HomeMy WebLinkAboutAgenda Packets - 2018/03/12 (2)
CITY OF MOUNDS VIEW
CITY COUNCIL WORK SESSION AGENDA
MOUNDS VIEW CITY HALL
Monday March 12, 2018
5:30 p.m.
ROLL CALL: Mueller, Gunn, Hull, Meehlhause, Bergeron
PUBLIC COMMENT
Citizens may speak to issues not on tonight’s agenda. Before speaking, please give your
full name and address for the minutes. Also, please limit your comments to three minutes.
Agenda Items Discussed by Consensus
1. Discussion of Housing TIF for MWF Properties – Business Development Director
Brian. Beeman
Item No: 01
Meeting Date: March 12, 2018
Type of Business: Work Session
Administrator review: ______
City of Mounds View Staff Report
To: Honorable Mayor and City Council
From: Brian Beeman, Business Development Coordinator
Item Title/Subject: Discuss Tax Increment Financing (TIF) for MWF Properties
Introduction:
MWF Properties is proposing to construct an approximately 60 unit workforce housing
development. The developer has formally submitted their application for TIF to the City.
Background:
In order to make the project financially feasible the developer believes that TIF is necessary.
Ehler’s, the City’s financial consultant, has conducted a financial analysis of the project and has
determined that TIF is qualified for the project and that a financial gap exists. The Ehler’s memo
from the January 22, 2018 EDA meeting is attached. (Attachment 3) Kennedy & Graven has
crafted a Contract for Private Development as part of the TIF. (Attachment 4) The TIF Plan
Summary can be found as (Attachment 1) and the actual TIF Plan is (Attachment 2).
Discussion:
A public hearing on this matter is scheduled for March 12, 2018 followed by Council consideration
for the approval of TIF for the Boulevard Apartments development. Staff believes that the Council
should discuss this matter before the March 12, 2018 public hearing. MWF Properties will be
providing a presentation explaining why they are asking for TIF, Ehler’s will be providing a
presentation to explain the TIF process, TIF Plan, the financial analysis & findings, and explain
the requirements to qualifying for TIF, as well as the interfund loan resolution that will be in the
March 12 Council agenda. Kennedy & Graven will be available to explain the Contract for Private
Development, and answer any questions of the Council. The LHIT grant that the Council
discussed at the February 5, 2018 Council work session will be considered for approval after the
TIF agenda item at the March 12, 2018 Council meeting.
Recommendation:
Hear comments from MWF Properties who is requesting the TIF, Ehler’s who has completed the
financial analysis and steps required to create the TIF district, and Kennedy & Graven who will
explain and answer questions on the Private Development Contract and any other questions the
Council may have. Ask questions as needed leading up to the March 12, 2018 EDA meeting 6:00
p.m. and Council public hearing 6:30 p.m.
Respectfully submitted,
________________________
Brian Beeman, Business Development Coordinator
Attachment(s):
1) TIF Plan Summary
2) TIF Plan
3) EDA Packet Setting a Public Hearing from January 22, 2018 meeting (Ehler’s TIF
Analysis Memo)
4) Contract for Private Development
Tax Increment Financing District Overview
City of Mounds View
Tax Increment Financing District No. 1-6
The following summary contains an overview of the basic elements of the Tax Increment Financing Plan
for Tax Increment Financing District No. 1-6. More detailed information on each of these topics can be
found in the complete Tax Increment Financing Plan.
Proposed action: Establishment of Tax Increment Financing District No. 1-6 (the "District") and
the adoption of a Tax Increment Financing Plan (the "TIF Plan").
Modification to the Redevelopment Plan for the Mounds View Economic
Development Project includes the establishment of Tax Increment Financing
District No. 1-6, which represents a continuation of the goals and objectives set
forth in the Redevelopment Plan for the Mounds View Economic Development
Project.
Type of TIF District: A housing district
Parcel Numbers: 0630-2331-0029 0630-2331-0030
0630-2331-0031 0630-2331-0241
Proposed
Development:
The District is being created to facilitate the construction of approximately 60
affordable workforce housing apartment units in the City. Please see Appendix
A of the TIF Plan for a more detailed project description.
Maximum duration: The duration of the District will be 25 years from the date of receipt of the first
increment (26 years of increment). The City expects the date of first tax
increment to be 2020. It is estimated that the District, including any
modifications of the TIF Plan for subsequent phases or other changes, would
terminate after December 31, 2045, or when the TIF Plan is satisfied.
Estimated annual tax
increment:
Up to $133,461
Page 2
Authorized uses:
The TIF Plan contains a budget that authorizes the maximum amount that
may be expended:
Land/Building Acquisition ..................................................... $700,000
Site Improvements/Preparation .............................................. $100,000
Affordable Housing ............................................................... $400,000
Utilities ................................................................................... $100,000
Other Qualifying Improvements ............................................ $121,632
Administrative Costs (up to 10%) .......................................... $236,293
PROJECT COSTS TOTAL ................................................ $1,657,925
Interest ................................................................................... $941,296
PROJECT COSTS TOTAL ............................................. $2,599,221
See Subsection 2-10, on page 2-5 of the TIF Plan for the full budget
authorization.
Form of financing: The project is proposed to be financed by a pay-as-you-go note/interfund
loan.
Administrative fee: Up to 10% of annual increment, if costs are justified.
Interfund Loan
Requirement:
If the City wants to pay for administrative expenditures from a tax increment
fund, it is recommended that a resolution authorizing a loan from another
fund be passed PRIOR to, or within 60 days of, the issuance of the check.
4 Year Activity Rule
(§ 469.176 Subd. 6)
After four years from the date of certification of the District one of the
following activities must have been commenced on each parcel in the District:
• Demolition
• Rehabilitation
• Renovation
• Other site preparation (not including utility services such as sewer and
water)
If the activity has not been started by approximately March 2022, no
additional tax increment may be taken from that parcel until the
commencement of a qualifying activity.
The reasons and facts supporting the findings for the adoption of the TIF Plan for the District, as required
pursuant to M.S., Section 469.175, Subd. 3, are included in Exhibit A of the City resolution.
Page 3
MAP OF MOUNDS VIEW ECONOMIC DEVELOPMENT PROJECT AND
TAX INCREMENT FINANCING DISTRICT NO. 1-6
As of March 5, 2018
Draft for Public Hearing
Modification to the Redevelopment Plan
for the Mounds View Economic Development Project
and the
Tax Increment Financing Plan
for the establishment of
Tax Increment Financing District No. 1-6
(a housing district)
within
the Mounds View Economic Development Project
Mounds View Economic Development Authority
City of Mounds View
Ramsey County
State of Minnesota
Public Hearing: March 12, 2018
Adopted:
Prepared by: EHLERS & ASSOCIATES, INC.
3060 Centre Pointe Drive, Roseville, Minnesota 55113-1105
651-697-8500 fax: 651-697-8555 www.ehlers-inc.com
Table of Contents
(for reference purposes only)
Section 1 - Modification to the Redevelopment Plan
for the Mounds View Economic Development Project ........................... 1-1
Foreword ............................................................. 1-1
Section 2 - Tax Increment Financing Plan
for Tax Increment Financing District No. 1-6 .................................. 2-1
Subsection 2-1. Foreword............................................... 2-1
Subsection 2-2. Statutory Authority........................................ 2-1
Subsection 2-3. Statement of Objectives ................................... 2-1
Subsection 2-4. Redevelopment Plan Overview .............................. 2-1
Subsection 2-5. Description of Property in the District and Property To Be Acquired . 2-2
Subsection 2-6. Classification of the District................................. 2-2
Subsection 2-7. Duration and First Year of Tax Increment of the District........... 2-3
Subsection 2-8. Original Tax Capacity, Tax Rate and Estimated Captured Net Tax Capacity
Value/Increment and Notification of Prior Planned Improvements ................ 2-4
Subsection 2-9. Sources of Revenue/Bonds to be Issued ...................... 2-5
Subsection 2-10. Uses of Funds ........................................... 2-5
Subsection 2-11. Fiscal Disparities Election.................................. 2-6
Subsection 2-12. Business Subsidies....................................... 2-7
Subsection 2-13. County Road Costs ....................................... 2-8
Subsection 2-14. Estimated Impact on Other Taxing Jurisdictions ................. 2-8
Subsection 2-15. Supporting Documentation ................................ 2-10
Subsection 2-16. Definition of Tax Increment Revenues ....................... 2-10
Subsection 2-17. Modifications to the District................................ 2-10
Subsection 2-18. Administrative Expenses .................................. 2-11
Subsection 2-19. Limitation of Increment ................................... 2-12
Subsection 2-20. Use of Tax Increment .................................... 2-12
Subsection 2-21. Excess Increments ...................................... 2-13
Subsection 2-22. Requirements for Agreements with the Developer .............. 2-13
Subsection 2-23. Assessment Agreements ................................. 2-14
Subsection 2-24. Administration of the District ............................... 2-14
Subsection 2-25. Annual Disclosure Requirements ........................... 2-14
Subsection 2-26. Reasonable Expectations ................................. 2-14
Subsection 2-27. Other Limitations on the Use of Tax Increment . ................ 2-14
Subsection 2-28. Summary.............................................. 2-15
Appendix A
Project Description ...................................................... A-1
Appendix B
Map of the Mounds View Economic Development Project and the District ........... B-1
Appendix C
Description of Property to be Included in the District ............................ C-1
Appendix D
Estimated Cash Flow for the District ........................................ D-1
Appendix E
Housing Qualifications for the District........................................ E-1
Appendix F
Findings for the District................................................... F-1
Section 1 - Modification to the Redevelopment Plan
for the Mounds View Economic Development Project
Foreword
The following text represents a Modification to the Redevelopment Plan for the Mounds View Economic
Development Project. This modification represents a continuation of the goals and objectives set forth in the
Redevelopment Plan for the Mounds View Economic Development Project. Generally, the substantive
changes include the establishment of Tax Increment Financing District No. 1-6.
