2010.11.03 EDA Meeting Packeto REGULAR MEETING e
WEDNESDAY, • 3, 2010
6:00 P.M.
CRYSTAL CITY HALL
• CHAMBERS
Call to order
2. Roll call
3. Consider approval of minutes from the October 5, 2010 work session and regular
meeting*
4. Consider a resolution authorizing acquisition of the following properties from Hennepin
County for redevelopment purposes: 5650, 5660, 5700, 5706 and 5712 Lakeland
Avenue North; 5707 Brunswick Avenue North; and 6125 Cloverdale Avenue North*
5. PUBLIC HEARING: Consider a resolution authorizing the sale of the following
properties to The Davis Group for development of a medical clinic: 5650, 5660, 5700,
5706 and 5712 Lakeland Avenue North; 5707 Brunswick Avenue North; and 6125
Cloverdale Avenue North*; and.
PUBLIC HEARING: Consider a resolution approving a business subsidy to facilitate
redevelopment of the following properties: 5650, 5660, 5700, 5706 and 5712 Lakeland
Avenue North; 5707 Brunswick Avenue North; and 6125 Cloverdale Avenue North*
6. Consider a contract with Greater Metropolitan Housing Corporation for the Home
Improvement Incentive Rebate program in 2011*
7. ' Other business
8. Adjournment
* Materials attached
10/27/10 GAEDA\Agendas\201 0\1 1.03.doc
Minutes of the
Crystal Economic Development Authority
Worlc Session
October 5, 2010
President Hoffmann called the work session of the Crystal Economic Development Authority to
order at 6:30 p.m.
Upon call of the roll, the following members were present: David Anderson, ReNae Bowman,
Tim Hoppe, Mark Hoffmann, Janet Moore, and Joe Selton.
The following EDA staff members were present: Anne Norris, Executive Director; and Patrick
Peters, Deputy Executive Director; John Sutter, City Planner/Assistant Community Development
Director; and Mike Norton, City Attorney.
The EDA discussed funding for the Home Improvement Incentive Rebate program in 2011.
The EDA discussed the status of the Neighborhood Stabilization Program projects and funding.
The work session adjourned at 6:49 p.m.
I:VU036
ReNae Bowman, Vice President
Mark Hoffmann, President
Minutes of the
Crystal Economic Development Authority
Regular Meeting
October 5, 2010
President Hoffinann called the Regular Meeting of the Crystal Economic Development Authority
to order at 6:50 p.m.
Upon call of the roll, the following members were present: David Anderson, ReNae Bowman,
Mark Hoffmann, Tim Hoppe, Janet Moore and Joe Selton.
The following staff members were present: Anne Norris, Executive Director; Patrick Peters,
Deputy Executive Director; John Sutter, City Planner/Assistant Community Development
Director; and Mike Norton, City Attorney.
Motion by Commissioner Bowman (Hoppe) to approve the minutes from the September 21,
2010 Special Meeting.
Motion carried.
The EDA considered a resolution authorizing acquisition of tax forfeit property at 5565 Vera
Cruz Avenue North.
Motion by Commissioner Bowman (Hoffmann) to adopt Resolution #2010-31 authorizing the
purchase of real property at 5565 Vera Cruz Avenue North and authorizing execution of
documents.
Motion carried.
Under Other Business, the EDA considered increasing the FDA's offer to purchase short sale
property at 4553 Hampshire Avenue North.
Motion by Commissioner Bowman (Hoffinann) to authorize increasing the FDA's offer to
$60,000 to acquire real property at 4553 Hampshire Avenue North with the stipulation that all
levied and pending special assessments were to be paid by the seller.
Motion carried.
Motion by Commissioner Bowman (Hoffmann) to adjourn the regular meeting.
Motion carried.
The meeting adjourned at 7:00 p.m.
Mark Hoffmann, President
ATTEST:
ReNae Bowman, Vice President
E
DA STAFF REPORT
al
Proposed Resolution authorizing acguisition of county
owned properties for redevelopment
FROM: Patrick A. Peters, Deputy Executive Director^ _I
/
TO: Anne Norris, Executive Director (for November 3, 2010 EDA Meeting)
DATE: October 25, 2010
RE: Consider a Resolution authorizing acquisition of the following properties
from Hennepin County for redevelopment purposes: 5650, 5660, 5700,
5706 and 5712 Lakeland Avenue North; 5707 Brunswick Avenue North;
and 6125 Cloverdale Avenue North.
EDA staff has been working with representatives from The Davis Group in an effort to
find a location for construction of a medical clinic in Crystal. A 4.38 acre site along
CSAH 81 has been identified that, when assembled, offers the necessary land area and
desired exposure for development of a proposed $12 million, 43,000 sq. ft. clinic.
Hennepin County acquired various properties comprising approximately half of the
proposed site for the CSAH 81 reconstruction project (Attachment A). The balance of
the site is comprised of four privately owned properties currently occupied by a
commercial use and three single-family houses. Attachment B identifies all of the
parcels included in the potential redevelopment site. Attachment C depicts the
preliminary concept for site layout.
At its work session on August 2, the EDA discussed options for providing $400,000 in
assistance to the project, as identified in the redeveloper's preliminary pro forma.
Following that work session, staff proceeded with discussions with the county and The
Davis Group in support of the clinic's relocation and expansion in Crystal. Staff provided
an update to the EDA in a September 7 work session and elicited input on the
agreements necessary to acquire the county -owned properties and subsequently sell
those properties to the Davis Group.
On October 5, the Hennepin County Board declared the county -owned land to be
surplus property and authorized county staff to negotiate and execute a purchase
agreement for the sale of the subject property to the Crystal EDA for redevelopment.
Hennepin County has prepared a draft purchase agreement, and the EDA attorney has
reviewed and offered revisions to that agreement, which have been incorporated into
the attached draft (Attachment D).
County representatives have agreed to sell the county -owned properties to the EDA for
the appraised value of $5.87/square foot. Once the land area taken up by the backage
road is deducted from the total, the estimated net land area for acquisition is
approximately 93,654 square feet (2.15 acres). Pending final verification of the net land
area by survey or other means, the agreement puts the purchase price at $549,748.98.
As discussed in the EDA work sessions, the FDA's redevelopment account will fund the
acquisition.
RECOMMENDATION
Staff requests approval of the Resolution (Attachment E) authorizing the acquisition of
the subject county -owned properties (5650, 5660, 5700, 5706 and 5712 Lakeland
Avenue North; 5707 Brunswick Avenue North; and 6125 Cloverdale Avenue North) for
redevelopment purposes for the appraised price of $5.87/square foot.
ATTACHMENTS
A. Survey of county -owned land
B. Properties comprising redevelopment site
C. Preliminary site concept
D. Purchase Agreement
E. Resolution
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Hennepin County Property Map Print
Page 1 of 1
Hennepin County Property Map - Tax Year: 2010
The data contained on this page Is derived from a compilation of records and maps and may contain discrepancies that can only be disclosed by an accurate survey performed by a licensed
land surveyor. The perimeter and area (square footage and acres) are approximates and may Contain discrepancies. The Information on this page should be used for reference purposes only.
Hennepin County does not guarantee the accuracy of material herein contained and Is not responsible for any misuse or misrepresentation of this information or Its derivatives.
I Selected Parcel Data Date Printed: 10/26/2010 10:01:05 AM
Parcel ID: Current Parcel Date: 10/6/2010
Owner Name:
Parcel Address:
Property Type: Sale Price:
Homestead: Sale Date:
Area (scift): Sale Code:
Area (acres):
A -T -B:
Market Total:
Tax Total:
http://gis.co.hennepin.nm.us/HCPropertyMap/Locator.aspx
INS,
Hennepin County Contract No. A 10 13 90
THIS PURCHASE AGREEMENT (the "Agreement") is made and entered into this
day of '2010 (the "Effective Date"), by and between County of
Hennepin, a public body corporate and politic under the laws of the State of Mimiesota (referred
to hereinafter as "Seller"), and Economic Development Authority of theuQity of Crystal, a public
body corporate and politic under the laws of the State of Minnes ed to hereinafter as
"Buyer").
A. Seller is the fee owner of certain
legally described in Exhibit A attached hereto
"Property").
B. Buyer desires to purchase the Property
Buyer upon the terms and conditions set ',f6,r-tl,1 h,ereina:.
NOW, THEREFORE, in
foregoing premises and the mutual
as follows:
1.
fully set forth
2.
agrees to
be paid by
dred Forty -
or to C'
Property
square foot. B113
shall convey the
located Cry'stat,Minnesota, and
-1d herein by this
reference (the
is willing to sell the Property to
- made hereunder and the
herein, it is hereby agreed
INCORPORATED.', - The foregoing recitals are incorporated as if
4D `PURCHASE ,O'Y'
PROPERTY. Seller agrees to sell, and Buyer
�',
roperiy-`,16gally described in Exhibit A. The purchase price ("Purchase
dyer to Seller . for, the Property is Five Hundred Forty -Nine Thousand
,h �,and 98/100 Dollars ($549,748.98). The final Purchase Price shall be
i ".-and
ng," shall` be in an amount equal to the total square footage of the
by the survey referenced in Section 3 below) multiplied by $5.87 per
pay the Purchase Price at Closing by check or wire transfer, and Seller
,
to/;Buyer at Closing by Quit Claim Deed.
3. DUE DILIGENCE PERIOD. Buyer shall have a "Due Diligence Period"
commencing on the Effective Date of this Agreement and continuing for sixty (60) days. During
such Due Diligence Period, Buyer shall satisfy itself as to the condition of, and matters relating
to, the Property, including:
(a) jj!Le. Buyer shall be satisfied that title to the Property is good and marketable.
No later than twenty (20) days after the Effective Date, Seller shall deliver to Buyer, at Seller's
sole cost and expense, an abstract(s) covering the portions of the Property that are not registered
in the Torrens system, certified to date and including proper searches covering barila-uptcy, state
375423v4 SJB CRI50-188 1
and federal tax liens, judgments, unpaid assessments and pending assessments. Within twenty
(20) business days of receipt thereof, Buyer shall obtain a commitment to issue an ALTA
Owner's title insurance policy (the "Title Commitment") for the Property issued by Old Republic
Title Company (the "Title Company") naming Buyer as the proposed owner/insured of the
Property for the insured amount of the Purchase Price. The cost of the Title Commitment and
the premium shall be paid by Buyer. Buyer shall pay the policy premium and any costs of any
endorsements to the title policy. The Title Commitment shall commit to insure marketable title
in fee simple in Buyer, free and clear of all mechanic's liens, questions of survey, unrecorded
interests or rights of parties in possession and subject only to such matters or exceptions to title
as Buyer may approve pursuant to this Agreement. The Title Commitment` rust be accompanied
by legible copies of all title exceptions and Schedule B documents rioted therein. Buyer will be
allowed twenty (20) business days after receipt of the Title Coinnitmeit; for examination thereof
and for making any objections to the marketability of the title:to the Property, said objections to
be made by written notice or to be deemed waived Tf `any' obj ections are so made to the
marketability of the title to the Property, Seller shall immediately commence and diligently
endeavor to complete all actions necessary to cure such objections and shall Tbe allowed forty-
five (45) days after the malting of such objections by", to curesuch objections:aild make the
title to the Property good and marketable of record in Seller and to"obtain and deliver to Buyer
appropriate endorsements to the Title Commitment, indicating that any such objections have
been cured. Pending the correction of the- title, the Closing :Date and the payment hereunder
required shall be postponed, but upon correction .of the title and within 15 days after written
notice of such correction given by Seller,,, to Buyer, Seller and"Buyer shall perform this
Agreement according to its terms. If Seller°refuses<or fails to have such additional objections
cured or removed on or before; Closing, Buyers may; at its sole,: 'election, either (a) terminate this
Agreement without any 4ii y
1dbi, on its part;:, or (b) co summate the purchase and sale
contemplated hereby,, aria waive all uncorrected title objections.
(b) Survey. Buyer may, at Buyer's expense, at any time during the Due Diligence
Period, obtain=a:suryey of tha,r
e Propertyby egstered land surveyor (the "Survey").
(6 Environmental ROp ks. Seller shall provide, within twenty (20) days after the
Effective :Date, copies".of% all environmental assessment reports, remediation reports,
governmental= -statutory or regtiilatory,,filings and reports, and all other correspondence and other
documentationllregarding the;environnental condition of the Property in the Seller's possession
(the `Existing ``Environmental, Reports"). Buyer may obtain, at Buyer's expense, a current
environmental site, : �assessrnent (the `Buyer's Environmental Report"). The Existing
Environmental Reports and Buyer's Environmental Report are referred to hereinafter together as
the "Environmental Reports".
(d) Inspection. Buyer and Buyer's selected Redeveloper (as defined in Section 6 (f)
hereof) shall have the right to undertake inspections, tests, and investigations of the Property
during the Due Diligence Period. Provided Buyer give Seller at least two business days' notice,
Seller shall provide Buyer and Redeveloper with access to the Property without charge and at all
reasonable times during the Due Diligence Period for purposes of inspection, testing and
approval of the Property, and completion of environmental, engineering, and such additional
investigation and testing as is deemed desirable by Buyer. In the event Closing (as hereinafter
375423v4 SJB CR150-188 2
defined) does not occur for any reason, Buyer shall repair and restore any damage to the Property
caused by Buyer's testing and shall return the Property to the same condition as existed prior to
the testing.
4. REPRESENTATI®NS OF SELLER. Seller hereby represents and warrants to
Buyer the following:
(a) Environmental Compliance. Seller has received no notice of and is not aware of
any violation related to the Property of applicable law, statute, ordinance,, rule, regulation, order
or determination of any govermnental authority with respect to haza dous, substances or of the
presence of hazardous substances in or on the Property, except .as disclosed in any of the
Environmental Reports. For purposes hereof "hazardous substances",, means any substance
designated pursuant to the Clean Water Act, Title 33.., U S,.C. Seciion,1321, any element,
compound, mixture, solution or substance designat6el' pursuant to ;the Comprehensive
Environmental Response, Compensation and Liability Act, Title 42 U.S C Section 9602, any
hazardous waste having the characteristics identified colder or`~listed pursuant to the S61id Waste
Disposal Act, Title 42, U.S.C. Section 6921, any toxrc'pollutai&listed under Section 307(a) of
the Clean Water Act, Title 33 U.S.C. Section 1317(a), any=liazardo`us air pollutant listed under
Section 112 of the Clean Air Act, Title 342 U.S.C. Section 7412, any imminently hazardous
chemical substance or mixture with respect to which the Administrator of the Environmental
Protection Agency has taken action pursuanta6�Section 7 of the :Toxic ,Substances Control Act,
Title 15 U.S.C. Section 2606 and any hazardouI-vs waste, hazardous substance, pollutant or
contaminant, as defined in the Minnesota Environmental=Response and Liability Act, Minnesota
Statutes, Section 115B.02 --- The term also 'includes, but 's,`not limited to, polychlorinated
biphenyls, asbestos, pet'=oleum ;:products and ,arious constituents of such products, urea
formaldehyde and related substances..
(b) Storage Tana . Seller; isnot aware` of any underground storage tanks located on
or in the Property except as disclosed in any of'theEnvironmental Reports.
Pendinis no condemnation or other litigation presently
to Seller's ,I _6w edge" under consideration by any party affecting, directly or
I Property.
(d) `G ernmentA.JAetion. Seller has not received notice of any action, suit or
proceeding instituted by any", or entity against or affecting the Property before any federal,
state, municipal or other governmental authority, including without limitation notice of any
condemnation or talungfor any public right-of-way or utility.
(e) Authorization. Seller is the sole owner of the Property, and has the right, power
and capacity to enter into this Agreement, to consummate the transactions contemplated hereby,
and to comply with the terms, conditions .and provisions hereof.
(f) Condition of Property. Seller has received no notice, order or other
communication from any governmental body having jurisdiction over the Property requiring any
improvement to or alteration of the Property which has not been remedied, and Seller agrees to
375423v4 SJB CR150-188 3
give Buyer prompt written notice of any such communication received on or prior to Closing
Date.
(g) Underground Storage Tanks Affidavit. In the event that there are any
underground storage tanks on the Property, Seller agrees to file a storage tank affidavit
complying with Minnesota Statutes § 116.48, subd. 6, as amended, prior to Closing.
(h) Wells/Septic Systems. Seller certifies and warrants that it is not aware of the
existence of any wells on the Property within the meaning of Minn .,,Stat. -,- § 1031.005 except an
abandoned well which is described in the Well Disclosure Statemen� a6&d hereto as Exhibit
C. Seller is not aware of any individual sewage treatment systhirion the Property within the
meaning of Minn. Stat. § 115.55.
(i) Right to Sell. Seller has not entered into,,,, other unterminated contracts for the
sale of the Property, is not aware of any rights of firstidusal or options to purchase the Property,
I
and consummation of the sale will not violate the -,,,,provisions 6f any governmentalregulation or
law applicable to Seller, nor of any agreement or"instit,ineilt by,, hiph Seller is bou"d/
0) Parties in Possession. There will be no tenants or other parties in possession or
with the right to possession of the Prope�.,after the Closing'Date, except for Clear Channel,
which has a billboard lease.
