#01 Enter into a TIF development agreement with SHINE Medical Technologies (File Res. #2012-882)Economic Development Department Memorandum
February 13, 2012
TO: City Council
FROM: Vic Grassman, Economic Development Director
SUBJECT: Action on a Proposed Resolution Authorizing the City Manager to
enter into a T.I.F. Development Agreement with SHINE Medical
Technologies (File Res 2012-882)
Executive Summary
SHINE Medical Technologies, located at 2555 Industrial Drive, Monona, WI
53713, has committed to the relocation of its headquarters and the development
of a production facility at 4021 US Highway 51 S. located in Rock Township,
Rock County. This is contingent on the successful completion of the land
purchase, annexation, amendment of TIF 35 to include the new site, and
approval of the Developers Agreement between the City and SHINE.
This proposed project is in response to a worldwide shortage of Moly-99 which
has and will continue to impact diagnostic testing in the United States. Moly-99
has a half-life of 66 hours. Right now there are no producers of this isotope in
the United States, thus doses need to be flown in from Canada, Europe and
South Africa. The additional travel time further degrades the quality as well as
increases the cost. This growing shortage is why the U.S. Dept. of Energy has
awarded the company one of four $25.0 million matching grants. The SHINE
team includes partnerships with Los Alamos, Argonne Labs, UW-Madison, the
Morgridge Institute, the State of Wisconsin and Alliant Energies.
SHINE Medical Technologies plans on producing the isotope most commonly
known as Moly-99, which is the precursor of technetium-99. This isotope is
widely used in over 30 of the most common medical diagnostic procedures
proscribed throughout the United States and the world. The most commonly
known diagnostic test is a “stress test” to determine possible cardiac ailments. It
is estimated that over 40,000 diagnostic procedures are performed daily in the
United States and over 40 million worldwide annually. The world market is
estimated at over $1.0 billion annually.
SHINE is obtaining matching funds, and after meeting the prerequisite
technology and environmental requirements, expects to begin construction in
2013-2014 with production projected to begin in 2015. However, based on the
uncertainty of the regulatory review process it would be reasonable to see delays
in the projected start date for production.. The City’s tax estimates are based on
receiving a tax payment of $614,655 beginning in 2017. The company will
construct a production facility with a projected assessed value of $25.0 million for
the term of the incentive agreement. This project will create a minimum of 125
jobs at an estimated average salary of $60,000/yr within five (5) years of the
completion of the facility..
City Manager’s Recommendation
The City Administration has negotiated the Development Agreement with SHINE
Medical Technologies consistent with the parameters established by the City
Council. The intent of my recommendation since the Council established the
parameters will be first to outline key components contained within the
development agreement followed by a summary of the City Manager office’s risk
assessment of the project.
Key Elements of the Development Agreement
SHINE Medical Technologies will build a facility with an assessed value of
$25 million and, once the building is constructed, they will guarantee an
annual payment of approximately $583,000 for the term of the agreement.
SHINE Medical Technologies will build an approximately 35,000 square
foot building
SHINE Medical Technologies will guarantee 125 jobs within 5 years of
initiating production.
The City’s incentive package includes the following:
The City will convey 84 acres of land valued at approximately $1.53
o
million.
The City will extend utilities valued at approximately $345,000 for
o
the proportional value to SHINE Medical Technologies.
TIF 35 will pay the $578,000 stormwater assessment as a
o
forgivable loan. This can be accessed as cash, but SHINE Medical
would be then be required to pay the stormwater assessment.
The City will make a forgivable loan of $1.5 million to SHINE for site
o
development and/or equipment. This would be forgiven if certain
employment and tax payment conditions are met.
The City would guarantee a private loan to SHINE of up to $4
o
million.
The City’s incentive package will be conditioned upon certain benchmarks
being met for various incentives. The benchmarks include:
The Morgridge Institute for Research (MIR) receiving notice of
o
phase 1B award from the NNSA.
The accelerator reliability test being successful.
o
MIR’s notice of a phase II award from the NNSA
o
The NRC issuing a construction permit.
o
Issuance of a building permit by the City of Janesville.
o
SHINE Medical Technologies providing a plan for removal of the
o
by-product material as defined by the NRC within a 5 year period or
shorter and an approved storage plan. These plans must be
approved by a third party.
In addition, to the benchmarks, the City will require certain
o
mortgages and/or liens on equipment as security.
This agreement has associated positive outcomes and risks associated
with the agreement:
Expected positive outcomes include:
Creation of 125 jobs
o
Increase in real property tax assessed value of approximately $25
o
million. (This will depreciate over time) This creates over $550,000
annually in tax increment.
Potential for expansion by SHINE into other areas.
o
Taking advantage of the area’s advanced manufacturing talent.
o
Has potential to attract interest from other high-tech medical
o
industries.
Risks associated with the development agreement
SHINE Medical Technologies will have to meet certain Federal
o
regulatory requirements prior to initiating construction. These
timelines are undetermined and could delay the realization of the
above benefits. (The majority of the City’s direct financial
incentives will not be expended until these are met)
There are environmental concerns with the process. The company
o
is in the early stages of the NEPA process and therefore SHINE
has not yet developed a plan to address these concerns. (This will
occur, but has not occurred yet.) (The City Manager anticipates
hiring an outside consultant to advise the City through the process
although the agreement only provides narrow discretion for the City
in the future.)
The four companies that have received DOE funding, including
o
SHINE Medical Technologies, have not proven that their processes
can work on a large scale. Our benchmarks do not (in the opinion
of the City Manager) provide the City protection that the technology
will be proven on a production scale prior to distribution of our funds
or prior to the facility being completed.
The loan guarantee provides an added risk to the City.
o
The challenges facing the company that could put a portion of the
o
City’s funding at risk include economics of the project; Federal
regulatory process; competition, including subsidies, from other
countries which are part of economics; and providing a plan to
manage any environmental issues.
Economic Development Director’s Recommendation:
The Economic Development Director recommends Council adopt Resolution No.
2012-882 approving the Developers Agreement with SHINE Medical
Technologies. The Director recognizes that due to the potential technical and
environmental risks inherent in this business start-up, this is a non-traditional TIF
project but this also a unique economic development opportunity for the City.
Recognizing the above, my responsibility is to evaluate this project from an
economic development perspective and seek answers to the following questions.
Will the project increase the wealth in our area?
Are the wage levels above average for the community?
Will it raise the “development bar” for the community?
Have the financial risks been reduced to an appropriate level relative to
the City’s involvement in the types of incentives offered and timing of
these incentives?
In my opinion, the answer to these questions is “yes”. This recommendation is
based on the following:
Direct Economic Benefits:
SHINE has committed to guarantee a tax equivalent payment based on a
minimum of a $25.0 million assessed value on the production facility for
the term of the Developers Agreement. The minimum tax payment will be
$583,282. Assuming construction is completed and the full value of the
facility hits the 2017 tax roll the City’s investment (using TIF dollars) of
$4,974,286 will be recovered in year 14 of the project. This is based on
the first year of the initial investment. Note: This break-even projection
does not include recovery of the $4.0 million private sector TIF loan
guarantee in the event this project is not successful.
Once the project is in production, people have been hired etc.; there will
be an economic multiplier relative to the purchase of goods and services
within the Janesville economy. A reasonable but conservative multiplier
would be 2.0 to 2.5 times for new dollars coming from outside Janesville
which are then spent locally.
Specific benchmarks must be achieved before funds are expended thus
significantly reducing both technological as well as environmental risk of
the project not moving forward. This will include approval by the federal
Nuclear Regulatory Commission that the company has demonstrated that
it has met all requirements including plans for technical contingencies,
waste storage and transportation. It is also important to note that a
significant portion of the incentive (excluding the $4.0 million loan
guarantee) will be used for traditional TIF investment purposes i.e.
infrastructure extensions, site development costs and land purchase.
Excluding the land purchase, these funds will not be distributed until actual
construction of the production facility is authorized (permitted) at the
federal and local levels and the start of construction is imminent. Thus
technological and environmental risks will have been significantly reduced.
The Council voted to move forward with the land purchase in December
2011 to be closed by the end of February 2012. This purchase is not
contingent upon SHINE locating on the site. Should this project not move
forward, the site will be zoned M1 and used for future industrial
development opportunities.
Indirect Economic Benefits:
Due to the national and worldwide medical benefits resulting from the
production of these isotopes extensive media coverage of this is expected.
From a business attraction perspective, positive media coverage will
potentially influence site selectors and other business decision makers. In
my experience, the outside business world views Janesville as either the
community that lost GM or not at all. Recognizing that the Dept. of Energy
has only given out four of these $25 million grants to U.S. companies and
two are located in Rock County, I would expect significant coverage from
business papers and periodicals as well as science publications. Since
reading third-party accounts is a major influence for many business
location decision makers, this would certainly improve Janesville’s
perception in the economic development/site location world. Along with
our certified “shovel ready” site, (1 of 2 in Wisconsin) expedited permitting
and incentive programs, Janesville would be well positioned for future
growth
The positive impact on our local citizens. Janesville is known for its
advance manufacturing capabilities and this project would take us to the
top of that curve. Local residents can be trained and have access to these
jobs with the corresponding salaries. The vast majority of the jobs created
will only require technical training. Conversations have already started
between SHINE and Blackhawk Technical College on developing a
specific training program to meet the company’s future needs.