For further information, a review of the Redevelopment Plan for the Mounds View Economic Development
Project, adopted May 9, 1994, is recommended. It is available from the City Administrator at the City of
Mounds View. Other relevant information is contained in the Tax Increment Financing Plans for the Tax
Increment Financing Districts located within the Mounds View Economic Development Project.
Mounds View Economic Development Authority
Modification to the Redevelopment Plan for the Mounds View Economic Development Project 1-1
Section 2 - Tax Increment Financing Plan
for Tax Increment Financing District No. 1-6
Subsection 2-1. Foreword
The Mounds View Economic Development Authority (the "EDA"), the City of Mounds View (the "City"),
staff and consultants have prepared the following information to expedite the establishment of Tax Increment
Financing District No. 1-6 (the "District"), a housing tax increment financing district, located in the Mounds
View Economic Development Project.
Subsection 2-2. Statutory Authority
Within the City, there exist areas where public involvement is necessary to cause development or
redevelopment to occur. To this end, the EDA and City have certain statutory powers pursuant to Minnesota
Statutes ("M.S."), Sections 469.090 to 469.1082, inclusive, as amended, and M.S., Sections 469.174 to
469.1794, inclusive, as amended (the "Tax Increment Financing Act" or "TIF Act"), to assist in financing
public costs related to this project.
This section contains the Tax Increment Financing Plan (the "TIF Plan") for the District. Other relevant
information is contained in the Modification to the Redevelopment Plan for the Mounds View Economic
Development Project.
Subsection 2-3. Statement of Objectives
The District currently consists of four parcels of land and adjacent and internal rights-of-way. The District
is being created to facilitate the construction of approximately 60 affordable apartment units in the City.
Please see Appendix A for further District information. The City anticipates entering into an agreement with
Boulevard Apartments Limited Partnership as the developer. This TIF Plan is expected to achieve many of
the objectives outlined in the Redevelopment Plan for the Mounds View Economic Development Project.
The activities contemplated in the Modification to the Redevelopment Plan and the TIF Plan do not preclude
the undertaking of other qualified development or redevelopment activities. These activities are anticipated
to occur over the life of the Mounds View Economic Development Project and the District.
Subsection 2-4. Redevelopment Plan Overview
1. Property to be Acquired - Selected property located within the District may be acquired by
the EDA or City and is further described in this TIF Plan.
2. Relocation - Relocation services, to the extent required by law, are available pursuant to
M.S., Chapter 117 and other relevant state and federal laws.
3. Upon approval of a developer's plan relating to the project and completion of the necessary
legal requirements, the EDA or City may sell to a developer selected properties that it may
acquire within the District or may lease land or facilities to a developer.
4. The EDA or City may perform or provide for some or all necessary acquisition, construction,
relocation, demolition, and required utilities and public street work within the District.
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-1
Subsection 2-5. Description of Property in the District and Property To Be Acquired
The District encompasses all property and adjacent rights-of-way and abutting roadways identified by the
parcels listed in Appendix C of this TIF Plan. Please also see the map in Appendix B for further information
on the location of the District.
The EDA or City may acquire any parcel within the District including interior and adjacent street rights of
way. Any properties identified for acquisition will be acquired by the EDA or City only in order to
accomplish one or more of the following: make storm sewer improvements; provide land for needed public
streets, utilities and facilities; and carry out land acquisition, site improvements, clearance and/or development
to accomplish the uses and objectives set forth in this plan. The EDA or City may acquire property by gift,
dedication, condemnation or direct purchase from willing sellers in order to achieve the objectives of this TIF
Plan. Such acquisitions will be undertaken only when there is assurance of funding to finance the acquisition
and related costs. The EDA or City plans to purchase the two tax-forfeited properties owned by the State of
Minnesota described in Appendix C and will convey those to the developer.
Subsection 2-6. Classification of the District
The EDA and City, in determining the need to create a tax increment financing district in accordance with
M.S., Sections 469.174 to 469.1794, as amended, inclusive, find that the District to be established is a housing
district pursuant to M.S., Section 469.174, Subd. 11 and M.S., Section 469.1761 as defined below:
M.S., Section 469.174, Subd.11:
"Housing district" means a type of tax increment financing district which consists of a project, or a
portion of a project, intended for occupancy, in part, by persons or families of low and moderate
income, as defined in chapter 462A, Title II of the National Housing Act of 1934, the National
Housing Act of 1959, the United States Housing Act of 1937, as amended, Title V of the Housing Act
of 1949, as amended, any other similar present or future federal, state, or municipal legislation, or
the regulations promulgated under any of those acts, and that satisfies the requirements of M.S.,
Section 469.1761. Housing project means a project, or portion of a project, that meets all the
qualifications of a housing district under this subdivision, whether or not actually established as a
housing district.
M.S., Section 469.1761:
Subd. 1. Requirement imposed.
(a) In order for a tax increment financing district to qualify as a housing district:
(1) the income limitations provided in this section must be satisfied; and
(2) no more than 20 percent of the square footage of buildings that receive assistance from tax
increments may consist of commercial, retail, or other nonresidential uses.
(b) The requirements imposed by this section apply to property receiving assistance financed with
tax increments, including interest reduction, land transfers at less than the authority’s cost of
acquisition, utility service or connections, roads, parking facilities, or other subsidies. The
provisions of this section do not apply to districts located within a targeted area as defined in
Section 462C.02 Subd 9, clause (e).
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-2
(c) For purposes of the requirements of paragraph (a), the authority may elect to treat an addition
to an existing structure as a separate building if:
(1) construction of the addition begins more than three years after construction of the
existing structure was completed; and
(2) for an addition that does not meet the requirements of paragraph (a), clause (2),if it is
treated as a separate building, the addition was not contemplated by the tax increment
financing plan which includes the existing structure.
Subd. 2. Owner occupied housing.
For owner occupied residential property, 95 percent of the housing units must be initially
purchased and occupied by individuals whose family income is less than or equal to the
income requirements for qualified mortgage bond projects under section 143(f) of the
Internal Revenue Code.
Subd. 3. Rental property.
For residential rental property, the property must satisfy the income requirements for a
qualified residential rental project as defined in section 142(d) of the Internal Revenue
Code. The requirements of this subdivision apply for the duration of the tax increment
financing district.
Subd. 4. Noncompliance; enforcement.
Failure to comply with the requirements of this section is subject to M.S., Section 469.1771.
In meeting the statutory criteria the EDA and City rely on the following facts and findings:
• The District consists of four parcels.
• The development will consist of approximately 60 units of affordable rental housing.
• At least 40% of the units will be occupied by person with incomes less than 60% of median income
Pursuant to M.S., Section 469.176, Subd. 7, the District does not contain any parcel or part of a parcel that
qualified under the provisions of M.S., Sections 273.111, 273.112, or 273.114 or Chapter 473H for taxes
payable in any of the five calendar years before the filing of the request for certification of the District.
Subsection 2-7. Duration and First Year of Tax Increment of the District
Pursuant to M.S., Section 469.175, Subd. 1, and Section 469.176, Subd. 1, the duration and first year of tax
increment of the District must be indicated within the TIF Plan. Pursuant to M.S., Section 469.176, Subd. 1b.,
the duration of the District will be 25 years after receipt of the first increment by the EDA or City (a total of
26 years of tax increment). The EDA or City elects to receive the first tax increment in 2020, which is no
later than four years following the year of approval of the District. Thus, it is estimated that the District,
including any modifications of the TIF Plan for subsequent phases or other changes, would terminate after
2045, or when the TIF Plan is satisfied. The EDA or City reserves the right to decertify the District prior to
the legally required date.
Subsection 2-8. Original Tax Capacity, Tax Rate and Estimated Captured Net Tax Capacity
Value/Increment and Notification of Prior Planned Improvements
Pursuant to M.S., Section 469.174, Subd. 7 and M.S., Section 469.177, Subd. 1, the Original Net Tax Capacity
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-3
(ONTC) as certified for the District will be based on the market values placed on the property by the assessor
in 2017 for taxes payable 2018.
Pursuant to M.S., Section 469.177, Subds. 1 and 2, the County Auditor shall certify in each year (beginning
in the payment year 2020) the amount by which the original value has increased or decreased as a result of:
1. Change in tax exempt status of property;
2. Reduction or enlargement of the geographic boundaries of the district;
3. Change due to adjustments, negotiated or court-ordered abatements;
4. Change in the use of the property and classification;
5. Change in state law governing class rates; or
6. Change in previously issued building permits.
In any year in which the current Net Tax Capacity (NTC) value of the District declines below the ONTC, no
value will be captured and no tax increment will be payable to the EDA or City.
The original local tax rate for the District will be the local tax rate for taxes payable 2018, assuming the
request for certification is made before June 30, 2018. The ONTC and the Original Local Tax Rate for the
District appear in the table below.
Pursuant to M.S., Section 469.174 Subd. 4 and M.S., Section 469.177, Subd. 1, 2, and 4, the estimated
Captured Net Tax Capacity (CTC) of the District, within the Mounds View Economic Development Project,
upon completion of the projects within the District, will annually approximate tax increment revenues as
shown in the table below. The EDA and City request 100 percent of the available increase in tax capacity
for repayment of its obligations and current expenditures, beginning in the tax year payable 2020. The Project
Tax Capacity (PTC) listed is an estimate of values when the projects within the District are completed.