(k) Removal of Personal Property. Seller sli�all, remove,
y by the Closing Date, except
v e, and shall require all tenants
to remove, all personal propelt-yand debris, i any, from t'e rop
for any personal propelly','�p"e�"-r'Mittdld,,under the billboard leasewith Clear Chanriel.
5.
following:
At all times prior -to Closing, Seller shall comply with the
constriction activiiie"', S related to County Road 81 that will affect the
Y,'Y,Seller shall ffi airitain therty in the same condition as in existence on the date
io,sball comply at'all"Aimes withall applicable codes and ordinances;
(b) Seller I shall continue to pay all real estate taxes and any installments of special
'-,
assessments eertrfied thereto which become due and payable.
(e) Seller ,-sIiall "'not permit the storage, release or disposal of hazardous or toxic
substances or contaminants on the Property; and
(d) Seller shall not encumber, permit liens to attach to, or convey any interest in the
Property to any other party.
(e) No permanent improvements shall be constructed on the Property without Buyer's
written consent.
(f) Seller shall pay all utilities due up to and including the Closing Date.
375423v4 SJB CR150-188 4
6. CONTINGENCIES TO CLOSING. Buyer's obligation to close shall be
subject to the following contingencies:
(a) Buyer's receipt at Closing of a satisfactorily marked -up Title Commitment to
issue an Owner's Title Insurance Policy meeting the requirements set forth in Section 3(a) hereof
as of the Closing Date.
(b) Seller's performance of each of its obligations wider
(c) Seller's representations and warranties being true aind correct in all matters on and
as of the Closing Date and Seller's delivery of a certificate ;(tea `Bring, Down Certificate") to
Buyer at Closing to such effect.
(d) Seller shall not have entered into auy"leases, license' agreements or material
contracts for all or any portion of the Property, 01, constructed any permanent improvements,
without Buyer's consent.
(e) Buyer's satisfaction with the Survey if one is obtained by Buyer as allowed tinder
Section 3(b).
(f) Buyer having entered into a,,.purchase alld redevelopment contract with a third
party developer selected by Buyer (the "Redevelope>''), pov>duig for resale of the Property from
Buyer to Redeveloper, under terms satisfactory, to�Buyer: This contingency shall expire upon
termination of the Due Diligence Period.
(g) Buyer ha
and the Environmental
conditions on_the Prope:
the Due Dl,h 660, Pe o'('
(h) The contingencies s
maybe waived or enforced only by
7. CONTROL
in its sote•,discretion after inspection of the Property
Section }3(c) and (d), that environmental and soil
y. -a- This'' contingency shall expire upon termination of
in this Section 6 are solely for Buyer's benefit and
J \S_
(a) Seller's: Risk of Loss. Until Closing, Seller shall have the full responsibility and
the entire liability for ariy and all damages or injury of any kind whatsoever to the Property, and
to any and all persons, whether employees or otherwise, and all property from and connected to
the Property; except that Buyer shall be responsible for damages or injury caused by Buyer or
Buyer's representatives during Buyer's inspection and testing of the Property.
(b) Condemnation. If the Property (or any part thereof) is threatened with
condemnation, or legal proceedings are commenced under the power of eminent domain, Seller
shall promptly notify Buyer of such fact; in writing, and furnish to Buyer as a part of said notice
full copies of all pleadings, correspondence and other documents and data pertaining thereto.
375423v4 SJB CRI 50-188 5
Buyer shall have the right, which must be exercised by Buyer on or before the Closing, to
(i) proceed to Closing with the Purchase Price of the Property reduced by the amount of
condemnation payments and awards payable to Seller as a result of such condemnation or
eminent domain proceedings; or (ii) receive all such payments and awards, in which event the
Purchase Price shall remain the same, and Seller shall assign to Buyer, and Buyer shall be
entitled to receive, all rights to the condemnation awards.
(e) Damage/Destruction. If, prior to Closing, the Property (or any part thereof) is
destroyed or damaged, Seller shall notify Buyer of such destruction on damage, and Buyer shall
then have the option to terminate this Agreement or to proceed with the Closing.
8. CLOSING. The closing shall take place on March 30, ,2011, or such other date
as is mutually agreed upon in writing by the parties (the-. "Closing Date"): The closing of this
transaction (the "Closing") shall take place at the office of` the Title Company, or another
location mutually agreeable to the parties. Possession'of the Property shall -he delivered on the
Closing Date.
9. SELLER'S CL®SING OBLIGATI®NS 1 Ea -ch -of the following shall be a
necessary precondition to Buyer's obligation to close hereunder
(a) Seller's Deliveries. At or prion=; to the Closing, Sellel..shall execute, aclalowledge
and/or deliver, as appropriate, the following',",,
(i) A QuitClaim Deed to the Property conveying marketable fee simple title,
subjectonly ..to the Permitted Encumbrances listed in Exhibit B attached
hereto and'�incorporated herein by this reference. If there are no wells on
"S
Quit Claim"Deed shall include the following statement:
that Seller does not know of any wells on the described
If thee; are wells located on the Real Property, Seller
well disclosure certificate as required by Minn. Stat.
3the location and status of all wells located on the
Bina such well disclosure documentation as required.
ertificate regarding Seller's representations and warranties.
is Form Affidavit, in form and content acceptable to Buyer
to permit the Title Company to delete from the Title
my exception regarding mechanic's liens, rights of parties in
possession and unrecorded interests.
(iv) Affidavit required pursuant to Section 1445 of the Internal Revenue Code
and/or the regulations relating thereto stating, under the penalties of
perjury, that (i) neither Seller nor any other party so swearing is a foreign
person, (ii) the U. S. taxpayer identification number of Seller and such
other parties, if any, and (iii) such other information as may be required by
3754230 SJB CR150-188
regulations enacted by the U. S. Department of the Treasury in connection
with Section 1445 of the Internal Revenue Code.
(v) Certificate of Real Estate Value required by the Minnesota Department of
Revenue.
(vi) Septic Disclosure Statements and well sealing certificates, if applicable, in
accordance with applicable law.
(vii) Such other documents as may be reasonably necessary or appropriate to
effect the consummation of the transaction contemplated in this
Agreement.
(b) 'Title Commitment. Buyer shall be `�-,satisfied with the,, marked -up Title
Commitment, which Title Commitment shall reflect tlat all of the standard exceptions have been
deleted, and shall show no exceptions except those known and not objected to`�,by"Buyer as
provided in Section 3(a).
(c) Leases/Material Contracts. Seller shall~"note have entered into any new or
amended lease or other contract affecting all or any part of the Property.
10. BUYER'S OBLIGATIONS AT -,-"CLOSING. At Closing, and subject to the
terms, conditions, contingencies and provisions hereof and the ;performance by Seller of its
obligations as set forth herein,,the Buyer shall pay to- Seller'the,fPurchase Price. All sums paid by
Buyer to Seller shall be credited against the Purchase Price.
11. CLOSING ;COSTS f The following costs and expenses shall be paid as follows
in connection with the ClosiiR:
(a) ..r ' Seller's',""Costs. Seller shall pay:
(i) The`; recording,'",fee for recording all documents required to convey
marketable title`to the Property.
The state deed tax.
One=half of the closing fee charged by the Title Company.
(b) Buyer's Costs. Buyer shall pay:
(i) One-half of the closing fee charged by Title Company.
(ii) The premium for the Owner's Title Policy.
(iii) Recording costs for the deed, including the conservation fee due upon
recording the deed.
375423v4 SJB CR150-188 7
(c) Legal Fees. Each party shall pay the fees and costs of their respective legal
counsel.
12. PR®RATI®NS. Real estate taxes, govenunental use fees, area charges and the
like (collectively "Real Estate Taxes") due and payable in the year of Closing shall be prorated
between Seller and Buyer as of Closing Date, based upon a calendar year. Real Estate Taxes due
and payable in the year prior to the year of Closing shall be paid in full by Seller on or before the
Closing. Any Real Estate Taxes or special assessments which have bed&deferred and become or
will become due and payable as a result of the conveyance of the Propbrtyshall be paid in full by
r,
Seller on or before the Closing. All other special assessments levied ,and pending as of the date
of Closing shall be paid by Seller at Closing. An assessmerif shaft be deemed pending if the
assessing authority has approved the improvement whlch�wil1kresult i4 the assessment and has
entered into a contract to construct the improvement.
13. BROKERAGE. Buyer and Seller' each re -Pr
liable to any broker or agent with regard to the sale cont,
indemnify, defend and hold harmless the Buyer from broker,
any claim made by any broker or sales agent or similar pal
terms of any agreement entered into by the Seller, inclu
attorneys' fees. Buyer agrees to indemnify, defend and hold
fees and commissions and from any claim made by any brok
a commission due under the terms of any agieement.elteied
limitation reasonable attorneys' -.fees. ,
14.
(a)
transactions
any remediF
and reci
action.
(b) Buyf
contemplated herein
contingencies or co
remedies available
Agreement and rea
performance action.
nt to the other that :they are not
plated hereby. Seller agrees to
fees and commissions and from
for a commission due under the
lgtiwithout limitation reasonable
s$,,the Seller from brokerage
or `sale's agent or similar party for
?,by the Buyer, including without
event that Seller should fail to consummate the
Iso1, except the default by Buyer, Buyer may pursue
a law, including seeking specific performance of this
-sement and attorneys' fees incurred in said specific
's Default. If Buyer should fail to consummate the transactions
forany reason, except the default by Seller, or the failure of any of the
.itionsao'�the Buyer's obligations set forth herein, the Seller may pursue any
ii under Minnesota law, including seeking specific performance of this
,ering all costs, disbursement and attorneys' fees incurred in said specific
15. MISCELLANEOUS. The following general provisions govern this Agreement.
(a) Time of Essence. Time is of the essence of this Agreement.
(b) Governing Law. This Agreement is made and executed under and in all respects
to be governed and construed by the laws of the State of Minnesota.
375423v4 SJB CR150-188 8
(c) Notices. Any notice required to be given to Seller or Buyer pursuant to this
Agreement shall be in writing and shall be deemed duly given at the date of delivery by
messenger or by recognized overnight courier, or on the date of mailing if sent by certified mail,
return receipt requested, to the addresses stated below. Any party, by notice given as aforesaid,
may change the address to which subsequent notices are to be sent.
If to Buyer: County of Hennepin
Manager, Real Estate Division
Department of Housing, Coma
417 N. 5th Street. Suite 320
Minneapolis, MN 55401-1362
If to Seller: Economic Developrnep
Crystal City Hall
4141 Douglas Drive N.
Crystal, MN 55422
Attention: `=Community
(d) Buyer's Waiver Rights. 1
upon the Buyer by this Agreement. Excel
made by, and only by, giving Seller written
(e) Ar
signed by Seller a
Agreement are fo
way the.`scope or
singular shall include the t
and neuter shall be freely i
(g) Assignmen
Agreement, without�fust o
and Transit
of the City of
Director
yr�,waive any right conferred
herein, such waiver may be
ibing the right waived.
be amended only by a written instrument
The --6 aptions'" and headings of the various sections of this
�nlyand are not to be construed as defining or as limiting in any
rovr 'ions:hereof, Wherever the context requires or permits, the
the plural shall include the singular and the masculine, feminine
either party shall have the right to assign its interest under this
ng the consent of the other party.
(h) Invalid! If for any reason any portion or section of this Agreement shall be
declared void and unenforceable by any court of law or equity it shall only affect such particular
portion or section of this Agreement and the balance of this Agreement shall remain in full force
and effect and shall be binding upon the parties hereto.
(i) Counterparts. This Agreement may be executed in any number of counterparts,
all of which taken together shall constitute one and the same instrument and either of the parties
hereto may execute this Agreement by signing any such counterpart.
375423v4 SJB CR150-188 9
6) Merger/Survival. All prior understandings and agreements between the parties
are merged into this Agreement which alone fully and completely expresses their agreement. All
representations, covenants, obligations and agreements contained herein shall survive the
Closing and delivery of the Quit Claim Deed by Seller.
[Balance of Page is Blank - Signatures Folloi�lon> t Page)
3754230 SJB CR150-188 10
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
set forth after their signature below:
A'T'TEST:
By:
Deputy/Clerk of the County Board
Date:
Assistant County Attorney
Date:
APPROVED AS
By:
Date:
375423v4 SJB CR150-188 11
Date:
By:
Assistant`
;`Public W
Administrator,
By:
Director, Housing, Community
Works & Transit
Date:
1111179 Di m
1 /
CRYSTAL
IIn
3754230 SJB CR150-188 12
Its Presi
Lelzal Description of the Property
375423v4 SJB CRI 50-188 13
Permitted Encumbrances
1. Highway right of way reserved in Quit Claim Deed.
2. Drainage and utility easements reserved in Quit Claim Deed.
3. Temporary construction easement reserved in Quit Claim Deed.
4. Covenant to match grade of Property to grade of Seller's contiguous property.
5. Additional encumbrances to be determined.
375423v4 SJB CR150-188 14
Well Disclosure Statement
375423v4 SJB CR150-188 15
MTK����/l: =�I� �C+/�7C����/� 1�►1111 . t1 : a f ' .1! {�= i _,
RESOLUTION APPROVING PURCHASE AGREEMENT
BETWEEN THE ECONOMIC DEVELOPMENT AUTHORITY
OF THE CITY OF CRYSTAL AND HENNEPIN COUNTY
WHEREAS, the Economic Development Authority of the City of Crystal (the "Authority")
administers Redevelopment Project No. 1 (the "Project") pursuant to Minnesota Statutes, Sections
469.001 to 460.047 (the "HRA Act"); and
WHEREAS, the Authority proposes to acquire certain property within the Project owned by
Hennepin County (the "County") and located at 5712 Lakeland Avenue North, 5706 Lakeland
Avenue North, 5700 Lakeland Avenue North, 5660 Lakeland Avenue North, 5650 Lakeland
Avenue North, 5707 Brunswick Avenue North, and 6125 Cloverdale Avenue North (the
"Property"); and
WHEREAS, in connection with such proposal the Authority has reviewed a purchase
agreement between the Authority and the County (the "Purchase Agreement");
NOW, THEREFORE, be it resolved by the Board of Commissioners of the Economic
Development Authority of the City of Crystal as follows:
1. The Authority finds that acquisition of the Property from the County is in the public
interest because it will further the objectives of the redevelopment plan for the Project.
2. The Authority approves the Purchase Agreement in substantially the fonn on file in
City Hall. The President and Executive Director are. authorized and directed to execute the
Purchase Agreement, subject to modifications that do not change the substance of the transaction
and are approved by those officials, provided that execution of the Purchase Agreement by those
officials will be conclusive evidence of their approval.
3. The Authority approves acquisition of the Property from the County, subject to
satisfaction of all terms and conditions of the Purchase Agreement, and authorizes and directs the
President and Executive Director to execute the any documents necessary to carry out such real
estate transaction.
377146A SJB CR150-188 Attachment E
Approved by the Board of Commissioners of the Economic Development Authority of the
City of Crystal this 3'd day of November, 2010.
President
Attest:
Vice President
377146vl SJB CRI50-188
EDA STAFF REPORT
CITY.of
0 Public Hearings and Resolution approving purchase
%I ,[�RYSTAL
and redevelopment agreement with The Davis Group
FROM: Patrick A. Peters, Deputy Executive Director
TO: Anne Norris, Executive Director (for November 3, 2010 EDA Meeting)
DATE: October 25, 2010
RE: PUBLIC HEARING: Consider a resolution authorizing the sale of the
following properties to The Davis Group for development of a medical
clinic: 5650, 5660, 5700, 5706 and 5712 Lakeland Avenue North; 5707
Brunswick Avenue North; and 6125 Cloverdale Avenue North.
PUBLIC HEARING: Consider a resolution approving a business subsidy
to facilitate re development of the following properties: 5650, 5660, 5700,
5706 and 5712 Lakeland Avenue North; 5707 Brunswick Avenue North;
and 6125 Cloverdale Avenue North
BACKGROUND
EDA staff has been working with representatives from The Davis Group in an effort to
find a location for construction of a new medical clinic in Crystal. A 4.38 acre site along
CSAH 81 has been identified that, when assembled, offers the necessary land area and
desired exposure for development of a proposed $12 million, 43,000 sq. ft. clinic.
Attachments Al -A3 are conceptual representations of the clinic's front elevation and
general placement on the subject site.
Hennepin County acquired various properties comprising approximately half of the
proposed site for the CSAH 81 reconstruction project (Attachment B). The balance of
the site is comprised of four privately owned properties currently occupied by a
commercial use and three single-family houses. Attachment C identifies all of the
parcels included in the potential redevelopment site. Attachment D depicts the
preliminary concept for site layout.
At its work session on August 2, the EDA discussed options for providing $400,000 in
assistance to the project, as identified in the redeveloper's preliminary pro forma.