Background
Of all the isotopes used in medical diagnostics, none plays a more pivotal role
than technetium – 99. Each day, hospitals and clinics around the world perform
over 60,000 of diagnostic procedures which can illuminate tumors and heart
problems, 80% of which use this isotope. Trouble is Technetium – 99 has a very
short half life of 6 hours. Moly-99 which has a half life of 66 hours is used as
feedstock to allow this isotope to extend its half life, thus improving the quality of
the diagnostic images etc. People’s lives depend on the quality of this isotope
during the imaging process.
Currently there are no commercial producers of these isotopes in the United
States and those producers in Canada, Europe and South Africa have aging
nuclear reactors that are subject to breakdowns and repairs. The average age of
these facilities is 46 years. This creates, now and in the future, a world health
problem. Due to the current state of the industry many hospitals have a difficult
time in obtaining the isotope for diagnostic tests and if available, due to the half-
life issue, the quality can potentially decline.
The magnitude of this issue has prompted the U.S. Department of Energy (DOE)
to award four $25 million grants to encourage the development of U.S. based,
commercially viable, production processes of moly-99. SHINE Medical
Technologies was selected as one of these recipients in September 2010.
NorthStar located in Beloit was also a successful recipient of this type of grant.
SHINE expects to be in production by 2015 with its goal to produce 50% of the
U.S. supply. With such collaboration partners as UW-Madison, the Morgridge
Institute for Research, Los Alamos and Argonne Labs, SHINE has raised a
significant level of venture capital as well as financial support from the Wisconsin
Economic Development Corp., Alliant Energies and others.
cc: Eric Levitt
Jacob Winzenz
Resolution No. 2012 - 882
A Resolution Approving a TIF District 35 Development, Land Sale, and Loan Agreement With
SHINE MEDICAL TECHNOLOGIES, INC.
WHEREAS, the Common Council of the City of Janesville shall create Tax Incremental Finance District
No. 35 in accord with Wisconsin’s Tax Increment Financing Laws, Wis. Stats. Sec. 66.1105 and other
applicable statutes, as from time to time amended or renumbered, in order to stimulate the development
and redevelopment of industrially zoned properties; retain and increase employment; construct, renovate
and expand industrial facilities; and otherwise provide for the overall economic health, welfare, vitality,
and good of the community; and
WHEREAS, the Project Plan for Janesville TIF District No. 35 includes industrial and manufacturing
development and redevelopment, improvements, facility construction, expansion, and renovation, job
retention and creation, and related financing, incentives, payments, loans, and actions that effectuate
and/or facilitate these legitimate and pressing public purposes and goals; and
WHEREAS, Shine Medical Technologies, Inc. (SHINE”) is a Wisconsin domestic corporation currently
conducting its principal business at 2555 Industrial Drive., City of Monona, County of Dane, State of
Wisconsin 53713, and shall be the OWNER and DEVELOPER of a manufacturing center (“FACILITY”) to
be constructed by SHINE upon an approximately Eighty Four (84) acre parcel of real property to be
located at 4021 U.S. Highway 51 S., City of Janesville, County of Rock, State of Wisconsin 53546
(“PROPERTY”); and
WHEREAS, SHINE shall conduct its principal business at the FACILITY upon the PROPERTY; and the
City shall attach and incorporate the entire site into its municipal corporate boundaries and jurisdiction,
amend the boundaries of an existing Tax Incremental Financial District (T.I.F. District No. 35) to include
the PROPERTY, amend the TIF District No. 35 Project Plan if necessary, and then eventually sell and
convey the PROPERTY to SHINE for the construction and operation of the FACILITY, assessed value
addition, new job creation and maintenance, and related economic and industrial development purposes
as set forth in a certain executed and binding T.I.F. DEVELOPMENT AGREEMENT FOR NEW
INDUSTRIAL BUILDING CONSTRUCTION LOCATED PRIMARILY IN JANESVILLE PROPOSED T.I.F.
DISTRICT NO. 35 FOR DEVELOPMENT PURPOSES BY AND BETWEEN THE CITY OF JANESVILLE
("THE CITY") AND SHINE MEDICAL TECHNOLOGIES, INC. (“SHINE”) (the "AGREEMENT"), the
terms, provisions, and promises of which AGREEMENT are reiterated and incorporated herein by
reference as if fully set forth verbatim; and
WHEREAS, SHINE intends, promises to, and shall construct and operate an approximately Thirty Five
Thousand square foot (35,000 sq. ft.) high technology manufacturing and production FACILITY upon this
PROPERTY, which PROPERTY and FACILITY at all times during this AGREEMENT shall have a
combined real and personal property tax assessed value in an amount of not less than Twenty Five
Million and 00/100 Dollars ($25,000,000); and create and maintain the new full-time employment
equivalent positions of employment at the FACILITY in the manner, time, kind, and number set forth in,
and during the entire term of, the AGREEMENT; and
WHEREAS, there are currently sufficient positive fund balances in the TIF District No. 35 improvement
and overall project accounts, and these expenditures fall within the allowable time and scope for said
Development Agreement and expenditures; and
WHEREAS, the Common Council hereby find that the City Administration has negotiated the
AGREEMENT with SHINE upon terms, conditions, promises, obligations, provisions, and purposes,
consistent with the best interest of and benefit to the City, all applicable laws, and Common Council
industrial and economic development policies, goals, objectives, and directives.
NOW, THEREFORE, BE IT RESOLVED, by the Common Council of the City of Janesville that:
1. Each and every of the above recitals are reiterated and incorporated herein by reference as if
fully set forth verbatim; and
2. The above described AGREEMENT and proposed City land transactions, incentives, loans,
guarantees, purposes, industrial development, and promises are each hereby authorized, ratified, and
approved; and
3. All expenditures, terms, conditions, promises, obligations, and provisions set forth in the
AGREEMENT are hereby found to be in the best interest of, and for the benefit of, the CITY, its
residents, businesses, and taxpayers; and
4. The City Manager and/or his designee(s) is/are hereby authorized to execute, enter into, and
effectuate the terms, provisions, and promises set forth in the AGREEMENT on behalf of the City of
Janesville; and
BE IT FURTHER RESOLVED, that the City Manager and/or his designee(s), on behalf of the City of
Janesville, is/are hereby authorized to further administratively negotiate, draft, execute, review, enter in,
modify, amend, record, file, and otherwise effectuate the above described AGREEMENT and to take,
make, and/or enter into any and all actions, and related amendments, agreements, promissory notes,
contracts, documents, papers, obligations, and promises that the City Manager and/or his designee(s)
may, from time to time and at any time, determine necessary and/or desirable to effectuate the
AGREEMENT and/or the intent and purposes of this Resolution.
ADOPTED:
Motion by:
Second by:
APPROVED:
Councilmember Aye Nay Pass Absent
Dongarra-Adams
Liebert
Eric J. Levitt, City Manager
McDonald
Rashkin
ATTEST:
Steeber
Voskuil
Jean Ann Wulf, City Clerk-Treasurer
APPROVED AS TO FORM:
Wald Klimczyk, City Attorney
Proposed by: Economic Development Director
Prepared by: City Attorney
T.I.F. DEVELOPMENT AGREEMENT FOR
NEW INDUSTRIAL BUILDING CONSTRUCTION LOCATED PRIMARILY
IN JANESVILLE PROPOSED T.I.F. DISTRICT NO. 35
FOR DEVELOPMENT PURPOSES
BY AND BETWEEN
CITY OF JANESVILLE
"THE CITY"
AND
SHINE MEDICAL TECHNOLOGIES, INC.
(The "AGREEMENT")
DRAFT 06 February 2012
ÜÎßÚÌ
TIF DEVELOPMENT AGREEMENT
I. PARTIES
CITY OF JANESVILLE
A.The is a Wisconsin Municipal Corporation located in the
County of Rock, conducting its principal business at 18 North Jackson Street, Janesville, WI 53547-
CITYSELLER
5005 (hereinafter the ""), and is the of certain real property and maker of certain
loans and incentives described below;
SHINE MEDICAL TECHNOLOGIES, INC.,(SHINE,
B. is a
Wisconsin domestic corporation currently located and conducting its principal business at 2555
Industrial Drive, City of Monona, County of Dane, State of Wisconsin 53713, and shall be the
ownerand developerof a manufacturing center and related infrastructure and property
FACILITY
4021 U.S. Highway 51 S., City of Janesville, County of Rock, State of Wisconsin 53546
PROPERTY. SHINE
shall conduct its principal business pertaining to this
AGREEMENTPROPERTYPROPERTY
at the . The is currently located in the Town of Rock
CITY
but theintends to annex this approximately Eighty Four (84) acre parcel of land, attach and
incorporate the entire site into its Municipal corporate boundaries and jurisdiction, amend the
PROPERTYPROPERTYSHINE
, and then sell and convey the to for the construction and
FACILITY
operation of the and related economic and industrial development purposes more fully
.
described and discussed below
SHINE FACILITYPROPERTY
C.intends to develop and operate the upon the and
construct an approximately Thirty Five Thousand square foot (35,000 sq. ft.) production
FACILITYPROPERTY, PROPERTY FACILITY
upon this whichandat all times during this
AGREEMENT
shall have a combined real and personal property tax assessed value in an amount
FACILITY
of Twenty Five Million and 00/100 Dollars ($25,000,000). The actual size of the is
SHINE
subject to final approved building plans. promises to and shall create, achieve, and
FACILITY
successfully provide and maintain not less than the minimum employment levels at the
AGREEMENT
as set forth and promised below inthis .
