[2024-81 Contract Community Reinvestment StarWest GNM Exhibit A.pdf]
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CITY OF NORTH OLMSTED, OHIO
COMMUNITY REINVESTMENT AREA AGREEMENT
This Agreement made and entered into by and between the City of North Olmsted, Ohio,
a municipal corporation, with its main offices located at 5200 Dover Center Road, North Olmsted,
Ohio 44070 and Star-West Great Northern Mall LLC, a Delaware Limited Liability company, with
having a mailing address of Progress Great Northern Boulevard, North Olmsted Ohio 44070
(hereinafter collectively referred to as the “Company”) under the following circumstances.
WHEREAS, the City of North Olmsted has encouraged the development of real property
and the acquisition of personal property located in the area designated as a Community
Reinvestment Area; and
WHEREAS, Company is desirous of construction of a corporate headquarters office
building (hereinafter referred to as the “Project”) within the boundaries of the aforementioned
Community Reinvestment Area, provided that the appropriate development incentives are
available to support the economic viability of said Project; and
WHEREAS, the Council of the City by Ordinance No. 2014-51 adopted August 5, 2014,
designated the area as an “Community Reinvestment Area” pursuant to Chapter 3735 of the Ohio
Revised Code (the “Revised Code”); and
WHEREAS, effective December 5, 2014, the Director of Department of Development of
the State of Ohio determined that the aforementioned area designated in said Ordinance No. 2014-
51 contained the characteristics set forth in Section 3735.66 of the Revised Code and confirmed
said area as a Community Reinvestment Area under said Chapter 3735; and
WHEREAS, the City of North Olmsted, having the appropriate authority for the stated type
of Project, is desirous of providing Company with incentives available for the development of the
Project in said Community Reinvestment Area under Chapter 3735 of the Revised Code; and
WHEREAS, Company submitted a proposed agreement application (herein attached as
Exhibit A) to the City (hereinafter referred to as the “Application”); and
WHEREAS, Company has remitted the required state application fee of Seven Hundred
Fifty Dollars ($750) made payable to the Ohio Development Services Agency with the application
to be forwarded to said department with a copy of the final agreement; and
WHEREAS, the Mayor of the City of North Olmsted has investigated the application of
Company and has recommended the same to the Council of the City of North Olmsted on the basis
that Company is qualified by financial responsibility and business experience to create and
preserve employment opportunities in said Community Reinvestment Area and improve the
economic climate of the City of North Olmsted; and
WHEREAS, the project site as proposed by Company is located in the North Olmsted City
School District and the Polaris Career Center and the Board of Education of the North Olmsted
City School District has been notified in accordance with Section 5709.83 of the Revised Code
and been given a copy of the Application; and
EXHIBIT A
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WHEREAS, pursuant to Section 3735.67(A) of the Revised Code and in conformance with
the format required under Section 3735.671(B) of the Revised Code, the parties hereto desire to
set forth their agreement with respect to matters hereinafter contained.
NOW, THEREFORE, in consideration of the mutual covenants hereinafter contained and
the benefit to be derived by the parties from the execution hereof, the parties hereto agree as
follows:
1.
Company shall facilitate the construction of a 7,926 square foot restaurant located at 4954
Great Northern Boulevard (the “Facility”) in the City of North Olmsted. The Facility shall
be constructed at 4954 Great Northern Boulevard, North Olmsted, Ohio 44070 on Parcel
Number(s) 236-09-008 as the same is known and designated on the Auditor’s revised list
of lots in the City of North Olmsted, Ohio.
The Project will involve a total investment of Eight Million Dollars ($8,000,000.00, plus
or minus 10%), at 4954 Great Northern Boulevard, North Olmsted, Ohio 44070.
The Project will begin on or about October 31, 2024 and all acquisition, construction and
installation will be completed by December 31, 2025, unless otherwise agreed to by the
parties hereto.
2.
Company shall cause to be created through agreements within a time period not exceeding
thirty-six (36) months after the completion of construction of the aforesaid Facility,
equivalent of thirteen (10) new full-time permanent job opportunities and one hundred and
ten (110) part time jobs with a total associated payroll of $1,697,440 at the Facility at 4954
Great Northern Boulevard, North Olmsted, Ohio 44070.
This increase in the number of employees will result in approximately One Million Six
Hundred Ninety-Seven Thousand Four Hundred and Forty Dollars ($1,697,440.00) in
payroll generated from Nineteen (10) full-time permanent jobs and (110) part-time jobs.