Following that work session, staff proceeded with discussions with the county and The
Davis Group in support of the clinic's relocation and expansion in Crystal. Staff provided
an update to the EDA in a September 7 work session and elicited input on the
agreements necessary to acquire the county -owned properties and subsequently sell
those properties to the Davis Group at a reduction of $400,000 from the cost of
acquisition.
Page 1 of 3
On October 5, the Hennepin County Board declared the county -owned land to be
surplus property and authorized county staff to negotiate and execute a purchase
agreement for the sale of the subject property to the Crystal EDA for redevelopment. At
its November 3 meeting, the EDA will consider a separate resolution authorizing
acquisition of the county -owned parcels.
Provided the EDA acts to approve the resolution acquiring the county -owned properties
and approves the resolutions that are the subject of this report, the EDA subsequently
would transfer ownership of the properties acquired from Hennepin County to the
redeveloper for assembly with the four private properties they are to acquire. The
contingencies for that transfer of ownership are included in the attached agreement and
are the subject of these public hearings.
THE AGREEMENT
The proposed purchase and redevelopment agreement (Attachment E) provides the
framework for the ultimate redevelopment of the site, obligating the redeveloper to
certain stated improvements that are in the best interests of the city and its residents.
The agreement incorporates a business subsidy agreement, for the purposes of the
Business Subsidy Act, which outlines the purposes for the redevelopment and certain
minimum performance criteria that must be satisfied to warrant the $400,000 subsidy to
the project.
There are certain provisions of the agreement, beyond the boilerplate contract
language, that staff would like to highlight:
✓ Article III — Acquisition and Conveyance of Property
o Section 3.1 obligates the redeveloper to acquire the private properties that,
when assembled with the county properties, constitute the redevelopment
site.
o Section 3.2 establishes the amount of the land write-down at $400,000.
o Section 3.3 identifies conditions that must be satisfied by both parties prior to
transfer of the EDA -owned property.
o Section 3.7 is the Business Subsidy Agreement
® It establishes that the public purpose of the subsidy is to eliminate
blight, prevent the emergence of blight, increase the city and state tax
base, provide needed medical services in the city, induce the
redeveloper to locate the clinic at this site, and to mitigate costs
associated with demolition and site improvements.
13 It establishes a date ("compliance date") by which the minimum
improvements must be completed.
® It requires the redeveloper to operate the medical office facility for at
least five years and maintain at least 50% of the leasable area for
medical office uses.
✓ Article IV — Construction of Minimum Improvements
o Section 4.2 requires submission of construction plans that are in
conformance with the terms of the agreement and all applicable laws and
ordinances prior to closing on the conveyance of property.
o Section 4.3 establishes the dates for commencement and completion of
construction, anticipated at this time to be April 1, 2012.
Page 2 of 3
✓ Article VII — Financing
o Section 7.1 requires that prior to conveyance of the property, the redeveloper
must submit proof of commitments for mortgage financing and equity for
construction of the required improvements.
✓ Article V111 —Prohibitions Against Assignment and Transfer
o Section 8.1 ensures that the purchase of the property by the redeveloper is
for the purpose of redevelopment and not speculation.
✓ Article IX — Events of Default
o Section 9.3 allows the EDA to take possession of the property in the event of
any default on the part of the redeveloper and failure of the redeveloper to
remedy the default.
o Section 9.4 authorizes the EDA, in the event of default, to sell the property
once title is revested with the Authority.
RECOMMENDATION
Staff requests EDA approval of the Resolution (Attachment F) authorizing the sale of
certain properties (5650, 5660, 5700, 5706 and 5712 Lakeland Avenue North; 5707
Brunswick Avenue North; and 6125 Cloverdale Avenue North) to The Davis Group for
development of a medical clinic and approving a business subsidy agreement to
facilitate the redevelopment of the subject properties for a medical clinic.
ATTACHMENTS
A. Conceptual renderings of elevation and site placement of clinic
B. Survey of county -owned land
C. Properties comprising redevelopment site
D. Preliminary site concept
E. Purchase and Redevelopment Agreement
F. Resolution
Page 3 of 3
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AttachmeW
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Hennepin County Property Map Print
Page 1 of 1
Hennepin County Property Map -Tax Year® 21
The data contained on this page is derived from a compilation of records and maps and may contain discrepancies that can only be disclosed by an accurate survey performed by a licensed
land surveyor. The perimeter and area (square footage and acres) are approximates and may contain discrepancies. The information on this page should be used for reference purposes only.
Hennepin County does not guarantee the accuracy of material herein contained and is not responsible for any misuse or misrepresentation of this Information or its derivatives.
Selected Parcel Data Date Printed. 10/26/2010 10:01:05 AM
Parcel ID: Current Parcel Date: 10/6/2010
Owner Mame:
Parcel Address:
Property Type: Sale Price:
Homestead: Sale Date:
Area (sgft): Sale Code:
Area (acres):
A -T -B:
Market Total:
Tax Total:
http://gis.co.hennepin.mn.us/HCPropertyMap/Locator.aspx
!A
PURCHASE AND REDEVELOPMENT
ECONOMIC REVEL®
OF THK CITY
This document was drdft6d by:
KENNEDY & GRAVEN, Chartered
470 U.S. Bank Plaza
Minneapolis, Minnesota 55402
Telephone: 337-9300
376425v2 SJB CRI50-188
TABLE OF CONTENTS
Page
PREAMBLE^~^^'--~—^^^----^^-----~—^'----~~^^^----^^^-----}
ARTICLE
Section 1. Definitions ...---2
ARTICLE 11
Section 2.[ Representations by the — .—...,4
Representations and Warranties y
Section 3.i. Acquisition and of .................................................... 6
Section 3.2.
—^~^^^----~--6
Section3.3....................
.............................
6
Section 3.4.
Place of Document Execuf n, Defivelyand Recording, Costs .........—...7
Section 3.5.
Title ...--...................................
Section 3.6.
.---.`v.........-------.._....—..�
Section 3.7.
--^^—^—'--^'—^^^'—'—'—'--'-^^^^'�
^-----~—^~'^^'—'—'']]
............,,,,,'...,,,............|1
Section 4�3",,-, Commencement and'bompletion of Construction ......................................l2
Section4 —.------...--.-----..~..]2
ARTICLE V
Insurance
Section5.l. Insurance ........................................................................................................... }4
Section 5.2. Subordination .—.—.--.—.—....—.-----....---.----.._.--.l5
z
ARTICLE VI
Delinquent Taxes and Review of Taxes
Section 6.[ Right tOCollect Delinquent Taxes .................................................................... 16
ARTICLE VII
Financing
Section 7.}. .............................................. 17
Section 7.2. `m Option to Cure Default ....---....\7
Section 7.3. Subordination and Modification for the ..—..--.....l7
18
Section 8.2. Prohibition Against Redeveloper's $f6i"4Property and
18
Section 8.3. Release and Indemnifibation'Coveriants...
|9
Even-
' ---^^'2l
......--2l
Section 9.3. to
����,�,,','...,... 21
....----.....,29
Exclusive ____,,.______~.,._-----.....---._.23
-.� ARTICLE X
Additional Provisions
Section 10].
Not Individually Liable ........
25
Section 10.2.
.-----.---------..-----.-25
Section }V.3.
}le8tr��f000OoUse ...........................................................................................
25
Section 10.4.
Provisions Not Merged With Deed ...................................................................
25
Section 10.5.
Titles ofArticles and Sections ..........................................................................
25
Section T0.h.
Notices and Demands .......................................................................................
25
Section 10.7.
Counterparts ....---.--...—.---~^—'—^------^~—^'-----'26
Section 10.8.
Recording —.....-----...._..-------'-------~^—^---'26
Section10.9
Amendment .......................................................................................................
26
Section }0.}0
Authority or City Approvals --._..—.------...—..----..—....26
o
Section 10.12 Choice of Law and Venue ................................................................................. 26
TESTIMONIUM......................................................... I ................................................ I ............ S-1
SIGNATURES........................................................................................... I ............. I ............... S-1
SCHEDULE A Description of Redevelopment Property and Additional Property
SCHEDULE B Form of Quit Claim Deed
SCHEDULE C Certificate of Completion
(The remainder of this page is intentionally left
iii
376425v2 SJB CR150-188
THIS AGREEMENT, made on or as of the day of , 2010, by and
between ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF CRYSTAL, a public
body corporate and politic established pursuant to Milmesota Statutes, Sections 469.090 to
469.1081 (the "Authority"), and [DAVIS ENTITY], a Minnesota limited liability company (the
"Redeveloper").
WITNESSETH:
WHEREAS, the Authority was established by
Minnesota Statutes, Sections 460.090 to 469.1081 (the',
housing and redevelopment authority under Minnes6f�
(the "HRA Act"); and
WHEREAS, the Authority has undertaken
land which is blighted and underutilized within
redevelopment project known as the ,,,Redevelo.
Proj ect") pursuant to the HRA Act; an
WHEREAS, pursuant to the
property, or interests therein;andjo u
real property by private, &Tri'se,;arli
ity of-,,,CiystaI (the "City") under
Act") and " , has all the powers of a
tes. Sections..469 - 001 to 469.047
the
of
and in this connection created a
ect No. 1 (the "Redevelopment
authorized to acquire real
ilitate the redevelopment of
WHEREAS,,'I,i!16- Authoritys",,,has acquir6d-,',��6r will acquire certain property described in
Schedule A (the "Rbd6velopment"Pr6pelty") wiihin,the Redevelopment Project, and intends to
convey that property tothe Reidevelo'por,6t"--development of certain improvements described
herein; and,
WHEREAS, the Authokity,�,,believes that tl
' ie redevelopment of the Redevelopment
,
Prop6rty,,pursuant to this'Agreement, ',�and fulfillment generally of this Agreement, are in the vital
Property ""pursuant
and best -.10 ' terests of the City,'and the1iealth, safety, morals, and welfare of its residents, and in
accord with, , the public p4p6ses and provisions of the applicable State and local laws and
requirements 'under which the, Project has been undertaken and is being assisted.
NOW, THE
parties hereto, each
376425v2 SJB CR150-188
-, in consideration of the premises and the mutual obligations of the
does hereby covenant and agree with the other as follows:
(The remainder of this page is intentionally left blank.)
I
ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears
from the context:
"Agreement" means this Agreement, as the same may
amended, or supplemented.
"Additional Property" means the real property
Agreement.
"Authority" means the Economic D
successor or assign.
"Authority Representative" means the Executi
designated by the Executive Director ,t01;„act as the A
this Agreement.
"Business Subsidy Act” means
amended.
"Certificate of'",C6i-hi)letion'';�,ii-ieans
purchaser of any paii,Iiarcel or unit of the
this Agreement.
has
Authority of the
time to time modified,
Schedule A of this
or any
,tor of the Authority, or any person
Representative for the purposes of
116J.993 to 116J.995, as
provided to the Redeveloper, or the
Property, pursuant to Section 4.4 of
in Section 3.3(b).
"O,,onstruction Plans'!,"means the plans, specifications, drawings and related documents on
the construction, work to b&`:performed by the Redeveloper on the Redevelopment Property
which (a) shalt �bo, as detailed,as the plans, specifications, drawings and related documents which
are submitted tO'the -'appropriate building officials of the City, and (b) shall include at least the
following for each'bulld, (1) site plan; (2) foundation plan; (3) floor plan for each floor; (4)
I
building elevations (a , Its); (5) landscape plan; and (6) such other plans or supplements to the
foregoing plans as the Authority may reasonably request to allow it to ascertain the nature and
quality of the proposed construction work.
"County" means the County of Hennepin, Minnesota.
"Event of Default" means an action by the Redeveloper listed in Article IX of this
Agreement.
2
376425v2 SJB CRI50-188
"EDA Act" means Minnesota Statutes, Sections 469.090 to 469.108 1, as amended.
"Holder" means the owner of a Mortgage.
"HRA Act" means Minnesota Statutes, Sections 469.001 to 469.047, as amended.
"Minimum Improvements" means the construction on the Redevelopment Property of an
approximately 43,000 square -foot medical office building.
"Mortgage" means any mortgage made by the Re
in part, with the Redevelopment Property and which is a
provisions of Article VIII of this Agreement.
"Purchase Agreement" has the meaning
"Redeveloper" means [Davis Entity] or
"Redevelopment Project" means the A
"Redevelopment Property"
Agreement.
"Redevelopment Plan" means
Redevelopment Project, as amended:
"State" means the State of
"Tax Official" r.
equairzation, �tne cornmissroner<oi revenue or*zne
tax court of -the State;` 6r the State,,;Supreme Court.
tted
veloper , Bich is secured, in whole or
,rinitted encumbrance pursuant to the
Section 3.1 hereof:,
successors and assigns ,,,`,
le, velopment Project No. 1.
> so. described in Schedule A of this
unty auditor; County or State board of
or any State or federal district court, the
that is 10 years after the Closing.
"Unay"oidable Delays." 'ineans delays beyond the reasonable control of the party seeking
to be excused as a, result thereof which are the direct result of war, terrorism, strikes, other labor
troubles, fire or other casualty to the Minimum Improvements, litigation commenced by third
parties which, by injunction or other similar judicial action, directly results in delays, or acts of
any federal, state or local governmental unit (other than the Authority in exercising its rights
tinder this Agreement) which directly result in delays. Unavoidable Delays shall not include
delays in the Redeveloper's obtaining of permits or governmental approvals necessary to enable
construction of the Minimum Improvements by the dates such approval and construction is
required under Sections 4.2 and 4.3 of this Agreement.
(The remainder of this page is intentionally left blank.)
3
376425v2 SJB CRI50-188
Representations and Warranties
Section 2.1. Representations by the Authority. The Authority snakes the following
representations as the basis for the undertaking on its part herein contained:
(a) The Authority is an economic development authority duly organized and existing
under the laws of the State. Under the provisions of the EDA", -"Act and the HRA Act, the
Authority has the power to enter into this Agreement and cauy oiit its,°obligations hereunder.
(b) The activities of the Authority are undertalt'en to fosfei the redevelopment of
certain real property which for a variety of reasons Js presently underut>lrzedto remedy blight
and prevent the emergence of blight, and to create increased tax base in the'Project and the City
as a whole.
(c) The Redevelopment Property is not subject;torariy pending condemnation by the
Authority or City, and to the best of ==the Authority' sknowledge there are no other pending
proceedings that would prevent use, of the Redevelopment Property by Redeveloper in
accordance with this Agreement.
Section 2.2. Representations and :Wai anties by . the ,Redeveloper. The Redeveloper
represents and warrants that
(a) The Redeveloper is a limited liability company duly organized and in good
standing under the Yaws of the,,State,_Jsa not m violation of any provisions of its articles of
organization or the laws :bflhe St4.te is `duly authorized to transact business within the State, has
power to enter ihto„ this"'Ag>_eement and-has:�Auly authorized the execution, delivery and
performance of this Aa"reement by.,proper action of its members.
(b)s If the Redeveloper acquires the Redevelopment Property in accordance with this
Agreerrient;; he Redeveloper Will construct, operate and maintain the Minimum Improvements in
accordance with the terms of'this Agreement, the Redevelopment Plan and all local, state and
federal laws ai1d"%egulations (including, but not limited to, environmental, zoning, building code
and public health laws andregulations).
(c) The Redeveloper has received no notice or communication fiom any local, state
or federal official that the activities of the Redeveloper or the Authority in the Project Area may
be or will be in violation of any environmental law or regulation (other than those notices or
communications of which the Authority is aware). The Redeveloper is aware of no facts the
existence of which would cause it to be in violation of or give any person a valid claim under any
local, state or federal environmental law, regulation or review procedure.
(d) The Redeveloper will construct the Minimum Improvements in accordance with
all local, state or federal energy -conservation laws or regulations.
4
376425v2 SJB CRI50-188
(e) The Redeveloper will obtain, in a timely manner, all required permits, licenses
and approvals, and will meet, in a timely manner, all requirements of all applicable local, state
and federal laws and regulations which must be obtained or met before the Minimum
Improvements may be lawfully constructed.
(f) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and
conditions of this Agreement is prevented, limited by or conflicts w>itll,6r results in a breach of,
the terms, conditions or provisions of any partnership or compagy estriction or any evidences of
indebtedness, agreement or instrument of whatever nature to whlcht.the Redeveloper is now a
party or by which it is bound, or constitutes a default under -any -'of the foregoing.
(g) The proposed development by the Redeveloper hereunder would not occur but for
the financial assistance being provided by the Authority hereunder.
(h) The Redeveloper is not currently i
with any grantor, as such terms are defined in the
(The remainder of
376425v2 SJB CR150-188
y business subsidy agreement
Act.
blank.)
Acquisition and Conveyance of Property
Section 3.1. Acquisition and Conveyance of Properly. As of the date of this Agreement, the
Authority has entered into a Purchase Agreement with the County, dated -as of
(the "Purchase Agreement"), providing for sale of the Redevelopment Property by the County to the
Authority. The Authority will acquire the Redevelopment Propertym;accordance with the terms of
the Purchase Agreement. The Authority will convey title to and possession of the Redevelopment
Property to the Redeveloper, subject to all the terms and; conditions of this Agreement. The
Redeveloper will also acquire all the property identified"'* Schedule A hereto (the "Additional
Property"), which Additional Property is required ; h order to construct the Minimum
Improvements. The Authority will have no obligation, to'" acquire or assistance iii- lze acquisition of
the Additional Property or any portion thereof.