CITY
D.To these legitimate and beneficial purposes and uses,theshall make and/or
SHINE, SHINE CITY
loan to , as applicableandshall receive and/or borrow from the , as
SHINE
applicable, loans and incentives in the various ways set forth herein shall repay in full to the
CITY
four (4) of a five (5) part incentive package:
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 2 of 32
1.Part One shall be in the amount of Five Hundred Seventy Eight Thousand and
00/100 Dollars ($578,000) and shall be a stand-alone forgivable direct loan
CITY SHINE
to that shall be
SHINE CITY
repayable by to the over a period of ten (10) years commencing
CITYSHINE
one (1) year after the issues a final certificate of occupancy to for
FACILITY
the . This shall be a zero percent (0%) loan. For each year that
SHINECITY
creates and maintains in the the minimum new full-time
th
employment described more fully below, one tenth (1/10) of the Storm Water
CITY
Forgivable Loan shall be forgiven by the . See Exhibit C. At the option of
SHINE,
this Storm Water Forgivable Loan may either be used to pay the land
division assessment for storm water purposes, currently estimated at $578,000,
OR FACILITY
it may be used for construction of the and/or acquisition of
SHINE
machinery, fixtures or equipment.If elects to use the Storm Water
FACILITY
Forgivable Loan for construction of the and/or acquisition of
, SHINE CITY
equipmentthen will be required to and shall pay to the in a lump
sum the entire amount of the land division assessment for storm water purposes
FACILITY
at the time land division occurs or when construction of the
SHINECITY
commences, whichever occurs first. Furthermore, shall grant the
a security interest in such equipment until the City has received the Property
Break-Even Amount as provided in Section IV. O.7 of the Agreement and all
CITY
guarantees of the Guaranteed Loans have been repaid in full and have
terminated.
2.Part Two shall be a One Million Five Hundred Thousand and 00/100 Dollar
CITY SHINE
($1,500,000) stand-alone forgivable direct loan from the to
SHINE CITY
to the over a period of ten (10) years commencing one (1) year
CITYSHINE
after the issues a final certificate of occupancy to for the
FACILITY SHINE
. This shall be a zero percent (0%) loan.may use proceeds
FACILITY
of this loan only for construction of the and/or acquisition of
FACILITY
Equipment.If any portion of the loan is usedfor construction of the ,
PROPERTY
and
FACILITYCITY
described in Section IV. C., and will enter such agreements
SHINE
with as may be
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 3 of 32
CITY
necessary to subordinate the
Lender(s). If any portion of the Property Site Development Forgivable Loan is
FACILITY
used to purchase machinery, fixtures or equipment to be used in the
SHINECITY
, shall grant the a first priority security interest in
the Equipment, which security interest shall terminate when the City has received
the Property Break-Even Amount as provided in Section IV. O.7 of the
CITY
Agreement and all guarantees of the Guaranteed Loans have expired. The
parties will enter a security agreement providing that such Equipment must
SHINE
remain in the sole ownership ofor its permitted successors and assigns,
FACILITY
and shall remain in the for ten years or the useful life of the
Equipment, whichever occurs first. If the Equipment has a useful life of less than
CITY
ten years, the security agreement will provide the with additional
CITY
collateral to serve as security until the has received the Property Break-
CITY
Even Amount under this Agreement and any guarantees of Guaranteed
SHINE
Loans have been repaid in full or terminated. For each year that creates
CITY
and maintains in the the minimum new full-time employment described
th
more fully below, one tenth (1/10) of the Property Site Development Forgivable
CITY
Loan shall be forgiven by the . See Exhibit D.
SHINE
3.Part Three shall be the sale and conveyance in fee simple to of
PROPERTY
an approximately eighty four (84) aggregate acre parcel of the
valued at One Million Five Hundred Thirty One Thousand Eight Hundred
Twenty Four and 00/100 Dollars ($1,531,824), repayable over a ten (10) year
SHINECITY
term, at 0% interest, to be repaid by to the under the tax, tax
increment, and/or tax equivalent payment methods more fully described below,
CITY
commencing one (1) year after the issues a final certificate of occupancy
SHINEFACILITY
to for the .
CITY
4.Part Four shall consist of the extending water and sanitary sewer
PROPERTY
at a
current cost estimated at One Million Two Hundred Sixty Thousand and 00/100
Dollars ($1,260,000). Since these Water and Wastewater Utilities will be able to
service the entirety of T.I.F. District No. 35 to be comprised of 308 acres, the
cost attributable to the aggregate eighty four (84) acres that ultimately will be
SHINE
occupied by is Three Hundred Forty Three Thousand Six Hundred
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 4 of 32
Thirty Six and 00/100 Dollars ($343,636). This amount shall be repaid by
SHINECITY
to the under the tax, tax increment, and/or tax equivalent payment
CITY
methodology set forth below, commencing one (1) year after the issues a
SHINEFACILITY
final certificate of occupancy to for the .
CITY
5.Part Five of this incentive shall be a guarantee of private sector loan(s) to
SHINE SHINE
solely for construction of
FACILITYCITY
the and/or acquisition of Equipment. The
providing this guarantee is to provide a credit enhancement for construction of
FACILITYFACILITY
the and/or acquisition of equipment to be used in the .
CITY
The guarantee shall be for an aggregate amount of principal and interest
that is less than or equal to Four Million and 00/100 Dollars ($4,000,000) and
shall expire no later than ten (10) years after the date that the guarantee is
SHINE
provided to
SHINE
As makes principal payments on the Guaranteed Loans, the amount of
CITY
the based on the amount of
principal payments made compared to the total amount borrowed. It shall be the
SHINE SHINE
responsibility ofto secure the Guaranteed Loan(s). If obtains
one or more Guaranteed Loan(s) and the aggregate amount of principal, interest
SHINE
and any other payments owed by for Guaranteed Loans exceeds
CITY
$4,000,000, the
Guaranteed Loans that exceeds $4,000,000, and the amounts of the guarantees
provided to the lenders must be alloca
the guarantees does not exceed $4,000,000. Additionally, any lender providing
CITY
Guaranteed Loans must agree to notify the in the event of a default by
SHINECITY
and provide at least 30 days for the to cure such default. If a
lender making a Guaranteed Loan declares such loan to be in default, such
default is not cured, the lender requires that the Guaranteed Loan be paid in full,
CITY
and the is required to satisfy its obligations on its guarantee, the lender
SHINE
will assign any collateral rights it has to the assets of under the
CITY
Guaranteed Loan to the up to the amount of thesatisfaction of
SHINECITY
such obligations. must also agree to reimburse for any amounts
CITYSHINE
advanced by to
below).
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 5 of 32
CITYSHINE
E.The overall Development Incentive Package to , not including the
Four Million and 00/100 Dollars ($4,000,000) private loan guarantees, is intended to be in the
amount of Four Million Nine Hundred Seventy Four Thousand Two Hundred Eighty Six and
00/100 Dollars ($4,974,286) comprised of and to be used solely for the land acquisition purchase
price ($1,531,824), public utility costs ($343,636), storm water assessments or other purposes
related to the Facility ($578,000), site development and equipment acquisition costs ($1,500,000),
plus all Debt Service, Project, and Project Plan-related costs, fees, expenses, and disbursements by
CITYAGREEMENT
the provided in this (approximately $1,020,826). These amounts and
SHINECITY
incentives shall each be repaid by to the in the manner, amounts, and time(s) set
SHINE
forth herein. The incentives and loans shall act as the consideration. shall use the
FACILITYPROPERTY
loans, incentives, , and solely for these industrial site development
.
purposes
II. DESCRIPTION OF THE PROPERTY
PROPERTY CITY
The shall be located at 4021 US Highway 51 S. in the , currently in the
Town of Rock, County of Rock, State of Wisconsin, in major part previously owned by one Arthur
SHINE
T. Donaldson, but at the time of annexation and subsequent conveyance to shall be owned
CITY
in fee simple by the which currently holds and has recently exercised a certain Option to
PROPERTYCITY
Purchase to acquire the from the owner. The plans to and shall annex the
CITY
Eighty Four (84) acre parcel of real property currently located in the Town of Rock into the
PROPERTY
and amend the boundaries of existing T.I.F. District No. 35 to include the within
SHINE
. See Exhibit A,which is incorporated
PROPERTY
herein by reference as if fully set forth verbatim. This parcel constitutes the . The
CITY
will use reasonable efforts to work with the State of Wisconsin Department of Transportation
PROPERTY
to obtain the rights to appropriate direct access from the to a main road prior to
PROPERTYSHINE SHINE
conveyance of the to (with any construction costs to be borne by ),
and to provide that such access will run with the land.
III. PURPOSE OF AGREEMENT
PROPERTY
A.The described shall be located within City of Janesville T.I.F. District
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 6 of 32
SHINE
No. 35, and is intended to be used by solely as part of an overall economic and industrial
CITY
development project in the for the construction of an approximately Thirty Five Thousand
FACILITY
square foot (35,000 sq. ft.) with taxable assessed value for all times pertinent during
AGREEMENT
the term of this in an amount of at least Twenty Five Million and 00/100 Dollars
FACILITY.
($25,000,000) which shall be attributed to and flow from the (See also Section IV. O.
12. below). This project will provide, foster, and encourage economic development; industrial
development; additional employment opportunity; enhance the health, welfare, good, and benefit of
CITYCITY
and to the ; and add significantly to the best interests of the , its residents, taxpayers,
and other businesses.