Project Estimated Tax Capacity upon Completion (PTC) $113,430
Original Estimated Net Tax Capacity (ONTC) $3,653
Estimated Captured Tax Capacity (CTC) $109,777
Original Local Tax Rate 1.21575
Estimated
Pay 2018
Estimated Annual Tax Increment (CTC x Local Tax Rate) $133,461
Percent Retained by the EDA 100%
Tax capacity includes a 3% inflation factor for the duration of the District. The tax capacity included in thischart is the estimated tax capacity of the District in year 25. The tax capacity of the District in year one isestimated to be $11,160.
Pursuant to M.S., Section 469.177, Subd. 4, the EDA shall, after a due and diligent search, accompany its
request for certification to the County Auditor or its notice of the District enlargement pursuant to M.S.,
Section 469.175, Subd. 4, with a listing of all properties within the District or area of enlargement for which
building permits have been issued during the eighteen (18) months immediately preceding approval of the
TIF Plan by the municipality pursuant to M.S., Section 469.175, Subd. 3. The County Auditor shall increase
the original net tax capacity of the District by the net tax capacity of improvements for which a building
permit was issued.
The City has reviewed the area to be included in the District and found no parcels for which building
permits have been issued during the 18 months immediately preceding approval of the TIF Plan by the
City.
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-4
Subsection 2-9. Sources of Revenue/Bonds to be Issued
The costs outlined in the Uses of Funds will be financed primarily through the annual collection of tax
increments. The EDA or City reserves the right to incur bonds or other indebtedness as a result of the TIF
Plan. As presently proposed, the projects within the District will be financed by a pay-as-you-go
note/interfund loan. Any refunding amounts will be deemed a budgeted cost without a formal TIF Plan
Modification. This provision does not obligate the EDA or City to incur debt. The EDA or City will issue
bonds or incur other debt only upon the determination that such action is in the best interest of the City.
The total estimated tax increment revenues for the District are shown in the table below:
SOURCES OF FUNDS TOTAL
Tax Increment $2,362,928
Interest $236,293
TOTAL $2,599,221
The EDA or City may issue bonds (as defined in the TIF Act) secured in whole or in part with tax increments
from the District in a maximum principal amount of $1,657,925. Such bonds may be in the form of pay-as-
you-go notes, revenue bonds or notes, general obligation bonds, or interfund loans. This estimate of total
bonded indebtedness is a cumulative statement of authority under this TIF Plan as of the date of approval.
Subsection 2-10. Uses of Funds
Currently under consideration for the District is a proposal to facilitate the construction of 60 affordable
apartment units. The EDA and City have determined that it will be necessary to provide assistance to the
project(s) for certain District costs, as described. The EDA has studied the feasibility of the development or
redevelopment of property in and around the District. To facilitate the establishment and development or
redevelopment of the District, this TIF Plan authorizes the use of tax increment financing to pay for the cost
of certain eligible expenses. The estimate of public costs and uses of funds associated with the District is
outlined in the following table.
USES OF TAX INCREMENT FUNDS TOTAL
Land/Building Acquisition $700,000
Site Improvements/Preparation $100,000
Affordable Housing $400,000
Utilities $100,000
Other Qualifying Improvements $121,632
Administrative Costs (up to 10%)$236,293
PROJECT COST TOTAL $1,657,925
Interest $941,296
PROJECT AND INTEREST COSTS TOTAL $2,599,221
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-5
The total project cost, including financing costs (interest) listed in the table above does not exceed the total
projected tax increments for the District as shown in Subsection 2-9.
Estimated costs associated with the District are subject to change among categories without a modification
to this TIF Plan. The cost of all activities to be considered for tax increment financing will not exceed,
without formal modification, the budget above pursuant to the applicable statutory requirements. The EDA
may expend funds for qualified housing activities outside of the District boundaries.
Subsection 2-11. Fiscal Disparities Election
Pursuant to M.S., Section 469.177, Subd. 3, the City may elect one of two methods to calculate fiscal
disparities. If the calculations pursuant to M.S., Section 469.177, Subd. 3, clause b, (inside the District) are
followed, the following method of computation shall apply:
(1) The original net tax capacity shall be determined before the application of the fiscal disparity
provisions of Chapter 276A or 473F. The current net tax capacity shall exclude any fiscal
disparity commercial-industrial net tax capacity increase between the original year and the
current year multiplied by the fiscal disparity ratio determined pursuant to M.S., Section
276A.06, subdivision 7 or M.S., Section 473F.08, subdivision 6. Where the original net tax
capacity is equal to or greater than the current net tax capacity, there is no captured tax capacity
and no tax increment determination. Where the original tax capacity is less than the current tax
capacity, the difference between the original net tax capacity and the current net tax capacity
is the captured net tax capacity. This amount less any portion thereof which the authority has
designated, in its tax increment financing plan, to share with the local taxing districts is the
retained captured net tax capacity of the authority.
(2) The county auditor shall exclude the retained captured net tax capacity of the authority from the
net tax capacity of the local taxing districts in determining local taxing district tax rates. The
local tax rates so determined are to be extended against the retained captured net tax capacity
of the authority as well as the net tax capacity of the local taxing districts. The tax generated by
the extension of the less of (A) the local taxing district tax rates or (B) the original local tax rate
to the retained captured net tax capacity of the authority is the tax increment of the authority.
The City will choose to calculate fiscal disparities by clause b . It is not anticipated that the District will
contain commercial/industrial property. As a result, there should be no impact due to the fiscal
disparities provision on the District.
According to M.S., Section 469.177, Subd. 3:
(c) The method of computation of tax increment applied to a district pursuant to paragraph (a) or
(b) shall remain the same for the duration of the district, except that the governing body may
elect to change its election from the method of computation in paragraph (a) to the method in
paragraph (b).
Subsection 2-12. Business Subsidies
Pursuant to M.S., Section 116J.993, Subd. 3, the following forms of financial assistance are not considered
a business subsidy:
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-6
(1) A business subsidy of less than $150,000;
(2) Assistance that is generally available to all businesses or to a general class of similar businesses,
such as a line of business, size, location, or similar general criteria;
(3) Public improvements to buildings or lands owned by the state or local government that serve a
public purpose and do not principally benefit a single business or defined group of businesses at
the time the improvements are made;
(4) Redevelopment property polluted by contaminants as defined in M.S., Section 116J.552, Subd. 3;
(5) Assistance provided for the sole purpose of renovating old or decaying building stock or bringing
it up to code and assistance provided for designated historic preservation districts, provided that
the assistance is equal to or less than 50% of the total cost;
(6) Assistance to provide job readiness and training services if the sole purpose of the assistance is to
provide those services;
(7) Assistance for housing;
(8) Assistance for pollution control or abatement, including assistance for a tax increment financing
hazardous substance subdistrict as defined under M.S., Section 469.174, Subd. 23;
(9) Assistance for energy conservation;
(10) Tax reductions resulting from conformity with federal tax law;
(11) Workers' compensation and unemployment compensation;
(12) Benefits derived from regulation;
(13) Indirect benefits derived from assistance to educational institutions;
(14) Funds from bonds allocated under chapter 474A, bonds issued to refund outstanding bonds, and
bonds issued for the benefit of an organization described in section 501 (c) (3) of the Internal
Revenue Code of 1986, as amended through December 31, 1999;
(15) Assistance for a collaboration between a Minnesota higher education institution and a business;
(16) Assistance for a tax increment financing soils condition district as defined under M.S., Section
469.174, Subd. 19;
(17) Redevelopment when the recipient's investment in the purchase of the site and in site preparation
is 70 percent or more of the assessor's current year's estimated market value;
(18) General changes in tax increment financing law and other general tax law changes of a principally
technical nature;
(19) Federal assistance until the assistance has been repaid to, and reinvested by, the state or local
government agency;
(20) Funds from dock and wharf bonds issued by a seaway port authority;
(21) Business loans and loan guarantees of $150,000 or less;
(22) Federal loan funds provided through the United States Department of Commerce, Economic
Development Administration; and
(23) Property tax abatements granted under M.S., Section 469.1813 to property that is subject to
valuation under Minnesota Rules, chapter 8100.
The EDA will comply with M.S., Sections 116J.993 to 116J.995 to the extent the tax increment assistance
under this TIF Plan does not fall under any of the above exemptions.
Subsection 2-13. County Road Costs
Pursuant to M.S., Section 469.175, Subd. 1a, the county board may require the EDA or City to pay for all or
part of the cost of county road improvements if the proposed development to be assisted by tax increment
will, in the judgment of the county, substantially increase the use of county roads requiring construction of
road improvements or other road costs and if the road improvements are not scheduled within the next five
years under a capital improvement plan or within five years under another county plan.
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-7
If the county elects to use increments to improve county roads, it must notify the EDA or City within forty-
five days of receipt of this TIF Plan. In the opinion of the EDA and City and consultants, the proposed
development outlined in this TIF Plan will have little or no impact upon county roads, but the TIF Plan was
sent to the county 45 days prior to the public hearing. The EDA and City are aware that the county could
claim that tax increment should be used for county roads, even after the public hearing.
Subsection 2-14. Estimated Impact on Other Taxing Jurisdictions
The estimated impact on other taxing jurisdictions assumes that the redevelopment contemplated by the TIF
Plan would occur without the creation of the District. However, the EDA or City has determined that such
development or redevelopment would not occur "but for" tax increment financing and that, therefore, the
fiscal impact on other taxing jurisdictions is $0. The estimated fiscal impact of the District would be as
follows if the "but for" test was not met:
IMPACT ON TAX BASE
Estimated
2017/Pay 2018
Total Net
Tax Capacity
Estimated Captured
Tax Capacity (CTC)
Upon Completion
Percent of CTC
to Entity Total
Ramsey County 496,357,455 109,777 0.0221%
City of Mounds View 9,773,580 109,777 1.1232%
Mounds View ISD No. 621 92,954,527 109,777 0.1181%
IMPACT ON TAX RATES
Estimated
Pay 2018
Extension Rates
Percent
of Total CTC
Potential
Taxes
Ramsey County 0.536930 44.16% 109,777 58,943
City of Mounds View 0.218110 17.94% 109,777 23,943
Mounds View ISD No. 621 0.378560 31.14% 109,777 41,557
Other 0.082150 6.76%109,777 9,018
Total 1.215750 100.00%133,461
The estimates listed above display the captured tax capacity when all construction is completed. The tax rate
used for calculations is the estimated Pay 2018 rate. The total net capacity for the entities listed above are
based on estimated Pay 2018 figures. The District will be certified under the actual Pay 2018 rates, which
were unavailable at the time this TIF Plan was prepared.