Section 3.2. Purchase Price; Provisi
the Authority by the Redeveloper in exclian1
$ which is the total ` p1
Authority under the Purchase Agreement,,Jie
Redeveloper as follows:
(i) earliest.. money in
Authority aclglowledges upon exe
(ii)
cash br' certified check at Closing.
Section 1`3Conditi6tis'"of Conve�ahce?` (a) The Authority shall convey title to and
possession of he Redevelopment -Properly to the Redeveloper by a deed substantially in the form of
the deed attached as Scliedule B "to ,this Agreement. The Authority's obligation to convey the
Redevelopment Property -,the Redeveloper is subject to satisfaction of the following terms and
The , Authority having approved Construction Plans for the Minimum
in accordance with Section 4.2.
(2) The Authority having approved financing for acquisition of the
Redevelopment Property and construction of the Minimum Irnprovements in accordance
with Article VII hereof.
(3) The Redeveloper having closed on acquisition of all the Additional Property.
(4) The Redeveloper having received approval by the City of site plans, building
plans, and zoning, all to the extent so required under City ordinances.
6
376425v2 SJB CRI50-188
(5) There is no uncured Event of Default under this Agreement.
(6) The Authority having closed on acquisition of the Redevelopment Property.
(7) The Redeveloper having reviewed and approved (or waived objections to)
title to the Redevelopment Property as set forth in Section 3.5.
(8) The Redeveloper having reviewed and approved (or waived objections to)
soil and environmental conditions as set forth in Section 3.6. {^
Conditions (1) through (5) are solely for the benefit of the Auth6rity; and may be waived by the
Authority. Conditions (6) through (8) are solely for the benefit of they=Redeveloper, and may be
waived by the Redeveloper.
(b) The closing on conveyance of the Redevelopment Property fro m,mthe Authority to the
Redeveloper shall occur upon satisfaction of the conditions specified in this Section, Jbut no later
than 2011 or at such eailieCdate as the'�parties hereto agree in writing
("Closing").
Section 3.4. Place of Docurneiit-;,Execution, Delive jnd Recording Costs. (a) Unless
otherwise mutually agreed by the Authority and=the,--,Redeveloper,;-the execution and delivery of all
deeds, documents and the payment of any purchase �pirce shall lie made at the offices of the title
company selected by Redeveloper<or such other.Iocatron to -which the parties may agree.
(b) The deed shall be in recordable form and shall be promptly recorded in the proper
office for the recordation of deeds`)and other, instruments pertaining to the Redevelopment
Property. At Closing, the Redeveloper ,shall pay recording casts for the deed, any state deed
tax, title insurance commitment fees ,,arid premrurris if any; and title company closing fees, if
any. The parties agree and'4, defstand that tlie-�Redevelopment Property is exempt from property
taxes fortaxespayabTe in 2010;�and is expected to be exempt for taxes payable in 2011. [True?]
Section 3.5. Tit1e:;`s (a) The, -,_Redeveloper and Authority agree and understand that
Redeveloper has the right to` inalce title` objections with respect to the Redevelopment Property under
the terms and :, within the time frames described in the Purchase Agreement; provided that
Redeveloper hasno right to terminate the Purchase Agreement. If the County refuses or fails to
cure title objections:before`closing under the Purchase Agreement, the Redeveloper may by the
giving of written notice',
otice ;to the Authority (i) terminate this Agreement, upon the receipt of which this
Agreement shall be null` and void and neither party shall have any liability hereunder, or (ii) if
mutually agreed by Redeveloper and Authority, the Authority may waive the objections and
proceed to closing under the Purchase Agreement and to Closing under this Agreement, in which
event Redeveloper will waive all uncorrected title objections. Upon termination of this Agreement,
the Authority shall promptly return to the Redeveloper any earnest money deposited with the
Authority. The Authority shall have no obligation to take any action to clear defects in the title to
the Redevelopment Property. Redeveloper shall have sole responsibility to obtain title insurance
regarding the Redevelopment Property, provided that the Authority will cooperate with Redeveloper
7
376425v2 SJB CR150-188
in any efforts by Redeveloper to obtain a title policy from the title company providing title
insurance to the Authority under the Purchase Agreement.
(b) The Authority shall take no actions to encumber title to the Redevelopment Property
between the date of this Agreement and the time the deed is delivered to the Redeveloper. The
Authority expressly agrees that it will not cause or permit the attachment of any mechanics,
attorneys, or other liens to the Redevelopment Property prior to Closing. Except to the extent such
liens arise from actions of the County under the Purchase Agreement Upon Closing, the Authority
is obligated to pay all costs to discharge any encumbrances to„ theRedevelopment Property
attributable to actions of the Authority, its employees, officers; agents or consultants, including
without limitation any architect, contractor and or engineer.
(c) The Redeveloper shall take no actions
Property between the date of this Agreement and the tier
The Redeveloper expressly agrees that it will not cause:
attorneys, or other liens to the Redevelopment Pro]
termination of this Agreement prior to Closing,' -Red
discharge any encumbrances to the Redevelopment Pi 61'
its employees, officers, agents or consultants, including
and or engineer.
i encumber title: to the Redevelopment
the deed is delivered o the Redeveloper.
permit the attachment,°oi any mechanics,
ty prior,,, to Closing. Notwithstanding
elopei js�`obligated to pay'�'all costs to
ty attributable to actions of Redeveloper,
ithout limitation any architect, contractor
Section 3.6. Soils Enviromnental.Conditions. (a) The Authority will provide copies to
Redeveloper of all Environmental Reports (as,,defined; n the.Purchase Agreement) promptly upon
receipt of those documents-fiornthe:ColmtyThepanties further" agree that Redeveloper will have
the rights of inspection given to the Authority un7 r the Purchase Agreement. If, at least 30 days
before Closing the:Redeveloper determines that Hazardous waste or other pollutants as defined
under federal and state law exist,properly, or that the soils are otherwise unsuitable for
construction of the Redeveloper may at its option terminate this
Agreement by giving written notice to the Authority; upon receipt of which this Agreement shall be
null and' Vora an&' neither party°,shall have any liability hereunder, except the Authority shall
prom y1feturn to the Redeveloper; any earnest money.
(b) The Redeveloper acknowledges that the Authority makes no representations or
warranties as", to the condition° of the soils on the Redevelopment Property or its fitness for
construction of.",tlieMinimum ,Iiiiprovements or any other purpose for which the Redeveloper may
make use of such,property Th6 Redeveloper further agrees that it will indemnify, defend, and hold
harmless the Authority, the City, and their governing body members, officers, and employees, from
any claims or actions arising out of the presence, if any, of hazardous wastes or pollutants on the
Redevelopment Property.
Section 3.7. Business Subsidy Agreement. The provisions of this Section constitute the
"business subsidy agreement" for the purposes of the Business Subsidy Act.
(a) General Terms. The parties agree and represent to each other as follows:
8
376425v2 SJB CR150-188
(1) The subsidy provided to the Redeveloper consists of the conveyance of the
Redevelopment Property for a price that represents a $400,000 reduction from the price paid
by the Authority to the County under the Purchase Agreement. Such subsidy will be paid be
general Authority funds.
(2) The public purposes of the subsidy are to eliminate blight, prevent the
emergence of blight, increase the tax base of the City and the State, and provide needed
medical services in the City.
(3) The Authority has determined, after public��16ar ng, that job creation and
retention are not the goals for the subsidy. Instead, the goals Fare to secure development of
the Minimum Improvements on the Redevelopment Popety by�the; date required in Section
4.3 hereof (thereby achieving the public purposes described ab to to maintain such
improvements as a medical office for the time period described in clause �(6) below.
(4) If the goals described in clause (3,) are not met, the Redeveloper, must make the
payments to the Authority described in Section 3.7(c).�
(5) The subsidy is needed -,to induce Redeveloper to locate its business at this site,
and to mitigate the cost of demolition and related site`nprovements.
(6) The Redeveloper must","&C',
medical office facility for...at least fi
subject to the continuing= ,obligation
improvements. wilf'be a medial, office
square footage "of the Mi
such uses. During any
operated for the a%ren
facility.
(7)
peratron of the Minimum Improvements as a
41i,6'. -Benefit Date (defined hereinafter),
d in Section 10.3 of this Agreement. The
as long as at least 50 percent of the leaseable
s are operated by Redeveloper or a tenant for
Zinimurn Improvements are vacant and not
use, the Minimum Improvements will not
not have a parent corporation.
(8) The Redeveloper has not received, and does not expect to receive, financial
assistance from any other "grantor" as defined in the Business Subsidy Act, in connection
with the Development Property or the Minimum Improvements.
(b) Goals. 'The "-Benefit Date" of the assistance provided in this Agreement is the date of
substantial completion` f'the Minimum Improvements, which date must be no later than the date
specified in Section 4.3 hereof. Such date is also referred to as the "Compliance Date." The
Authority may, after a public hearing, extend the Compliance Date by up to one year, provided that
nothing in this section will be construed to limit the Authority's legislative discretion regarding this
matter.
(c) Remedies. If the Redeveloper fails to meet the goals described in Section 3.7(a)(3) and
3.7(b), the Redeveloper shall repay to the Authority upon written demand from the Authority the
$400,000 in write-down of the purchase price for the Redevelopment Property, together with
9
376425v2 SJB CR150-188
interest on that amount at the rate specified in Section 116J.994, subd. 6 of the Business Subsidy
Act, accrued from the date of Closing to the date of payment.
Nothing in this Section shall be construed to limit the Authority's remedies under Article IX
hereof. In addition to the remedy described in this Section and any other remedy available to the
Authority for failure to meet the goals stated in Section 33(a)(3) and 33(b), the Redeveloper agrees
and understands that it may not a receive a business subsidy from the Authority or any grantor (as
defined in the Business Subsidy Act) for a period of five years from the%date of the failure or until
the Redeveloper satisfies its repayment obligation under this Section,'* ever occurs first.
(d) Reports. The Redeveloper must submit to the A 6iity' a written report regarding
business subsidy goals and results by no later than February; l ofeach year, commencing the first
Februaiy 1 after Closing and continuing until the later . of, (i) the date, the, goals stated Section
33(a)(3) are met; (ii) 30 days after expiration of the period described in Sectron,'33(a)(6); or (iii) if
the goals are not met, the date the subsidy is repaid'in accordance with Section;:, 'J(c). The report
must comply with Section 116J.994, subdivision 7 oflhe Business Subsidy Act. The Authority will
provide information to the Redeveloper regardingtl e�,required %.this. If the Rede vefoper fails to
timely file any report required under this Section, the Authority: will mail the Redeveloper a warning
within one week after the required filing -.date. If, after.: 14; days of the postmarked date of the
warning, the Redeveloper fails to provide -,report the the Redeveloper must pay to the Authority a
penalty of $100 for each subsequent day until the report is filed. "The maximum aggregate penalty
payable Linder this Section $1,000.
t
Section 3.8. Payment of,Adrnirustrati eCosts. Redeveloper shall pay to the Authority,
within 10 days after receipt of , e'ach inv6i&e thereof, amounts to cover the Authority's
"Administrative Costs "`The term A'drizinistrative Costs term means out of pocket costs incurred by
the Authority and City attributable=to or incurred fi connection with the negotiation and preparation
of the Agreement and other`.doclunents�:and agreements in comlection with the development of the
Redevelopimerit Property. Upon'teriminatron 'of flu's Agreement in accordance with its terms, the
Redevelgper Temairis�, obligated under this section for Administrative Costs incurred through the
effective=date of termination,
(The remainder of this page is intentionally left blank.)
10
376425v2 SJB CR150-188
ARTICLE IV
Construction of Minimum Improvements
Section 4.1. Construction of Minimum Improvements. The Redeveloper agrees that it
will construct the Minimum Improvements on the Redevelopment Property in accordance with
the approved Construction Plans and will operate and maintain, preserve and keep the Minimum
Improvements or cause the Minimum Improvements to be maintained.„,' --pr esel ved and kept with
the appurtenances and every part and parcel thereof, in good repair and
condition.
Section 4.2. Construction Plans. (a) Befor&'�; ,61'6sin"-"g'��on conveyance of the
Redevelopment Property under Article 111, the Redeveloper shall su it to the Authority
completed Construction Plans. The Construction Plans�:`shal-fi provide for ” th'e`construction of the
Minimum Improvements and shall be in conf6piffity with the Redeve'16p�ment Plan, this
Agreement, and all applicable State and local laws and regulations. The Authbfib-,
,y -,will approve
the Construction Plans in writing if: (i) the C6fi§truction,.,,"Pfans conform to the terms and
conditions of this Agreement; (ii) the Construction Plans
6 to the goals and objectives of
the Redevelopment Plan; (iii) the Construction Plans c 11 applicable federal, state and
local laws, ordinances, rules and regufatibris;`(W) the Construction Plans are adequate to provide
for construction of the Minim-ain Improvemerii§:,(y). the Construction Plans do not provide for
-
fi` Rede� i8per for construction of the
expenditures in excess of the funds available4h
Minimum Improvements; and -.-(vi) no E-�d o e .occurred. No approval by the
,
Authority shall relieve the Red-eveloper o 'd at n't J -comply with the terms of this
Agreement or of the, R0',06velopm6ii-,",Plan, applicable federal, state and local laws, ordinances,
rules and regulations; ,,""'
or to construct ,,-the Miniirw'h improvements in accordance therewith. No
approval by the Authority shall constitute a waiver�:,.pf an Event of Default. If approval of the
Construction Plans is requested" ` t R've
e e I " d "oper in writing at the time of submission, such
, �-b,y- he .-
Construction shall emed approved unless rejected in writing by the Authority, in
whole or` rnpart. SuOlfyejectibns,shall set forth in detail the reasons therefore, and shall be made
wit I in days after ft: "date of., heir receipt by the Authority. If the Authority rejects any
Cons on Plans in w1i.6"le or'�ih"' part, the Redeveloper shall submit new or corrected
Construction, Plans within 30 ---`days afte", r written notification to the Redeveloper of the rejection.
The provisio'n's,of this Section relating to approval, rejection and resubmission of corrected
Construction Plans shall continue to apply until the Construction Plans have been approved by
the Authority. The"Auth oi , -ity's approval shall not be unreasonably withheld. Said approval shall
constitute a con6lus , ive!"", determination that the Construction Plans (and the Minimum
Improvements, constructed in accordance with said plans) comply to the Authority's satisfaction
with the provisions of this Agreement relating thereto.
(b) If the Redeveloper desires to make any material change in the Construction Plans
after their approval by the Authority, the Redeveloper shall submit the proposed change to the
Authority for its approval. If the Construction Plans, as modified by the proposed change,
conform to the requirements of this Section 4.2 of this Agreement with respect to such
previously approved Construction Plans, the Authority shall approve the proposed change and
notify the Redeveloper in writing of its approval. Such change in the Construction Plans shall, in
11
376425v2 SJB CR150-188
any event, be deemed approved by the Authority unless rejected, in whole or in part, by written
notice by the Authority to the Redeveloper, setting forth in detail the reasons therefor. Such
rejection shall be made within ten (10) days after receipt of the notice of such change. The
Authority's approval of any such change in the Construction Plans will not be unreasonably
withheld.
Section 4.3. Commencement and Completion of Construction. Subject to Unavoidable
Delays, the Redeveloper must commence demolition of existing buildings on the Redevelopment
Property and Additional Property within days after Closrng, f and must substantially
complete construction of the Minimum Improvements by April,1 20"12. All work with respect
to the Minimum Improvements to be constructed or provrded by the Redeveloper on the
Redevelopment Property shall be in conformity with the Construction Plans as submitted by the
Redeveloper and approved by the Authority. �
The Redeveloper agrees for itself, its successors and assigns, and" eVery successor in
interest to the Redevelopment Property, or any part thereof,, that the Redeveloper, and such
successors and assigns, shall promptly begin'and' ., diligently %prosecute to completion the
redevelopment of the Redevelopment Property through ; tlie; construction of the Minimum
Improvements thereon, and that suchconstruction shall �`.n any event be commenced and
fied
completed within the period speci=in tliis:.Section 4:3 of:this Agreement. Subsequent to
conveyance of the Redevelopment Property;`or any part thereo%,to the Redeveloper, and until
construction of the Minimum Improvements has been'comnpleted, 'the Redeveloper shall make
�
reports, in such detail and at such times as `niay r easonably, be requested by the Authority, as to
the actual progress of the -,'Redeveloper with respect to such construction.