SHINE
B.To these legitimate ends and public purposes, hereby enters into this
AGREEMENT CITY
with the in order to construct for itself an estimated Thirty Five Thousand
FACILITY CITY
square feet (35,000 sq. ft.) consistent with such overall and particular plans and
AGREEMENT
requirements set forth in this , and in such manner as shall produce revenues to the
CITYCITY
through repayment of certain loans, loan incentives, other incentives, Debt Service,
and related Project and Project Plan costs, fees, expenses from the improvements, increased
equalized value of real and personal property, real and personal property tax payments, increased
tax increment payments, and/or tax equivalency payments sufficient and required under this
AGREEMENTCITY
to repay those certain T.I.F. expenditures and related costs, fees, and
AGREEMENT
expenses within T.I.F. District No. 35 addressed in this . Said arrangement is to
SHINE'sAGREEMENT
benefit, as the T.I.F. taxation mechanism, terms of this , and related
SHINE
business factors and promises set forth herein evince. Both parties acknowledge that and
CITYFACILITY
the have agreed that the must and shall fully and timely meet the design
CITYAGREEMENT
standards of the in effect at the time that this is executed, which are attached
and incorporated by reference hereto as Exhibit B.
AGREEMENT
C.By approving and entering into this , the governing body of the
CITYAGREEMENT
finds that the and project are each in the best interest of and benefit to the
CITY
.
AGREEMENT
D.The further purpose of this is to facilitate the construction and
FACILITY PROPERTY
operation of the upon the in the manner, time, nature, and kind set forth
AGREEMENT
in this and which shall create, retain, and maintain not less than the additional full-
CITYSHINEAGREEMENT
time and part-time jobs in the as set forth and promised by in this
CITYSHINE
(and any permitted successors or assigns of ) during the entire Term (as defined
AGREEMENT,
below) of this and any renewals and/or extensions hereof. This purpose shall
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 7 of 32
CITY
more than adequately meet and greatly facilitate the intent and goals of the and its land use,
industrial development, economic development, Project Plan (as amended), and development plans
for T.I.F. District No. 35, and related public benefit and welfare purposes.
SHINECITY
E. acknowledges that the is only able to reimburse certain development
PROPERTY
costs and/or to make certain incentives upon and/or for the benefit of the through the
T.I.F. District No. 35 Project Plan and expenditures, as amended, pursuant to applicable Wisconsin
CITY
laws and statutes that enable the to receive and utilize specially designated and directed
future real and personal property tax revenues, tax increments, and/or tax equivalency payments
PROPERTY
from the owner of the as generated by the taxable assessed real and personal property
PROPERTY FACILITY
value of and upon theand thereon, which increase the overall equalized
CITY
value of T.I.F. District No. 35. Further, by law, the must use such increased incremental tax
revenues generated by such development project(s) located within T.I.F. District No. 35 to repay its
T.I.F. District development costs, incentives, borrowings, debt service, and related Project and
representations, and promised performance in the manner set forth herein, neither party would enter
AGREEMENT
into this . Each party relied and relies upon such representations, promises, and
agreements of theother party.
IV. THE AGREEMENT
CITYSHINE
A.Part One: Storm Water Forgivable Loan. The shall loan to , and
SHINECITY,
shall repay to the the amount of Five Hundred Seventy Eight Thousand and 00/100
CITYSHINE
Dollars ($578,000) which shall be a stand-alone forgivable direct loan from the to
SHINECITY
that shall be repayable by to the over a period of ten (10) years commencing one (1)
CITYSHINEFACILITY
year after the issues a final certificate of occupancy to for the and shall
carry an interest rate of zero percent (0%) per annum, the terms of which are set forth in attached
SHINECITY
Exhibit C. For each year that creates and maintains in the the minimum new full-
th
time employment described more fully below and in Exhibit C, one tenth (1/10) of the Storm
CITY
Water Forgivable Loan shall be forgiven by the . This loan is part of the incentive
SHINESHINE
package to and shall be outside of and in addition to, but may be repaid by to the
CITY
as part of, the below described tax, tax increment, tax equivalency, and/or other payment(s)
SHINECITY. SHINE,
from to the At the option of this Storm Water Forgivable Loan may either
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 8 of 32
be used to pay the land division assessment for storm water purposes, currently estimated at
OR FACILITY.
$578,000, it may be used for construction of the and/or acquisition of equipment
SHINE FACILITY
If elects to use the Storm Water Forgivable Loan for construction of the and/or
, SHINE
acquisition of equipmentthen will be required to pay the land division assessment for
FACILITY
storm water purposes at the time land division occurs or when construction of the
SHINE CITY
commences, whichever occurs first. shall also be required to grant the a security
interest on any equipment purchased with the monies until such time as the land division assessment
CITYSHINE
is fully paid or forgiven by the . The release and distribution to of the
SHINECITY
$578,000 loan proceeds shall occur within thirty (30) days after provides to the
reasonable evidence of: (a) the Morgridge Institute for Research (MIR) notice of phase IB award
accelerator reliability testing at Phoenix Nuclear Labs, LLC.
CITY
B. Part Two: Property Site Development Forgivable Loan. The shall loan to
SHINESHINE CITY
, and shall repay to the, the amount of One Million Five Hundred Thousand
CITYSHINE
and 00/100 Dollars ($1,500,000) as a stand-alone forgivable direct loan from the to
SHINECITY
that also shall be repaid by to the over a period of ten (10) years with 0% interest
CITYSHINE
commencing one (1) year after the issues a final certificate of occupancy to for the
FACILITY.
See attached Exhibit D, which is incorporated herein. If any portion of the Property
Site Development Forgivable Loan is used to purchase Equipment, then the Equipment shall be
SHINECITY
used as security for that Loan until the Loan is fully paid by or forgiven by ,
whichever occurs earlier. While the Equipment is used as security for the Loan, it shall remain in
SHINE
the sole ownership ofor its permitted successors and assigns, and shall remain in the
FACILITY
for ten years or the useful life of the Equipment, whichever occurs first. If the
Equipment has a useful life of less than ten years, the parties shall agree on alternate security for the
SHINE
remaining payments due on the Loan. For each year that creates and maintains in the
th
CITY
the minimum new full-time employment described more fully below, one tenth (1/10) of
CITY
the Property Site Development Forgivable Loan shall be forgiven by the . This loan is part
SHINE
of the incentive package to and shall be outside of and in addition to, but may be
SHINECITY
repaid by to the as part of, the below described combined tax, tax increment, tax
SHINECITY.
equivalency, and/or other payment(s) from to the
C. Part Three: This incentive is the sale and conveyance in fee simple to
SHINE
of the approximately Eighty Four (84) acres of industrial land (currently used for certain
agricultural purposes) valued at One Million Five Hundred Thirty One Thousand Eight Hundred
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 9 of 32
SHINECITY
Twenty Four and 00/100 Dollars ($1,531,824) to be repaid by to the over a ten (10)
year period, at 0% interest, under the tax, tax increment, and/or tax equivalent payment methods
more fully described below. The conveyance document will include deed covenants providing
SHINEPROPERTYCITY
notice that must reconvey the to the if it does not begin construction
SHINE
on or before the Required Start Date (as defined below) or should abandon its efforts to
construct the Facility prior to the Required Start Date, such reconveyance to be free and clear of any
CITY
liens other than the mortgage granted to the described below. These rights and obligations of
SHINESHINE
under this Agreement will run with the land. further agrees that it will grant to
CITYPROPERTYCITY
a mortgage on the , which the agrees will be subordinate only to any
FACILITY, CITY
for the and will enter such agreements with the Construction Lender(s) as may
CITY CITY
be necessary to subordinate the The mortgage granted to the at closing
SHINESHINE
will secure all of
obligations to pay or repay the Tax Equivalency Payment, the Storm Water Forgiveable Loan, the
CITY
Property Site Development Loan and any monies advanced on guarantees of Guaranteed
Loans.
CITY
D. Part Four shall consist of the incentive arising from the extending Water and
PROPERTY
Wastewater Utilities to the at a cost estimated at Three Hundred Forty Three
Thousand Six Hundred Thirty Six and 00/100 Dollars ($343,636). This amount shall be repaid by
SHINECITY
to the under the tax, tax increment, and/or tax equivalent payment methodology set
CITY
forth below commencing one (1) year after the issues a final certificate of occupancy to
SHINEFACILITY
for the .
CITY
E. Part Five: This incentive shall be a guarantee of Guaranteed Loan(s) to be
SHINESOLELY FACILITY
spent and used by for construction of the and/or acquisition of
SHINE). CITY
Equipment. It shall be the responsibility of to secure the Guaranteed Loan(sThe
guarantee or guarantees of Guaranteed Loans shall be limited to the lesser of (i) an aggregate
amount of principal, interest and any other amounts due the lender that is less than or equal to Four
CITY
Million and 00/100 Dollars ($4,000,000) (in no event shall the be liable to pay more than
$4,000,000 on such guarantee(s)) or (ii) a percentage of the amount due to a lender on the
Guaranteed Loan(s), the numerator being $4 million, the denominator being the amount loaned to
SHINESHINE
pursuant to such Guaranteed Loan(s). If obtains Guaranteed Loans from more
CITY
than one lender, the
CITYCITY
the in no event exceed $4,000,000. The
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 10 of 32
years after the closing of the Guaranteed Loan or December 31, 2024, whichever occurs earlier. The
CITY
lender of Guaranteed Loans must also agree with to (i) obtain a first priority collateral
interest in the Facility or Equipment acquired with the proceeds of the Guaranteed Loans
CITY
requiring the to satisfy its obligations on the guarantee, or to assign all of its rights to that
portion of the Collateral equaling the amount of the outstanding guarantee obligations at the time of
CITYCITY
the default to the upon the antee.
