provisions of this Contract, and under the authority of
ORC Section 715.72. The joint economic development district created pursuant to this Contract
shall be known as the “Olmsted Township – North Olmsted Town Center Joint Economic
Development District.”
The City and the Township agree that at the time of the creation of the District zero
business(es) and no electors, as defined by ORC Section 715.72(A)(4),(5), (7), and (E)(1)(b), are
operating within or residing in the District. Further, ___ Record Owner(s) exists as defined by
ORC Section 715.72(A)(6) for the real estate parcels comprising the District.
Section 2. Contracting Parties: The contracting parties to this Contract are the City, a
municipal corporation existing and operating under the laws of the State, including the Charter
and Ordinances of the City, and the Township, a limited home rule township existing and
operating under laws of the State, and their respective successors. This agreement is for the sole
benefit of the parties signing this Contract and their respective successors and permitted assigns
and nothing herein, express or implied, is intended to or shall confer upon any other person or
entity any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason
of this Contract.
Amended
EXHIBIT A
2
Section 3. Purpose: The City and the Township intend that the creation, operation, and
purpose of the District is to facilitate economic development to create or preserve jobs and
employment opportunities and to improve the economic welfare of the people in the State,
Cuyahoga County, the City, the Township and the District.
Section 4. Territory of the District: The territorial boundaries of the District are described
in Exhibits A and B, as attached to and made part of this Contract (“Property”). The Property is
located solely within the unincorporated area of the Township, and does not include any parcel
of land that is owned in fee by or is leased to a municipal corporation or a township.
Section 5. Addition and Removal of Areas from District: This Contract, including any
Exhibits attached hereto, may be amended from time to time to add certain property within the
Township to the territory of the District. Property may be added to the District upon the filing of
a request by the owner of that property with the Board, as defined in Section 9 hereof. Upon
agreement by the City and the Township, this Contract, including any Exhibits hereto, shall be
amended to add such property to the territory of the District pursuant to the request of the owner
of that property. Upon agreement by the City and the Township, this Contact including any
Exhibits hereto, may also be amended from time to time to remove property from the territory of
the District.
Section 6. Term: The initial term of this Contract shall be for twenty-five (25) years from
the date of this Contract. This Contract may be renewed for an additional twenty-five (25) year
term with the approval of each party, by official legislative action, along with any amendments
approved by each party, by official legislative action.
Upon termination of this Contract, any property, assets and obligations of the District
shall be divided equally between the City and the Township; provided that the District shall first
use any property or assets to reduce or settle any obligations of the District. Any records or
documents of the District shall be placed with the Township for safekeeping, which records and
documents shall be maintained by the Township as public records of the Township.
Pursuant to ORC Section 715.72(G), this Contract shall continue in existence throughout
its term and shall be binding on the contracting parties and on any entities succeeding such
parties, whether by annexation, merger, or otherwise. In the event that any portion of the territory
of the District shall be included within a municipal corporation by annexation, merger or
otherwise, neither the City nor the Township is divested or relieved of its respective rights or
obligations under this Contract.
Section 7. Contributions to the District
(A) District Services: The City and the Township may contribute to the development,
improvement, and operation of the District, including services to assist the District with
planning, promotion, and related activities to facilitate economic development in the District.
(B) Secretarial and Staffing Services: The City and Township shall prepare, or cause to
be prepared, all documents of the City, the Township, and the District relating to the formation
of the District, including, but not limited to, this Contract, instruments describing the District
3
boundaries, notices, forms of City, Township, Cuyahoga County and the District legislation and
election proceedings. Any costs incurred by the City and Township in preparing such documents
or otherwise incurred by the City in assisting in the establishment of the District shall be paid (or
reimbursed to the City and Township from payments made by the City) from the District’s share
of revenues of the District income tax, except that in the event that the income tax provided for
in Section 11 hereof is determined not to be legal or valid or it is determined that the District
may not levy, collect or distribute that income tax in accordance with this Contract, then the cost
of document preparation shall be shared equally by the City and the Township.
The Township shall provide administrative services and other staffing for the District.
The cost for such services and staffing shall be paid from the District income tax revenues as an
operating expense of the District, except that in the event that the income tax provided for in
Section 11 hereof is determined not to be legal or valid or it is determined that the District may
not levy, collect or distribute that income tax in accordance with this Contract, then the cost of
these administrative services and other staffing shall be shared equally by the City and the
Township.
