2026-2455File Resolution No. 2026-2455
A resolution approving a Tax Incremental Financing Development Agreement
with GEA SYSTEMS NORTH AMERICA LLC for property located within Tax
Incremental District No. 39 and addressed as 3901 Enterprise Drive.
WHEREAS, Sections 66.1105 and 66.1101 of Wisconsin Statutes authorize cities to
utilize tax increment financing to promote industry and implement economic development
projects; and
WHEREAS, the Janesville Common Council have authorized the use of Tax Incremental
Districts (TID) for industrial site development and Tax Incremental Financing (TIF)
development agreements to facilitate manufacturing, industrial, and overall economic
benefit of the City of Janesville (CoJ) when they adopted Council Policy Statement No.
61 (Economic Development Policy) in 1994 and further modified as Council Policy
Statement No. 61A (Industrial Economic Development Policy) in 2016; and,
WHEREAS, the Common Council of the CoJ created TID No. 39 to stimulate industrial
development projects in City of Janesville; and,
WHEREAS, GEA SYSTEMS NORTH AMERICA LLC and the CoJ have negotiated a
certain TIF Development Agreement which, in major part, calls for the CoJ to sell and
convey to the developer a parcel totaling approximately 13.94 acres of vacant land
located at 3901 Enterprise Drive, with an estimated fair market value of Forty-Eight
Thousand and 00/100 Dollars ($48,000.00) per acre totaling Six Hundred Seventy Two
Thousand and 00/100 Dollars ($672,000.00) for $1.00 and the additional consideration of
a pay-as-you-go incentive in the amount of Two Hundred Fifty Six Thousand Nine
Hundred and 00/100 Dollars ($256,900.00). The total development incentive package
from the CoJ will not exceed Nine Hundred Twenty Eight Thousand Nine Hundred and
00/100 Dollars ($928,900.00); and
WHEREAS, the Common Council of the CoJ hereby find that the approval of this project,
these incentives, and this particular negotiated TIF Development Agreement with GEA
MECHANICAL EQUIPMENT US, INC. to be in the best interest and of benefit to the CoJ,
its citizens, residents, taxpayers, and the overall community;
NOW, THEREFORE, BE IT RESOLVED, by the Common Council of the City of Janesville
that the Administration’s negotiated TIF Development Agreement, and the conveyance of
real property, with GEA SYSTEMS NORTH AMERICA LLC and the TIF development
incentives described above are hereby approved and authorized, according to the terms
and conditions set forth in the specific TIF Development Agreement, and
WHEREAS, the Common Council of the CoJ hereby find the approval of this particular
developer’s agreement in the best interests of the City, its citizens, residents, taxpayers,
and the overall community;
Resolution No. 2026-2455
Page 2
NOW, THEREFORE, BE IT RESOLVED, by the Common Council of the City of Janesville
that the proposed project and TIF Development Agreement with GEA SYSTEMS NORTH
AMERICA LLC are hereby approved and authorized, according to the terms and
conditions set forth in the specific TIF Development Agreement, and
BE IT FURTHER RESOLVED, that the Common Council hereby authorizes the City
Manager and those he authorizes on his behalf to take whatever additional reasonably
necessary and/or desirable actions the City Manager determines appropriate to effectuate
the project and the intent of this authorizing resolution.
ADOPTED:
APPROVED:
Jay Shambeau, Interim City Manager
ATTEST:
Lorena Rae Stottler, City Clerk-Treasurer
APPROVED AS TO FORM:
Wald Klimczyk, City Attorney
Proposed by: Economic Development Office
Prepared by: Economic Development Office
Motion by:
Second by:
Councilmember Aye Nay Pass Absent
Cass
Erdman
Miller
Neeno
Pope
Seeman
Squire
August 10, 2026 Cass
Miller
X
X
X
X
X
X
X
Jay Shambeau (Aug 11, 2026 20:34:52 CDT)
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TIF DEVELOPMENT AGREEMENT
FOR
DEVELOPMENT OF PROPERTY
LOCATED IN JANESVILLE
TID NO. 39
Currently Addressed as 3901 Enterprise Dr
Current Parcel No. 0233400004
BY AND BETWEEN
CITY OF JANESVILLE
AND
GEA SYSTEMS NORTH AMERICA LLC
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TIF Development Agreement for New Development
On Property Currently Addressed as 3901 Enterprise Dr.
Hereinafter referred to as the “AGREEMENT”
All attachments hereto are incorporated by reference and reiterated herein as if fully set
forth verbatim.
I. PARTIES
A. GEA Systems North America LLC is a Maryland limited liability company
(“Developer”), with its principal offices located at 9165 Rumsey Road,
Columbus, County of Howard, State of Maryland 21045, and subsidiary of parent
corporate company GEA North America, Inc. (“GEA North America”).