SHINECITY
hereby agrees to repay any amounts advanced on the guarantees of Guaranteed
SHINE
Loans. shall require that the lender(s) of each of these Guaranteed Loans shall, in the event
SHINE CITY
of default by on the loan(s): (a) provide the with written notice of default at the same
SHINESHINE
time as it provides such notice to ; and (b) provide with an opportunity to cure such
default of not less than thirty (30) days, to the extent such default is curable. Such notice and cure
SHINE
provisions shall be in addition to all other default remedy options available to under the
Guaranteed Loans.
SHINE,CITY
F. In conjunction with providing the above incentives to the will incur
various borrowing costs, interest costs, interfund borrowing costs, debt service, and related
SHINECITY
Eight Hundred Twenty Six and 00/100 Dollars ($1,020,826) to be repaid by to the
over a ten (10) year period, at 0% interest, under the tax, tax increment, and/or tax equivalent
payment methods more fully described below.
SHINE,
G. The Property Site Development Forgivable Loan distributions to
and the $4,000,000 aggregate principal and interest private loan guarantees are each further
SHINE
contingent and conditioned upon
CITY
issued a construction permit, (3) providing
FACILITY
with a plan for off-site storage of all -
Section 11 the Atomic Energy Act, as revised, and as further defined by regulations issued by the
FACILITYSHINE
NRC) at a place so that on-site storage of such byproduct material by never
exceeds the shorter of five (5) years OR such lesser time as is consistent with (a) reasonable cost of
SHINE
removal and (b) regulatory requirements, and has agreed to follow such plan; and (4)
Issuance of a building permit by the City of Janesville, Department of Community and Economic
FACILITY
Development. The byproduct material. produced at and/or by the and/or upon the
PROPERTYSHINE
shall be permanently removed and stored off-site under the plan. This plan
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 11 of 32
will be independently reviewed and approved as to feasibility, reasonableness, and removal from
site by a qualified consultant mutually agreed to by the parties, with costs of such consultant shared
equally by the parties .
CITY
H. Within thirty days after satisfaction of the Benchmarks, the will disburse the
Property Site Development Forgivable Loan and provide the guarantee(s) of Guaranteed Loan(s).
I. Depending upon the currently projected Federal environmental review timeline,
SHINE
these Benchmarks set forth in Subsection G above are expected to be achieved by between
July 2012 and October 2014.
CITY
J. The Common Council of the , on December 22, 2011, in open session during a
C
Special Meeting, lawfully authorized the exercise of the Option to Purchase the
PROPERTYCITY
from the current owner. The , therefore, may now close upon its purchase of
PROPERTYSHINECITYSHINE,
the . At such time as may determine, the shall convey to in
PROPERTY
fee simple, the approximately Eighty Four (84) acre valued at approximately
Eighteen Thousand Two Hundred Thirty Six and 00/100 Dollars ($18,236) per acre (land purchase
price calculated as Eighteen Thousand and 00/100 Dollars ($18,000) per acre plus agricultural
transfer fee in the amount of Two Hundred Thirty Six and 00/100 Dollars ($236) per acre, adjusted
SHINE
for 2010 (latest rate) for One Dollar ($1.00) plus the other good and valuable consideration,
SHINECITY
tax increment and tax increment equivalent payments to the as promised in this
AGREEMENT
, no warranties and subject to all of the Design Standards, Deed Covenants and
AGREEMENT
Restrictions, and other encumbrances and restrictions set forth in this and any
attachments hereto; customary restrictions for utilities serving the property; recorded easements;
land use and zoning laws and ordinances; and other matters of record.
K. The closing upon the purchase of the site is expected to occur in February
SHINE, SHINE
2012 and will be sold and conveyed to on the condition that must commence
FACILITY
substantial and meaningful construction of the towards full completion within either
PROPERTYSHINE
(i) five (5) years of the closing of the conveyance of the to , if
SHINE
is not actively pursuing obtaining all regulatory approvals necessary to construct the
FACILITY
at the conclusion of such five-year period, or (ii) up to seven (7) years after the closing
CITYPROPERTYSHINESHINE
of the to , as long as continues to actively
FACILITY
pursue obtaining all regulatory approvals necessary to construct the
CITY
reasonably determines that substantial construction by the Required
CITYAGREEMENT
Start Date, the may terminate the as set forth in V.E.2., and fee simple title
PROPERTYCITY
to the shall be returned to the .
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 12 of 32
CITY
L. Total out-of-pocket purchase and development cost incentives equals Four
Million Nine Hundred Seventy Four Thousand Two Hundred Eighty Six and 00/100 Dollars
CITY
M. Costs associated with the guarantee of up to $4,000,000 of Guaranteed Loans
SHINE
are estimated at Fifteen Thousand and 00/100 Dollars ($15,000) for legal services. shall
promptly provide such proof of compliance with any use requirements related to the Guaranteed
Loan(s) guarantee(s), Storm Water Forgivable Loan, and Property Site Development Forgivable
CITY
Loan as the and/or City Administration may, from time to time, reasonably request and/or
require.
CITY
N. The will complete the following by February 28, 2012:
PROPERTY
1.Purchase of the from the current owner.
CITY
2.Annexation of the 84 acres into the .
3.Amendment of the boundaries of existing T.I.F. District No. 35 to include the
entire 84 acre parcel.
CITY SHINE
The agrees to provide reasonable pre-conveyance site access tofor the purposes of
CITY
additional survey work or environmental investigations as may be required, after the acquires
PROPERTY
the .
SHINE
O. hereby agrees that it shall:
1.Prior to the start of any construction, foundation work, or installation of any
PROPERTY
structure or other improvement upon the , seek and obtain approval
fromthe City Site Plan Review Coordinator of the Site Plan and exterior
appearance of every structure, improvement, and implementation proposed by
SHINE PROPERTY.
upon and/or for the
FACILITY
2.Begin construction of the on or before the Required Start Date and
use its best efforts to fully complete or cause to be fully completed construction
FACILITYPROPERTY,
of the upon the and obtain or cause to be obtained a
FACILITY PROPERTY
Final Certificate of Occupancy for the upon the from
the City of Janesville Building Services Division within the Community
Development Department reasonably promptly after beginning construction
AGREEMENT
3.Create and maintain during all times pertinent to this the below
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 13 of 32
specified and described full time equivalent positions (2,080 hours) employed at
FACILITYPROPERTY
the located upon the and/or other location(s) within
CITY, .
the as describedfurther in Exhibits C and DFor the purposes of this sub-
SHINE
section, the employment level shall be as reported by to the Wisconsin
Department of Workforce Development for unemployment compensation
st
purposes on December 31.
FACILITY
a.Within one (1) year from the construction completion date, the
equivalent of fifty (50) full time positions.
FACILITY
b.Within two (2) years from the construction completion date, the
equivalent of one hundred (100) full time positions.
FACILITY
c.Within five (5) years from the construction completion date, the
equivalent of one hundred twenty-five (125) full time positions.
FACILITY
4.Construct any and all buildings, structures, , and other
PROPERTY
improvement(s) of whatsoever kind or nature upon the fully and
SHINE,CITY
solely at the expense of at no cost or expense whatsoever to the
AGREEMENT
except as set forth in this , and in compliance and in conformity
with:
CITY
a. relevant approvals and permits granted and/or issued by the under the
zoning, building, and architectural review ordinances pertaining
thereto; and
CITY
b. each and every applicable , Federal, state, county and other ordinance,
directive, statute, code, regulation and law in effect at the time applicable
under law.
SHINE's
5. Arrange, solely at cost, for the installation, connection, and lateral
extension of water, sewer, storm drainage, natural gas, and underground
FACILITY,
electrical utilities from thestreet right-of-way to theof any costs
that would exceed the Property Site Development Forgivable Loan incentive of
One Million Five Hundred Thousand and 00/100 Dollars ($1,500,000), as
described above.
FACILITY PROPERTY,
6. Fully complete construction of the upon the which
shall increase and maintain a real and personal property equalized assessed
PROPERTY
valuation of the of at least Twenty Five Million and 00/100 Dollars
($25,000,000).
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 14 of 32
CITY
a. The intends to incur direct and indirect T.I.F. District No. 35 costs
CITY
and related expenditures plus interest thereon which the expects to
be repaid from tax payments, tax increment payments, tax equivalency
SHINE
payments, and/or other payments by from construction
FACILITY
and operation of the located within T.I.F. District No. 35.
AGREEMENT
b. For purposes of this , the parties agree that the share of
PROPERTY
such costs and related expenditures applicable to the shall
CITY
include incentive package Parts One, Two, Three, and Four,
CITY
described above.Total incentive package is valued at: Four
Million Nine Hundred Seventy Four Thousand Two Hundred Eighty Six
and 00/100 Dollars ($4,974,286).