Company acknowledges and agrees that in calculating annual payroll for purposes of
compliance with this Agreement, any person holding a job created at the Facility (and
whose anticipated job is included in the jobs calculation / projection set forth herein) who
is required or elects to pay a local income tax to a municipal taxing entity other than the
City of North Olmsted as a result of any work performed (payroll earned) by that employee
outside of the City of North Olmsted and who in fact pays said tax to another municipal
taxing district, shall not have that taxable portion of said employee’s payroll earned outside
the City of North Olmsted and taxed elsewhere included in the annual payroll requirements
set forth herein.
3.
Company in its Application attached hereto has described this Project as “demolition and
site preparation activities”. The project is associated with the construction of a new
restaurant to further the revitalization of the Great Northern Mall property
Company shall provide to the proper Tax Incentive Review Council or the Mayor or her
designee any information reasonably required by the council to evaluate the property
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owner's compliance with the Agreement, including returns filed pursuant to section
5711.02 of the Ohio Revised Code if requested by the council. This is the Company’s sole,
unassignable responsibility and shall not be the responsibility of Company’s tenants at the
Project / Facility.
In addition to all other requirements at law or in this Agreement, for the purpose of
investigating Company’s compliance with this Agreement, Company shall file an annual
report with the City no later than March 30th of each year (“Annual Report”). The
Company will file Annual Reports each year through the final year in which it receives a
tax exemption under this Agreement. The Annual Report shall state, at a minimum, (1) the
number of total full time permanent jobs as of January 1st in the previous year at the Project
/ Facility Site; (2) the number of total full time permanent jobs as of December 31st in the
previous year at the Project / Facility Site; (3) the total payroll for all full time permanent
jobs as of January 1st in the previous year at the Project / Facility Site; and (4) the total
payroll for all full time permanent jobs as of December 31st in the previous year at the
Project / Facility Site. If requested, Company agrees to provide supporting materials to
substantiate its representations.
4.
The City of North Olmsted hereby grants Company a tax exemption for real property
improvements made to the Project site pursuant to Section 3735.67 of the Revised Code
and shall be in the following amounts:
The identified Project improvement will receive a ten (10) year exemption
period as pertaining only to the exemption provided on the Facility. The
exemption will be in the amount of forty percent (40%) of the tax on the
Project for years one (1) through ten (10). No exemption shall commence
after December 31, 2025 or beyond December 31, 2036.
Company must file the appropriate tax forms with the County Auditor to effect and
maintain the exemptions covered in the Agreement. Company agrees that it alone has the
sole responsibility for filing required forms. Neither the City nor agent or employee thereof
shall have any responsibility for taking any actions other than those expressly set forth
herein to effect or maintain such exemption.
5.
Company shall pay an annual fee equal to the greater of one percent (1%) of the dollar
value of incentives offered under the Agreement or Five Hundred Dollars ($500):
provided, however, that if the annual value of the incentives exceeds Two Hundred Fifty
Thousand Dollars ($250,000.00), the fee shall not exceed Two Thousand Five Hundred
Dollars ($2,500.00).
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The fee shall be made payable to the City of North Olmsted once per year for each year the
Agreement is effective no later than March 1st. This fee shall be deposited in a special fund
created for such purpose and shall be used exclusively for the purpose of complying with
section 3735.671(D) of the Revised Code and by the Tax Incentive Review Council created
under section 3735.671(D) of the Revised Code exclusively for the purposes of performing
the duties prescribed under that section.
6.
Company shall pay such real and tangible personal property taxes as are not exempted
under this Agreement and are charged against such property and shall file all tax reports
and returns as required by law. If Company fails to pay such taxes or file such returns and
reports, all incentives granted under this Agreement are rescinded beginning with the year
for which such taxes are charged or such reports or returns are required to be filed and
thereafter.
7.
The City of North Olmsted shall perform such acts as are reasonably necessary or
appropriate to effect, claim, reserve, and maintain exemptions from taxation granted under
this Agreement including, without limitation, joining in the execution of all documentation
and providing any necessary certificates required in connection with such exemptions.
Company agrees that the City shall have no monetary liability for any damages caused or
incurred by Company for any failure of the City to perform its obligations under section
seven (7) or any other provisions of this Agreement.
8.
If for any reason the Community Reinvestment Area designation expires, the Director of
the Ohio Department of Development revokes certification of the Community
Reinvestment Area, or revokes the designation of the Community Reinvestment Area,
entitlements granted under this Agreement shall continue for the number of years specified
under this Agreement, unless the Company materially fails to fulfill its obligations under
this Agreement and the City of North Olmsted terminates or modifies the exemptions from
taxation granted under this Agreement.