B. City of Janesville, is a Wisconsin municipal corporation (“City”), located in the
County of Rock, conducting its principal business at 18 North Jackson Street,
Janesville, WI 53548.
II. DESCRIPTION OF THE PROPERTY
A. The City owns, in aggregate, approximately Thirteen and Nine Hundred Ninety-
Six Thousandths (13.996) acres of vacant real property currently addressed as
3901 Enterprise Dr, in the City of Janesville, County of Rock, State of Wisconsin
53548 (Tax Parcel 0233400004), defined below as the Expansion Property.
B. The “Expansion Property” consisting of an approximate Thirteen and Nine
Hundred Ninety-Six Thousandths (13.996) acres as legally described on Exhibit
A and depicted Exhibit B, each attached hereto, and is contained within the City
of Janesville’s Tax Increment Financing District No. 39.
C. The Expansion Property is currently utilized for agricultural production and
includes no buildings, structures, or paved areas.
D. The City intends to convey the Expansion Property to the Developer, and the
Developer shall benefit from receiving the Expansion Property from the City,
and hereby promises to and will develop the Expansion Property by
constructing and occupying the Facility in a manner consistent with the intents,
purposes, and promises of this Agreement.
E. GEA Mechanical Equipment US, Inc. (“GEA Mechanical”), a subsidiary of GEA
North America, currently owns approximately Sixteen (16) acres of immediately
adjacent land with an address of 400 S Wuthering Hills Drive, in the City of
Janesville, County of Rock, State of Wisconsin 53548 (Tax ID No. 0233400005)
that is currently developed and utilized for Industrial/Manufacturing/Warehousing
use (“Existing Property”). GEA Mechanical previously constructed a 86,000
square foot facility on the Existing Property (the “Existing Facility”).
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F. After the City conveys the Expansion Property to GEA, the Expansion
Property will be combined by Certified Survey Map (CSM) with the Existing
Property (together, the “Property”). Once combined, Developer and GEA
Mechanical may transfer and convey the property to GEA North America in
accordance with Section V.L.
G. Developer intends to, and shall, construct a Phase 2 project as an
office/industrial building with one (1) fully functional Industrial/Manufacturing/
Research/Office facility of not less than Seventy Thousand Square Feet (70,000
sq. ft.) of usable interior space (“Facility”) on the Property to be occupied by the
Developer, or its successors and assigns. The increment added by the
development of the Facility on the Property shall be subject to this Agreement
and not the Existing TIF Agreement (defined below).
III. PURPOSE OF THE AGREEMENT
A. To these legitimate ends and purposes, the Developer has entered into this
Agreement with the City and has made promises as set forth herein to fully
construct a Phase 2 Facility and develop the Property in a manner consistent
with such overall and particular City plans to produce tax increment and other
revenues to the City through increased real assessed and actual property value,
with tax increment and/or tax payments, individually and/or in aggregate
sufficient and required under this Agreement to annually repay certain City TIF
expenditures, related costs, and expenses within TID No. 39, including, but not
limited to, the Development Incentive (as defined below). Said arrangement is
to Developer’s benefit, as evidenced by the TIF taxation mechanism, terms of
this Agreement, and related business factors. The Developer hereby
acknowledges the benefit, sufficiency, and value of the consideration from and by
the City.
B. The Developer’s use of the Facility will encourage the creation of additional
employment opportunities; enhance the health and welfare of, and be a benefit
to, the City, its businesses, residents, and taxpayers, and that area of the
community; and add significantly to the economic, tax, and assessed property
value of the City.
C. Further, the Developer acknowledges that the City is only able to provide the
Expansion Property and reimburse certain development costs of the Facility
through the TID No. 39 Project Plan, pursuant to applicable Wisconsin laws and
statutes which enable the City to receive and utilize specially designated and
directed future real property tax revenues from the Property as generated by the
Facility thereon, which increases the Property’s relative portion of the overall
equalized value of TID No. 39. Without each party’s respective payments,
promises, representations, and agreements herein, neither party would enter into
this Agreement. Each party has relied, and continues to rely, upon such
representations, promises, payments, consideration, and agreements of the
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other party. The City, by law, must use such increased incremental tax revenues
generated by such development project(s) located within TID No. 39 to repay its
TIF development expenditures including, but not limited to, the City’s Expansion
Property and Development Incentives.
D. To these legitimate and beneficial public ends and purposes, the City is able to
convey for no consideration to, and Developer shall receive and benefit from, the
Expansion Property, to be valued at Six Hundred Seventy Two Thousand and
00/100 Dollars ($672,000.00) (“Land Value”) and the City’s annual payments of
the monetary component of the Development Incentive amortized over Ten (10)
years. The total aggregate incentive package, which includes the Land Value,
shall not exceed Nine Hundred Twenty-Eight Thousand Nine Hundred Thirty and
00/100 Dollars ($928,900.00) which total amount would constitute the City’s
“Maximum Obligation” for purposes of this Agreement.