CITY
7. Guarantee that the -
Four Million Nine Hundred Seventy Four Thousand Two Hundred Eighty Six
and 00/100 Dollars ($4,974,286). Beginning with the tax year following full
completion of the construction and issuance of the final occupancy
CITYeach year
certificate therefore by the and for thereafter until the
SHINE
Property Break-Even Amount is satisfied in full, , its successors and
CITY
assigns shall annually pay to the the higher of:
a.the actual real and personal property taxes and/or tax increments but both
SHINEPROPERTY FACILITY
solely under the TIF paid by for the and
net of any State of Wisconsin property tax credits that are actually realized,
CITY
obtained, paid to, and kept by the , if such amount equals or exceeds
$583,282; or
b.the total of: (1) that portion of real and personal property taxes levied upon
PROPERTY FACILITY SHINE,
the andand paid by net of any State of
Wisconsin property tax credits, that are actually realized, obtained, paid to
CITYandSHINE
and kept by the , (2) an additional payment from to the
CITY
CITY
receives a total of not less than Five Hundred Eighty Three Thousand
SHINE
Two Hundred Eighty Two and 00/100 ($583,282) annually from
an assessed value of Twenty Five Million Dollars ($25,000,000) for the
PROPERTYFACILITY,
and to be created and maintained during the life
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 15 of 32
AGREEMENT
of this , multiplied by the average equalized tax mill rate for
the previous ten (10) years of January 1, 2002, through and including January
NOTWITHSTANDING
1, 2012. any actual equalized or other mill rate, tax
SHINE
levy, or equalized or other assessed value(s) in the future, (and its
authorized successors and assigns) agrees that it shall pay the Tax
CITY
Equivalency Payment to the each year that the amount received by the
CITY
under section IV.O.7.(a) does not equal or exceed $583,282, until the
CITY
recoups the Property Break-Even Amount.
SHINE
8. If is required to make a Tax Equivalency Payment in addition to the real
CITY
and personal property taxes and/or tax increments received by the for the
PROPERTY,
said additional Tax Equivalency Payment shall be due and
CITYSHINE (
payable directly to the , and and its permitted successors and
CITY
assigns) agrees to and shall make such payment(s) directly to the , at the
same time each year that the real and personal property taxes for the
PROPERTY
become due and payable without penalty. Time is of the essence in
this regard as it is for all other payments, repayments, and performance by
SHINE.
SHINE's
9. The purpose for such tax, tax increment, and/or Tax Equivalency
Payments, and the primary purpose, intent, and goal of Section IV.O. 7 and 8., is
CITY
to guarantee that the fully recovers all of its incentives, incentive
payments, related loans, and Project and Project Plan, as amended, costs, fees,
expenses, Debt Service, and other payments, and its proportionate share of T.I.F.
SHINE
District No. 35 expenditures from within the recovery time period
AGREEMENT,
provided by this but never to exceed the time permitted by law,
PROPERTY,
regardless of the actual market or assessed value of the the real
and personal property tax mill rate, or the tax or tax increment payments for any
FACILITYPROPERTY
or all years after the construction of the upon the by
SHINESHINE's
. The further intent and goal hereof is and each of its
CITY
additional Tax Equivalency Payments and other payments to the in the
SHINE
event that , for whatsoever reason(s) without limitation, fails to provide
PROPERTY
improvements to the that result in an assessed value for the
PROPERTY
of $25,000,000 or more, which improvements in and of themselves
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 16 of 32
jointly or severally would be expected to generate sufficient actual and/or
SHINE's
assessed value so as to enable fulfillment of the stand-alone and
CITY
separate minimum agreed payments to the required by Sections IV.O. 7
SHINEAGREEMENT.
and 8. and other related promises set forth in the
AGREEMENT
10. Notwithstanding anything set forth in this to the contrary,
AGREEMENT
the express intent of the parties to this is that tax, tax
increment, and Tax Equivalency Payment and other repayments promised by
SHINE
herein for the Property Site Development Forgivable Loan and the Storm
CITYSHINE
Water Forgivable Loan from the to stand alone, are not
interdependent, and are not conditioned upon the real and personal property
PROPERTYFACILITY
assessed value for the and being at least $25,000,000.
PROPERTYFACILITY
a. Assessment of the value of the , , and
EQUIPMENT,
for tax purposes as manufacturing real and personal property,
under current Wisconsin law and practice, is performed by the State of
Wisconsin Department of Revenue (WDOR) and, therefore, outside the
SHINECITY.
management or control of both and the
ing manufacturing
AGREEMENT
property, in the event that for any year during the term of this
PROPERTY
the combined real and personal property tax assessments for the ,
FACILITY
, and Equipment is less than the $25,000,000 aggregate value,
SHINE
has agreed to annually make a combined tax, tax increment, Tax
Equivalency Payments and other payments in an amount of not less than
CITY,
$583,282 to the as set forth in Section IV. O. 7.
c. In essence, therefore, the parties acknowledge and intend that the tax, tax
CITY
increment, and Tax Equivalency Payments to the under Section IV.O.7.
CITYSHINE
constitute a separate and distinct promise to the by .
11. In addition to the tax, tax increment and tax equivalency payments, on an annual
basis, SHINEshall pay annual debt service payments for the following loans:
a.Storm Water Forgivable Loan = Five Hundred Seventy Eight Thousand and
00/100 Dollars ($578,000), for a ten (10) year term at 0 % interest = Fifty
Seven Thousand Eight Hundred and 00/100 Dollars ($57,800) per year until
th
SHINECITY
paid in full by to the or is otherwise forgiven in 1/10
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 17 of 32
increments as discussed more fully above and in Exhibit C. Unless forgiven,
each $57,800 annual installment payment for this purpose is due and payable
SHINECITY
by to the annually.
b.Property Site Development Forgivable Loan of One Million Five Hundred
Thousand and 00/100 Dollars ($1,500,000) for a ten (10) year term at 0 %
interest = One Hundred Fifty Thousand and 00/100 Dollars ($150,000) per
SHINECITY
year until paid in full by to the or is otherwise forgiven in
th
1/10 increments as discussed more fully above and in Exhibit D. Unless
forgiven, each $150,000 annual installment payment for this purpose is due
SHINECITY
and payable by to the annually.
PROPERTYFACILITY
P. For this , and project, and for all future real estate and
project expansions that either stand alone or are part of an existing project or facility, and/or the
CITYSHINE
expansion of an existing facility within the , agrees to and shall fully, timely, and
CITY
successfully satisfy and meet all Industrial Park Deed Restrictions, a copy of which is
AGREEMENT
included in this as Exhibit B. This includes, but is not limited to, fully, timely, and
successfully satisfying the non-metallic materials on the exterior side of the building facing a street
or Interstate Highway requirements as set forth in the Industrial Park Deed Restrictions.
AGREEMENTSHINE
Q. During the Term of this , may not sell or conveyed any part,
PROPERTY
portion or whole of the to any person, firm, corporation, partnership, association,
joint or other venture, or other entity of whatsoever kind or nature ("Person"), who/which would not
be legally or otherwise required to pay tax, tax increment or tax equivalency payments agreed to be
SHINECITY
paid pursuant to Section IV.O.7.; except that if (i) pays the the Property Break Even
Amount less the aggregate actual property tax and Tax Equivalency Payments previously paid by
SHINECITYPROPERTY
to the for the in T.I.F. No. 35., and less all unearned interest or
CITY
unexpended financing charges included in the Property Break-Even Amount for the
PROPERTYSHINE CITY
as of the date of such payment by to the , (ii) reimburses the City for
any payments made by the City pursuant to any City guarantee of Guaranteed Loan(s); and (iii)
SHINE
obtains a release of all future obligations under the City guarantee(s) of Guaranteed Loans,
PROPERTY
may sell and convey the without the prior approval. Any other sale or
PROPERTYSHINE
conveyance of the is permitted only if complies with the assignment
SHINE
provisions set forth in Section V.I below. Notwithstanding the foregoing provisions, shall
PROPERTY
have the right to mortgage the with a first priority lien to the lender(s) of its choice, to
secure one or more construction loans for the project provided for herein as well as any subsequent
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 18 of 32
refinancing thereof.
SHINE'sAGREEMENT
R. obligation to perform under this is subject to and
SHINE
contingent upon obtaining, prior to initiating construction:
1. All required approvals, including signage and exterior appearance, by all
governmental agencies necessary for the design and construction of the
FACILITYSHINEPROPERTY
by on the on terms and conditions satisfactory
SHINE.
to
2. Commitments for construction financing and permanent project financing for the
FACILITYSHINE PROPERTY
to be constructed by on the on terms and
SHINE.
conditions satisfactory to
PROPERTYCITY
3. Ownership of the in fee simple from the with access
requirements and acceptable easements and restrictions, including rights to
obtain access to a major road or highway.
4. Determining, in s sole discretion, that the project is still a viable
business.
SHINECITY
S. shall provide to the such written notice of the termination of this
AGREEMENT
or waiver(s) and/or proofs of satisfaction of the above contingencies acceptable to the
CITYFACILITYPROPERTY.
one week prior to the issuance of a building permit for the on the
Such proofs of satisfaction may be redacted to delete sensitive information.
CITY'sAGREEMENT
T. The obligation to perform under this is further contingent upon
each and every of the following:
CITY's
1.Thetimelyreceipt of any and all waivers and satisfactions of contingencies
SHINEAGREEMENT SHINE
required of under this (including but limited to
contingencies under Section IV. R. above); and
CITY
2.Approval by the Common Council of the of an amendment to the boundary of
PROPERTY.
existing T.I.F. District No. 35 to include the Such amendment to the
boundary of T.I.F District No. 35 is expected to occur by the end of February, 2012.
SHINEAGREEMENTCITY
U. shall have the right from the date of this to pay to the (i)
the sum of Four Million Nine Hundred Seventy Four Thousand Two Hundred Eighty Six and 00/100
Dollars ($4,974,286) less the aggregate actual property tax and tax equivalent payments previously paid
SHINECITYPROPERTY
by to the for the in T.I.F. No. 35., and less all unearned interest or
CITY
unexpended financing charges included in the Property Break-Even Amount for the
PROPERTYSHINE CITY;
as of the date of such payment by to the plus (ii) any sums paid by the
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 19 of 32
SHINE
City pursuant to guarantees of Guaranteed Loans. In the event that exercises this alternative
CITY,
and pays such sums to the and obtains a release of any City guarantees of Guaranteed Loans,
SHINE
then and only then shall no longer be required to make Tax Equivalency Payments as set forth
AGREEMENT
in Section IV.O. 7. of this . This payment, however, would not waive or modify any
SHINECITY
annual or other loan and/or debt service payments by to the that remain outstanding for
the Property Site Development Forgivable Loan or Storm Water Forgivable Loan. Further, upon the
making of such alternative payment, the covenants and restrictions as contained in Section IV. Q. shall
be deemed null and void and of no further force or effect.