Section 4 4 Certificate of Completion. (a) Promptly after substantial completion of the
Minimum Improvements in accordance with those provisions of the Agreement relating solely to
the obligations of the RedeVelope' r to construct the`1Vlinimum Improvements (including the dates
for begimnng °and ,completi-66- thereof), the` -Authority will furnish the Redeveloper with a
Certificate;,'of Coinplet on in sub-'stantially the form provided in Schedule D.. Such certification
by the Authority shall be (and at'shall be so provided in the deed and in the certification itself) a
conclusive determination' of satisfaction and termination of the agreements and covenants in the
Agreernenr�and in the deed'v-ith respectto the obligations of the Redeveloper, and its successors
and assigns;Q to,, construct the,Minimum Improvements and the dates for the beginning and
completion thereof Such certification and such determination shall not constitute evidence of
compliance with or � satrsfact on of any obligation of the Redeveloper to any Holder of a
Mortgage, or any insurer of a Mortgage, securing money loaned to finance the Minimum
Improvements, or any part thereof.
(b) The certificate provided for in this Section 4.4 of this Agreement shall be in such
form as will enable it to be recorded in the proper office for the recordation of deeds and other
instruments pertaining to the Redevelopment Property. If the Authority shall refuse or fail to
provide any certification in accordance with the provisions of this Section 4.4 of this Agreement,
the Authority shall, within thirty (30) days after written request by the Redeveloper, provide the
Redeveloper with a written statement, indicating in adequate detail in what respects the
Redeveloper has failed to complete the Minimum Improvements in accordance with the
12
376425v2 SJB CR150-188
provisions of the Agreement, or is otherwise in default, and what measures or acts it will be
necessary, in the opinion of the Authority, for the Redeveloper to take or perform in order to
obtain such certification.
(c) The construction of the Minimum Improvements shall be deemed to be
substantially completed when the Redeveloper has received a certificate of occupancy issued by
the City for the Minimum Improvements.
(The remainder of this page is
13
376425v2 SJB CR150-188
i
Insurance
Section 5.1. Insurance. The Redeveloper will provide and maintain at all times during
the process of constructing the Minimum Improvements an All Risk Broad Form Basis Insurance
Policy and, from time to time during that period, at the requestf of the Authority, furnish the
Authority with proof of payment of premiums on policies covering the following:
(i) Builder's risk insurance, written ons jhc so called `Builder's Risk --
Completed Value Basis," in an amount equal to Bone hundred; p ercent (100%) of the
insurable value of the Minimum Improvements�`at the date of coinpletion, and with
coverage available in nonreporting form onIjiie so-called "all risk" forn-,of policy. The
interest of the Authority shall be protected` in accordance with a clause ,in form and
content satisfactory to the Authority;
(ii) Comprehensive, general 1
contingent liability, operations hof, ,-subcontr
liability insurance) together with.'an Owner'
property damage of not less than,°$:1,000;
above -required limits; ,,an,umbrella eXc ess li
(iii)
e (including operations,
operations and contractual
is against bodily injury and
zrrence (to accomplish the
be used); and
with statutory coverage.
(b) Upon'°coii?pletion of cornstr�uction of the Minimum Improvements and prior to the
Termination Date, the ' Redeveloper ,shall maintam,, or cause to be maintained, at its cost and
expense, and frorri time to' 4 the request of'tl e"" Authority shall fiunish proof of the payment of
nremiunis on insurance' -as follows:..
(i) Insurance agamsttjoss and/or damage to the Minimum Improvements under
y or policies ; covering such risks as are ordinarily insured against by similar
Comp'tchensive general public liability insurance, including personal injury
liability (with' employee exclusion deleted), against liability for injuries to persons and/or
property, in the`minimum amount for each occurrence and for each year of $1,000,000, and
shall be endorsed to show the City and Authority as additional insureds.
(iii) Such other insurance, including workers' compensation insurance respecting
all employees of the Redeveloper, in such amount as is customarily carried by like
organizations engaged in like activities of comparable size and liability exposure; provided
that the Redeveloper may be self-insured with respect to all or any part of its liability for
workers' compensation.
14
376425v2 SJB CR150-188
(c) All insurance required in Article V of this Agreement shall be taken out and
maintained in responsible insurance companies selected by the Redeveloper that are authorized
under the laws of the State to assume the risks covered thereby. Upon request, the Redeveloper will
deposit annually with the Authority policies evidencing all such insurance, or a certificate or
certificates or binders of the respective insurers stating that such insurance is in force and effect.
Unless otherwise provided in this Article V of this Agreement each policy shall contain a provision
that the insurer shall not cancel nor modify it in such a way as to reduce the coverage provided
below the amounts required herein without giving written notice to >Ahe Redeveloper and the
Authority at least 30 days before the cancellation or modification becomes effective. In lieu of
separate policies, the Redeveloper may maintain a single policy,, blanket or umbrella policies, or a
combination thereof, having the coverage required herein, in which;' event the Redeveloper shall
deposit with the Authority a certificate or certificates of the respective usurers as to the amount of
coverage in force upon the Minimum Improvements. h'`
(d) The Redeveloper agrees to notify
exceeding $100,000 in amount to, or destructioi
thereof resulting from fire or other casualty. In
reconstruct, and restore the Minimum Improve
condition or value as it existed prior to,,the; event
to accomplish such repair, reconstruction, amd,
proceeds of any insurance relating to such dania.
reimbursement of the costs thereof.
thority immediately it `the case of damage
e Minimum Improvements or any portion
rent the Redeveloper will forthwith repair,
o'-.substanially the same or an improved
;Such damage and, to the extent necessary
tion;' the Redeveloper will apply the net
ved by the,Redeveloper to the payment or
The Redeveloper shall` coi 4plete the repair; reconstrliction"and restoration of the Minimum
Improvements, regardlessof wheth6r1he net proceeds of insurance received by the Redeveloper for
such purposes are sufficient to pay f r.'the saine Any net proceeds remaining after completion of
such repairs, constructron;.and restoration shall be the�property of the Redeveloper.
(e) The Redeveloper and the Authority agree that all of the insurance provisions set
forth rn'tlus,Ai title V shall terni'ate upon the termination of this Agreement.
Section 5.2. Subordination Notwithstanding anything to the contrary contained in this
Article V, :the rights of theAuthority with respect to the receipt and application of any proceeds
of insurance shall, in all respects, be subject and subordinate to the rights of any lender under a
Mortgage approved pursuant;to Article VII of this Agreement.
(The remainder of this page is intentionally left blank.)
15
376425v2 SJB CR150-188
ARTICLE VI
Delinquent Taxes and Review of Taxes
Section 6.1. Right to Collect Delinquent Taxes. Redeveloper agrees for itself, its
successors and assigns, in addition to the obligation pursuant to statute to pay real estate taxes,
that it is also obligated by reason of this Agreement to pay before ',delinquency all real estate
taxes assessed against the Redevelopment Property and the Mifflifium Improvements. The
I ctu
Redeveloper acknowledges that this obligation creates a coriti-�a ' " I right on behalf of the
Authority through the Termination Date to sue the Rede el,pbfll"bi;Rs successors and assigns to
collect delinquent real estate taxes and any penalty or interest tll,,.there61iand to pay over the same
as a tax payment to the county auditor. In any such suit",iii.which the Authority is the prevailing
party, the Authority shall also be entitled to recoveuit's"costs, expenses and, reasonable attorney
fees.
Section 6.2. Review of Taxes. The
Date it will not cause a reduction in the real I
Property through: (a) willful destruction of t
(b) willful refusal to reconstruct damaged','
Agreement, except as otherwise provided in
will not, prior to the Termination Date, apply -
Property pursuant to any law,;�ortra,nsfer or p
entity whose ownership o1 6li6rafiohill of the p
being exempt from reat'estate taxes',, inkier St
conveyed to the City" 6k,,Authority m,,`akcordanc
376425v2 SJB CR150-188
Red6v6loper agrees "that prior to thb"Termination
',
roperty-taxespal - in respect of the Redevelopment
he Redevel6pirient Property or any part thereof; or
-�dbstroyed property pursuant to Section 5.1 of this
Section ,5.1(e). �tfib'�'Redevelover also agrees that it
al tax on the Redevelopment
156ra deferral. of
,nmt.tran§fdk,'6f the, Redevelopment Property to any
Id
`tye4ou rdsui in the Redevelopment Property
le"�Iaw (other than any portion thereof dedicated or to
e withthis Agreement).
page is intentionally left blank.)
16
Financing
Section 7.1. Financing. (a) Before conveyance of the Redevelopment Property by the
Authority to Redeveloper, the Redeveloper shall submit to the Authority evidence of one or more
commitments for mortgage financing which, together with committed equity for such
construction, is sufficient for acquisition of the Redevelopment Property and construction of the
Minimum Improvements. Such commitments may be submitted as'short tern financing, long
tern mortgage financing, a bridge loan with a long-term take out>firiancing commitment, or any
combination of the foregoing. Such commitment or comrnrtnients fof;,,,short term or long term
mortgage financing shall be subject only to such conditioiisas are normal -,-and customary in the
mortgage banking industry.
(b) If the Authority finds that the equity (or mortgage -financing, if any) -,,`is sufficiently
committed and adequate in amount to provide`,�,nfor the °construction of the Minimum
Improvements, then the Authority shall notify the Redeveloper"in writing of its approval. Such
approval shall not be unreasonably withheld and eithef- approval or rejection shall be given
within thirty (30) days from the date when"the,Authority is provided the evidence of financing.
A failure by the Authority to respond to,su'cli-evidence of financing shall be deemed to constitute
an approval hereunder. If the Authority refects the�evidence of financing as inadequate, it shall
do so in writing specifying the basis for the rejection: In any event'the Redeveloper shall submit
adequate evidence of fin dilig uuithin thirty =(3 0) ;days afters "such rejection. Approval of any
subordination agreement,under Section 7.3 heeof will constitute approval of financing for the
purposes of this Section:
Section 7.2.
161061>!1ilF•WAI
on Mortgage. In the event that there
to Article VII of this Agreement, the
Redeveloper" shall cause,the Authority to receive copies of any notice of default received by the
Redeveloper from the'llolder of�such Mortgage. Thereafter, the Authority shall have the right,
but not,,the obligation, to`� cute any such default on behalf of the Redeveloper within such cure
periods " as ,are available to the"Redeveloper under the Mortgage documents. In the event there is
an event of .default under this Agreement, the Authority will transmit to the Holder of any
Mortgage a copy of any notice of default given by the Authority pursuant to Article IX of this
Agreement.
Section 7.3. Subordination and Modification for the Benefit of Mortgagee. In order to
facilitate the Redeveloper obtaining financing for purchase of the Redevelopment Property and
for construction according to the Construction Plans, the Authority agrees to subordinate its
rights under this Agreement, including without limitation its rights of reversion under Sections
9.3 and 9.4 hereof, provided that (a) such subordination shall be subject to such reasonable terms
and conditions as the Authority and Holder mutually agree in writing, (b) the Authority's
obligation to subordinate is contingent on the Authority's approval of the financing in
accordance with Section 7.1 hereof.
17
376425v2 SJB CR150-188
ARTICLE VIII
Prohibitions Against Assignment and Transfer; Indemnification
Section 8.1. Representation as to Redevelopment. The Redeveloper represents and
agrees that its purchase of the Redevelopment Property or portions thereof, and its other
undertakings pursuant to the Agreement, are, and will be used, for the purpose of redevelopment
of the Redevelopment Property and not for speculation in land holding.
Section 8.2. Prohibition Against Redeveloper'
Agreement. The Redeveloper represents and agrees that
(a) Except only by way of security :for;' and
financing necessary to enable the Redeveloper or any succe
Property, or any part thereof, to perform its obligations v
Improvements under this Agreement, and any other pure'
Redeveloper has not made or created and will not make or
any total or partial sale, assignment, conveyance, or lease,
any other mode or form of or with resp'ecf,to the Ag>eeme
any part thereof or any interest therein, `bi" ny contract" c
without the prior written ,approval., of the Authority ffilesE'
only for, the purpose- of obtaining
,sor, n interest to theR
�edevelopment
ith 46'spect to making the Minimum
e` -authorized by this Agreement, the
,reate or suffer to be made or created
or,,:any trust or power, or transfer in
it orsthe Redevelopment Property or
r. -agreement to do any of the same,
the Redeveloper remains liable and
bound by this Redevelopment``Agreement "i which event `the Authority's approval is not
required. Any such transfer shall be subject to`the,�.provisions of this Agreement.
(b) 117 the event,,;the Re'developer,'uponrfansfer or assigmnent of the Redevelopment
Property,,,,.or,w�any �'�poi-tion the eof, seeks to 'be released from its obligations under this
Redevelopment Agreement as `io-'the portions of the Redevelopment Property that is transferred
or assigned, the Authority and City ghall be entitled to require, except as otherwise provided in
the Agreement, as conditions to any"sueh release that:
1 Any proposed transferee shall have the qualifications and financial
responsibility, in tlr'e
e�asonable judgment of the Authority and City, necessary and
adequate fo fulfilftle'obligations undertaken in this Agreement by the Redeveloper as to
the portion of the, Redevelopment Property to be transferred.
(ii) Any proposed transferee, by instrument in writing satisfactory to the
Authority and in form recordable among the land records, shall, for itself and its
successors and assigns, and expressly for the benefit of the Authority and City, have
expressly assumed all of the obligations of the Redeveloper under this Agreement as to
the portion of the Redevelopment Property to be transferred and agreed to be subject to
all the conditions and restrictions to which the Redeveloper is subject as to such portion;
provided, however, that the fact that any transferee of, or any other successor in interest
whatsoever to, the Redevelopment Property, or any part thereof, shall not, for whatever
18
376425v2 SJB CR150-188
reason, have assumed such obligations or so agreed, and shall not (unless and only to the
extent otherwise specifically provided in this Agreement or agreed to in writing by the
Authority and the City) deprive the Authority and or City of any rights or remedies or
controls with respect to the Redevelopment Property or any part thereof or the
construction of the Minimum Improvements; it being the intent of the parties as
expressed in this Agreement that (to the fullest extent permitted at law and in equity and
excepting only in the manner and to the extent specifically provided otherwise in this
Agreement) no transfer of, or change with respect to, ownership in the Redevelopment
Property or any part thereof, or any interest therein, however,,'consummated or occurring,
a;
and whether voluntary or involuntary, shall operate, legally,'or practically, to deprive or
limit the Authority of or with respect to any rights or remedies on controls provided in or
resulting from this Agreement with respect to the IVlinimum ,Improvements that the
Authority would have had, had there been no
specific written agreement by the Authority a
or approval by the Authority and the Citi
Redeveloper, or any other party bound in',an,
respect to the construction of the Minimum
with respect thereto.
uch-transfer or change. In the absence of
l the City to the contrary, no such transfer
thereof shall be deemed,,.to relieve the
way by this Agreement or,"otherwise with
nprovements, from any of its obligations
(iii) Any and all mst%urnents-and other "legal, documents involved in effecting
the transfer of any interest in this Agree nent�or the Redevelopment Property governed by
this Article VIII, shall be in a form reasonably satisfactory the Authority and the City.
In the event the foregoing conditions, are satisfied tlz6n the Redeveloper shall be released from its
obligation under this Agreement; as to the portion of the Redevelopment Property that is
transferred, assigned',or"otherwise conveyed.
f
Section 8.3. Release,arid Indeiiirufrcation Covenants. (a) The Redeveloper releases from
and covenants Viand agrees',41; t ,the Authority aid the City and the governing body members,
officers, agents, servants, and employees thereof shall not be liable for and agrees to indemnify
and hold%Harmless the Authority`andthe City and the governing body members, officers, agents,
sery Sn Iand employees thereof against; any loss or damage to property or any injury to or death
of any person occurring at oi,:about or resulting from any defect in the Minimum Improvements.
(b) "Eicept for airy willful misrepresentation or any willful or wanton misconduct of
the following named parties`.the Redeveloper agrees to protect and defend the Authority and the
City and the governing body members, officers, agents, servants and employees thereof, now or
forever, and further agrees to hold the aforesaid harmless from any claim, demand, suit, action or
other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising
from this Agreement, or the transactions contemplated hereby or the acquisition, construction,
installation, ownership, and operation of the Minimum Improvements.
(c) The Authority and the City and the governing body members, officers, agents,
servants and employees thereof shall not be liable for any damage or injury to the persons or
property of the Redeveloper or its officers, agents, servants or employees or any other person
19
376425v2 SJB CRI 50-188
who may be about the Redevelopment Property or Minimum Improvements due to any act of
negligence of any person.
(d) All covenants, stipulations, promises, agreements and obligations of the Authority
contained herein shall be deemed to be the covenants, stipulations, promises, agreements and
obligations of the Authority and not of any governing body member, officer, agent, servant or
employee of the Authority in the individual capacity thereof.