E. The City will convey the Expansion Property to the Developer in fee simple for
no consideration subject to all permitted exceptions and restrictions within thirty
(30) days of the City Council approval of this Agreement, and subject to all
existing and other City required and requested use, zoning, easements, and
other restrictions, encumbrances, and requirements, whether or not of record,
including, but not limited to, those set forth in this Agreement, and further the
City’s customary industrial park deed restrictions, both which will be recorded as
of Closing.
F. By approving and entering into this Agreement, the governing body of the City
find the terms of this Agreement, the development of the Property, and the
construction of the Facility, all in the best interest of the City and of benefit to the
community and its taxpayers, residents, and businesses.
G. The Property must remain zoned a category of M1 Light Manufacturing or
industrial for the life of this Agreement, except where an alternate category is
otherwise lawfully approved by the City.
H. The Property must remain fully taxable for real property taxation purposes for
the life of this Agreement plus five (5) years.
IV. THE AGREEMENT
A. The Developer shall:
i. Prior to issuance of any building or other permit, provide to the City (or its
designee) access to financial documentation that, satisfactorily to the City,
establishes that the Developer is financially stable and able to
satisfactorily, timely, and successfully develop the Property, construct,
occupy, and use the Facility thereon in the manner contemplated and
required by this Agreement.
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1. Financial documentation may include written demonstrations of
binding commitments from the Developer’s lender(s) evidencing
such lenders’ commitment(s) to fully finance the construction of the
Facility. These proofs shall fulfill the foregoing requirement.
2. To the extent the City reasonably requests any additional
documentation, Developer shall provide access to such
documentation at the offices of Developer after redacting any
information the Developer deems confidential, sensitive, or a trade
secret; provided however, that any financial information regarding
the Developer shall be subject to any applicable securities
restrictions related to Developer or its parent being publicly traded.
3. The City may review any documentation provided but may not copy
or take possession of the same without the Developer’s written
consent.
4. All Developer financial reports and information provided to the City
or its financial consultant in connection with this Agreement shall
be held and treated as confidential and shall not be part of the
public record associated with the Facility, but only if and as may be
permitted or required under the Wisconsin Open Records Laws.
ii. Prior to the start of any grading, construction, foundation work, installation
of any structure, or other improvement or work upon the Property, seek
and obtain from the City Site Plan Review Coordinator approval of the
Site Plan and exterior appearance of every structure, improvement, and
implementation proposed, also including any necessary Certified Survey
Map (CSM), including all fees associated and recording of the CSM, by
the Developer upon and/or for the Facility and Property.
iii. Prior to the start of any site preparation work for the Facility upon the
Property, Developer to seek and obtain a soil erosion and sediment
control permit from the Wisconsin Department of Natural Resources, and
obtain a soil erosion permit and storm water permit from the City.
iv. Prior to the start of any building construction work upon the Property,
Developer to seek and obtain building plan review and approval and a
building permit from the City as a delegated municipality in accordance
with Wisconsin Department of Safety and Professional Services
administrative regulations.
v. As a Developer contingency, obtain and/or receive, prior to September 1,
2026, all required approvals by all governmental agencies necessary for
the use, design, construction, and development of the Facility upon the
Property, upon terms and conditions satisfactory to the Developer.
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vi. The Developer will provide to the City written notice of the termination of
this Agreement or waiver(s) of the contingencies set forth above, no later
than 12:00 noon, September 1, 2026.
vii. Actual site development, construction, and improvement work will be
commenced by the Developer no later than the 1st day of December 2026
(subject to receipt of all governmental approvals and permits, which
Developer shall diligently pursue).
viii. Construct any and all buildings, structures, and other improvement(s) of
whatsoever kind or nature upon the Property fully and solely at the
expense of the Developer, and at no cost or expense whatsoever to the
City, except for the Development Incentive, and in compliance and in
conformity with:
1. Each and every of the approvals and permits granted and/or issued
by the City pertaining thereto; and
2. Each and every applicable City, Federal, state, county, and other
applicable ordinances, directives, statutes, codes, regulations, and
laws in effect at the time applicable under law, subject, however, to
any variances in same approved for the Property and/or the
Facility during the permitting process.
ix. Fully complete construction of the Facility, comprised of an
office/industrial/manufacturing facility of not less than Seventy Thousand
square feet (70,000 sq. ft.) upon the Property, with valuation criteria as
follows:
1. As of the date of this Agreement, the Expansion Property is
currently utilized as farmland and in the ownership of the City,
which has a current taxable value of Zero and 00/100 Dollars
($0.00) (“Base Year Property Tax”).