9.
If Company materially fails to fulfill its obligations under this Agreement, or if the City of
North Olmsted determines that the certification as to delinquent taxes required by this
Agreement is fraudulent, the City of North Olmsted, may, in its sole, unreviewable
discretion terminate or modify the exemptions from taxation granted under this Agreement
and may require the repayment of the amount of taxes that would have been payable had
the property not been exempted from taxation under this Agreement.
10.
Company hereby certifies that at the time this Agreement is executed, Company does not
owe any delinquent real or tangible personal property taxes to any taxing authority of the
State of Ohio, and does not owe delinquent taxes for which Company is liable under
Chapter 5733., 5735., 5739., 5741., 5743., 5747., or 5753. of the Revised Code, or, if such
delinquent taxes are owed, Company currently is paying the delinquent taxes pursuant to
an undertaking enforceable by the State of Ohio or an agent or instrumentality thereof, has
filed a petition in bankruptcy under 11 U.S.C.A. 101, et seq., or such a petition has been
filed against Company. For the purposes of the certification, delinquent taxes are taxes
that remain unpaid on the latest day prescribed for payment without penalty under the
chapter of the Revised Code governing payment of those taxes.
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11.
Company affirmatively covenants that it does not owe: (1) any delinquent taxes to the State
of Ohio or a political subdivision of the State; (2) any moneys to the State or a state agency
for the administration or enforcement of any environmental laws of the State; and (3) any
other moneys to the State, a state agency or a political subdivision of the State that are past
due, whether the amounts owed are being contested in a court of law or not.
12.
Company and the City acknowledge that this Agreement must be approved by formal
action of the legislative authority of the City as a condition for the Agreement to take effect.
This Agreement shall take effect upon such approval.
13.
The City of North Olmsted has developed a policy to ensure recipients of Community
Reinvestment Area tax benefits practice non-discriminating hiring in its operations. By
executing this Agreement, Company is committing to following non-discriminating hiring
practices acknowledging that no individual may be denied employment solely on the basis
of race, religion, sex, disability, color, sexual orientation, national origin, or ancestry.
14.
Exemptions from taxation granted under this Agreement shall be revoked if it is determined
that Company, any successor property owner, or any related member (as those terms are
defined in Section 3735.671 of the Revised Code) has violated the prohibition against
entering into this Agreement under Division (E) of Section 3735.671 or Section 5709.62
or 5709.63 of the Ohio Revised Code prior to the time prescribed by that division or either
of those sections.
15.
Company agrees that it shall construct and maintain at all times the Project site and Facility
in accordance with all applicable state and local building, health and safety codes.
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Company affirmatively covenants that it has made no false statements to the State or local
political subdivisions in the process of obtaining approval of the Community Reinvestment
Area incentives. If any representative of Company has knowingly made a false statement
to the State or local political subdivision to obtain the Community Reinvestment Area
incentives, Company shall be required to immediately return all benefits received under
the Community Reinvestment Area Agreement pursuant to the Revised Code Section
9.66(C)(2) and shall be ineligible for any future economic development assistance from the
State, any state agency or a political subdivision pursuant to the Revised Code Section
9.66(C)(1). Any person who provides a false statement to secure economic development
assistance may be guilty of falsification, a misdemeanor of the first degree, pursuant to
ORC Section 2921.13(D)(1), which is punishable by a fine of not more than One Thousand
Dollars ($1,000) and/or a term of imprisonment of not more than Six (6) months.
17.
This Agreement is not transferable or assignable without the express, written approval of
the City of North Olmsted, which may or may not do so in its sole discretion. Company
acknowledges that consent to transfer may be conditioned by an inspection of the Project /
Facility to ensure compliance with Paragraph 15 herein.
18.
Any notices, statements, acknowledgements, consents, approvals, certificates, or requests
required to be given on behalf of any party to this Agreement shall be made in writing
addressed as follows and sent by (1) registered or certified mail, return receipt requested,
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and shall be deemed delivered when the return receipt is signed, refused or unclaimed, or
(2) a nationally recognized overnight delivery courier service, and shall be deemed
delivered the next business day after acceptance by the courier service with instructions for
next business day delivery:
If to the City:
City of North Olmsted, Ohio
Attn: Director of Economic & Community Development
5200 Dover Center Road
North Olmsted, Ohio 44070
Copy to:
City of North Olmsted, Ohio
Attn: Director of Law
5200 Dover Center Road
North Olmsted, Ohio 44070
If to Company:
__________________________
__________________________
__________________________
Copy to:
__________________________
__________________________
__________________________
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IN WITNESS WHEREOF, the parties have each executed this Agreement as of the date
set forth below; the last date of which shall be the effective date of this Agreement.