V. OTHER PROVISIONS
AGREEMENT
A. Time is of the essence as to the performance of this and each
obligation herein. In the event that either Party is delayed for any reason in performing any of its
AGREEMENT
promises as set forth in this , all dates shall be extended for a reasonable period not
to exceed thirty (30) days.
CITY
B. The warrants and represents that the Common Council for the City of
Janesville has lawfully authorized this transaction and has otherwise authorized the City Manager
and/or the City Administration to take such steps, enter into negotiations, and draft, prepare,
execute, file and/or record this and related agreements, documents, forms and other papers as the
City Manager may, from time to time, determine necessary and/or desirable to consummate and/or
AGREEMENT
effectuate the transaction(s) set forth in, and intent and purposes of, this .
SHINECITYSHINE
C. acknowledges that has informed of Wisconsin Statutes ss.
66.1105(6c), which requires any for-profit entity that operates within a T.I.F. district for which the
CITY
has incurred T.I.F. district costs, to notify the Department of Workforce Development and
the local private industry council of any position to be filled for a period of one year from the
payment of such project costs.
CITY
D. 1. The shall provide to SHINE at or before closing certified photocopies of
all necessary Common Council resolution(s) and/or minutes evincing said
authorizations in a form suitable for filing with the Rock County Register of
Deeds.
obtainAGREEMENT
2. The word "" as it appears throughout this as it pertains to
required performances by SHINE means that SHINE shall:
a. Seek to acquire such approval or permission as is required in this
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 20 of 32
AGREEMENT
and that granting such authority or permission is
CITY
discretionary and not mandatory on the part of the or any of its boards,
commissions, bodies, or officials;
b. Receive such discretionary authority or permission as necessary prior to any
CITY
further obligation on the part of the .
E. 1. The term of this Agreement commences as of the date set forth below and
SHINE
continues until the last repayment by or its permitted successors or
CITY
assigns has been made for any loan, guarantee or incentive from the
with the terms of this Agreement, or amended in writing signed by both Parties.
FACILITYAGREEMENT
2. Prior to the start of construction of the , this may
CITY
be terminated by the if one or more of the contingencies set forth in IV.K.
AGREEMENT
or IV. U. have not occurred or been met. This may be
SHINEFACILITY
terminated by prior to the start of construction of the if one
or more of the contingencies or factors set forth in IV. R. have not occurred or
been met. The party exercising such right of early termination shall provide
prompt written notice to the other party. Upon early termination pursuant to this
subsection E.2., neither party shall have any further rights against the other
SHINECITY
hereunder, except for prompt conveyance in fee simple by to the
PROPERTYSHINE
of the from and repayment within thirty (30) days of
CITY
outstanding amounts owed on any funds loaned or granted by the under
AGREEMENT
the terms of this . Each party shall bear all other costs or
expenses incurred by it as a result of entering into or terminating this
AGREEMENT
.
AGREEMENT
3. Either party may terminate this immediately if the other party:
(a) commits a curable material breach or default of an obligation under this
AGREEMENT
that is not remedied within thirty days after the nonbreaching
party provides written notice thereof; (b) commits a noncurable material breach
AGREEMENT
or default of an obligation under this ; or (c) files for
bankruptcy, becomes insolvent, or becomes an involuntary participant in a
bankruptcy proceeding, if such involuntary proceedings are not dismissed
within 60 days after commencement.
SHINE
4. Notwithstanding the foregoing, the parties agree that, should fail to
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 21 of 32
maintain the minimum employment levels specified in Section IV.O.3 and
Exhibits C and D in any given year, the s sole remedy for such failure
shall be the right to withhold forgiveness of payments due under the Property
Site Development Forgivable Loan and/or the Storm Water Forgivable Loan for
that year in which the minimum employment levels were not maintained by
SHINE
.
SHINE
5. The parties further agree that failure of at any time pertinent to this
AGREEMENTFACILITY
to construct a that realizes a taxable assessed value
of any amount less than Twenty-Five Million and 00/100 Dollars ($25,000,000)
AGREEMENT
shall not be considered a breach of this . Notwithstanding the
SHINE
foregoing, failure by to pay the Tax Equivalency Payment to the City
AGREEMENT
required by Section IV.O.7 shall constitute a breach of the .
F. Neither party makes any warranty or representation except as expressly set forth
herein.
SHINE
G. The parties agree to execute and deliver such other documents as counsel for
AGREEMENT
may reasonably request to consummate the transaction contemplated herein. This
and all exhibits attached hereto (which the parties agree shall also act as the promissory note)
constitutes the entire agreement between the parties and no modification shall be binding unless
amended and agreed to in writing and signed by the affected parties. In the event of a conflict
AGREEMENT
between the language contained in this and the language contained in any other
AGREEMENT
document, this shall control.
SHINE
H. , by signing below, acknowledges having read, fully understanding, and
AGREEMENT
having personally received a copy of this .
AGREEMENTSHINE
I. This cannot be assigned by , its permitted successors and
assigns to any person or entity that would be exempt from property taxes under section 70.11 of the
Wisconsin Statutes (2009--
which would otherwise have no legal obligation to pay real or personal property taxes or the Tax
SHINE
Equivalency Payment. This Agreement may not be assigned by to other persons or entities
CITY
without the prior written consent of the which consent shall not be unreasonably withheld,
SHINE
except that may assign the Agreement to a third
collateral assignment or pursuant to a bona fide plan of merger or a sale of substantially all of the
SHINESHINE
assets of , and (ii) the Assignee assumes all of the obligations of under this
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 22 of 32
SHINE
Agreement and has net assets equal to at least twice the Guaranteed Total Payment. agrees
that it, its permitted successors and assigns will not merge with a Tax-Exempt Entity during the
term of this Agreement.
AGREEMENT
J. This is binding upon the parties hereto and each and every of their
respective successors and assigns.
AGREEMENTCITY
K. This creates no duty, obligation or responsibility in the or
any member of the City Class and extends no rights, privileges, causes of action or claims in any
AGREEMENT
third persons not a part to this .
AGREEMENT
L. This shall be interpreted and construed in accordance with the laws
of Wisconsin in which the Premises are located.
M. No modification, amendment, waiver, or release of any provisions of this
AGREEMENT
or of any right, obligation, claim or cause of action arising hereunder shall be valid
or binding for any purpose unless in writing and duly executed by both parties.
N. No part, portion, provision, promise, paragraph, obligation, term, or section of this
Agreement shall be deemed waived by reason of one party failing to enforce such breach at any
time or from time to time. Any such waiver must be in writing.
AGREEMENT
O. Any notice which is required in connection with this shall be
mailed, certified mail with return receipt requested, or delivered by nationally recognized overnight
CITY
carrier, or hand delivered, if to the :
Eric Levitt, City Manager
Municipal Building
18 North Jackson Street
Janesville, WI 53545
If to SHINE:
Dr. Gregory Piefer
Shine Medical Technologies, Inc.
2555 Industrial Drive
Monona, WI 53713
Person or place of notice may be changed from time to time by any party notifying the other
in writing duly served of the change.
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 23 of 32
This offer and AGREEMENT are hereby accepted. The warranties and representations
made herein survive the closing of this transaction. The undersigned hereby agrees to the terms,
contingencies, conditions and obligations set forth above, and acknowledges receipt of a copy of
this AGREEMENT.
Offered, agreed to, and entered into this _________ day of _________, 2012.
SHINE MEDICAL TECHNOLOGIES
By:
Dr. Gregory Piefer, CEO
State of Wisconsin )
) ss
________ County)
Subscribed to before me personally by ______________________
to me known to be the person who signed
above this ____ day of ____________ , 2012
_____________________________________________________
Notary Public
_______________ County,__________ _____________________
My commission: __________________ _____________________.
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 24 of 32
This offer and AGREEMENT are hereby accepted. The warranties and representations made
herein survive the closing of this transaction. The undersigned hereby agree to the terms,
contingencies, conditions, and obligations set forth, supra, and acknowledge receipt of a copy of
this AGREEMENT.
This _______day of __________________, 2012.