Pursuant to M.S. Section 469.175 Subd. 2(b):
(1) Estimate of total tax increment. It is estimated that the total amount of tax increment that will be
generated over the life of the District is $2,362,928;
(2) Probable impact of the District on city provided services and ability to issue debt. An impact of the
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-8
District on police protection is not expected. With any addition of new residents or businesses, police
calls for service may be increased. New developments may add an increase in traffic, and additional
overall demands to the call load. The City does not expect that the proposed development, in and of
itself, will necessitate new capital investment.
The probable impact of the District on fire protection is not expected to be significant. Typically new
buildings generate few calls, if any, and are of superior construction.
The impact of the District on public infrastructure is expected to be minimal. The development is
not expected to significantly impact any traffic movements in the area. The current infrastructure for
sanitary sewer, storm sewer and water will be able to handle the additional volume generated from
the proposed development. Based on the development plans, there are no additional costs associated
with street maintenance, sweeping, plowing, lighting and sidewalks. The development in the District
is expected to contribute to sanitary sewer (SAC) and water (WAC) connection fees.
The probable impact of any District general obligation tax increment bonds on the ability to issue
debt for general fund purposes is expected to be minimal. It is not anticipated that there will be any
general obligation debt issued in relation to this project, therefore there will be no impact on the
City's ability to issue future debt or on the City's debt limit.
(3) Estimated amount of tax increment attributable to school district levies. It is estimated that the
amount of tax increments over the life of the District that would be attributable to school district
levies, assuming the school district's share of the total local tax rate for all taxing jurisdictions
remained the same, is $735,816;
(4) Estimated amount of tax increment attributable to county levies. It is estimated that the amount of
tax increments over the life of the District that would be attributable to county levies, assuming the
county's share of the total local tax rate for all taxing jurisdictions remained the same, is $1,043,469;
(5) Additional information requested by the county or school district. The City is not aware of any
standard questions in a county or school district written policy regarding tax increment districts and
impact on county or school district services. The county or school district must request additional
information pursuant to M.S. Section 469.175 Subd. 2(b) within 15 days after receipt of the tax
increment financing plan.
No requests for additional information from the county or school district regarding the proposed
development for the District have been received.
Subsection 2-15. Supporting Documentation
Pursuant to M.S. Section 469.175, Subd. 1 (a), clause 7 the TIF Plan must contain identification and
description of studies and analyses used to make the findings are required in the resolution approving the
District. Following is a list of reports and studies on file at the City that support the EDA and City's findings:
• Mounds View Comprehensive Plan dated February 8, 2010
• Market Feasibility Analysis: Bowen National Research, June 1, 2017
• Ehlers Pro Forma and Gap Analysis (memorandum dated January 16, 2018)
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-9
Subsection 2-16. Definition of Tax Increment Revenues
Pursuant to M.S., Section 469.174, Subd. 25, tax increment revenues derived from a tax increment financing
district include all of the following potential revenue sources:
1. Taxes paid by the captured net tax capacity, but excluding any excess taxes, as computed under M.S.,
Section 469.177;
2. The proceeds from the sale or lease of property, tangible or intangible, to the extent the property was
purchased by the authority with tax increments;
3. Principal and interest received on loans or other advances made by the authority with tax increments;
4. Interest or other investment earnings on or from tax increments;
5. Repayments or return of tax increments made to the Authority under agreements for districts for
which the request for certification was made after August 1, 1993; and
6. The market value homestead credit paid to the Authority under M.S., Section 273.1384.
Subsection 2-17. Modifications to the District
In accordance with M.S., Section 469.175, Subd. 4, any:
1. Reduction or enlargement of the geographic area of the District, if the reduction does not meet the
requirements of M.S., Section 469.175, Subd. 4(e);
2. Increase in amount of bonded indebtedness to be incurred;
3. A determination to capitalize interest on debt if that determination was not a part of the original TIF
Plan;
4. Increase in the portion of the captured net tax capacity to be retained by the EDA or City;
5. Increase in the estimate of the cost of the District, including administrative expenses, that will be paid
or financed with tax increment from the District; or
6. Designation of additional property to be acquired by the EDA or City,
shall be approved upon the notice and after the discussion, public hearing and findings required for approval
of the original TIF Plan.
Pursuant to M.S. Section 469.175 Subd. 4(f), the geographic area of the District may be reduced, but shall not
be enlarged after five years following the date of certification of the original net tax capacity by the county
auditor. If a housing district is enlarged, the reasons and supporting facts for the determination that the
addition to the district meets the criteria of M.S., Section 469.174, Subd. 11 must be documented. The
requirements of this paragraph do not apply if (1) the only modification is elimination of parcel(s) from the
District and (2) (A) the current net tax capacity of the parcel(s) eliminated from the District equals or exceeds
the net tax capacity of those parcel(s) in the District's original net tax capacity or (B) the EDA agrees that,
notwithstanding M.S., Section 469.177, Subd. 1, the original net tax capacity will be reduced by no more than
the current net tax capacity of the parcel(s) eliminated from the District.
The EDA or City must notify the County Auditor of any modification to the District. Modifications to the
District in the form of a budget modification or an expansion of the boundaries will be recorded in the TIF
Plan.
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-10
Subsection 2-18. Administrative Expenses
In accordance with M.S., Section 469.174, Subd. 14, administrative expenses means all expenditures of the
EDA or City, other than:
1. Amounts paid for the purchase of land;
2. Amounts paid to contractors or others providing materials and services, including architectural and
engineering services, directly connected with the physical development of the real property in the
District;
3. Relocation benefits paid to or services provided for persons residing or businesses located in the
District;
4. Amounts used to pay principal or interest on, fund a reserve for, or sell at a discount bonds issued
pursuant to M.S., Section 469.178; or
5. Amounts used to pay other financial obligations to the extent those obligations were used to finance
costs described in clauses (1) to (3).
For districts for which the request for certification were made before August 1, 1979, or after June 30, 1982,
and before August 1, 2001, administrative expenses also include amounts paid for services provided by bond
counsel, fiscal consultants, and planning or economic development consultants. Pursuant to M.S., Section
469.176, Subd. 3, tax increment may be used to pay any authorized and documented administrative
expenses for the District up to but not to exceed 10 percent of the total estimated tax increment expenditures
authorized by the TIF Plan or the total tax increments, as defined by M.S., Section 469.174, Subd. 25, clause
(1), from the District, whichever is less.
For districts for which certification was requested after July 31, 2001, no tax increment may be used to pay
any administrative expenses for District costs which exceed ten percent of total estimated tax increment
expenditures authorized by the TIF Plan or the total tax increments, as defined in M.S., Section 469.174, Subd.
25, clause (1), from the District, whichever is less.
Pursuant to M.S., Section 469.176, Subd. 4h, tax increments may be used to pay for the County's actual
administrative expenses incurred in connection with the District and are not subject to the percentage limits
of M.S., Section 469.176, Subd. 3. The county may require payment of those expenses by February 15 of the
year following the year the expenses were incurred.
Pursuant to M.S., Section 469. 177, Subd. 11, the County Treasurer shall deduct an amount (currently .36
percent) of any increment distributed to the EDA or City and the County Treasurer shall pay the amount
deducted to the State Commissioner of Management and Budget for deposit in the state general fund to be
appropriated to the State Auditor for the cost of financial reporting of tax increment financing information
and the cost of examining and auditing authorities' use of tax increment financing. This amount may be
adjusted annually by the Commissioner of Revenue.
Subsection 2-19. Limitation of Increment
The tax increment pledged to the payment of bonds and interest thereon may be discharged and the District
may be terminated if sufficient funds have been irrevocably deposited in the debt service fund or other escrow
account held in trust for all outstanding bonds to provide for the payment of the bonds at maturity or
redemption date.
Pursuant to M.S., Section 469.176, Subd. 6:
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-11
if, after four years from the date of certification of the original net tax capacity of the tax
increment financing district pursuant to M.S., Section 469.177, no demolition, rehabilitation
or renovation of property or other site preparation, including qualified improvement of a
street adjacent to a parcel but not installation of utility service including sewer or water
systems, has been commenced on a parcel located within a tax increment financing district
by the authority or by the owner of the parcel in accordance with the tax increment financing
plan, no additional tax increment may be taken from that parcel, and the original net tax
capacity of that parcel shall be excluded from the original net tax capacity of the tax
increment financing district. If the authority or the owner of the parcel subsequently
commences demolition, rehabilitation or renovation or other site preparation on that parcel
including qualified improvement of a street adjacent to that parcel, in accordance with the
tax increment financing plan, the authority shall certify to the county auditor that the activity
has commenced and the county auditor shall certify the net tax capacity thereof as most
recently certified by the commissioner of revenue and add it to the original net tax capacity
of the tax increment financing district. The county auditor must enforce the provisions of this
subdivision. The authority must submit to the county auditor evidence that the required
activity has taken place for each parcel in the district. The evidence for a parcel must be
submitted by February 1 of the fifth year following the year in which the parcel was certified
as included in the district. For purposes of this subdivision, qualified improvements of a
street are limited to (1) construction or opening of a new street, (2) relocation of a street,
and (3) substantial reconstruction or rebuilding of an existing street.