(The remainder of this page is intentionally"left'ti
20
376425v2 SJB CR150-188
Events of Default
Section 9.1. Events of Default Defined. The following shall be "Events of Default"
under this Agreement and the term "Event of Default" shall mean, whenever it is used in this
Agreement (unless the context otherwise provides):
(a) any failure by any party to observe or
obligation or agreement on its part to be observed or
any other agreement entered into between the Re(
connection with development of the Redevelopment Pi
(b) any default by Redeveloper under a
Section 9.2. Remedies on Default. When&�
9.1 of this Agreement occurs, the non -defaulting pE
9.2 after providing thirty days written,liotice to the
only if the Event of Default has not beeiicured,witl
is by its nature incurable within thilty'da"ys",the"(
reasonably satisfactory to the non-defaulting� party
will be cured as soon as reasonably possibl6:',',",.
her covenant, condition,
this Agreement or under
ie., Authority or City in
and
if any.
it-lOf Default referre
d,'fo in Section
excise its rights under this Section
party of the Event of Default, but
qty days or, if the Event of Default
�atty does not provide assurances
vent ,'of Default will be cured and
(a) Suspendifs-perform'ane'ce under"the',, Agreement until it receives assurances that the
defaulting party will, cure its defaulfand contirillie'Jt§ performance under the Agreement.
(b) Cancel
including legal, equitable or administrative action, which
collect any payments due under this Agreement, or to
,,of any obligation, agreement, or covenant under this
(d) Notwithstanding anything to the contrary herein, in the case of defaults by
Redeveloper describe , d i'Section 3.8, the Authority has the additional remedies specified
therein, subject to the , qualification , uali ication described in Section 10.3.
Section 9.3. Revesting Title in Authority Upon Happening of Event Subsequent to
Conveyance to Redeveloper. In the event that subsequent to conveyance of the Redevelopment
Property to the Redeveloper and prior to receipt by the Redeveloper of the Certificate of Completion
for the Minimum Improvements required to be constructed on that parcel:
(a) the Redeveloper, subject to Unavoidable Delays, shall fail to commence demolition
on the Redevelopment Property and Additional Property in conformity with this Agreement and
21
376425v2 SJB CR150-188
such failure to begin construction is not cured within 90 days after written notice from the Authority
to the Redeveloper to do so; or
(b) subject to Unavoidable Delays, the Redeveloper after commencement of the
construction of the Minimum Improvements, fails to carry out its obligations with respect to the
construction of such improvements (including the nature and the date for the completion thereof), or
abandons or substantially suspends construction work, and any such failure, abandonment, or
suspension shall not be cured, ended, or remedied within 90 days after, written demand from the
Authority to the Redeveloper to do so; or
(c) the Redeveloper fails to pay real estate taxes or assessments on the parcel or any part
thereof when due, or creates, suffers, assumes, or agrees to any bncumbrance or lien on the parcel
(except to the extent permitted by this Agreement), or shall suffer any -4, or attachment to be
made, or any materialmen's or mechanics' lien, or airy other unauthorized ericumbrance or lien to
attach, and such taxes or assessments shall not have-been"paid, or the enculnbraiice or lien removed
or discharged or provision satisfactory to the Authority madejor such payment, „removal, or
discharge, within thirty (30) days after written demand,by the.Authority to do so; provided, that if
the Redeveloper first notifies the Authority of its intention to do so, it may in good faith contest any
mechanics' or other lien filed or established and in suchevent the Authority shall permit such
mechanics' or other lien to remain undischarged. and unsatisfied during the period of such contest
and any appeal and during the course of, Li contest the Redeveloper shall keep the Authority
informed respecting the status of such defense or
(d) there is, m violation of the Agreement; any transferof the parcel or any part thereof,
or any change in the.,oWn&rship or distributioli�thereof of the Redeveloper, or with respect to the
identity of the parties ii% control of the Redeveloper`or the degree thereof, and such violation is not
cured within sixty (60) `days after",,writtenrdemand�by the Authority to the Redeveloper, or if the
event is by its nature incivable withiii�30,d4ys; the Redeveloper does not, within such 30 -day period,
satisfactory to'"the Authority that the event will be cured as soon as
provide assurances=reasonably
reasonably'possible or >
(e), the Redeveloper fails'": to comply with any of its other covenants under this
Agreeniant related to the subje`et component of the Minimurn hmprovements and fails to cure any
such noncompliance or breach`yvithin thirty (30) days after written demand from the Authority to
the Redeveloper;to do so, or N'he event is by its nature incurable within 30 days, the Redeveloper
does not, within such 30-dayperiod, provide assurances reasonably satisfactory to the Authority that
the event will be cured as,soon as reasonably possible; or
(f) the Holder of any Mortgage secured by the subject property exercises any remedy
provided by the Mortgage documents or exercises any remedy provided by law or equity in the
event of a default in any of the terms or conditions of the Mortgage,
Then the Authority shall have the right to re-enter and take possession of the parcel and to
tenninate (and revest in the Authority) the estate conveyed by the deed to the Redeveloper, it being
the intent of this provision, together with other provisions of the Agreement, that the conveyance of
the parcel to the Redeveloper shall be made upon, and that the deed shall contain a condition
22
376425v2 SJB CR150-188
subsequent to the effect that in the event of any default on the part of the Redeveloper and failure on
the part of the Redeveloper to remedy, end, or abrogate such default within the period and in the
manner stated in such subdivisions, the Authority at its option may declare a termination in favor of
the Authority of the title, and of all the rights and interests in and to the parcel conveyed to the
Redeveloper, and that such title and all rights and interests of the Redeveloper, and any assigns or
successors in interest to and in the parcel, shall revert to the Authority, but only if the events stated
in Section 9.4(a) -(f) have not been cured within the time periods provided above.
Section 9.4. Resale of Reacquired Propertyposition of Proceeds. Upon the revesting in
the Authority of title to and/or possession of the parcel or any part thereof as provided in Section
9.3, the Authority shall, pursuant to its responsibilities under law;" use its best efforts to sell the
parcel or part thereof as soon and in such manner as the Autliprity shall find feasible and consistent
with the objectives of such law and of the Redevelopment'Planto a qualified -and responsible party
or parties (as determined by the Authority) who will assunie'the obligation of making or completing
the Minimtum Improvements or such other improvements ul their stead as shall be satisfactory to the
Authority in accordance with the uses specified for stitch parcel or part thereof in the Redevelopment
Plan. During any time while the Authority has title ,to,. and/or possession of a parcel obtained by
reverter, the Authority will not disturb the rights of alit' tenants under any leases enctumbering such
parcel. Upon resale of the parcel, the proceeds thereof shaibe applied:
(a) First, to reimburse the Authority" for -all costs ;and expenses incurred by them,
including but not limited to salaries of personnel,'in "connection `with, the recapture, management,
and resale of the parcel (but,less.any income=derived by`the Authority from the property or part
thereof in connection with such rrianagement), all taxes, assessments, and water and sewer charges
with respect to the parcel, br part thereof (or, `in the event the parcel is exempt from taxation or
assessment or such charge during the .period of ownership thereof by the Authority, an amount, if
paid, equal to such taxes, assessments, or charges (as determined by the Authority assessing official)
as would have been any payments made or necessary to
be made to, drscharge.any encumbrances or lrensexistmg on the parcel or part thereof at the time of
revesting_ of -title thetetoin the Authority or to discharge or prevent from attaching or being made
any subsequent encumbrances of liens due to obligations, defaults or acts of the Redeveloper, its
successors or transferees, any ,expenditures made or obligations incurred with respect to the making
or completion of the subject'in proveme its or any part thereof on the parcel or part thereof, and any
amounts otherwise owing the Authority by the Redeveloper and its successor or transferee; and
(b) Second, to`"reimburse the Redeveloper, its successor or transferee, up to the
amount equal to (1) `the`'purchase price paid by Redeveloper under Section 3.2; plus (2) the
amount actually invested by it in making any of the subject improvements on the parcel or part
thereof, less (2) any gains or income withdrawn or made by it from the Agreement or the parcel.
Any balance remaining after such reimbursements shall be retained by the Authority as its property.
Section 9.5. No Remedy Exclusive. No remedy herein conferred upon or reserved to the
Authority or Redeveloper is intended to be exclusive of any other available remedy or remedies,
but each and every such remedy shall be cumulative and shall be in addition to every other
remedy given under this Agreement or now or hereafter existing at law or in equity or by statute.
23
376425v2 SJB CR150-188
No delay or omission to exercise any right or power accruing upon any default shall impair any
such right or power or shall be construed to be a waiver thereof, but any such right and power
may be exercised from time to time and as often as may be deemed expedient. In order to entitle
the Authority to exercise any remedy reserved to it, it shall not be necessary to give notice, other
than such notice as may be required in this Article IX.
Section 9.6. No Additional Waiver Implied by One Waiver. In the event any agreement
contained in this Agreement should be breached by either party and thereafter waived by the
other party, such waiver shall be limited to the particular breach-,�s-'o''�,'�'W'alved and shall not be
deemed to waive any other concurrent, previous or subsequent breach hereunder.
(The remainder of this page is",,", , intentionally left blan1c.)
24
376425Y2 SJB CR150-188
ARTICLE X
Additional Provisions
Section 10.1. Conflict of Interests; Authorily Representatives Not Individually Liable.
The Authority and the Redeveloper, to the best of their respective knowledge, represent and
agree that no member, official, or employee of the Authority shall have any personal interest,
direct or indirect, in the Agreement, nor shall any such member, official;'or employee participate
in any decision relating to the Agreement which affects his; pers6naNnterests or the interests of
any corporation, partnership, or association in which lie is, direody"6r, indirectly, interested. No
member, official, or employee of the Authority shall be pefsoi' jlyliaAe to the Redeveloper, or
any successor in interest, in the event of any default or , breacl by the Authority or City or for any
amount which may become due to the Redeveloper pvsuccessor or on any obligations under the
terms of the Agreement.
Section 10.2. Equal Employment Opportunity. Tli'e� , R6developer, for" -,itself and its
successors and assigns, agrees that during the construction- of the Minimum Improvements
provided for in the Agreement it will -comply with all applicable federal, state and local equal
employment and non-discrimination law regulations.
Section 10.3. Restrictic
Date, the Redeveloper, and -sue'
and the Minimum Impro-v6nierii
3.7 hereof; provided that,after e
repayment remedy," scribed in
under this Section, a'rdAuthor
hereof. Further, until the ,'Tennij
of race,
of the B
The k&d6v'eIoper aR'"re'es that until the Termination
iid assigns; .cessoi§,"aignsj-shall- use"the Redevelopment Property
reon onfy,:asl� a I :medical , office, , facility as described in Section
iiion of thefive-year period described in Section 33(c), the
ion 3.7(d) may, not be imposed on Redeveloper for default
h Article IX
,'limited to driyy,ot other remedies available under Al
ii�DdtelhO:Red`6Veloper shall not discriminate upon the basis
origin in Ah6,sale, lease, or rental or in the use or occupancy
.y improvements erected or to be erected thereon, or any part
Section 10.4. Provisions Not' Merged With Deed. None of the provisions of this
intended to oil"shallbe merged by reason of any deed transferring any interest in
Agreement or_
an
the Redevelopinent Property,""'' d any such deed shall not be deemed to affect or impair the
provisions and covenants ,Otli s Agreement.
Section 10.5. 'Titles of Articles and Sections. Any titles of the several parts, Articles, and
Sections of the Agreement are inserted for convenience of reference only and shall be
disregarded in construing or interpreting any of its provisions.
Section 10.6. Notices and Demands. Except as otherwise expressly provided in this
Agreement, a notice, demand, or other communication under the Agreement by either party to
the other shall be sufficiently given or delivered if it is dispatched by registered or certified mail,
postage prepaid, return receipt requested, or delivered personally; and
25
376425v2 SJB CR150-188
(a) in the case of the Redeveloper, is addressed to or delivered personally to the
Redeveloper at [Davis Entity], ; and
(b) in the case of the Authority, is addressed to or delivered personally to the
Economic Development Authority of the City of Crystal, 4141 Douglas Drive N., Crystal, MN,
55422, Attn: Executive Director; or at such other address with respect to either such party as
that party may, from time to time, designate in writing and forward to the other as provided in
this Section.
Section 10.7. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall constitute one and the sarne,instkument.
Section 10.8. Recording. The Authority: may " record ilius :`,,"Agreement and any
amendments thereto with the County recorder. Tlie ° Redeveloper shall'.`" pay all costs for
recording.
Section 10.9. Amendment. This Agree
approved by the Authority and the Redeveloper.
Section 10.10. Authodly or
required by the Authority under this A
Section 10.11.
30 days after the Tern
recordable form satisf
Section 10.1
construed in accord
c1a:
all
on
to
be.aiiended only by written. agreement
Unless � otherwise specified, any approval
iven by tire. Authority Representative.
This Agreeme>it terminates, on the Termination Date. Within
he Authority will deliver to"Redeveloper a written release in
loper, evidencing termination of this Agreement.
rw-.and Venire: `-, This Agreement shall be governed by and
rs `of the state of"Minnesota. Any disputes, controversies, or
shall be Beard `in the state or federal courts of Minnesota, and
zy objection to the jurisdiction of these courts, whether based
of this page is intentionally left blank.)
26
376425v2 SJB CR150-188
IN WITNESS WHEREOF, the Authority has caused this Agreement to be duly executed
in its name and behalf and its seal to be hereunto duly affixed and the Redeveloper has caused
this Agreement to be duly executed in its naive and behalf on or as of the date first above written.
STATE OF MINNESOTA
COUNTY OF
2010, by
Economic Developnien
behalf of the Authority.
S-1
376425v2 SJB CR150-188
/:1i14111819M
before me this day of
, the President and Executive Director of the
�stal, a public body politic and corporate, on
Notary Public
[DAVIS ENTITY]
By.
Its
STATE OF )
SS.
COUNTY OF )
The foregoing instrument was acla
2010 by
Mimlesota limited liability company, on behalf o
S-2
376425v2 s1B CR150-188
ledged before me thi
day of
Entity], a
A-1
376425v2 SJB CR150-188
0991-41OWWW',
THIS INDENTURE, between the Economic Development Authority of the City of Crystal,
a public body corporate and politic under the laws of Minnesota (the "Grantor"), and [Davis Entity],
a Minnesota limited liability company, (the "Grantee").
WITNESSETH, that Grantor, in consideration of the sum of and other
good and valuable consideration the receipt whereof is hereby acluioWledged, does hereby grant,
bargain, quitclaim and convey to the Grantee, its successors and -`assigns forever, all the tract or
parcel of land lying and being in the County of Hennepin
of Minnesota described as
follows, to -wit (such tract or parcel of land is hereinafter refeied fo as' ropeity"):
To have and to hold the same, to
thereunto belonging.
SECTION 1.
It is understood and agreed that tl
and provisions of an agreement recorded
the day of _
referred to as the "A�
thereof, except as pen'
fi-orn certain obligati'(
(
conveyed, has been PI
from mortgaging this
conveyed `-d-req
the zo'nhiaiordinance
all the
ect to the covenants, conditions, restrictions
-d-into, be eon the Grantor and Grantee on
, ' ' J,
�§e',aiid-Rp&Velopment Contract" (hereafter
tn6fif 7)",afid, that tbe'��Gidnte'eshall 'n'6f'_'c"o"nvey this Property, or any part
;&by the Agreement unfit a certificate of completion releasing the Grantee
of said Agreement as to,',,this Property or such part thereof then to be
I of record..This provision,,, -,however, shall in no way prevent the Grantee
i order t :obtain the purchase of the Property hereby
n -or - er- , o,o s for tl
the, Mifiimurn Irnprove-in I ents thereon (as defined in the Agreement) in
ement,hany applicable development program and applicable provisions of
6"City of"Clystal, Minnesota, or for the refinancing of the same.
y agreed, that th6'Grantee shall promptly begin and diligently prosecute to
'elopmerii, of the Property through the construction of the Minimum
as prolvided Agreement.
, in the gr
Promptly after'completion of the Minimum Improvements in accordance with the provisions
of the Agreement, the `Grantor will furnish the Grantee with an appropriate instrument so certifying.
Such certification by the Grantor shall be (and it shall be so provided in the certification itself) a
conclusive deteimiriation of satisfaction and termination of the agreements and covenants of the
Agreement and of this Deed with respect to the obligation of the Grantee, and its successors and
assigns, to construct the Minimum Improvements and the dates for the beginning and completion
thereof. Such certification and such determination shall not constitute evidence of compliance with
or satisfaction of any obligation of the Grantee to any holder of a mortgage, or any insurer of a
mortgage, securing money loaned to finance the purchase of the Property hereby conveyed or the
Minimum Improvements, or any part thereof.
M.
376425v2 SJB CR150-188
All certifications provided for herein shall be in such form as will enable them to be
recorded with the County Recorder, or Registrar of Titles, Hennepin County, Minnesota. If the
Grantor shall refuse or fail to provide any such certification in accordance with the provisions of the
Agreement and this Deed, the Grantor shall, within thirty (30) days after written request by the
Grantee, provide the Grantee with a written statement indicating in adequate detail in what respects
the Grantee has failed to complete the Minimum Improvements in accordance with the provisions
of the Agreement or is otherwise in default, and what measures or acts it will be necessary, in the
opinion of the Grantor, for the Grantee to take or perform in order to obtain such certification.
SECTION 2.