2. The City’s assessor, using reasonable and customary assessment
valuations, currently projects an equalized real property valuation of
the Expansion Property plus the value of the completed Facility in
an estimated amount of approximately Seven Million Seven
Hundred and Seventy Thousand and 00/100 Dollars
($7,770,000.00) thereafter resulting in an initial increase in the
annual Property Tax to approximately One Hundred Forty
Thousand Seven Hundred Forty Two and 00/100 Dollars
($140,742.00). The estimates set forth above notwithstanding, the
actual 2028 assessed value and mill rate shall determine the actual
tax increment that shall be due and owing to the City by the
Developer for each year of this Agreement. (See Exhibit C.)
3. The repayment of the Development Incentives will be based
solely on the increment generated by the land associated with
Expansion Property, plus the value of the building and
improvements associated with the Facility located on the Property.
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The increment from land and improvements associated with the
Phase 1 TIF Development Agreement executed on July 13, 2022,
by and between GEA Mechanical and the City (the “Existing TIF
Agreement”) is already captured within the Existing TIF
Agreement. Therefore the City assessor agrees to keep and
maintain two separate tax records (1) for the land value of
Expansion Property and one for the Existing Property, despite
the CSM combining these parcels, and (2) to account for the value
of the building and taxable improvements associated with the
Facility and the value of the building and taxable improvements
associated the Existing Facility. GEA understands and agrees
that once the Expansion Property and the Existing Property are
combined by CSM, the City will only provide one tax bill for the
entire Property, but will track land value, improvements and building
value as provided here. The value or tax increment associated with
the Facility located on the Existing Property shall not be included
in the increased value or increment calculations used for the
incentives under the Existing TIF Agreement. However, the
taxable value of the land value associated with the Expansion
Property, plus both (a) the taxable value of the buildings and
improvements of the Facility constructed on the Expansion
Property and (b) the taxable value of the buildings and
improvements of the Facility constructed on the Existing Property
shall be included in the increased value or increment calculations
used for the Development Incentives under this Agreement (i.e.
Only the land value of the Expansion Property is counted towards
this Agreement, but the full building value—wherever it physically
sits—shall be used for the Development Incentives under this
Agreement). For the avoidance of doubt, the increment added by
the development of the new Facility constructed on both the
Existing Property and the Expansion Property shall be subject to
this Agreement and not the Existing TIF Agreement. Upon
Developer’s written request, the City will provide Developer with
the assessor’s tax records and accounting of the tax increment
generated under both Existing TIF Agreement and this
Agreement, consistent with this Section.
x. The construction of the Facility shall be fully completed and the structure
operational and available for occupancy no later than the 1st day of
December 2027. Full completion of construction for all purposes herein as
being evidenced by the issuance by the City of an initial conditional
occupancy permit for occupancy, the issuance of which shall not be
unreasonably withheld, conditioned, or delayed by the City, provided that
the Developer and/or property owner is in full compliance with all
Agreement requirements, laws, and requirements pertaining thereto.
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xi. Following full completion of construction, actively and satisfactorily
maintain, use, and operate the Facility for customary
office/industrial/manufacturing purposes for not less than Ten (10) years,
thereby creating new tax increment, new employment, and new
employment opportunities for area residents.
xii. The Developer acknowledges that it must and will timely and fully pay the
tax increment and/or other individual and aggregate payments (e.g., Tax
Equivalent Payments) annually to the City as described herein, and the
Developer shall perform each and every of its other obligations and
promises set forth in this Agreement during the term of this Agreement.
xiii. From December 31, 2027 to December 31, 2038 (“Term”), Developer will
agree to not challenge, or have anyone else challenge on its behalf, of the
minimum guaranteed assessed value of that portion of the Expansion
Property plus the Facility, as combined, in the amount of Seven Million
Seven Hundred and Seventy Thousand and 00/100 Dollars
($7,770,000.00) or any assessed, equalized, or fair market value is lower
than the projected assessed, equalized or fair market value, absent
manifest/palpable error or mistake by the City Assessor or Wisconsin
Department of Revenue. In the event the Expansion Property together
with the Facility is assessed at less than the fair market value for any year
during the Term this Agreement, Developer, or anyone else on behalf of
Developer with its written consent, shall have the option to challenge the
assessed value thereof.
xiv. It is anticipated and intended that, and the Developer hereby promises to
and will, develop the Property, and complete, maintain, and operate the
Facility to not less than the minimum of the City’s building code, the
City’s zoning requirements, and all other City requirements, ordinances,
directives, rules, regulations, and Developer obligations, and those set
forth in this Agreement. In the event of any conflict, the more stringent or
restrictive on the Developer shall govern.
xv. Developer is the direct beneficiary and recipient of a certain combination
of TIF Development Incentives, real property, and monies (“Development
Incentive”), as more fully described in Section IV.B., from the City.
xvi. Developer shall cause the Development Incentive to be used by
Developer solely for the reimbursement over time of the construction
costs and expenses of the Facility, such as will directly develop and
improve the Property.
xvii. Developer will remain in compliance and in good standing with all local
requirements of the City for the Term of the Agreement, unless otherwise
agreed to by City and Developer, and must promptly and fully comply
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with all requests for documentation and information required under this
Agreement, from time to time, by the City, including the City Assessor.