CITY OF JANESVILLE
By: _________________________________
Eric J. Levitt
City Manager
By: _________________________________
Jean A. Wulf
City Clerk-Treasurer
State of Wisconsin )
) ss
Rock County )
Subscribed to before me personally by Eric J. Levitt, City Manager, and Jean Ann Wulf,
City Clerk-Treasurer, to me known to be the same who signed above this ______ day of
__________________, 2012.
____________________________________________
Notary Public
Rock County, Wisconsin
My commission ______________________
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Page 25 of 32
EXHIBIT A
Map of the PROPERTY
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Page 26 of 32
Exhibit B
DESIGN STANDARDS/ DEED RESTRICTIONS
CITY OF JANESVILLE INDUSTRIAL PARKS
KNOW ALL PERSONS BY THESE PRESENTS: Whereas the City of Janesville, a
Wisconsin Municipal Corporation, is the Owner of record title to a certain lot in the County
of Rock, State of Wisconsin described in this Agreement and incorporated herein as if fully
set forth,
WHEREAS, the City of Janesville has undertaken to purchase a certain tract of land and
cause the same to be improved as an industrial park for the benefit of all subsequent Owners
of lots in said subdivision, and
WHEREAS, the above-described parcel lies within that tract of land which the City of
Janesville intends to improve as an industrial park;
NOW, THEREFORE, in consideration of the aforesaid, the undersigned, the City of
Janesville, as Owner of the previously-described land, does hereby declare that said parcel
shall be subject to, and the same parcel shall be conveyed to, the specific conditions and
restrictions contained herein:
1. Landscaping Plan
Each Owner shall submit a landscaping plan to the City of Janesville Site Plan
Review Coordinator. Before any landscaping is implemented and before any building upon
or use of the previously-described land is made, said landscaping plan must be approved by
the Site Plan Review Coordinator. However, if the Owner does not agree with the decision
of the Site Plan Review Coordinator, the Owner shall have the right to appeal the decision to
the Plan Commission of the City of Janesville. The Site Plan Review Coordinator and Plan
Commission shall review said plan with the consideration that the proposed landscaping
should:
(a) Assist in controlling noise;
(b) Provide adequate visibility for traffic;
(c) Provide proper shielding of parking lots or storage yards; and
(d) Be designed to make the area visually compatible with the surrounding
neighborhoods and to esthetically minimize any adverse impact of the industry upon the
neighboring community.
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Page 27 of 32
2. Architectural Review
Before any Owner is allowed to build upon the previously-described land, the
architectural plans for any and all such buildings must be reviewed and approved by the Site Plan
Review Coordinator. However, if the Owner does not agree with the decision of the Site Plan
Review Coordinator, the Owner shall have the right to appeal the decision to the Plan
Commission of the City of Janesville, whose decision shall be final. In reviewing such
architectural plans, the Site Plan Review Coordinator and the Plan Commission shall follow the
same design standards set forth in Paragraph 1 (d) and the following facade material standards.
The Site Plan Review Coordinator may modify the following standards to recognize the creative
and effective use of other design elements including but not limited to the use of line and form,
materials texture, color, roof pitch, detailing on the windows and other features, and building
placement on the site.
The exterior building facade fronting any street or Interstate Highway right-of-way
shall consist of, at a minimum, fifty (50%) percent non-metallic materials which could include
but not be limited to brick, stone, stone aggregates, wood, and glass. Of the required fifty
percent (50%) non-metallic materials, one-fifth (1/5th) may be satisfied with natural screening
materials including berming and living plant materials.
Any side yard facades which do not front on a public street shall consist of, at a
minimum, twenty (20%) percent non-metallic materials. The twenty percent (20%) non-metallic
materials requirement may be satisfied with natural screening materials including berming and
living plant materials.
Any side yard facades which front on a public street shall consist of, at a minimum,
twenty five percent (25%) non-metallic materials. The twenty five percent (25%) non-metallic
materials requirement may be satisfied with natural screening materials including berming and
living plant materials. Expandable end walls designed to allow for future building expansion
shall be exempted from this requirement, until the permanent end-wall is constructed.
If a building is to be constructed in phases, the front facade of each building phase shall
comply with this standard. For multi-story buildings, the facade area will be determined by the
following formula:
Facade Area =Number of floors X Height per floor X Length
Note: Height per floor shall be calculated at a maximum of 12'
For the purposes of this section, the area of natural screening materials shall be
calculated based on the profile area of the berm or living plant materials at the time of planting.
Berming shall not constitute more than one half of the natural screening unless approved by the
Site Plan Review Coordinator.
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Page 28 of 32
3. Front Setback
The required front setback area of the previously-described parcel shall not be used for
the parking of any automobiles, trucks, equipment, or for the storage of any materials
whatsoever. The required front setback area shall be devoted to planting and other landscaping,
with the sole exception of driveways and sidewalks that are necessary for ingress and egress. If
any Owner does not landscape, beautify, and maintain the front setback area, the installation and
maintenance of such landscaping may be undertaken by the City, and any and all reasonable
costs thereof shall be charged against the real estate, shall be a lien upon the real estate, and shall
be assessed and collected as a special tax.
4. Outside Storage
Outside storage is prohibited in the front yard setback areas of the previously-described
land. All outside storage areas must be screened from view from any public street. The type,
density, height, and width of screening to be used must first be approved by the Site Plan Review
Coordinator, unless appealed by the Owner to the Plan Commission. The decision of the Plan
Commission is final. If any Owner fails to so screen any outside storage on the parcel, the
planting, installation, and maintenance of such screening may be undertaken by the City, and any
and all reasonable costs thereof shall be charged against the real estate, shall be a lien upon the
real estate, and shall be assessed and collected as a special tax.
5. Parking
Parking is prohibited on all public streets within the industrial park area. Each Owner
is required to provide off-street parking for employees, clients, and visitors in accordance with
the zoning regulations. The surface(s) of all parking areas, driveways, and sidewalks for ingress
and egress shall be constructed with concrete or asphalt. All parking and storage areas must be
graded and drained to collect storm water on the site, and to convey the storm water to a
municipal storm sewer, if available.
Parking of any automobiles, trucks, or equipment is prohibited in any required setback
area which adjoins a public street. Parking is encouraged in the rear yard, but may be permitted
in the front or side yard area, if it is screened from view from any public street. When the lot
adjoins a secondary public street(s), the Site Plan Review Coordinator may allow parking within
the required setback area of that secondary street(s), however, in no case shall the parking be
allowed to encroach more than 50% into the required setback area.
The type, density, height, and width of screening to be used must first be approved by
the Site Plan Review Coordinator. The Owner may appeal the decision of the Site Plan Review
Coordinator to the Plan Commission whose decision shall be final. If any Owner fails to so
screen such parking, the planting, installation, and maintenance of such screening may be
undertaken by the City, and any and all costs thereof shall be charged against the real estate,
shall be a lien upon the real estate, and shall be assessed and collected as a special tax.
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6. Signs
Any and all signs to be placed on the building or premises of the previously-described
land are prohibited unless such sign(s) has been reviewed and approved by the Site Plan Review
Coordinator and comply with the City's Sign Ordinance. In no case shall an off-premises sign be
permitted. However, if any Owner does not agree with the decision of the Site Plan Review
Coordinator, the Owner shall have the right to appeal the decision to the Zoning Board of
Appeals. The determination of the Zoning Board of Appeals shall be final. The decision on
signs shall be based on the design, location, size, and appropriateness to the area of the proposed
sign(s).
7. Underground Utility Services
All electrical, telephone, and similar utility service(s) to and across the
previously-described land shall be placed underground. If any Owner fails to so place the utility
service(s), the placement of said service(s) underground may be undertaken by the City, and any
and all reasonable costs thereof shall be charged against the real estate, shall be a lien upon the
real estate, and shall be assessed and collected as a special tax.
8. Sale or Subdivision of Property
The Owner of this property shall not subdivide this property for the purpose of selling,
conveying, or leasing any part thereof, without following all of the regulations and procedures of
the City of Janesville Subdivision Ordinance. In no case shall the subdivision of this property
result in an unimproved vacant lot that is less than three (3.0) acres in size.
9. Number of Buildings Per Lot
The Owner of the Property or any subsequent lots comprising the Property, shall not
construct more than one principal building per lot, unless the Property is developed in
accordance with the Planned Unit Development regulations of the City of Janesville Zoning
Ordinance.
AIRPORT OVERLAY DISTRICT
A.As an aside to the typical TIF Design Standards/Restrictions, it is also important to note
that SHINE Facility will be located within the Airport Overlay Zoning District for the
Southern WI Regional Airport. This means that the proposed development must be
issued a separate Zoning/Building Site Permit under as required under the Ordinance.
Various design-related standards are identified in the Overlay District to minimize
potential hazardous impacts to the airport, aircraft and surrounding development that may
result from proposed land use in the vicinity of the Airport. Those impacts generally
include visual obstructions (glare/reflection, potential for noise sensitivity, creation of
wildlife attractants (from storm water ponds, vegetation), height of structures, etc.
B.Mitigation techniques are advocated in the Ordinance to achieve compliance with these
ÜÎßÚÌ ðê Ú»¾ îðïî
Page 30 of 32
standards. Those may include use of non-reflective building materials to minimize glare,
proper orientation of buildings or other improvements, insulation techniques to reduce
noise impacts, alternative storm water management designs or other suggested site plan
modifications.
C.This project will likely be the first of its kind to be reviewed and evaluated under the
overlay district standards since the December 2009 adoption of the ordinance. Ensuring
compliance with these regulatory provisions will occur at an administrative level through
the Site Plan Review Process. In other words, no public review or approval process is
required to approve the building-
review will be to ensure that any proposed project in the overlay district satisfies the
mitigation factors addressed in the code. The CITY will work with SHINE to address
these aspects whenever or however we can.
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Page 31 of 32
IN WITNESS WHEREOF, the officers of the City of Janesville, Wisconsin, Owner of said land,
has hereunto set their hands and seals this ______ day of ___________________, 2012.
CITY OF JANESVILLE
_________________________________
By: Eric J. Levitt, Janesville City Manager
___________________________________
By: Jean Ann Wulf, City Clerk-Treasurer
State of Wisconsin )
) ss
Rock County )
Subscribed to before me personally by Eric
J. Levitt, City Manager, and Jean Ann Wulf,
City Clerk-Treasurer, to me known to be the
same who signed above
this ______ day of __________________, 2012.
____________________________________________
Notary Public
Rock County, Wisconsin
My commission ______________________
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