The Grantee's rights and interest in the Property are subject tojhe terms and conditions of
Section 9.3 of the Agreement relating to the Grantor's right to re-enter" revest in Grantor title to
the Property under conditions specified therein, includin - dt not 1* ited-tQ termination of such
right upon issuance of a Certificate of Completion as defined in the Agreement:
SECTION 3.
The Grantee agrees for itself and its successors `and assigns to or of the Property or any part
thereof, hereinbefore described, that the .Grantee and such successors and assigns shall comply with
all provisions of the Agreement that relate to=the. Property or �use.thereof for the periods specified in
the Agreement, including without set for -di -in Section 10.3 thereof.
It is intended and agreed that the aboYe and foregoing agreements and covenants shall be
covenants running with the�d,Tor"the respective terms herein provided, and that they shall, in any
event, and without regard to technical`;elassification or designation, legal or otherwise, and except
only as otherwise specifically provided in this Deed, be binding, to the fullest extent permitted by
law and equity for the benefit and infavor of, an&enforceable by, the Grantor against the Grantee,
its successors and assigns;",and every=successor in interest to the Property, or any part thereof or any
interest therein,; rid- any party in possession or occupancy of the Property or any part thereof.
Ing amplification,, -and not.. h,,, -restriction of, the provisions of the preceding section, it is
intendedznd agreed that t1ie:=Grantor shall be deemed a beneficiary of the agreements and covenants
provided -.herein, both for and -in its oven light, and also for the purposes of protecting the interest of
the cornmunrty,and the other parties, public or private, in whose favor or for whose benefit these
agreements and,covenants havel'been provided. Such agreements and covenants shall run in favor
of the Grantor without regard_,to whether the Grantor has at any time been, remains, or is an owner
of any land or interest the're'in to, or in favor of, which such agreements and covenants relate. The
Grantor shall have the i=ight, in the event of any breach of any such agreement or covenant to
exercise all the rights and remedies, and to maintain any actions or suits at law or in equity or other
proper proceedings to enforce the curing of such breach of agreement or covenant, to which it or
any other beneficiaries of such agreement or covenant may be entitled; provided that Grantor shall
not have any right to re-enter the Property or revest in the Grantor the estate conveyed by this Deed
on grounds of Grantee's failure to comply with its obligations under this Section 3.
B-2
376425v2 SJB CR150-188
SECTION 4.
This Deed is also given subject to:
(a) Provision of the ordinances, building and zoning laws of the City of Crystal,
and state and federal laws and regulations in so far as they affect this real estate.
(b) [Any other permitted encumbrances after Redeveloper's title review]
B-3
376425v2 SJB CRI50-188
IN WITNESS WHEREOF, the Grantor has caused this Deed to be duly executed in its
behalf by its Chair and Executive Director and has caused its corporate seal to be hereunto affixed
this day of , 2010.
ECONOMIC DEVELOPMENT AUTHORITY
OF THE CITY OF CRYSTAL
By
Its President
By
Its Executiv(
STATE OF MINNESOTA )
) ss
COUNTY OF HENNEPIN )
On this day of , 2010;�before me�a� notary public within and for Hennepin
County, personally appeared and to me personally known
who by me duly sworn, did say that they are the President and Executive Director of the Economic
Development Authority of the City of Crystal, Minnesota (the "Authority") named in the foregoing
instrument; that the seal `affixed to. -9 seal of said Authority; that said instrument
was signed and sealed 6q_ ehalf ;of sardAiitliorrty .pursuant to a resolution of its governing body;
and said -�`._. ``��° and" �� acknowledged said instrument to be the flee act
and deed of.said Airtliority.
Notary Public
Kennedy & Graven, Chartered
470 US Bank Plaza
Minneapolis, Minnesota 55402
B-4
376425v2 SJB CR 150-188
ulw_.�_11't Y
WHEREAS, the Economic Development Authority of the City of Crystal, Minnesota, a
public body, corporate and politic (the "Grantor"), by a Deed recorded in the Office of the County
Recorder or the Registrar of Titles in and for the County of Hennepin: and State of Minnesota, as
Deed Document Number(s) and respectively, has conveyed to
(the "Grantee"), the following described land m,'Courity of Hennepin and State of
Minnesota, to -wit:
and
WHEREAS, said Deed contained certain
I and 2 of said Deed; and
WHEREAS, said Grantee has performed sk%
able in a manner deemed sufficient by, the Grantor to
certification;
NOW, THEREFORE, this is to cerii,
improvements specified to ,bei , done and made
covenants and conditions'�'in:�Isaidl'beed and
Agreement (as described,,`�in said'Deed) hav
County Recorder or'-tRegistrar egistrar.!'of Titles
Minnesota is hereby authorized l' -'t6, -,,accept
instrument, to be a conolusive,dbtemirkion
IV of the; ,but the
Dated:
and restrictions"set, forth in Sections
and conditions insofar as it is
execution and recording of this
i11',"building,-'c6'n'struction and other physical
Grantee'haye been completed and the above
.ements and covenants in Article IV of the
performed by the Grantee therein, and the
for the County of Hennepin and State of
,ording and to record, the filing of this
atisfactory termination of the covenants and
sated by Sections 3 and 4 of said Deed shall
ECONOMIC DEVELOPMENT AUTHORITY OF
THE CITY OF CRYSTAL, MINNESOTA
M
Authority Representative
C-1
376425v2 SJB CRI 50-188
MJ11141611��, Lim
WHEREAS, the Economic Development Authority of the City of Crystal (the "Authority")
administers Redevelopment Project No. 1 (the "Project") pursuant to Minnesota Statutes, Sections
469.001 to 460.047 (the "HRA Act"); and
WHEREAS, the Authority proposes to acquire certain property within the Project owned by
Hennepin County (the "County") and located at 5712 Lakeland Avenue North, 5706 Lakeland
Avenue North, 5700 Lakeland Avenue North, 5660 Lakeland Avenue North, 5650 Lakeland
Avenue North, 5707 Brunswick Avenue North, and 6125 Cloverdale Avenue North (the
"Property"); and
WHEREAS, Davis Real Estate Services Group, LLC or a related entity ("Redeveloper") has
proposed to acquire the Property from the Authority, and in connection with that proposal the
Authority has caused to be prepared a Purchase and Redevelopment Contract between the Authority
and Redeveloper (the "Contract"); and
WHEREAS, the Authority has on this date held a public hearing regarding conveyance of
the Property to the Redeveloper in accordance with the Contract at which all interested persons were
given an opportunity to be heard; and
WHEREAS, the Authority has on this date also held a public hearing regarding the granting
of business subsidy to Redeveloper in the form of a write-down of the purchase price paid by
Redeveloper for the Property, all as further described in the Contract (and the business subsidy
agreement contained in the Contract);
NOW, THEREFORE, be it resolved by the Board of Commissioners of the Economic
Development Authority of the City of Crystal as follows:
1. The Authority finds that conveyance of the Property to the Redeveloper is in the
public interest because it will further the objectives of the redevelopment plan for the Project.
2. The Authority approves the Contract in substantially the form on file iii. City Hall.
The President and Executive Director are authorized and directed to execute the Contract, subject to
modifications that do not change the substance of the transaction and are approved by those
officials, provided that execution of the Contract by those officials will be conclusive evidence of
their approval.
m
3771441 S7B CR150-188
3. The Authority approves conveyance of the Property to the Redeveloper, subject to
satisfaction of all terms and conditions of the Contract, and authorizes and directs the President and
Executive Director to execute the deed and related documents necessary to carry out such real estate
transaction.
Approved by the Board of Commissioners of the Economic Development Authority of the
City of Crystal this 3d day of November, 2010.
President
Attest:
Vice President
3771441 SJB CR150-188 2
C=DA STAFF REPORT
Yi
Home Improvement Incentive Rebate
I -
FROM: John Sutter, City Plan ner/Assistant Community Development Director _Z99__
DEPARTMENT HEAD REVIEW: Patrick Peters, Deputy Executive Director
DATE: October 28, 2010
TO: Anne Norris, Executive Director (for November 3, 2010 meeting)
SUBJECT: Consider an agreement with Greater Metropolitan Housing
Corporation authorizing the Home Improvement Incentive Rebate
program for the period January 1, 2011 -June 30, 2012
Since 2000, the EDA has operated an incentive program for home improvements
under contract with Greater Metropolitan Housing Corporation (GMHC) and its
Northwest Housing Resource Center.
Effective April 1, 2009, the EDA expanded the program to take advantage of
some of the excess increment available in TIF District #1, and also to encourage
Crystal homeowner to continue making home improvements during tough
economic times. The changes were as follows:
Increased the maximum rebate from $6,000 to $10,000 per property per year.
Increase the maximum household income eligible for the program from 110%
to 120% of area median income.
13 Increased the rebate percentages as follows:
- From 10% to 15% for households at 80%-120% of area median income
(currently between $67,200 and $100,800)
- From 12% to 20% for households at 50%-80% of area median income
(currently between $42,000 and $67,200)
- From 15% to 25% for households at <50% of area median income
(currently at or below $42,000)
The program is presently funded with available increment from the expired TIF
District #1 (#2150) and a smaller portion from the Redevelopment fund for those
properties not within the TIF -eligible area.
PAGE 1 OF 3
B. STAFF COMMENTS
As previously discussed, the funding authorized under the current contract for
January 1, 2010 through June 30, 2011 will be fully obligated sometime in
December 2010 and expended in early 2011. Exhibit A shows the obligation rate
for funds for the previous 18 months and forecasts the "burn rate" for the next 15
months. Exhibit B is a list of rebates during the first nine months of 2010
(property addresses redacted for privacy).
The 2011 EDA and TIF budgets discussed in August 2010 and preliminarily
approved on September 7, 2010 include the following funding for the incentive
program:
$200,000 TIF District #1 (#2150)1
$110,000 TIF Housing Replacement Districts (#2152 and #2153)2
$ 88,000 Redevelopment Fundi
$398,000 TOTAL 4
District #1 funds may be used for households up to 120% AMI provided
that they are within the project area; said area including nearly all
neighborhoods in the city except for Thora Thorson'Addition (57xx
Oregon Ct), homes near Twin Lake, areas south and east of Bassett
Creek Park, and that part of the Winnetka Hills neighborhood west of the
row of houses facing Winnetka Avenue.
2 Housing Replacement District funds may be used for households up to
80% AMI anywhere in the city. They would only be used after available
increment from District #1 is expended.
3 The Redevelopment Fund would be used for rebates in areas not
eligible for District #1 funds (see note' above), and then it would be used
for households between 80%-120% AMI not eligible for Housing
Replacement District funds (see note 2 above).
4 $358,200 would be for rebates and up to $39,800 for program
administration (11% of each rebate paid).
Based on the anticipated expenditure of any remaining funds in TIF District #1
(#2150) during 2011, and as discussed at the October 5, 2010 EDA work
session, the 2012 budget discussions in summer 2011 should consider
continuing the program at a reduced level starting in 2012.
After 2011, staff would recommend keeping the maximum rebate at $10,000 per
property per year to encourage large, transformative projects; keeping the
maximum household income eligible for the program at 120% of area median
income to make the program available to most households in Crystal; but
reducing the rebate percentages as follows:
- From 15% to 10% for households at 80%-120% of area median income
(currently between $67,200 and $100,800)
- From 20% to 15% for households at 50%-80% of area median income
PAGE 2 OF 3
(currently between $42,000 and $67,200)
- From 25% to 20% for households at <50% of area median income (currently
at or below $42,000)
No action is required at this time on these changes; they would be discussed as
part of the budget deliberations in summer 2011 and presumably approved in
late 2011 as part of a new contract with GMHC for 2012.
EDA action is requested to approve the attached contract for the period January
1, 2011 - June 30, 2012.
PAGE 3 OF 3
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Crystal Home Improvement Incentive Rebates, Jan -Sep 2010
#
Project Description
Total Project
Cost
Homeowner
Share
Rebate
Amount
Rebate %
Rebate
Closing Date
I
windows
$12,178.00
$10,351.30
$1,826.70
15%
1/28/10
2
Electrical
$4,161.00
$3,536.85
$624.15
15%
2/2/10
3
furnace/AC/water heater
$7,626.00
$6,100.80
$1,525.20
20%
2/2/10
4
furnace
$6,394.00
$5,115.20
$1,278.80
20%
2/3/10
5
windows / HVAC
$16,759.00
$14,245.15
$2,513.85
15%
2/8/10
6
windows
$2,379.75
$1,903.80
$475.95
20%
2/9/10
7
sewer
$4,500.00
$3,375.00
$1,125.00
25%
2/9/10
8
windows
$4,727.00
$4,017.95
$709.05
15%
2/11/10
9
windows, bsment remodel
$8,290.00
$6,632.00
$1,658.00
20%
2/17/10
10
sewer
$3,950.00
$3,160.00
$790.00
20%
2/22/10
11
furnace
$3,239.00
$2,429.25
$809.75
25%
2/22/10
12
furnace/AC
$6,564.00
$5,251.20
$1,312.80
20%
2/25/10
13
sewer
$4,000.00
$3,200.00
$800.00
20%
3/2/10
14
sewer
$3,500.00
$2,975.00
$525.00
15%
3/2/2010
15
sewer
$5,100.00
$4,335.00
$765.00
15%
3/5/10
16
furnace/AC/water heater
$9,795.00
$8,325.75
$1,469.25
15%
3/8/10
17
windows
$2,261.04
$1,808.84
$452.20
20%
3/10/10
18
furnace
$2,537.00
$2,029.60
$507.40
20%
3/17/10
19
furnace/AC/toilets
$8,100.00
$6,480.00
$1,620.00
20%
3/17/10
20
sewer
$3,500.00
$2,800.00
$700.00
20%
3/18/10
21
doors
$2,048.00
$1,638.40
$409.60
20%
3/23/10
22
windows
$17,500.00
$14,000.00
$3,500.00
20%
3/24/10
23
steps/sidewalk
$4,000.00
$3,000.00
$1,000.00
25%
3/25/10
24
furnace/AC/water heater
$9,795.00
$7,836.00
$1,959.00
20%
3/30/10
25
lbasement, roof, windows, etc
$32,183.34
$27,355.84
$4,827.50
15%
3/30/10
26
1windows, doors
$16,825.00
$13,460.00
$3,365.00
20%
3/31/10
27
1windows
$3,890.00
$2,917.50
$972.50
25%
4/1/10
28
Iplumbing
$3,402.00
$2,551.50
$850.50
25%
4/5/10
29
1windows
$8,625.00
$6,900.00
$1,725.00
20%
4/5/10
30
fence
$2,744.06
$2,332.46
$411.60
15%
4/6/10
31
furnace/AC
$6,675.00
$5,673.75
$1,001.25
15%
4/7/10
32
windows
$6,425.00
$5,461.25
$963.75
15%
4/8/10
33
Paint & repair porch
$3,010.00
$2,408.00
$602.00
20%
4/8/10
34
steps & sidewalk
$3,760.00
$3,196.00
$564.00
15%
4/12/10
35
Garage floor, railing
$2,100.00
$1,575.00
$525.00
25%
4/12/10
36
sewer
$4,500.00
$3,825.00
$675.00
15%
4/13/10
37
garage
$19,451.00
$16,533.35
$2,917.65
15%
4/13/10
38
windows
$12,700.00
$10,795.00
$1,905.00
15%
4/13/10
39
HVAC
$6,235.00
$4,988.00
$1,247.00
20%
4/15/10
40
Igarage, siding, roof
$15,326.99
$13,027.94
$2,299.05
15%
4/15/10
41
JWindows
$6,007.00
$4,505.25
$1,501.75
25%
4/22/10
42
JHVAC
$12,425.00
$9,940.00
$2,485.00
20%
4/22/10
43
siding
$7,316.00
$5,487.00
$1,829.00
25%
4/26/10
44
windows
$9,918.00
$7,934.40
$1,983.60
20%
4/26/10
45
Replace deck
$3,041.24
$2,432.99
$608.25
20%
4/29/10
46
sewer
$3,300.00
$2,805.00
$495.00
15%
5/4/10
47
roof / siding
$13,925.00
$11,140.00
$2,785.00
20%
5/4/10
48
carpet
$3,041.40
$2,433.12
$608.28
20%
5/4/10
49
fence, driveway removal
$5,768.00
$4,614.40
$1,153.60
20%
5/6/10
50
ac / kitchen remodel
$5,600.00.
$4,200,00.