B. The City shall:
i. In consideration of Developer’s construction, maintenance, and use of the
Facility upon the Property for the Term of this Agreement; Developer’s
covenants and promises to timely and fully make the tax increment and/or
other individual and aggregate payments (e.g. Tax Equivalent Payments)
annually to the City as described herein; and the performance by
Developer of each and every of its payments, and other obligations and
promises set forth in this Agreement during the term of this Agreement,
and provided that the annual tax payment(s) and tax equivalent
payment(s) attributable to the Expansion Property and Facility are
actually made to and received in full by the City:
(A) review preliminary and final Certified Survey Map.
(B) convey fee simple the Expansion Property to the Developer for no
consideration and subject only to permitted exceptions and restrictions
(e.g., the customary City industrial park deed restrictions) in the
manner set forth elsewhere in this Agreement; and
(C) provide to the Developer annual Development Incentive payments in
the form of “pay-as-you-go” tax increment incentive payments as more
fully described below:
1. Commencing in 2029, for tax year 2028, and then each year
thereafter, for a total of Ten (10) consecutive years ending in 2038,
for tax year 2037, the City shall make payments to the Developer
of the monetary portion of the Development Incentive, in annual
installments. In year one through ten, the estimated Developer
Incentive amount will be in the amount of Twenty-Five Thousand
Six Hundred Ninety and 00/100 Dollars ($25,690.00). This is based
on the difference in anticipated assessed value of the land
associated with Expansion Property together with the building and
improvements associated with the Facility (located on both the
Expansion Property and the Existing Property), the projected
mill rate, multiplied by Sixty-Six percent (66%), less the annual
Sixty-Seven Thousand Two Hundred and 00/100 Dollars
($67,200.00) (which represents the Land Value to be repaid
annually to the City over Ten (10) years). The parties agree that
the amount of the Development Incentive shall be based on the
actual equalized assessed value of the land associated with
Expansion Property together with the buildings and improvements
associated with the Facility (located on both the Expansion
Property and the Existing Property).
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a. Exhibit C attached hereto sets forth the projected future
property tax and increment schedule (“Projected Real
Property Tax Schedule”).
1) Exhibit C assumes that the Expansion Property and
Facility perform consistent with the anticipated tax
assessment value created by the Developer, paid tax
increments, and other Developer payment(s) actually
received by the City for each tax year.
2) the formula for year one through ten shall be
calculated by the actual increment created, multiplied
by Sixty Six percent (66%), less Sixty-Seven
Thousand Two Hundred and 00/100 Dollars
($67,200.00) (which represents the Land Value to be
repaid annually by the Developer to the City over
Ten (10) years). This shall be the calculation, formula
and procedure utilized for each and every year
thereafter and ending in tax year 2037, payable 2038.
3) The goal and intent of these subsections is that the
City is only obligated to pay to the Developer the
amount of annual tax increment revenue above (tax
increment) the Base Year Property Tax attributable
to the Expansion Property together with the Facility
and actually received by the City from Developer and
as formulated in section IV.A.ix.2.
4) Notwithstanding anything else to the contrary set forth
in this Agreement, attachment, other document,
understanding, or law to the contrary, the aggregate
total City Development Incentive payable to
Developer under this Agreement for all ten years
cumulatively shall not exceed Nine Hundred Twenty-
Eight Thousand Nine Hundred Thirty and 00/100
Dollars ($928,900.00).
5). In the event the land value of the Expansion
Property and the Facility do not generate the
minimum projected annual increment for a particular
tax year as estimated in the attached Exhibit C, the
priority of payment shall be the annual Sixty-Seven
Thousand Two Hundred and 00/100 Dollars
($67,200.00) which represents the Land Value and
then the Developer Incentive.
6) The Facility will be based solely on the increment
generated by the new development on the Property,
and the increment added by the development of the
Facility on the Property shall be subject solely to this
Agreement. The increment from the Existing
Facility and land value of the Existing Property
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covered under the Existing TIF Agreement is not
included in this Agreement or the base value or
increment calculations under this Agreement.
b. The City shall not pay any annual incentive in excess of the
aggregate amount of increment and tax equivalent payments
received by the City for the Property from the Developer for
that particular year.
c. Projected calculations of the City’s annual Development
Incentive payments that are planned to occur in tax years
2028 – 2037 commencing in tax year 2028 and continuing
through and including year ten (10) are based upon the
assumption that land value of the Existing Property and the
Facility will create real property assessed values as
described in attached Exhibit C.
2. The City intends to incur direct and indirect TID No. 39 costs, the value
of the Existing Property that the City will convey to the Developer,
and related expenditures thereon which the City expects to be repaid
from newly generated tax increment(s) from the Developer’s
development, improvement, construction, use, and occupy of the
Facility upon the Existing Property and the Expansion Property,
and any other new development projects located within TID No. 39.