(C) Governmental Services
(1) Zoning: The parties agree that the Property shall be zoned so as to best encourage
business and economic development in furtherance of the objectives of this Contract. In the
event that another use is proposed by the landowners and/or their agents, such use shall be
subject to the zone change procedures of the Township. Notwithstanding any of the above, all
Township regulations regarding zoning and planning shall be applicable to the Property. The
Township shall notify the City of any proposed zoning changes with District.
(2) Roadway Maintenance: All roadways within the Property shall be Township roads, or
if applicable, the responsibility of Cuyahoga County to maintain and improve (under contract
with the Township). This shall include routine road and street maintenance, including lighting,
snow plowing, repairing of chuckholes and signage.
(3) Distribution of Expenses and Risk: In consideration of the distribution of income tax
collected by the District, the Township agrees that any obligations of the District, including
operating expenditures, administrative costs, and other legal responsibilities incurred by the
functions of the District, that exceed the District’s share of revenues of the District income tax,
shall be borne and paid by the City and Township in the same proportion as the income tax split
set forth in Section 11(B) of this Contract.
Section 8. Facilities: In accordance with ORC Section 715.72(F)(3), attached as Exhibit
C is the Economic Development Plan for the District. The City and Township agree the new,
expanded or additional services, facilities or improvements described herein and detailed in
Exhibit C are a material benefit to the businesses, owners of businesses and record owners, and
residents within the District, and the material benefit is significant in comparison to the income
4
tax revenue generated from the net profits of the businesses, the income of the employees of the
businesses, if any, located in the District, and the income of persons residing within the District.
Section 9. Board of Directors: Pursuant hereto, a Board of Directors is established
to govern the District (the “Board”).
Until such time as there are businesses operating or persons employed within the District,
the Board shall be composed of the following three (3) members: One (1) member representing
the City; one (1) member representing the Township; and one (1) member selected by the
members described directly above in this section.
After businesses are established and persons are employed within the District, the Board
shall consist of five (5) members. One (1) member of the Board shall be from the City and one
(1) member of the Board shall be from the Township. The Township member of the Board shall
be from the Township Trustees or a designee of the Board. The City member shall be the Mayor
or a designee who is appointed by the Mayor and approved by City Council. One member
representing the owners of businesses located within the District shall be appointed by the
Township Trustees. One member representing the persons working within the District shall be
appointed by the City. The final member shall be selected, as set forth in ORC Section
715.72(P)(1)(e) and shall be the Chair of the Board. The members of the Board who are elected
officials of the City and the Township shall serve only so long as they are such officials of the
City and the Township; provided that if the City member is not the Mayor of the City, such
member shall serve at the pleasure of the Mayor and until a successor is appointed by the Mayor
and approved by City Council. The terms of the Board shall be as set forth in ORC Section
715.72(P)(1).
In the event that the Township shall cease to exist and the Property is included within a
municipal corporation as described in Section 6 hereof, the Board, but prior to such event, shall
establish a procedure for the appointment of the Township member to the Board from the
political subdivision or entity succeeding to the Township or being added as a party to this
Contract in accordance with ORC Section 715.72(P)(2), particularly ORC Section 715.72(G),
provided that the Board shall continue to have five (5) members, one of whom shall be from the
Township or its successor.
The members of the Board shall serve without compensation. Necessary and authorized
expenses incurred by members of the Board on behalf of the District shall be reimbursed from
the District funds in accordance with procedures established by the Board.
The Board shall elect the following officers from among its members: a Chairperson (in
compliance with ORC Section 715.72(P)(2)(c)), Vice Chairperson, a Secretary, and a Treasurer,
provided that the Secretary and the Treasurer may be the same person. The Chairperson shall be
initially appointed pursuant to ORC Section 715.72(P)(2)(c) and serve an initial term pursuant to
ORC Section 715.72(P)(2)(c), and thereafter is subject to election as provided herein. The
remaining Officers shall be elected at the first meeting of the Board and serve an initial term
pursuant to ORC Section 715.72(P)(2), and thereafter shall serve a four-year term and shall serve
5
until their respective successors are elected/appointed. The Board shall establish a procedure for
conducting those elections. The Officers shall perform such duties as provided herein and such
additional duties as may be provided from time to time by the Board.