The EDA or City or a property owner must improve parcels within the District by approximately March 2022
and report such actions to the County Auditor.
Subsection 2-20. Use of Tax Increment
The EDA or City hereby determines that it will use 100 percent of the captured net tax capacity of taxable
property located in the District for the following purposes:
1. To pay the principal of and interest on bonds issued to finance a project;
2. To finance, or otherwise pay the cost of redevelopment of the Mounds View Economic Development
Project pursuant to M.S., Sections 469.090 to 469.1082;
3. To pay for project costs as identified in the budget set forth in the TIF Plan;
4. To finance, or otherwise pay for other purposes as provided in M.S., Section 469.176, Subd. 4;
5. To pay principal and interest on any loans, advances or other payments made to or on behalf of the
EDA or City or for the benefit of the Mounds View Economic Development Project by a developer;
6. To finance or otherwise pay premiums and other costs for insurance or other security guaranteeing
the payment when due of principal of and interest on bonds pursuant to the TIF Plan or pursuant to
M.S., Chapter 462C. M.S., Sections 469.152 through 469.165, and/or M.S., Sections 469.178; and
7. To accumulate or maintain a reserve securing the payment when due of the principal and interest on
the tax increment bonds or bonds issued pursuant to M.S., Chapter 462C, M.S., Sections 469.152
through 469.165, and/or M.S., Sections 469.178.
Revenues derived from tax increment from a housing district must be used solely to finance the cost
of housing projects as defined in M.S., Sections 469.174, Subd. 11 and 469.1761. The cost of public
improvements directly related to the housing projects and the allocated administrative expenses of the
EDA or City may be included in the cost of a housing project.
These revenues shall not be used to circumvent any levy limitations applicable to the City nor for other
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-12
purposes prohibited by M.S., Section 469.176, Subd. 4.
Subsection 2-21. Excess Increments
Excess increments, as defined in M.S., Section 469.176, Subd. 2, shall be used only to do one or more of the
following:
1. Prepay any outstanding bonds;
2. Discharge the pledge of tax increment for any outstanding bonds;
3. Pay into an escrow account dedicated to the payment of any outstanding bonds; or
4. Return the excess to the County Auditor for redistribution to the respective taxing jurisdictions in
proportion to their local tax rates.
The EDA or City must spend or return the excess increments under paragraph (c) within nine months after
the end of the year. In addition, the EDA or City may, subject to the limitations set forth herein, choose to
modify the TIF Plan in order to finance additional public costs in the Mounds View Economic Development
Project or the District.
Subsection 2-22. Requirements for Agreements with the Developer
The EDA or City will review any proposal for private development to determine its conformance with the
Redevelopment Plan and with applicable municipal ordinances and codes. To facilitate this effort, the
following documents may be requested for review and approval: site plan, construction, mechanical, and
electrical system drawings, landscaping plan, grading and storm drainage plan, signage system plan, and any
other drawings or narrative deemed necessary by the EDA or City to demonstrate the conformance of the
development with City plans and ordinances. The EDA or City may also use the Agreements to address other
issues related to the development.
Pursuant to M.S., Section 469.176, Subd. 5, no more than 10 percent, by acreage, of the property to be
acquired in the project area as set forth in the TIF Plan shall at any time be owned by the EDA or City as a
result of acquisition with the proceeds of bonds issued pursuant to M.S., Section 469.178 to which tax
increments from property acquired is pledged, unless prior to acquisition in excess of 10 percent of the
acreage, the EDA or City concluded an agreement for the development of the property acquired and which
provides recourse for the EDA or City should the development not be completed.
Subsection 2-23. Assessment Agreements
Pursuant to M.S., Section 469.177, Subd. 8, the EDA or City may enter into a written assessment agreement
in recordable form with the developer of property within the District which establishes a minimum market
value of the land and completed improvements for the duration of the District. The assessment agreement
shall be presented to the County Assessor who shall review the plans and specifications for the improvements
to be constructed, review the market value previously assigned to the land upon which the improvements are
to be constructed and, so long as the minimum market value contained in the assessment agreement appears,
in the judgment of the assessor, to be a reasonable estimate, the County Assessor shall also certify the
minimum market value agreement.
Subsection 2-24. Administration of the District
Administration of the District will be handled by the City Administrator.
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-13
Subsection 2-25. Annual Disclosure Requirements
Pursuant to M.S., Section 469.175, Subds. 5, 6, and 6b the EDA or City must undertake financial reporting
for all tax increment financing districts to the Office of the State Auditor, County Board and County Auditor
on or before August 1 of each year. M.S., Section 469.175, Subd. 5 also provides that an annual statement
shall be published in a newspaper of general circulation in the City on or before August 15.
If the City fails to make a disclosure or submit a report containing the information required by M.S., Section
469.175 Subd. 5 and Subd. 6, the Office of the State Auditor will direct the County Auditor to withhold the
distribution of tax increment from the District.
Subsection 2-26. Reasonable Expectations
As required by the TIF Act, in establishing the District, the determination has been made that the anticipated
development would not reasonably be expected to occur solely through private investment within the
reasonably foreseeable future. In making said determination, reliance has been placed upon written
representation made by the developer to such effects and upon EDA and City staff awareness of the feasibility
of developing the project site(s) within the District.
Subsection 2-27. Other Limitations on the Use of Tax Increment
1. General Limitations. All revenue derived from tax increment shall be used in accordance with the TIF
Plan. The revenues shall be used to finance, or otherwise pay the cost of redevelopment of the Mounds
View Economic Development Project pursuant to M.S., Sections 469.090 to 469.1082. Tax increments
may not be used to circumvent existing levy limit law. No tax increment may be used for the acquisition,
construction, renovation, operation, or maintenance of a building to be used primarily and regularly for
conducting the business of a municipality, county, school district, or any other local unit of government
or the state or federal government. This provision does not prohibit the use of revenues derived from tax
increments for the construction or renovation of a parking structure.
2. Housing District Exceptions to Restriction on Pooling; Five Year Limit. Pursuant to M.S., Section
469.1763, (1) At least 80% of revenues derived from tax increments paid by properties in the District
must be expended on Public Costs incurred within said district, and up to 20% of said tax increments may
be spent on public costs incurred outside of the District but within the Mounds View Economic
Development Project; provided that in the case of a housing district, a housing project, as defined in M.S.,
Section 469.174, Subd. 11, is deemed to be an activity in the District, even if the expenditure occurred
after five years.
Subsection 2-28. Summary
The Mounds View Economic Development Authority is establishing the District to provide an impetus for
residential development and provide safe and decent life cycle housing in the City. The TIF Plan for the
District was prepared by Ehlers & Associates, Inc., 3060 Centre Pointe Drive, Roseville, Minnesota 55113-
1105, telephone (651) 697-8500.
Mounds View Economic Development Authority
Tax Increment Financing Plan for Tax Increment Financing District No. 1-6 2-14
Appendix A
The proposed project consists of a 3-story, 60-unit workforce rental building situated on
approximately 3.4 acres at the intersection of Mounds View Boulevard and Groveland Road in
Mounds View, Minnesota. The project includes underground parking and storage with a unit mix
of one, two and three-bedroom units. At least 40% of the units will be affordable to households at
or below 60% of the area median income. It is anticipated that the project will be financed with a
pay-as-you-go note and interfund loan.
Appendix A-1
Appendix B
Map of the Mounds View Economic Development Project and the District
Appendix B-1
Appendix C
Description of Property to be Included in the District
The District encompasses all property and adjacent rights-of-way and abutting roadways identified by the
parcels listed below.