For purposes of this Agreement, the parties agree that the total annual
pay-as-you-go Development Incentive component PLUS the value of
the City’s Property conveyed to the Developer (total “Development
Incentive”) applicable to the Facility and the Expansion Property
shall not exceed the aggregate amount of Nine Hundred Twenty-Eight
Thousand Nine Hundred Thirty and 00/100 Dollars ($928,900.00). This is
the maximum total aggregate Development Incentive, which includes,
and is limited to:
a. The Land Value of Six Hundred Seventy-Two Thousand
and 00/100 Dollars ($672,000.00) conveyed by the City to
the Developer for this Facility; AND
b. The total, cumulative, Development Incentive component
payments in the amount of Two Hundred Fifty-Six Thousand
Nine Hundred and 00/100 Dollars ($256,900.00) that may be
paid by the City to the Developer over the life of this Ten
(10) year Agreement, provided and only if the Expansion
Property with the new improvements (a/k/a the “Facility’) on
both the Existing Property and the Expansion Property
generates the requisite annual increments, tax payments,
and other revenues; and only if payments are actually
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received by the City, for each and every year during the
Ten (10) year term of the Agreement in at least the
minimum amount for each year required by this Agreement.
3. The Development Incentive component proceeds shall be
conditionally paid in installments by the City annually on or before
March 31 of each year and shall be made only after the
Developer’s annual property taxes have been paid in full for that
year. No payment shall be issued until the City has verified receipt
of the full property tax payment, and all payments are subject to the
other provisions set forth in this Agreement.
4. In the event that, as of December 31, 2038, the City has not paid to
the Developer the maximum estimated, annual, pay-as-you-go
Development Incentive component in the total aggregate amount
of Nine Hundred Twenty-Eight Thousand Nine Hundred Thirty and
00/100 Dollars ($928,900.00) because the Facility and the
Expansion Property fail to generate sufficient actual or assessed
value, and/or not creating or paying sufficient tax increment, and/or
other payment(s) to the City, and/or due to the non-payment of any
Property real property taxes, this Agreement shall terminate and
the City will be under no further obligation to the Developer or any
other person for any reason or in any manner for additional
payments of any kind or nature.
5. The intent of the parties hereto is that under any or all of those
events, the City is under no obligation to, and need not, pay to any
party hereto, successor, or any other person for any reason, the
full, aggregate amount of Nine Hundred Twenty-Eight Thousand
Nine Hundred Thirty and 00/100 Dollars ($928,900.00) that amount
being only an estimated projection. This aggregate amount shall
also constitute the City’s Maximum Obligation for the annual pay-
as-you-go component of the City’s Development Incentive.
6. The purpose for such City’s annual, pay-as-you-go component of
Development Incentive, and the intent and goal of this
Agreement as a whole, are to allow the Developer to close the
financing gap for the Facility and, as importantly, assure and
guarantee that the City is only obligated to pay, as its annual
incentives to the Developer, the amount of annual tax increment
revenue above the Base Year Property Tax attributable to the
Expansion Property and actually received by the City for the
applicable tax year.
ii. In the event the City has not received sufficient tax increment in the
aggregate to compensate the City for the full Land Value on or before the
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last day of this Agreement, then in such event the Developer shall be
obligated to forthwith pay to the City the shortfall difference between the
amount of tax increment actually received by the City and the Six
Hundred Seventy-Two Thousand and 00/100 Dollars ($672,000.00) value
of the Property.
a. This payment obligation of the Developer is a material term of this
Agreement and applies to the Developer and each of the
Developer’s successors and assigns until the Land Value is
received by the City in full.
b. This provision and payment obligation shall survive any other
termination or expiration date(s) set forth in this Agreement, and
other defaults and/or breaches, no matter when occurring until the
Land Value amount is paid to and recovered in full by the City.
iii. The City shall convey the Expansion Property to Developer via warranty
deed, free of all liens, encumbrances and free of any leases, subject only
to permitted title exceptions reasonably acceptable to Developer, within
thirty (30) days of the City Council approval of this Agreement.
iv. The City's obligation to perform under this Agreement is contingent upon
the City's receipt of the waiver of the contingencies required of the
Developer under this Agreement; and thereafter the annual conditions
precedent and subsequent, Developer requirements, and contingencies
set forth elsewhere in this Agreement.
V. OTHER PROVISIONS
A. Time is of the essence as to the performance of this Agreement and each
obligation herein; however, if the Developer is delayed or prevented from timely
commencing or completing construction of, or actively operating the Facility by
reason of fire, earthquake, war, flood, riot, strikes, labor disputes, governmental
restrictions, judicial order, public emergency, or other causes or force majeure
event beyond the control of the Developer, performance of such act shall be
excused for the period of such delay and the time for the performance of any
such act shall be extended for a period equivalent to such delay. This
section shall not apply to Developer tax, tax increment, tax equivalent, or other
payments.