Section 10. Powers, Duties, Functions: The Board shall meet at least once each calendar
year on a date determined by the Board, provided that the first meeting of the Board shall occur
within one hundred eighty (180) days of the effective date of this Contract. The Board shall
adopt procedures for holding and conducting regular and special meetings. Meetings may be held
at the offices of the City or the Township or at other locations within Cuyahoga County, as
determined by the Board. The principal office and mailing address of the District and the Board
shall be determined by the Board at its first meeting and may be changed by the Board from time
to time. The Board will maintain an office within the territorial jurisdiction of the Township. A
minimum of three (3) members shall constitute a quorum for Board meeting purposes. The
Board shall act through resolutions adopted by the Board. A resolution must receive the
affirmative vote of at least three (3) members of the Board to be adopted. A resolution adopted
by the Board shall be immediately effective unless otherwise provided in that resolution or by
ORC Section 715.72.
The Board may adopt by-laws for the regulation of its affairs and the conduct of its
business consistent with this Contract.
The Chair shall preside over and conduct the meetings of the Board in accordance with
its by-laws or other procedures adopted by the Board. The Chairperson or three (3) members of
the Board may call a special meeting of the Board by giving forty-eight (48) hour written notice
of such meeting to each Board member delivered to his or her residence or place of business.
The Vice Chairperson shall act as the Chairperson in the temporary absence of the
Chairperson.
The Secretary shall be responsible for the records of the Board, including, but not limited
to, correspondence and minutes of the meetings of the Board.
The Treasurer shall be the fiscal officer of the Board and shall be responsible for all fiscal
matters of the Board, including, but not limited to, the preparation of the budget and the
appropriations resolution(s), paying or providing for the payment of expenses of the Board,
receiving, safekeeping and investing, or providing for the receipt, safekeeping and investment of
funds of the Board and maintaining, or providing for the maintenance of accurate accounts of all
receipts and expenditures. The Treasurer may use professional services as permitted by the
Board to meet all reporting requirements of the Ohio Auditor of State. Expenses associated with
the use of professional services shall be an operating expense of the District. The Board may
provide in the Tax Agreement (as defined in Section 11 hereof) that the Auditor and Treasurer of
the City shall assist the Treasurer with the duties of that office.
The Board shall designate by resolution, or in its by-laws, those Officers who may sign
documents on behalf of the Board.
6
The Board shall adopt an annual budget for the District. The fiscal year of the District
shall be the same as the fiscal year of the City and Township. The budget shall estimate the
revenues of District and expenses of the operation of the District. The Board shall establish an
appropriations procedure to provide for payment of the operating expenses of District and the
distribution of income tax revenues in accordance with Section 11 hereof.
The Board is authorized to take such necessary and appropriate actions, or establish such
programs, to facilitate economic development in the District in accordance with the purpose of
this Contract.
The Board, on behalf of the District, may:
(1) purchase, receive, hold, lease or otherwise acquire, and sell, convey, transfer, lease,
sublease or otherwise dispose of, real and personal property, together with such rights and
privileges as may be incidental and appurtenant thereto and the use thereof, including, but not
limited to, any real or personal property acquired by the District from time to time in the
satisfaction of debts or enforcement of obligations, or otherwise;
(2) acquire, purchase, construct, reconstruct, enlarge, furnish, equip, maintain, repair, sell,
exchange, lease or rent to others, lease or rent from others, or operate facilities for the District;
(3) make available the use or services of any the District facility to one or more persons,
one or more governmental agencies, or any combination thereof;
(4) apply to the proper authorities of the United States pursuant to appropriate law for the
right to establish, operate, and maintain foreign trade zones within the areas or jurisdiction of the
District and to establish, operate and maintain such foreign trade zones;
(5) establish and maintain such funds or accounts as it deems necessary, either of its own
or in conjunction with or through the City or the Township;
(6) promote, advertise and publicize the District and its facilities, provide information
relating to the District and promote the interests and economic development of the District, the
City, the Township, Cuyahoga County and the State;
(7) make and enter into all contracts and agreements and authorize one or more Officers
to sign all instruments necessary or incidental to the performance of its duties and the execution
of its powers under this Contract;
(8) employ managers and other employees and retain or contract with consulting
engineers, financial consultants, accounting experts, architects, attorneys and such other
consultants and independent contractors as are necessary in its judgment to carry out the
purposes of this Contract, and fix the compensation thereof, which shall be payable from any
available funds of the District;
(9) receive and accept from any federal agency, state agency or other person grants for or
in aid of the construction, maintenance or operation of any District facility, for research and
development with respect to District facilities or for programs or other projects of the District,
7
and receive and accept aid or contributions from any source of money, property, labor or other
things of value, to be held, used and applied only for the purposes for which such grants, aid or
contributions are made; and
(10) purchase fire and extended casualty insurance coverage and liability insurance
coverage for any District facility for the office of the District and for the Property, with said
insurance protecting the District and its Board, Officers and employees against liability for
damage to property or injury to or death of persons arising from its operations, and any other
insurance that the Board may determine to be reasonably necessary.