Parcel Numbers Address Owner
0630-2331-0029 7980 Groveland Rd Johnson
0630-2331-0030 2865 Mounds View Blvd Johnson
0630-2331-0031 2901 Mounds View Blvd State of MN
0630-2331-0241 Unassigned State of MN
Appendix C-1
Appendix D
Estimated Cash Flow for the District
Appendix D-1
1/25/2018Base Value Assumptions - Page 1MWF Workforce HousingCity of Mounds View60 Unit Affordable Apartment BuildingASSUMPTIONS AND RATESDistrictType: HousingDistrict Name/Number:County District #:Exempt Class Rate (Exempt) 0.00%First Year Construction or Inflation on Value 2018Commercial Industrial Preferred Class Rate (C/I Pref.)Existing District - Specify No. Years RemainingFirst $150,000 1.50%Inflation Rate - Every Year:3.00%Over $150,000 2.00%Interest Rate:4.00%Commercial Industrial Class Rate (C/I) 2.00%Present Value Date:1-Aug-19Rental Housing Class Rate (Rental) 1.25%First Period Ending 1-Feb-20Affordable Rental Housing Class Rate (Aff. Rental)Tax Year District was Certified:Pay 2018First $121,000 0.75%Cashflow Assumes First Tax Increment For Development: 2020 Over $121,000 0.25%Years of Tax Increment 26 Non-Homestead Residential (Non-H Res. 1 Unit)Assumes Last Year of Tax Increment 2045 First $500,000 1.00%Fiscal Disparities Election [Outside (A), Inside (B), or NA]Inside(B)Over $500,000 1.25%Incremental or Total Fiscal DisparitiesIncrementalHomestead Residential Class Rate (Hmstd. Res.)Fiscal Disparities Contribution Ratio 36.7818% Pay 2018 Preliminary First $500,000 1.00%Fiscal Disparities Metro-Wide Tax Rate 145.0950% Pay 2018 Preliminary Over $500,000 1.25%Maximum/Frozen Local Tax Rate: 121.575% Pay 2018 PreliminaryAgricultural Non-Homestead 1.00%Current Local Tax Rate: (Use lesser of Current or Max.) 121.575%Pay 2018 PreliminaryState-wide Tax Rate (Comm./Ind. only used for total taxes) 45.0000% Pay 2018 PreliminaryMarket Value Tax Rate (Used for total taxes) 0.22453% Pay 2018 PreliminaryBuilding Total Percentage Tax Year Property Current Class AfterLand Market Market Of Value Used Original Original Tax Original After ConversionMap ID PID Owner Address Market Value Value Value for District Market Value Market Value Class Tax Capacity Conversion Orig. Tax Cap.10630-2331-0029 C.S. Johnson 7980 Groveland 71,900 0 71,900 100% 71,900Pay 2018 Non-H Res. 1 Unit 719 Aff. Rental 539 120630-2331-0030 C.S. Johnson 2865 M.V. Blvd. 120,100 89,800 209,900 100% 209,900 Pay 2018 Hmstd. Res. 2,099 Aff. Rental 1,574 130630-2331-0031 State of MN 2901 M.V. Blvd. 171,700 0 171,700 100% 171,700 Pay 2018 Exempt - Aff. Rental 1,288 140630-2331-0241 State of MN Unassigned 33,500 0 33,500 100% 33,500 Pay 2018 Exempt - Aff. Rental 251 1397,200 89,800 487,000487,000 2,818 3,653Note:1. Base values are for Pay 2018 based upon review of Ramsey County website on 1-2-2018.Tax Rates BASE VALUE INFORMATION (Original Tax Capacity)Area/ PhasePrepared by Ehlers & Associates, Inc. - Estimates OnlyN:\Minnsota\Mounds View\Housing - Economic - Redevelopment\TIF\TIF Districts\TIF 1-6\TIF Plan Run 1-18-18
1/25/2018Base Value Assumptions - Page 2MWF Workforce HousingCity of Mounds View60 Unit Affordable Apartment BuildingEstimated Taxable Total Taxable PropertyPercentage Percentage Percentage Percentage First YearMarket Value Market Value Total Market Tax Project Project Tax Completed Completed Completed Completed Full TaxesArea/Phase New Use Per Sq. Ft./Unit Per Sq. Ft./Unit Sq. Ft./UnitsValue Class Tax CapacityCapacity/Unit 2018 2019 2020 2021 Payable1Aff. Rental 130,000 130,000 60 7,800,000Aff. Rental 55,800 930 20% 100% 100% 100% 2021TOTAL7,800,000 55,800 Subtotal Residential 60 7,800,000 55,800 Subtotal Commercial/Ind. 0 0 0 Note:1. Estimated market values per Ramsey County City Assessor on 1-17-2018.Total Fiscal Local Local Fiscal State-wide MarketTax Disparities Tax PropertyDisparities PropertyValue Total Taxes PerNew UseCapacityTax CapacityCapacityTaxes Taxes Taxes Taxes Taxes Sq. Ft./UnitAff. Rental 55,800 0 55,800 67,839 0 0 17,514 85,352 1,422.54TOTAL 55,800 0 55,800 67,839 0 0 17,514 85,352Note: 1. Taxes and tax increment will vary significantly from year to year depending upon values, rates, state law, fiscal disparities and other factors which cannot be predicted.Total Property Taxes 85,352less State-wide Taxes 0less Fiscal Disp. Adj. 0less Market Value Taxes (17,514)less Base Value Taxes (4,441)Annual Gross TIF 63,398 WHAT IS EXCLUDED FROM TIF?TAX CALCULATIONSPROJECT INFORMATION (Project Tax Capacity)Prepared by Ehlers & Associates, Inc. - Estimates OnlyN:\Minnsota\Mounds View\Housing - Economic - Redevelopment\TIF\TIF Districts\TIF 1-6\TIF Plan Run 1-18-18
1/25/2018Tax Increment Cashflow - Page 3MWF Workforce HousingCity of Mounds View60 Unit Affordable Apartment BuildingTAX INCREMENT CASH FLOWProject Original Fiscal Captured Local Annual Semi-Annual State Admin.Semi-Annual Semi-Annual PERIOD% of Tax Tax Disparities Tax Tax Gross Tax Gross Tax Auditor at Net Tax Present ENDING Tax PaymentOTC Capacity Capacity Incremental Capacity Rate Increment Increment 0.36% 10% Increment Value Yrs. Year Date- - - - 02/01/20100% 11,160 (3,653) - 7,508 121.575% 9,127 4,564 (16) (455) 4,092 3,934 0.52020 08/01/20100% 11,160 (3,653) - 7,508 121.575% 9,127 4,564 (16) (455) 4,092 7,790 12020 02/01/21100% 55,800 (3,653) - 52,148 121.575% 63,398 31,699 (114) (3,158) 28,426 34,052 1.52021 08/01/21100% 55,800 (3,653) - 52,148 121.575% 63,398 31,699 (114) (3,158) 28,426 59,798 22021 02/01/22100% 57,474 (3,653) - 53,822 121.575% 65,433 32,717 (118) (3,260) 29,339 85,851 2.52022 08/01/22100% 57,474 (3,653) - 53,822 121.575% 65,433 32,717 (118) (3,260) 29,339 111,392 32022 02/01/23100% 59,198 (3,653) - 55,546 121.575% 67,530 33,765 (122) (3,364) 30,279 137,235 3.52023 08/01/23100% 59,198 (3,653) - 55,546 121.575% 67,530 33,765 (122) (3,364) 30,279 162,571 42023 02/01/24100% 60,974 (3,653) - 57,322 121.575% 69,689 34,844 (125) (3,472) 31,247 188,204 4.52024 08/01/24100% 60,974 (3,653) - 57,322 121.575% 69,689 34,844 (125) (3,472) 31,247 213,335 52024 02/01/25100% 62,803 (3,653) - 59,151 121.575% 71,913 35,956 (129) (3,583) 32,244 238,759 5.52025 08/01/25100% 62,803 (3,653) - 59,151 121.575% 71,913 35,956 (129) (3,583) 32,244 263,685 62025 02/01/26100% 64,687 (3,653) - 61,035 121.575% 74,203 37,102 (134) (3,697) 33,271 288,901 6.52026 08/01/26100% 64,687 (3,653) - 61,035 121.575% 74,203 37,102 (134) (3,697) 33,271 313,622 72026 02/01/27100% 66,628 (3,653) - 62,976 121.575% 76,562 38,281 (138) (3,814) 34,329 338,629 7.52027 08/01/27100% 66,628 (3,653) - 62,976 121.575% 76,562 38,281 (138) (3,814) 34,329 363,145 82027 02/01/28100% 68,627 (3,653) - 64,974 121.575% 78,993 39,496 (142) (3,935) 35,419 387,944 8.52028 08/01/28100% 68,627 (3,653) - 64,974 121.575% 78,993 39,496 (142) (3,935) 35,419 412,256 92028 02/01/29100% 70,686 (3,653) - 67,033 121.575% 81,496 40,748 (147) (4,060) 36,541 436,847 9.52029 08/01/29100% 70,686 (3,653) - 67,033 121.575% 81,496 40,748 (147) (4,060) 36,541 460,956 102029 02/01/30100% 72,806 (3,653) - 69,154 121.575% 84,074 42,037 (151) (4,189) 37,697 485,340 10.52030 08/01/30100% 72,806 (3,653) - 69,154 121.575% 84,074 42,037 (151) (4,189) 37,697 509,246 112030 02/01/31100% 74,991 (3,653) - 71,338 121.575% 86,729 43,365 (156) (4,321) 38,888 533,423 11.52031 08/01/31100% 74,991 (3,653) - 71,338 121.575% 86,729 43,365 (156) (4,321) 38,888 557,126 122031 02/01/32100% 77,240 (3,653) - 73,588 121.575% 89,464 44,732 (161) (4,457) 40,114 581,097 12.52032 08/01/32100% 77,240 (3,653) - 73,588 121.575% 89,464 44,732 (161) (4,457) 40,114 604,599 132032 02/01/33100% 79,557 (3,653) - 75,905 121.575% 92,281 46,141 (166) (4,597) 41,377 628,365 13.52033 08/01/33100% 79,557 (3,653) - 75,905 121.575% 92,281 46,141 (166) (4,597) 41,377 651,665 142033 02/01/34100% 81,944 (3,653) - 78,292 121.575% 95,183 47,591 (171) (4,742) 42,678 675,226 14.52034 08/01/34100% 81,944 (3,653) - 78,292 121.575% 95,183 47,591 (171) (4,742) 42,678 698,325 152034 02/01/35100% 84,403 (3,653) - 80,750 121.575% 98,172 49,086 (177) (4,891) 44,018 721,683 15.52035 08/01/35100% 84,403 (3,653) - 80,750 121.575% 98,172 49,086 (177) (4,891) 44,018 744,582 162035 02/01/36100% 86,935 (3,653) - 83,282 121.575% 101,250 50,625 (182) (5,044) 45,398 767,737 16.52036 08/01/36100% 86,935 (3,653) - 83,282 121.575% 101,250 50,625 (182) (5,044) 45,398 790,437 172036 02/01/37100% 89,543 (3,653) - 85,890 121.575% 104,421 52,210 (188) (5,202) 46,820 813,390 17.52037 08/01/37100% 89,543 (3,653) - 85,890 121.575% 104,421 52,210 (188) (5,202) 46,820 835,892 182037 02/01/38100% 92,229 (3,653) - 88,576 121.575% 107,687 53,843 (194) (5,365) 48,285 858,643 18.52038 08/01/38100% 92,229 (3,653) - 88,576 121.575% 107,687 53,843 (194) (5,365) 48,285 880,948 192038 02/01/39100% 94,996 (3,653) - 91,343 121.575% 111,050 55,525 (200) (5,533) 49,793 903,499 19.52039 08/01/39100% 94,996 (3,653) - 91,343 121.575% 111,050 55,525 (200) (5,533) 49,793 925,607 202039 02/01/40100% 97,846 (3,653) - 94,193 121.575% 114,515 57,258 (206) (5,705) 51,346 947,958 20.52040 08/01/40100% 97,846 (3,653) - 94,193 121.575% 114,515 57,258 (206) (5,705) 51,346 969,871 212040 02/01/41100% 100,781 (3,653) - 97,129 121.575% 118,084 59,042 (213) (5,883) 52,946 992,024 21.52041 08/01/41100% 100,781 (3,653) - 97,129 121.575% 118,084 59,042 (213) (5,883) 52,946 1,013,743 222041 02/01/42100% 103,804 (3,653) - 100,152 121.575% 121,760 60,880 (219) (6,066) 54,595 1,035,698 22.52042 08/01/42100% 103,804 (3,653) - 100,152 121.575% 121,760 60,880 (219) (6,066) 54,595 1,057,223 232042 02/01/43100% 106,919 (3,653) - 103,266 121.575% 125,546 62,773 (226) (6,255) 56,292 1,078,982 23.52043 08/01/43100% 106,919 (3,653) - 103,266 121.575% 125,546 62,773 (226) (6,255) 56,292 1,100,314 242043 02/01/44100% 110,126 (3,653) - 106,474 121.575% 129,445 64,723 (233) (6,449) 58,041 1,121,878 24.52044 08/01/44100% 110,126 (3,653) - 106,474 121.575% 129,445 64,723 (233) (6,449) 58,041 1,143,019 252044 02/01/45100% 113,430 (3,653) - 109,777 121.575% 133,462 66,731 (240) (6,649) 59,842 1,164,388 25.52045 08/01/45100% 113,430 (3,653) - 109,777 121.575% 133,462 66,731 (240) (6,649) 59,842 1,185,339 262045 02/01/46 Total2,371,465 (8,537) (236,293) 2,126,635 Present Value From 08/01/2019 Present Value Rate 4.00% 1,321,802 (4,758) (131,704) 1,185,339 Prepared by Ehlers & Associates, Inc. - Estimates OnlyN:\Minnsota\Mounds View\Housing - Economic - Redevelopment\TIF\TIF Districts\TIF 1-6\TIF Plan Run 1-18-18
Appendix E
Housing Qualifications for the District
INCOME RESTRICTIONS - ADJUSTED FOR FAMILY SIZE
(HOUSING DISTRICT) - RAMSEY COUNTY
RAMSEY COUNTY MEDIAN INCOME: $90,400
No. of Persons 50% of Median Income 60% of Median
Income
1-person $31,650 $37,980
2-person $36,200 $43,440
3-person $40,700 $48,840
4-person $45,200 $54,240
Source: Department of Housing and Urban Development and Minnesota
Housing Finance Agency
The two options for income limits on a standard housing district are 20% of the units at 50% of median
income or 40% of the units at 60% of median income. There are no rent restrictions for a housing district.
