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Home My WebLink AboutRes.3275.08-05-2019 BILL NO. 19-126 RESOLUTION NO. 3,2 A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE PERFORMANCE GUARANTEE AGREEMENTS WITH GMA DEVELOPMENT, LLC, FOR SHADOW WOOD VILLAS, IN THE CITY OF CAPE GIRARDEAU, MISSOURI BE IT RESOLVED BY THE COUNCIL OF THE CITY OF CAPE GIRARDEAU, MISSOURI, AS FOLLOWS : ARTICLE 1 . The City Manager, for and on behalf of the City of Cape Girardeau, Missouri, is hereby authorized to execute Performance Guarantee Agreements with GMA Development, LLC, for Shadow Wood Villas, in the City of Cape Girardeau, Missouri . The Agreements shall be in substantially the form attached hereto, which documents are hereby approved by the City Council, and incorporated herein by reference, with such changes therein as shall be approved by the officers of the City executing the same. 6\r)PASSED AND ADOPTED THIS DAY OF ILI $ , 2019. Bob Fox, Mayor ATTEST: 10 411, r truce Tay 4f, Deputy City Clerk , 'to If1j'I PERFORMANCE GUARANTEE AGREEMENT Shadow Wood Villas—Sidewalks (Phase 1) This Performance Guarantee Agreement, hereinafter referred to as the "Agreement", is made and entered into this 30' day of J�� . , 2019, by and between GMA DEVELOPMENT, LLC, a Missouri Limited Liability Company, having its principal office and place of business at 805 Enterprise Street, Cape Girardeau, Missouri 63701, hereinafter referred to as the "Developer", and the CITY OF CAPE GIRARDEAU, MISSOURI. a Missouri Municipal Corporation, hereinafter referred to as the"City". WITNESSETH: WHEREAS, the Developer and the City executed an Escrow Agreement dated June 24, 2016 for certain public site improvements within Shadow Wood Villas, a subdivision located within the City of Cape Girardeau, Missouri; and WHEREAS, said Escrow Agreement is now expired and a portion of said public site improvements are not completed; and WHEREAS, the Developer and the City desire to execute this Agreement to replace said expired Escrow Agreement. NOW, THEREFORE, in consideration of the foregoing and of the mutual promises and agreements contained herein, the Developer and the City stipulate and agree as follows: I. The Developer has submitted to the City a record plat of Shadow Wood Villas. hereinafter referred to as the "Subdivision", which has been approved by the City. The Developer has also submitted improvement plans and specifications for the Subdivision, which have been approved by the City. 2. An Irrevocable Letter of Credit, hereinafter referred to as the "Letter of Credit", has been issued for the cost of the improvements in the Subdivision by Wood & Huston Bank. hereinafter referred to as the "Financial Institution". The Letter of Credit is attached to this Agreement as `'Exhibit A" and incorporated herein by reference. The Letter of Credit guarantees that the City will receive payment in the event the Developer fails to complete the improvements per the terms of this Agreement. A summary of the improvements is attached to this Agreement as "Exhibit B". 3. A copy of the most recent financial statement of the Financial Institution is made available for the purpose of guaranteeing to the City that the Financial Institution, as the issuer of the Letter of Credit, has sufficient resources with which to uphold its guarantee. Page 1 of 6 4. The City may authorize one or more partial releases of this Agreement (thus reducing the required Letter of Credit amount) as portions of the improvements are completed and ready for acceptance by the City. In no case shall the City release more than ninety-five percent(95%)of the original Letter of Credit amount until such time all of the improvements covered by the Letter of Credit, as shown in the approved improvement plans and specifications. are completed and ready for acceptance by the City. 5. Upon the full release of this Agreement, the Developer and the Financial Institution shall be released of any further obligation to the City insofar as the provisions of this Agreement are concerned. 6. If, after two (2) years from the date of this Agreement, all of the improvements, as shown in the approved improvement plans and specifications, are not completed and ready for acceptance by the City, then the City may request payment from the Letter of Credit as necessary in order to complete the improvements. Said request for payment shall be per the terms of the Letter of Credit. 7. This Agreement shall not in any fashion be construed to limit the powers, rights, or duties of the City, but shall be construed in the light of the applicable City ordinances. 8. No part of this Agreement may be assigned by the Developer without first obtaining the express written consent of such assignment by the City, but the City agrees to not unreasonably withhold such consent. IN WITNESS WHEREOF, the Developer and the City have executed this Agreement as of the above date. (Signatures on following pages) Page 2 of 6 DEVELOPER GMA Development, LLC Gary M Arnold, anaging Member STATE OF MISSOURI ) ) ss. COUNTY OF CAPE GIRARDEAU ) On this3 day of �`" , 2019, before me personally appeared Gary M. Arnold, Managing Member of GMA Development, LLC, a Missouri Limited Liability Company, to me known to be the person described in and who executed the foregoing instrument, and acknowledged that he executed the same as the free act and deed of said Limited Liability Company. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the State and County aforesaid, the date first above written. 4 ry Public LORI A. SIEBERT Name/My Commission Expires:5-3- z Notary Public-Notary Seal State of Missouri Cape Girardeau County My Commission Expires May 3 2020 Commission #12468119 Page 3 of 6 CITY City of C. .e Girardeau, Missouri /i Scott A. Meyer, Pity . ager ATTEST: •__. , .44111,,_ -- ....:—awe i\ t'''' £rvc„ 71/a,.. ,, ..p7)-.03 City Clerk `. : .'c 1 i „1 i STATE OF MISSOURI ''s:,?, ,-\.'-::.- -- % . _j`' SS. �'z >% COUNTY OF CAPE GIRARDEAU ) ,`-'�� On this this Lrla of, 4 y t•_.y ,_',. , 2019, before me personally appeared Scott A. Meyer, City Manager of the City •+ Cape Girardeau, Missouri, a Missouri Municipal Corporation, to me known to be the person described in and who executed the foregoing instrument, and acknowledged that the foregoing instrument was signed and sealed on behalf of said City by authority of its City Council, and acknowledged that he executed the same as the free act and deed of said City. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the State and County aforesaid, the date first above wri en. At Mil" if Aallibb .fir. •lic �� Name/My Commission Expires: 3%\ v`)- L. MCKINNEY __ Notary Public-Notary Seal STATE OF MISIOURI" Cape Girardeau County My Commission Expires March 3,2022 Commission *14588193 --- Page 4 of 6 I EXHIBIT A IRREVOCABLE LETTER OF CREDIT (on following page) Page 5 of 6