Explanation
BACKGROUND: The Columbus City Council by its Ordinance No. 0427-03, passed on March 31, 2003, designated the area known as the North Enterprise Zone as an "urban jobs and enterprise zone" and declared that incentives for businesses offered by that zone will enhance efforts to promote the viable and diverse economic activity necessary for rejuvenation of the zone.
Pursuant to Columbus City Council Ordinance No. 1369-2006 passed August 2, 2006, ADS Alliance Data Systems, Inc., ADS Place Phase I, LLC, and the City of Columbus entered into an Enterprise Zone Agreement on October 25, 2006, providing for the construction by ADS Place Phase I, LLC of a 200,000 square foot facility with related site improvements within the North Enterprise Zone for occupancy by Alliance Data Systems, Inc., and that facility and those improvements are substantially completed.
With the construction of the building now substantially completed and the obligations of ADS Place Phase I, LLC under the Enterprise Zone Agreement now satisfied, ADS Place Phase I, LLC now desires to sell that building to NRFC Easton Holdings, LLC which will succeed to all interests and obligations of ADS Place Phase I, LLC under the Enterprise Zone Agreement. The attached ordinance authorizes that sale and transfer and an Assignment and Assumption Agreement with the City under which NRFC Easton Holdings, LLC will succeed to ADS Place Phase I, LLC under the Enterprise Zone Agreement as to the property it is acquiring.
Emergency action is necessary to facilitate transaction timing.
FISCAL IMPACT: No funding is required for this legislation.
Title
To authorize the assignment of an Enterprise Zone Agreement by ADS Place Phase I, LLC; and to declare an emergency.
Body
WHEREAS, pursuant to Ohio Revised Code ("ORC") Chapter 5709, this Council, by Ordinance No. 0427-03 passed on March 31, 2003, designated the area known as the North Enterprise Zone as an "urban jobs and enterprise zone" and declared that incentives for businesses offered by that zone will enhance efforts to promote the viable and diverse economic activity necessary for rejuvenation of the zone; and
WHEREAS, effective January 8, 2004, the Director of Development of the State of Ohio determined that the aforementioned area designated by this Council contains the characteristics set forth in Section 5709.61(A)(3) of the ORC, and certified said area as an "Enterprise Zone" under Chapter 5709 of the ORC; and
WHEREAS, on October 25, 2006, ADS Alliance Data Systems, Inc. (the "Enterprise"), ADS Place Phase I, LLC (the "Landlord") and the City of Columbus entered into an Enterprise Zone Agreement providing for the construction of a 200,000 square foot facility with related site improvements within the North Enterprise Zone, all as authorized and approved by Ordinance No. 1369-2006 passed by this Council on August 2, 2006; and
WHEREAS, the building to be constructed by ADS Place Phase I, LLC as Landlord under that Enterprise Zone Agreement is now substantially complete, thereby fulfilling the Landslords basic obligations under that Agreement, and the Landlord desires to sell that building to NRFC Easton Holdings, LLC (the "Successor") and, in connection with that sale, assign to NRFC Easton Holdings, LLC the Landlord's rights and obligations under that Enterprise Zone Agreement; and
WHEREAS, an emergency exists in the usual daily operation of the Department of Development in that it is immediately necessary to enter into the Assignment Agreement referred to below in order to facilitate transaction timing, all for the preservation of the public health, peace, property and safety, NOW, THEREFORE,
BE IT ORDAINED BY THE COUNCIL OF THE CITY OF COLUMBUS:
Section 1. The assignment of the Enterprise Zone Agreement to NRFC Easton Holdings, LLC by ADS Place Phase I, LLC and its affiliates is hereby approved. The Assignment Agreement relating to the assumption by the Successor of the obligations and the benefits of the Landlord under the Enterprise Zone Agreement, in the form presently on file with the Columbus City Clerk, is hereby approved and authorized with changes therein amendments thereto not inconsistent with this Ordinance and not adverse to this City and which shall be approved by the Director of Development. The Director of Development, for and in the name of this City, is hereby authorized to execute the Assignment Agreement, provided further that the approval of changes and amendments thereto by that official, and their character as not being substantially adverse to the City, shall be evidenced conclusively by the Director of Development's execution thereof. This Council further hereby authorizes the Mayor, the Director of Development and the City Attorney, and other appropriate officers of the City, to sign any instruments and make any arrangements as are necessary carry out the purposes of this Ordinance.
Section 2. That for the reasons stated in the preamble hereto, which is herby made a part hereof, this Ordinance is hereby declared to be an emergency measure and shall take effect and be in force from and after its passage and approval by the Mayor or ten days after the passage if the Mayor neither approves nor vetoes the same.