***PLEASE NOTE: THESE NUMBERS ARE ADJUSTED ANNUALLY. ALL INCOME FIGURES
REPORTED ON THIS PAGE ARE FOR 2017.
Appendix E-1
Appendix F
Findings for the District
The reasons and facts supporting the findings for the adoption of the Tax Increment Financing Plan for
Tax Increment Financing District No. 1-6, as required pursuant to Minnesota Statutes, Section 469.175,
Subdivision 3 are as follows:
1. Finding that Tax Increment Financing District No. 1-6 is a housing district as defined in M.S.,
Section 469.174, Subd. 11.
TIF District No. 1-6 consists of 4 parcels. The development will consist of 60 units of affordable
workforce rental housing. All or a portion of which will receive tax increment assistance and will
meet income restrictions described in M.S. 469.1761. At least 40 percent of the units/homes
receiving assistance will have incomes at or below 60 percent of statewide median income.
Appendix E of the TIF Plan contains background for the above finding.
2. Finding that the proposed development, in the opinion of the City Council, would not reasonably
be expected to occur solely through private investment within the reasonably foreseeable future.
The proposed development, in the opinion of the City, would not reasonably be expected to occur
solely through private investment within the reasonably foreseeable future: This finding is
supported by the fact that the development proposed in this plan is a housing district that meets
the City's objectives for development and redevelopment. The cost of land acquisition, site and
public improvements and construction makes this housing development infeasible without City
assistance. The cost of land acquisition and construction are approximately the same for
workforce housing developments as they are for market rate projects. However, with decreased
rental income from the affordable workforce housing units, there is insufficient cash flow to
provide a sufficient rate of return, pay operating expenses, and service the debt. This leaves a gap
in the funding for the project and makes this housing development feasible only through
assistance, in part, from tax increment financing. The developer evidenced this need by
providing a letter and a detailed pro forma as justification that the project would not have gone
forward without tax increment assistance.
The increased market value of the site that could reasonably be expected to occur without the use
of tax increment financing would be less than the increase in market value estimated to result
from the proposed development after subtracting the present value of the projected tax
increments for the maximum duration of the TIF District permitted by the TIF Plan: This finding
is justified on the grounds that the costs of acquisition, building demolition, site improvements,
utility improvements and construction of affordable housing add to the total redevelopment cost.
Historically, the costs of site and public improvements as well as reduced rents required for
workforce housing in the City have made development infeasible without tax increment
assistance. The City reasonably determines that no other development of similar scope is
anticipated on this site without substantially similar assistance being provided to the
development.
3. Finding that the TIF Plan for Tax Increment Financing District No. 1-6 conforms to the general
plan for the development or redevelopment of the municipality as a whole.
The Planning Commission reviewed the TIF Plan and found that the TIF Plan conforms to the
general development plan of the City.
Appendix F-1
4. Finding that the TIF Plan for Tax Increment Financing District No. 1-6 will afford maximum
opportunity, consistent with the sound needs of the City as a whole, for the development or
redevelopment of Mounds View Economic Development Project by private enterprise.
Through the implementation of the TIF Plan, the EDA or City will provide an impetus for
residential development, which is desirable or necessary for increased population and an
increased need for life-cycle housing within the City.
Appendix F-2
Item No: 7.C.
Meeting Date: January 22, 2018
Type of Business: EDA
Administrator Review: _______
City of Mounds View Staff Report
To: Economic Development Authority
From: Brian Beeman, Business Development Coordinator
Item Title/Subject: Resolution 18-EDA-305 Calling for a Public Hearing by the City
Council on the Proposed Adoption of a Modification to the
Development Program for the Mounds View Economic
Development Project and the Proposed Establishment of Tax
Increment Financing District NO. 1-6 and the Adoption of a Tax
Increment Financing Plan
Introduction:
MWF Properties is proposing to build a 60 unit workforce housing development and has formally
requested that the City participate in Tax Increment Financing for the project. The EDA passed a
resolution of support to supplement MWF’s application to the Minnesota Housing Finance Agency
in May 2017 for up to $546,000 of TIF assistance, subject to all standard statutory and local review
requirements, including a detailed analysis of the project’s costs, funding sources, income, and
expenses—commonly referred to as a pro forma. The purpose of a pro forma analysis is to
determine if a project demonstrates a funding gap. Based on Ehler’s analysis the project does
demonstrate a funding gap of at least $546,000. The requested TIF assistance helps address a
funding gap to make the project financially feasible. If approved, the project is projected to
generate the requested $546,000 of TIF assistance over an estimated 15-year term.
The attached resolution calls for a Public Hearing on March 12, 2018 on the proposed adoption
of a Modification to the Development Program for the EDA project, the proposed establishment
of Tax Increment Financing District No. 1-6, a housing tax increment financing district, and the
adoption of a Tax Increment Financing Plan in accordance with Minnesota Statutes, Sections
469.090 to 469.1082, and Sections 469.174 to 469.1794.
Discussion:
The City’s financial consultant Ehlers & Associates, Inc. is preparing the required documents in
order to be in compliance with Minnesota State Statues. Part of the requirement in the TIF process
is to set a Public Hearing date to provide anyone from the public an opportunity to hear and speak
to the creation of the Housing TIF District. Ehlers has conducted an analysis for the project and
will be in attendance to answer any questions of the EDA before the Public Hearing is formally
set for March 12, 2018.
Recommendation:
Attached for your consideration is Resolution NO. 18-EDA-305, a resolution that sets the required
Public Hearing for March 12, 2018.
Respectfully submitted,
________________________
Brian Beeman
Business Development Coordinator
MOUNDS VIEW ECONOMIC DEVELOPMENT AUTHORITY
CITY OF MOUNDS VIEW
COUNTY OF RAMSEY
STATE OF MINNESOTA
RESOLUTION NO. 18-EDA-305
RESOLUTION REQUESTING THE CITY COUNCIL OF THE CITY OF MOUNDS
VIEW CALL FOR A PUBLIC HEARING ON THE PROPOSED ADOPTION OF A
MODIFICATION TO THE DEVELOPMENT PROGRAM FOR THE MOUNDS VIEW
ECONOMIC DEVELOPMENT PROJECT AND THE PROPOSED ESTABLISHMENT
OF TAX INCREMENT FINANCING DISTRICT NO. 1-6 (A HOUSING DISTRICT)
THEREIN AND THE ADOPTION OF A TAX INCRMENT FINANCING PLAN
THEREFOR.