The Board may enter into an agreement with the Township Trustees for the Township to
administer and implement the employment policies and practices for the employees of the
District, including but not limited to, salaries, benefits and work rules established for the
employees of the District. All costs of employment, including, but not limited to, compensation,
salaries, benefits, taxes and insurance, shall be paid from revenues of the District. The City or
Township shall not be the employer and shall have no liability for any costs of employment or
any other costs or expenses arising from such employment. The Board may provide by resolution
that the purchase of real or personal property and other goods or services shall comply with
applicable rules or regulations of the City or the Township.
This Contract grants to the Board the power and authority to adopt a resolution to levy an
income tax within the District in accordance with ORC Section 715.72(F)(5) and Section 11
hereof that can only be levied on income earned by persons working in the District, on the net
profits of businesses operating in the District, and on the income of persons residing within the
District
The Board is authorized to do all acts and things necessary or convenient to carry out the
powers granted in this Contract.
The City and the Township may continue to exercise all of the powers and may perform
all of the functions and duties set forth in ORC Section 715.72(T).
Section 11. Allocation of Tax Revenues and Duration
(A) Non-Income Tax:
(1) For purposes of this Section 11, “Township taxes” means the taxes against the real
and tangible personal property that would have been charged by and/or payable to the Township
if no annexation had occurred. It is agreed that the Property shall remain in the Township
following the approval of this Contract. The Township and City shall fully cooperate with State
and Cuyahoga County officials to create an additional taxing district, if necessary.
(2) This Contract is intended to provide the Township, during the term of this Contract,
with one hundred percent (100%) of the tax revenue it would have received from the Property if
this Contract had not been entered into, including current and future real property and personal
property tax revenue under Township millage rates in effect at the time of collection.
8
(3) The parties agree that during the term of this Contract, all Township taxes collected
by the Cuyahoga County Fiscal Officer after the Contract is accepted by the City, by resolution
or ordinance, will be paid directly to the Township. This would also include the Township taxes
generated as a result of new businesses located on or in the Property after acceptance of the
Contract. All such taxes shall be paid at whatever the Township millage or other taxing rate in
existence at the time the collection is made by the Cuyahoga County Fiscal Officer.
(4) The parties further agree that, during the term of this Contract, taxes for any
Township levy, which as of the date of execution are general, fire, EMS, parks and recreation,
police and road levies, that the Township would have received but for the acceptance of this
Contract, shall be paid to the Township at the time collection is made by the Cuyahoga County
Fiscal Officer, under millage rates in effect at the time of the collection. The City will not be
responsible for any payments to the Township that will be lost to the Township from a taxing
district that would become part of the incorporated area of the City.
(5) In the event that any such taxes, which by the terms of this Contract are to be paid to
the Township, are collected by the Cuyahoga County Fiscal Officer and paid to the City instead
of the Township, the City agrees to promptly remit to the Township an amount equal to said
taxes it receives. Payment by the City to the Township of any taxes erroneously received shall be
made within thirty (30) days of the receipt of such funds from the Cuyahoga County Fiscal
Officer, or of discovery and written notice to the City of such error.
(6) Notwithstanding the above, any amounts of real property and personal property taxes
that City may be entitled to receive for City millage only, over and above the amount the
Township receives or would have received under the existing Township millage rates if the
annexation had not taken place, shall be paid to City.
(B) Income Tax: The Board at its first meeting shall adopt a resolution to levy an income
tax at a rate of two percent (2%) in the District in accordance with ORC Section 715.72(F)(5)
that can only be levied in the District based on income earned by persons working in the District,
on the net profits of businesses operating in the District, and on the income of persons residing
within the District. The authority of the Board to levy an income tax shall go into effect upon the
effective date of this Contract. The rate of the income tax shall change from time to time so that
it is equal to the rate of the municipal income tax levied by the City. The revenues of that income
tax shall be used for the purposes of the District and the contracting parties pursuant to this
Contract.
The Board shall adopt, by resolution, all of the provisions (other than the rate) of the
City’s income tax legislation, as it may be amended from time to time, as applicable to the
income tax. The income tax levied by the Board pursuant to this Contract and ORC Section
715.72(F)(5) shall apply in the entire District throughout the term of this Contract,
notwithstanding that all or a portion of the District becomes subject to annexation, merger or
incorporation.