CITY OF NORTH OLMSTED
By: ______________________________________
Mayor
Date: ______________
STAR-WEST GREAT NORTHERN, LLC.
By: ______________________________________
Title: _______________________________
Date
_______________
Approved as to form:
____________________________________
MICHAEL R. GAREAU, JR.
Director of Law
[Signature Page to the City of North Olmsted, Ohio Community Reinvestment Area Agreement]
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[2024-81 Contract Community Reinvestment StarWest GNM.pdf]
CITY OF NORTH OLMSTED
ORDINANCE NO. 2024 – 81
By: Mayor Jones
AN ORDINANCE AUTHORIZING THE MAYOR TO ENTER INTO A
COMMUNITY REINVESTMENT AREA (C.R.A.) AGREEMENT WITH
STAR WEST GREAT NORTHERN MALL, LLC, FOR PERMANENT
PARCEL NUMBER 236-09-008 TO PROVIDE FOR PARTIAL TAX
ABATEMENT FOR A DEVELOPMENT PROJECT IN THE CITY OF
NORTH OLMSTED.
WHEREAS, On August 5, 2014, this Council adopted Ordinance No. 2014-51, and
designated a Community Reinvestment Area (CRA) pursuant to Revised Code Chapter 3735;
and
WHEREAS, in accordance with R.C. 3735.671 and Chapter 171 of the Codified
Ordinance of the City of North Olmsted, the CRA Housing Officer designated by the City of
North Olmsted has negotiated with Star West Great Northern Mall, LLC, ( “Property Owner”) to
enter into a CRA Agreement for the purposes of development, redevelopment and construction
of improvements to real property located at 5100 Great Northern Mall, North Olmsted, Ohio
44070, commonly known as Great Northern Mall, as the same is known and designated on the
County Auditor’s records as Parcel Number 236-09-008; and
WHEREAS, the CRA Agreement, the terms and conditions of which are incorporated
herein and a copy of which is attached as Exhibit “A”, provides for an exemption of real property
taxes in the amount of Forty (40%) percent upon the valuation of construction of new structures
for a period of ten (10) years commencing 12/31/25; and
WHEREAS, this Council finds that statutory notification was served on the North
Olmsted City School District and Polaris Career Center and that more than fourteen (14) days
will lapse before any further action is taken on this legislation; and
WHEREAS, this Council further finds, based on the review and recommendation of the
Director of Economic and Community Development, that the terms of an agreement between the
administration and the Property Owner, all as memorialized and set forth in the attached CRA
Agreement, meets or exceeds the statutory requirements for the real estate tax abatement
program, as enabled by Revised Code Chapter 3735 and adopted by Ord. No. 2014-51, satisfying
key economic development and payroll objectives to support such tax abatement; and
WHEREAS, it is the desire of this Council to authorize the Mayor to enter into the CRA
Agreement with the Property Owner for the purpose of granting real estate tax abatement in
consideration of and to provide economic incentives toward improvements at Great Northern
Mall and to further authorize the Mayor to execute the attached CRA Agreement and other
documents required to meet statutory requirements.
NOW THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF
NORTH OLMSTED, CUYAHOGA COUNTY, AND STATE OF OHIO:
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SECTION 1: That the Mayor be and she is hereby authorized to enter into a CRA
Agreement, a copy of which is attached hereto and marked as Exhibit "A," with Star West Great
Northern Mall, LLC and to grant real estate tax abatement for a 10-year exemption period, in the
amount of 40% of the tax on new construction of improvements as described by the Agreement.
Said Agreement shall be substantially in the form of the Agreement marked as Exhibit “A" with
only such changes therein as are not substantially adverse to the City and which are approved by
the Director of Law.
SECTION 2: That this Ordinance shall take effect and be in force from and after the
earliest date provided for by law.
PASSED: ________________________
First Reading: _______________
Second Reading: _______________
Third Reading: _______________
Committee: __________________
ATTEST:
_______________________________
__________________________
BEATRICE TAYLOR
LOUIS J. BROSSARD
Clerk of Council
President of Council
APPROVED: _____________________
APPROVED AS TO LEGAL FORM:
_______________________________
/s/ Michael R. Gareau, Jr. ______
MAYOR NICOLE DAILEY JONES
MICHAEL R. GAREAU, JR.
Director of Law