B. The City warrants and represents that the Common Council for the City of
Janesville have lawfully authorized this transaction and Agreement, and have
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 Agreement documents, forms and other papers as the City
Manager may, from time to time, determine necessary and/or desirable to
14
consummate and/or effectuate the transaction(s) set forth, and intent and
purposes of, this Agreement.
C. The City agrees to execute and deliver such other documents as counsel for
Developer may reasonably request to consummate the transactions
contemplated herein.
D. This Agreement and the Existing TIF Agreement, together with two separate
jobs TIF Agreements regarding the Property, and all attachments and exhibits
hereto constitute 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.
E. Following full completion of construction, Developer shall provide the Janesville
City Assessor (subject to any securities laws applicable to Developer) full
information to determine the value of the Facility through the life of the
Agreement. This includes construction estimates, construction bids and
construction loan draw. This Developer financial information provided to the
City shall be held by the City Assessor and treated as confidential and shall not
be part of the public record associated with the Facility, if and as may be
permitted under the Wisconsin Open Records Law.
F. Developer, by signing below, acknowledges having received a copy of this
Agreement.
G. This Agreement is not binding upon the City until such time as the Common
Council for the City lawfully authorized and approves this Agreement and
authorizes and empowers the City Manager and such others of the City
administration necessary to execute and enter into this Agreement on behalf of
the City. Execution of this Agreement by the City Manager or others on the
City’s behalf is evidence of such authorization and approval.
H. This Agreement shall remain in full force and effect until such time as Janesville
TID No. 39 is terminated and dissolved OR when each and every of the
obligations of the City, and Developer have been fully satisfied and discharged,
whichever shall occur earlier. Also, unless and until the Developer has been paid
in full all amounts from the City as promised to the Developer under this
Agreement (except for the underpayment(s) and nonpayment(s), as specifically
set forth elsewhere herein by the City because of the deficiency in the actual
assessed and/or other value of the Facility and the Expansion Property).
Notwithstanding the actual termination date of Janesville TID No. 39, provided
Developer has satisfied its obligations hereunder payment of the Development
Incentive payment shall be made to Developer as set forth in Exhibit C.
I. All rights and remedies in this Agreement for each party are cumulative and not
exclusive, and in addition to any and all other remedies in law and equity.
15
J. Any notice which is required in connection with this Agreement shall be mailed,
certified mail with return receipt requested, or delivered by nationally recognized
overnight carrier, or hand delivered:
If to the City:
City Manager
City Hall
18 North Jackson Street
Janesville, WI 53548
If to Developer:
GEA SYSTEMS NORTH AMERICA LLC
c/o Ana Rusu
9165 Rumsey Road
Columbus, MD 21045
Person or place of notice may be changed from time to time by any party notifying the
others in writing duly served of the change.
K. This Agreement survives any and all dates set forth, runs with the land, may be
recorded by the City, and shall be binding upon and inure to the benefit of
Developer and each and every of Developer’s grantees, purchasers, assigns,
transferees, mortgagees, and successors of whatsoever kind or nature.
Subsequent to the completion of construction of the Facility, upon the
conveyance of fee simple title to either or both of the Property parcels, any
outstanding rights and obligations under this Agreement shall be assigned to
and assumed by the successor owner(s), and Developer shall be released
therefrom. In the event that the City records this Agreement, then the City also
agrees to execute and record a reoccupy at such time as Developer fulfills each
and every of Developer’s obligations, promises, and payments under this
Agreement.
L. Prior to substantial completion of the Facility, this Agreement may not be
assigned or conveyed by the Developer without the City’s prior, written consent,
which may be granted or withheld in the City’s sole discretion, provided,
however, the Developer may assign or partially assign this Agreement to (i)
GEA North America, or (ii) an entity that controls, is controlled by, or is under
common control with, Developer, in each case without the consent of the City, in
which event both the Developer and the assignee and/or successor will be jointly
and severally responsible and liable for the Developer’s performance and
payments set forth in this Agreement. Notwithstanding the foregoing, the
Developer may collaterally assign this Agreement to the Developer’s lender(s)
for the Facility upon written notice, but without the consent of the City. In the
event that any such lender forecloses on its collateral and succeeds to
16
Developer of the Property, the City shall fulfill its obligations hereunder
provided that such lender, or the party purchasing the Property at a foreclosure
sale, assumes in writing all of the obligations of the Developer hereunder. The
assignment provisions of this Section notwithstanding, upon notice to the City,
the Developer may take title to the Property in the name of one or more single-
purpose entities created by Developer, for each of which Developer shall be the
sole or controlling member, in which event such entity(ies) will first agree to and
enter into the same obligations as the Developer under this Agreement; and the
Developer shall remain obligated to perform the requirements and payments set
forth in this Agreement; and such new entity(ies) will become jointly and
severally obligated under this Agreement. Upon substantial completion of the
Facility, the Developer may assign or partially assign this Agreement to an
entity without the consent of the City, however with written notice to the City, in
which event both the Developer and the assignee and/or successor will be jointly
and severally responsible and liable for the performance and payments set forth
in this Agreement. By means of example and not by way of limitation, the
Developer may (after construction of the Facility) assign its rights under this
Agreement (including but not limited to its rights to the Development Incentive
payments) as part of a sale of the Facility, a merger, a sale of the division
operating the Facility or as part of a sale of substantially all the assets operated
in connection with the Facility.