In accordance with ORC Section 715.72(F)(5)(c), the Board shall enter into an agreement
with the City to administer, collect, and enforce the income tax on behalf of the District (the
9
“Tax Agreement”). The Tax Agreement shall authorize the City to delegate administration of the
income tax of the District (the “Administrator”), to the Regional Income Tax Agency (“RITA”),
who shall he responsible for the receipt, safekeeping and distribution of the income tax revenues
collected within the District.
The City will continue to receive one hundred percent (100%) income tax revenue
collected from any North Olmsted City residents, including those who may be employed or work
within the District. In addition, any upfront investment or annual cost from either party paid to
secure a CEDA, JEDD, or any other agreement will be reimbursed prior to the City paying to the
Township its share of any remaining income tax collected by the City in the Township.
The City has passed a tax levy, effective _________________, that fixed the income tax
rate at two percent (2%) per annum.
Commencing on the effective date of a resolution adopted by the Board levying an
income tax, the parties agree that in regard to the 2% income taxes collected from within the
District, such taxes shall be split, with the Township receiving revenue equal to 1% of the
income and net profits of businesses earned within the District, income of employees working
within the District, and income of persons residing within the District, with the City receiving
revenue equal to 1% of the income and net profits of businesses earned within the District,
income of employees working within the District, and the income of persons residing within the
District. In each case the amounts that are to be received by the parties will be reduced by all
credits, refunds and any amounts that are to be paid to any business located within the District
pursuant to any tax credit or economic growth initiative agreement between the business or
businesses and the City.
The rate of the income tax shall change from time to time so that it is equal to the rate of
the income tax levied by the City. The revenues of that income tax shall be used for the purposes
of the District and the contracting parties pursuant to this Contract. In the event the tax rate
levied by the City is subject to increase, the receipts from such increase shall be distributed
proportionally, in accordance with the formula expressed in this Contract.
To the extent that the District’s expenditures authorized hereunder for any fiscal quarter
exceed the District’s share of revenues of the District income tax, such excess expenditures shall
be borne and paid by the City and Township in the same proportion as the income tax split set
forth above in this Section of this Contract.
The Tax Agreement shall provide that the Administrator shall make a quarterly report to
the Board regarding the receipt and distribution of the income tax of the District and the
operating income and expenses of the District for the preceding quarter and projections for the
next quarter.
(C) Challenge to Income Tax: The parties acknowledge the owner of a business on behalf
of the business and its employees on or before the date occurring six (6) months after the
effective date (as defined in Section 22 hereof) of this Contract may file a complaint with the
court of common pleas of the county in which the majority of the Property of the District is
10
located requesting exemption from any income tax imposed by the Board pursuant to Section
11(B) if all of the following apply: (a) The business operated within an unincorporated area of
the District before the effective date of this Contract; (b) No owner of the business signed a
petition described in ORC 715.72(J); (c) Neither the business nor its employees has derived or
will derive any material benefit from the new, expanded, or additional services, facilities, or
improvements described in the economic development plan for the District, or the material
benefit that has, or will be derived is negligible in comparison to the income tax revenue
generated from the net profits of the business and the income of employees of the business.
The parties further acknowledge that as a contracting party they may submit a written
answer to the complaint to the court within thirty (30) days after notice of the complaint was
served upon them. Such a contracting party shall submit to the court, along with the answer,
documentation sufficient to prove that the contracting party sent copies of the answer to the
owner of the business who filed the complaint.
If the court grants the exemption, the net profits of the business from operations within
the District and the income of its employees from employment within the District are exempt
from any income tax imposed by the Board. In such an event, the Board shall meet within ten
(10) days and determine if further legal remedy is available and advisable. Likewise, the Board
should make a determination as to the viability of the District and its ability to continue to
operate.
If the court denies the exemption, the net profits of the business and the income of its
employees shall be taxed according to the terms of the Contract and any taxes, penalties, and
interest accrued before the date of the court's determination shall be paid in full.
Section 12. Annexation: During the Term of this Contract, the City agrees not to engage
in any annexation, pursuant to ORC Chapter 709, of any real property in the District unless the
Township Trustees agree to the Annexation. The cost associated with an annexation defense of
the District shall be paid from the District income tax revenues as an operating expense of the
District, except that in the event that the income tax provided for in Section 11 hereof is
determined not to be legal or valid or it is determined that the District may not levy, collect or
distribute that income tax in accordance with this Contract, then the cost the cost associated with
an annexation defense of any other real estate in the District shall be paid by the Township.