$1,400.00
25%
5/5/10
51
HVAC
$5,400.001
$4,320.00
$1,080.00
20%
5/5/10
52
windows & doors
$18,034.001
$14,427.201
$3,606.80,
20%
5/6/10
I
Crystal Home Improvement Incentive Rebates, Jan -Sep 2010
#
Project Description
Total Project
Cost
Homeowner
Share
Rebate
Amount
Rebate %
Rebate
Closing Date
53
sewer/HVAC/roof/siding
$16,200.00
$12,150.00
$4,050.00
25%
5/10/10
54
windows
$5,950.00
$5,057.50
$892.50
15%
5/13/10
55
paint house & garage
$2,200.00
$1,760.00
$440.00
20%
5/13/10
56
windows
$13,188.00
$10,550.40
$2,637.60
20%
5/10/10
57
concrete steps & patio
$1,896.72
$1,612.64
$284.08
15%
5/19/10
58
kitchen remodel /windows
$8,965.00
$7,620.25
$1,344.75
15%
5/19/10
59
sewer
$5,500.00
$4,125.00
$1,375.00
25%
5/19/10
60
roof
$10,217.00
$8,684.45
$1,532.55
15%
5/19/10
61
insulation
$3,832.00
$3,257.20
$574.80
15%
5/20/10
62
roof / windows
$16,527.00
$13,221.60
$3,305.40
20%
5/20/10
63
deck
$17,500,00
$14,000.00
$3,500.00
20%
5/20/10
64
windows
$10,640.00
$7,980.00
$2,660.00
25%
5/25/10
65
windows/doors, soffit, siding
$6,224.80
$4,668.60
$1,556.20
25%
5/24/10
66
hvac
$4,800.00
$3,600.00
$1,200.00
25%
5/26/10
67
AC/Furnace
$7,145.00
$5,716.00
$1,429.00
20%
5/27/10
68
sunroom addition
$29,125.00
$23,300.00
$5,825.00
20%
5/27/10
69
roof/gutters
$6,716.00
$5,037.00
$1,679.00
25%
5/27/10
70
siding / gutters
$4,988.00
$3,990.40
$997.60
20%
5/27/10
71
sewer
$5,800.00
$4,350.00
$1,450.00
25%
5/25/10
72
windows
$3,000.00
$2,400.00
$600.00
20%
6/1/10
73
bathroom remodel
$19,984.02
$15,987.22
$3,996.80
20%
6/9/10
74
doors
$4,104.00
$3,488.40
$615.60
15%
6/10/10
75
hvac / water heater
$6,865.00
$5,836.25,
$1,029.75
15%
6/10/10
76
windows
$3,502.00
$2,801.60
$700.40
20%
6/15/10
77
furnace
$2,650.00
$2,252.50
$397.50
15%
6/15/10
78
kitchen remodel
$3,720.00
$2,790.00
$930.00
25%
6/17/10
79
replace water damage floor ce
$5,219.50
$4,175.60
$1,043.90
20%
6/16/10
80
Iconcrete driveway, steps & walk
$16,992.00
$14,443.20
$2,548.80
15%
6/14/10
81
Ideck
$5,419.76
$4,606.80
$812.96
15%
6/21/10
82
1windows
$11,872.00
$10,091.20
$1,780.80
15%
6/21/10
83
kitchen remodel
$10,762.84
$8,610.27
$2,152.57
20%
6/21/10
84
emergncy electrical
$1,600.00
$1,200.00
$400.00
25%
6/22/10
85
windows
$5,184.00
$3,888.00
$1,296.00
25%
6/23/10
86
sewer
$3,100.00
$2,635.00
$465.00
15%
6/28/10
87
hvac
$5,590.00
$4,751.50
$838.50
15%
6/28/10
88
Isewer
$4,500.00
$3,600.00
$900.00
20%
6/24/10
89
1 roof/garage doors/paint
$15,839.00
$11,879.25
$3,959.75
25%
6/29/10
90
Isewer
$2,860.00
$2,288.00
$572.00
20%
6/30/10
91
JHVAC
$7,370.00
$6,264.50
$1,105.50
15%
7/6/10
92
HVAC
$5,955.00
$4,764.00
$1,191.00
20%
7/5/10
93
sewer
$3,500.00
$2,800.00
$700.00
20%
7/14/10
94
new garage
$5,659.92
$4,527.94
$1,131.98
20%
7/15/10
95
HVAC
$10,500.00
$8,400.00
$2,100.00
20%
7/15/10
96
concrete driveway
$12,141.15
$9,105.86
$3,035.29
25%
7/15/10
97
windows / insulation
$17,652.00
$14,121.60
$3,530.40
20%
7/20/10
98
HVAC
$3,414.00
$2,731.20
$682.80
20%
7/21/10
99
cabinets / countertop
$9,995.00
$8,495.75
$1,499.25
15%
7/22/10
100
HVAC & water heater
$7,000.00
$5,600.00
$1,400.00
20%
7/27/10
101
roof / ac
$8,625.00
$6,468.75
$2,156.25
25%
7/27/10
102
windows
$13,492.32
$11,468.47
$2,023.85
15%
7/28/10
103
HVAC / carpet / remodel
$27,939.19
$22,351.35
$5,587.84
20%
8/2/10
104
remodel / addition
$32,450.00
$25,960.00,
$6,490.00,
20%
8/2/10
Crystal Home Improvement Incentive Rebates, Jan -Sep 2010
#
Project Description
Total Project
Cost
Homeowner
Share
Rebate
Amount
Rebate %
Rebate
Closing Date
105
sewer
$2,750.00
$2,200.00
$550.00
20%
8/4/10
106
HVAC
$7,915.00
$5,936.25
$1,978.75
25%
8/4/10
107
HVAC
$8,295.00
$7,050.75
$1,244.25
15%
8/3/10
108
attic access
$1,490.00
$1,117.50
$372.50
25%
8/10/10
109
windows
$4,486.00
$3,813.10
$672.90
15%
8/10/10
110
deck
$3,842.00
$3,073.60
$768.40
20%
8/10/10
Ill
HVAC
$5,100.00
$4,335.00
$765.00
15%
8/11/10
112
sewer
$6,809.00
$5,787.65
$1,021.35
15%
8/17/10
113
steps/foundation
$2,635.00
$2,239.75
$395.25
15%
8/11/10
114
roof
$6,752.48
$5,064.36
$1,688.12
25%
8/16/10
115
Driveway
$5,700.00
$4,275.00
$1,425.00
25%
8/18/10
116
Roof
$2,648.76
$2,251.45
$397.31
15%
8/25/10
117
1concrete steps
$2,495.00
$1,871.25
$623.75
25%
8/25/10
118
JHVAC
$13,200.00
$9,900.00
$3,300.00
25%
8/26/10
119
JHVAC
$8,035.00
$6,428.00
$1,607.00
20%
8/26/10
120
1 new doors
$2,127.00
$1,595.25
$531.75
25%
8/26/10
121
ITree removal
$2,681.85
$2,011.39
$670.46
25%
8/26/10
122
Ikitchen remodel
$14,080.00
$11,968.00
$2,112.00
15%
8/31/10
123
HVAC/electrical
$24,990.00
$21,241.50
$3,748.50
15%
8/31/10
124
windows
$5,867.00
$4,693.60
$1,173.40
20%
8/31/10
125
windows
$6,466.00
$5,496.10
$969.90
15%
9/2/10
126
a/c
$3,144.00
$2,672.40
$471.60
15%
9/1/10
127
gutters
$2,083.00
$1,666.40
$416.60
20%
9/13/10
128
remodel kit, bath, LL /windows
$37,280.00
$29,824.00
$7,456.00
20%
9/13/10
129
lbathroom remodel
$4,365.00
$3,492.00
$873.00
20%
9/14/10
130
1driveway
$4,121.00
$3,296.80
$824.20
20%
9/141110
131
1 paint exterior
$2,610.00
$2,218.50
$391.50
15%
9/14/10
132
1windows
$4,198.00
$3,358.40
$839.60
20%
9/15/10
133
1waterproof basement
$2,300.00
$1,955.00
$345.00
15%
9/14/10
134
1windows
$4,314.00
$3,666.90
$647.10
15%
9/16/10
135
1windows
$5,700.00
$4,560.00
$1,140.00
20%
9/16/10
136
1windows / doors
$11,107.75
$8,330.81
$2,776.94
25%
9/16/10
137
Icarpet
$3,671.73
$2,753.80
$917.93
25%
9/20/10
138
1windows
$2,818.92
$2,255.14
$563.78
20%
9/20/10
139
iremodel upper bdrm
$5,898.07
$5,013.36.
$884.71
15%
9/21/10
140
IFurnace
$4,295.00
$3,221.25
$1,073.75
25%
9/22/10
141
1windows
$3,943.00
$3,351.55
$591.45
15%
9/22/10
142
1 roof
$7,977.00
$6,381.60
$1,595.40
20%
9/23/10
143
Isidding & windows
$9,660.00
$7,728.00
$1,932.00
20%
9/22/10
144
lbathroom remodel
$7,278.00
$5,458.50
$1,819.50
25%
9/23/10
145
1 HVAC / door
$6,538.00
$5,557.30
$980.70
15%
9/23/10
146
Kitchen remodel
$6,975.00
$5,928.75
$1,046.25
15%
9/23/10
147
insulation
$2,784.70
$2,367.00
$417.71
15%
9/28/10
148
kitchen remodel
$9,060.00
$7,248.00
$1,812.00
20%
9/29/10
149
siding
$6,218.20
$4,974.56
$1,243.64
20%
9/30/10
150
siding
$13,900.00
$11,815.00
$2,085.00
15%
9/30/10
151
1windows
$5,129.81
$3,847.36
$1,282.45
25%
9/30/10
152
lWindows, sidding, interior finish
$19,252.00
$16,364.20
$2,887.80
15%
9/30/10
153
kitchen remodel
$15,734.00
$11,800.50
$3,933.50
25%
9/30/10
154
windows
$14,313,00
$12,166.05
$2,146.95
15%
9/30/10
155
new garage concrete
$3,300.00
$2,475.00
$825.00
25%
9/30/10
156
windows / awning
$5,800.00
$4,350.00,
$1,450.00,
25%
9/30/10
a 7. ➢TI' ,, , §
r
♦ d
1
A. Parties. This agreement is entered into between the Economic Development Authority of the
City of Crystal ("EDA") and the Greater Metropolitan Housing Corporation ("GMHC").
B. Program Title. This agreement is in regards to the Home Improvement Incentive Rebate
administered for EDA by GMHC at the Northwest Housing Resource Center. This agreement is
intended to provide funding to continue the program after expiration of the current contract
which was signed by EDA on December 15, 2009 and GMHC on , 2009.
C. Program Outline.
1. Objective. Encourage reinvestment in the City's owner occupied housing stock, which
makes up approximately % of the City's housing units. EDA has determined that this is a
housing development project under Minnesota Statutes 469.017, and that households
meeting the income eligibility requirements described in Section 3 are considered to be
low or moderate income households for the purposes of this project.
A secondary objective is, on a more limited basis, to provide Last Resort grants that do
not require homeowner match.
2. Goal. Assist with improvements to approximately 200 houses per year.
3. Eligibility.
a. Type of Property. The following property types are eligible for either Rebates or
Last Resort grants:
G:1Housing Programs\Home Improvement Incentive Rebate\Contract & General Program Admin\2010.11.03 Agreement.doc PAGE 1 OF 6
❑ Owner -occupied single family homes in the City of Crystal, including owner
occupied townhouses.
❑ Two family dwellings in the City of Crystal, provided that (1) the owner
occupies one of the units and the property is homesteaded according to the
Hemiepin County Assessor, (2) the rental unit has a current rental license from
the City of Crystal, and (3) the use of the property as a two family dwelling is
listed as a permitted use in the zoning district in which it is located. Before
approving such a request, GMHC staff shall contact EDA staff to ensure that
these requirements have been met.
Rental property is not eligible, except for the aforementioned qualifying two
family dwellings subject to pre -approval by EDA staff.
b. Household Income. For Rebates, eligibility will be based on household income
as a percentage of the regional median income. Iii the case of qualifying two
family dwellings, eligibility will be based on the household income of the owner
occupant.
Eligibility shall be based on income as follows:
25% Rebate: Households with income up to 50% of the regional median
income.
20% Rebate Households with income from 50%-80% of the regional median
income.
15% Rebate: Households with income from 80%-120% of the regional median
income.
GAHousing Programs\Home Improvement Incentive Rebate\Contract & General Program Admin\2010.11.03 Agreement.doc PAGE 2 OF 6
For Last Resort grants, only households with income up to 50% of the regional
median income are eligible.
C. 'Type of Expenditures. Materials and labor expenditures for mechanical,
plumbing, electrical, exterior (roofing, siding, windows and doors), general
remodeling and additions to the principal building are considered to be eligible
expenditures. Eligible site improvements are limited to essential utilities,
detached accessory buildings, retaining walls, fences, driveways, sidewalks and
patios, decks, removal of diseased or otherwise hazardous trees, and treatment of
trees to protect from Dutch Elm Disease or the Emerald Ash Borer. In all cases,
for do-it-yourself projects, only materials costs are eligible expenditures for either
Rebates or Last Resort grants.
d. Minimum Project Size. For a project to be eligible for a rebate, the eligible
project costs must be at least $2,000.
4. Funding Cycle. Funds shall be disbursed on a first-come, first-served basis beginning
January 1, 2010 and ending whenever EDA funds have been expended or June 30, 2011,
whichever is earlier. The maximum EDA expenditure during the term of this agreement
shall be $397,602 including the maximum of $39,402 in administration fees described in
Section 6.
No more than $18,000 of EDA fiends shall be spent on Last Resort grants per year.
5. Amount of Assistance. For Rebates, depending on household income (see "Eligibility"
above), the Rebate amount shall be 15%, 20% or 25% of eligible expenditures, not to
exceed $10,000 per property per year. Rebates are to be paid upon fiilfiliment of all
requirements established by GMHC and EDA including submittal of proof of payment
and satisfactory completion of work including final inspection as verified by GMHC with
the city's Building Official. Rebates are not retroactive; an application must be made to
and approved by GMHC before costs are incurred and work begins.
GAHousing Programs\Home Improvement Incentive Rebate\Contract & General Program Admin\2010.11.03 Agreement.doc PAGE 3 OF 6
6.
For Last Resort grants, the maximum is $3,000 per property, one time. A property
receiving a Last Resort grant will not be eligible again for Last Resort fluids until the
property has a new owner occupant who is similarly eligible for Last Resort grant. Other
rules governing Rebates, including satisfactory completion and permit/inspection
requirements, also apply to Last Resort grants.
Administration. Administrative fees paid to GMHC shall not exceed $39,402 for the
term of this Agreement. GMHC shall field initial inquiries, receive and keep copies of all
cost invoices, prepare quarterly progress reports, and verify that all required permits have
been secured and that the work has been satisfactorily completed. Administration fees
shall be paid to GMHC as follows:
Payable January 1, 2011: $0
Payable April 1, 2011: 11% of any Rebates or Last Resort grants paid Jan. 1 —
March 31, 2011
Payable July 1, 2011: 11% of any Rebates or Last Resort grants paid Apr. 1 —
June 30, 2011
Payable Oct. 1, 2011: 11% of any Rebates or Last Resort grants paid July 1 —
Sep. 30, 2011
Payable Jan. 1, 2012: 11% of any Rebates or Last Resort grants paid Oct. 1 —
Dec. 31, 2011
Payable Apr. 1, 2012: 11% of any Rebates or Last Resort grants paid Jan. 1 —
Mar. 31, 2012
G:\Housing Programs\Nome Improvement Incentive Rebate\Contract & General Program Admin\2010.11.03 Agreement.doc PAGE 4 OF 6
Payable Jul. 1, 2012: 11% of any Rebates or Last Resort grants paid Apr. 1 -
June 30, 2012
Any invoices for administration shall include the property address, Rebate amount and
payment date of any Rebates or Last Resort grants paid in the respective time period
identified above.
7. Disbursement of Funds. Funds authorized under this contract shall not be disbursed
until funding authorized by the current contract, signed by EDA on December 15, 2009
and GMHC on , 2009, has been exhausted. At that time GMHC
may request an advance from EDA of $10,000. Once at least $8,000 of this initial
payment has been disbursed and GMHC provides documentation thereof, EDA will make
another $10,000 payment. Disbursement in increments of $10,000 in like manner will
continue in this fashion until EDA funds have been expended or June 30, 2012,
whichever is earlier. Such disbursements shall be in addition to the disbursement of
administrative fees described in Section 6.
Advanced fluids shall be restricted to Crystal projects only. Advanced funds shall not be
used for GMHC's internal purposes such as operational cash flow.
GMHC shall provide to EDA copies of any audit reports and financial management
reports that include fiends disbursed under this agreement.
8. Records Retention and Availability. GMHC shall retain all records and files relating to
EDA funded projects for no less than 6 years from the date of expenditure. EDA retains
the right to inspect or audit all records relating to Crystal projects and the associated
funding. Upon proper notice, EDA or its delegate (City Auditors, State Auditor etc.) can
review and inspect all records.
9. 'Perm. The term of this Agreement is from January 1, 2011 through June 30, 2012.
GAHousing Programs\Home Improvement Incentive Rebate\Contract & General Program Admin\2010.11.03 Agreement.doc PAGE 5 OF 6
Da Signatures.
For Economic Development Authority of the City of Crystal:
Name: Anne L. Norris
Title: Executive Director
Signature
For Greater Metropolitan Housing Corporation:
Name:
Title:
Signature
Date
Date
G:\Housing Programs\Home Improvement Incentive Rebate\Contract & General Program Admin\2010.11.03 Agreement.doc PAGE 6 OF 6