M. Subsequent to the completion of construction of the Facility, Developer shall
have the right to subdivide the Property subject to Developer’s receipt of all
required approvals by all governmental agencies necessary for the creation and
recording of the Property division, provided that the entirety of the Property
remains subject to this Agreement on a pro-rata basis, and the City shall not
unreasonably withhold, condition or delay its approval of such subdivision.
REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK
GEA MECHANICAL EQUIPMENT US, INC.
SIGNATURE ON THE FOLLOWING PAGE
17
GEA SYSTEMS NORTH AMERICA LLC hereby agrees to the terms, contingencies,
conditions, and obligations set forth herein, and acknowledges receipt of a copy of this
Agreement.
GEA SYSTEMS NORTH AMERICA LLC
Signature: ________________________________________
Ana Rusu, Managing Director
GEA SYSTEMS NORTH AMERICA LLC
State of )
) ss
County )
Subscribed to before me personally by Ana Rusu, Managing Director of GEA
SYSTEMS NORTH AMERICA LLC., to me known to be the person who signed above
this _____ day of ___________________________, 2026.
____________________________________________
Notary Public
_______________ County, ______________________
My commission expires _______________________________.
REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK
SIGNATURE ON THE FOLLOWING PAGE
18
This Agreement is hereby accepted and entered into. On behalf of the City of
Janesville, 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 __________________ 2026.
City of Janesville
By:________________________________________
Jay Shambeau
Interim City Manager
By:________________________________________
Lorena Rae Stottler
City Clerk-Treasurer
State of Wisconsin )
) ss
Rock County )
Subscribed to before me personally by Jay Shambeau, Interim City Manager, and
Lorena Rae Stottler, City Clerk-Treasurer, to me known to be the same persons who
signed above this _____ day of ___________________________, 2026.
____________________________________________
Notary Public
_______________ County, ______________________
My commission _______________________________.
My commission expires ______________________.
19
GEA Mechanical Equipment USA, Inc. hereby agrees to the terms of this
Agreement but solely to extent which it amends the Existing TIF Agreement, and
acknowledges receipt of a copy of this Agreement.
GEA Mechanical Equipment USA, Inc.
By:
Ana Rusu, Managing Director, GEA Mechanical Equipment USA, Inc.
State of _____________ )
) ss
County of ____________ )
Subscribed to before me personally by Ana Rusu, Managing Director, GEA Mechanical
Equipment USA, Inc., to me known to be the person who signed above this
day of 2026.
__________________________________
Notary Public
County,
My commission expires:________________
20
21
I. Exhibits
Exhibit A: Legal Description
22
Exhibit B: Property
23
EXHIBIT C:
Projected Real Property Tax & Incentive Schedule
24
2026-2455
Final Audit Report 2026-08-12
Created:2026-08-11
By:Elizabeth Lopez (lopeze@janesvillewi.gov)
Status:Signed
Transaction ID:CBJCHBCAABAAPFu_-TVNURqzSbkte0LorNnvYlBJ4dnm
"2026-2455" History
Document created by Elizabeth Lopez (lopeze@janesvillewi.gov)
2026-08-11 - 7:07:50 PM GMT
Document emailed to Jay Shambeau (ShambeauJ@JanesvilleWi.gov) for signature
2026-08-11 - 7:07:58 PM GMT
Email viewed by Jay Shambeau (ShambeauJ@JanesvilleWi.gov)
2026-08-12 - 1:34:38 AM GMT
Document e-signed by Jay Shambeau (ShambeauJ@JanesvilleWi.gov)
Signature Date: 2026-08-12 - 1:34:52 AM GMT - Time Source: server - Signature Appearance Selected: DRAW
Document emailed to Lorena Stottler (stottlerl@janesvillewi.gov) for signature
2026-08-12 - 1:34:53 AM GMT
Email viewed by Lorena Stottler (stottlerl@janesvillewi.gov)
2026-08-12 - 1:39:13 PM GMT
Document e-signed by Lorena Stottler (stottlerl@janesvillewi.gov)
Signature Date: 2026-08-12 - 1:39:39 PM GMT - Time Source: server - Signature Appearance Selected: IMAGE
Agreement completed.
2026-08-12 - 1:39:39 PM GMT