Section 13. Defaults and Remedies: A failure to comply with the terms of this Contract
shall constitute a default hereunder. The party in default shall have 90 days after receiving
written notice from the other party of the event of default to cure that default. If the default is not
cured within that time period, the non-defaulting party may sue the defaulting party for specific
performance under this Contract or for damages or both. Other than as provided in Section 6
hereof, this Contract may not be cancelled or terminated because of a default unless both the City
and the Township agree to such cancellation or termination.
Section 14. Amendments: In addition to the amendments provided for in Section 5
hereof, this Contract may be amended by the City and the Township only in writing and
approved by the legislative authorities of both parties by appropriate legislation authorizing that
11
amendment. In order for such amendment to be effective, the legislative actions of the parties
that amend this Contract must occur and be effective within a period of 90 days of each other.
Section 15. Binding Effect: This Contract shall inure to the benefit of and shall be
binding upon the District, the City, the Township and their respective permitted successors,
subject, however, to the specific provisions hereof. This Contract shall not inure to the benefit of
anyone other than as provided in the immediately preceding sentence.
Section 16. Support of Contract: The City and the Township agree to cooperate with each
other and to use their best efforts to do all things necessary for the creation and continued
operation of the District, including, but not limited to, if applicable, promoting the approval by
the electors of the Township of the resolution authorizing this Contract. In the event that this
Contract, or any of its terms, conditions or provisions, is challenged by any third party or parties
in a court of law, the City and the Township agree to cooperate with one another and to use their
best efforts in defending this Contract with the object of upholding this Contract. If applicable,
the City and the Township shall each bear its own costs in any such to, promoting the approval
by the electors of the Township of the resolution authorizing this Contract. In the event that this
Contract, or any of its terms, conditions or provisions, is challenged by any third party or parties
in a court of law, the City and the Township agree to cooperate with one another and to use their
best efforts in defending this Contract with the object of upholding this Contract. The City and
the Township shall each bear its own costs in any such proceeding challenging this Contract or
any term or provision thereof, provided that the Board shall reimburse the City and the Township
for such costs to the extent funds of the District are available and appropriated therefor.
Section 17. Signing Other Documents: The parties agree to cooperate with one another
and to use their best efforts in the implementation of this Contract and to sign or cause to be
signed, in a timely fashion, all other necessary instruments and documents and to take such other
actions in order to effectuate the purpose of this Contract.
Section 18. Severability: Except as provided in Section 6 hereof, in the event that any
section, paragraph or provisions of this Contract, or any covenant, agreement, obligation or
action, or part thereof, made, assumed, entered into or taken, or any application thereof, is held to
be illegal or invalid for any reason that illegality or invalidity shall not affect the remaining
provisions of this Contract.
Section 19. Governing Law: This Contract shall be governed exclusively by and
construed in accordance with the laws of the State, and in particular, ORC Section 715.72. In the
event that ORC Section 715.72 is amended or supplemented by the enactment of new sections of
the ORC relating to Joint Economic Development Districts, the parties may agree at the time to
follow either the provisions of ORC Section 715.72 as amended or supplemented, to the extent
permitted by law.
Section 20. Captions and Headings: The captions and headings herein are for
convenience only and in no way define, limit or describe the scope or intent of any provisions or
sections hereof.
12
Section 21. Notices: Notices shall be furnished by delivery of same in written form, if to
the City, to the City’s Auditor/Treasurer, and if to the Township, the Township’s Fiscal Officer.
Section 22. Effective Date: This Contract is not effective until the thirty first (31st) day
after its approval.
[Signature page follows]
[Space intentionally left blank]
13
The City and the Township have caused this Contract to be duly signed in their respective
names by their duly authorized officers as of the date hereinbefore written.
THE CITY OF NORTH OLMSTED,
BOARD OF TRUSTEES OF OLMSTED
CUYAHOGA COUNTY, OHIO
TOWNSHIP, CUYAHOGA COUNTY,
OHIO
___________________________
___________________________________
Nicole Dailey Jones, Mayor
Riley A. Alton, Chairman
Date: ______________________
___________________________________
Thomas J. Cole, Vice Chairman
___________________________________
Lisa Zver, Trustee
Date: ______________________________
APPROVED AS TO FORM:
________________________________
___________________________________
Michael R. Gareau, Jr.
James F. Mathews
City of North Olmsted Law Director
Olmsted Township Law Director