BE IT RESOLVED, by the Board of Commissioners ("Board") of the Mounds View Economic
Development Authority ("EDA") as follows:
WHEREAS, the City Council ("Council") of the City of Mounds View, Minnesota ("City") established
the Mounds View Economic Development Project pursuant to Minnesota Statutes, Sections 469.174 to
469.1794, inclusive, as amended, in an effort to encourage the development and redevelopment of certain
designated areas within the City; and
WHEREAS, the EDA is proposing a Modification to the Development Program for the Mounds View
Economic Development Project and the establishment of Tax Increment Financing District No. 1-6 therein
and the adoption of a Tax Increment Financing Plan therefor, all pursuant to, and in accordance with,
Minnesota Statutes, Sections 469.174 to 469.1794 and Sections 469.090 to 469.1082, inclusive, as
amended;
NOW, THEREFORE BE IT RESOLVED by the Board as follows:
1. The EDA hereby requests that the Council call for a public hearing on March 12, 2018 to
consider the proposed adoption of a Modification to the Development Program for the Mounds View
Economic Development Project (the "Development Program Modification") and the proposed adoption of
a Tax Increment Financing Plan (the "TIF Plan") for Tax Increment Financing District No. 1-6 (the “TIF
District”), a housing tax increment financing district, (the Development Program Modification and the
TIF Plan are referred to collectively herein as the "Program Modification and TIF Plan") and cause notice
of said public hearing to be given as required by law.
2. The EDA directs the Executive Director to transmit copies of the Program Modification and TIF
Plan to the Planning Commission of the City and requests the Planning Commission's written opinion
indicating whether the proposed Program Modification and TIF Plan are in accordance with the
Comprehensive Plan of the City, prior to the date of the public hearing.
3. The Executive Director of the EDA is hereby directed to submit a copy of the Program Modification
and TIF Plan to the Council for its approval.
4. The EDA directs the Executive Director to transmit the Program Modification and TIF Plan to Ramsey
County and Mounds View School District No. 621, in which the TIF District is located, not later than
February 9, 2018.
5. Staff and consultants are authorized and directed to take all steps necessary to prepare the Program
Modification and TIF Plan and related documents and to undertake other actions necessary to bring the
Program Modification and TIF Plan before the Council.
Approved by the Board on January 22, 2018.
__________________________________
Carol Mueller, President
ATTEST:
____________________________________
Nyle Zikmund, Executive Director
Memo
To: Brian Beeman, Business Development Coordinator
City of Mounds View
From: James Lehnhoff and Jason Aarsvold, Ehlers
Date: January 16th, 2018
Subject: MWF Properties Housing TIF Review
2685 Highway 10 NE
In March 2017, MWF Properties LLC, (the “Developer”) submitted a request to the City of
Mounds View Economic Development Authority (the “EDA”) for Tax Increment Financing
assistance to construct 60 new affordable apartments at 2685 Highway 10 NE. The $14.65
million project includes a mix of 1, 2, and 3 bedroom units. The Developer requested a
resolution of support from the EDA to supplement their application to the Minnesota Housing
Finance Agency requesting the majority of the project funding needs.
The EDA approved a resolution of support in May 2017 for the project for up to $546,000 of Tax
Increment Financing (“TIF”) assistance, subject to all standard statutory and local review
requirements, including a detailed analysis of the project’s costs, funding sources, income, and
expenses—commonly referred to as a pro forma. The Developer submitted their funding
application to Minnesota Housing in June 2017 and was subsequently selected for funding in
October 2017. The Developer has since submitted their updated pro forma to the EDA for
analysis. The purpose of a pro forma analysis is to determine if a project demonstrates a funding
gap.
Ehlers conducted a thorough review of the Developer’s current pro forma based on industry
standards for construction, land, and project costs; affordable rental rates and operating expenses;
developer fees; available funding sources; underwriting criteria; and, project cash flow. Based on
the results of the pro forma analysis, the project does demonstrate a funding gap of at least
$546,000. The requested TIF assistance helps address a funding gap to make the project
financially feasible. If approved, the development is projected to generate the requested
$546,000 of TIF assistance over an estimated 15-year term.
Pro Forma Analysis
The development pro forma information generally meets the expectations of a rental housing
project utilizing 4% low-income housing tax credits (“LIHTC”) and other sources of public
funding. The proposed summary sources and uses include:
MWF Apartment Proposal
January 16, 2018
Page 2
SOURCES
Amount Pct.Per Unit
First Mortgage 6,074,700 41%101,245
TIF Note 546,000 4%9,100
MWF GP Loan 516,192 4%8,603
Low Income Housing Tax Credits 3,814,404 26%63,573
Energy Rebate 1,800 0%30
Minnesota Housing Deferred Loan 1,736,000 12%28,933
Ramsey County HRA HOME Loan 400,000 3%6,667
Met Council LHIA Deferred Loan 500,000 3%8,333
Deferred Developer Fee (81% of Total Fee)1,059,223 7%17,654
TOTAL SOURCES 14,648,319 100%244,139
USES
Amount Pct.Per Unit
Acquisition Costs 655,461 4%10,924
Construction Costs 11,036,876 75%183,948
Professional Services 523,000 4%8,717
Financing Costs 765,729 5%12,762
Developer Fee 1,300,000 9%21,667
Cash Accounts/Escrows/Reserves 367,253 3%6,121
TOTAL USES 14,648,319 100%244,139
1. Acquisition Costs – Acquisition costs of approximately $11,000 per unit are within
the typical market range of $5,000 to $15,000 per unit.
2. Total Development Costs (TDC) – The TDC is approximately $14.65 million or
$244,000 per unit. Multi-family projects in this market generally range between
$225,000 and $275,000 per unit.
3. Developer Fee – The proposed developer fee is approximately 9% of TDC, which is
within the typical industry range of 8-10% for LIHTC projects. The Developer is also
deferring approximately 81% of their developer fee. The deferred portion of the fee is
then paid to the Developer through future cash flow, which is projected to take
approximately 13 years and is longer than the typical 8-10 years. The reasonable
developer fee and higher deferred fee helps minimize the project’s funding gap.
4. Rents – The proposed rents are within 5% of the regulatory maximum allowed to be
charged in projects using LIHTC proceeds.
5. Operating Expenses – The operating expenses of approximately $3,900 per unit per
year are within the typical range of $3,500 to $4,500 per unit per year.
6. Management Fee – The proposed management fee of 5.8% of revenue is higher than
the typical 3% to 5% of revenue; however, reducing the fee has a nominal impact
because this relatively small project produces less revenue.
7. Reserves – The annual deposit to replacement reserves is set at $450 per unit per year,
which is typical for projects that include financing from Minnesota Housing.
MWF Apartment Proposal
January 16, 2018
Page 3
8. First Mortgage – The analysis confirms that the Developer has maximized the
potential first mortgage. The proposed 4.6% interest rate and 40-year term are
competitive in the market and help minimize a funding gap.
9. Low-income Housing Tax Credits (“LIHTC”) – The project anticipates tax credit
pricing of $0.93 for every $1.00 of available tax credits, which generates
approximately $3.8 million of proceeds. Tax credit pricing declined at the end of
2016 and has remained lower than realized in the prior several years. Tax credit
pricing on many current projects is between $0.85 and $0.95. Smaller projects like
this one also tend to draw less attention from tax credit investors resulting in lower
pricing. Based on current conditions, the assumed tax credit equity is reasonable.
10. TIF Note – The proposed $546,000 of TIF assistance represents approximately 4% of
total project costs. Depending on the project type, TIF assistance is commonly in the
range of 4-10% of total project costs.
11. MWF GP Loan – The Developer currently anticipates including a $517,000 loan from
itself to resolve a remaining funding gap that is not covered by the TIF, mortgage, or
other public proceeds. This type of loan is referred to as a General Partner Loan or
GP Loan. This GP loan would be repaid through future cash flow or through
refinancing after the initial 15-year affordability compliance period. For projects
using LIHTC, it is somewhat uncommon for developers to provide GP Loan;
however, this suggests that MWF is working to minimize the funding request. MWF
may seek additional funding sources to reduce or eliminate the GP Loan; however,
that would not change the conclusion of this analysis unless MWF secures more
additional funding than the current GP Loan amount.
Based on the submitted project information, the Developer has maximized the potential private
mortgage and low-income housing tax credit proceeds. However, a demonstrated financial gap
remains. The proposed development will not reasonably be expected to occur solely through
private investment within the reasonably near future. Due to the costs associated with developing
the property and constructing housing with affordable rents, this project is feasible only through
assistance. If approved, the development is projected to generate the requested $546,000 of TIF
assistance over an estimated 15-year term. The TIF would be structured as a “pay as you go”
note.
Please reach out with any questions at 651-697-8552.
516911v1 JAE MU205-47
First Draft
February 27, 2018
CONTRACT
FOR
PRIVATE DEVELOPMENT
between
MOUNDS VIEW ECONOMIC DEVELOPMENT AUTHORITY
and
BOULEVARD APARTMENTS, LIMITED PARTNERSHIP
Dated: ______________, 2018
This document was drafted by:
KENNEDY & GRAVEN, CHARTERED (JAE)
470 U.S. Bank Plaza
200 South Sixth Street
Minneapolis, Minnesota 55402
Telephone: 612-337-9300
i
516911v1 JAE MU205-47
TABLE OF CONTENTS
Page
PREAMBLE ............................................................................................................................................ 1
ARTICLE I
Definitions
Section 1.1. Definitions .......................................................................................................................... 2
ARTICLE II
Representations and Warranties
Section 2.1. Representations by the Authority ........................................................................................ 5
Section 2.2. Representations and Warranties by the Developer ............................................................. 5
ARTICLE III
Property Acquisition; Public Development Costs
Section 3.1. Status of the Development Property ................................................................................... 7
Section 3.2. Contingencies ...................................................................................................................... 7
Section 3.3. Environmental Conditions .................................................................................................. 7
Section 3.4. Acquisition of Tax-Forfeited Property ................................................................................ 7
Section 3.5. Public Development Costs; Developer Reimbursement ..................................................... 7
Section 3.6. Issuance of Pay-As-You-Go TIF Note ............................................................................... 7
Section 3.7. Payment of Administrative Costs ....................................................................................... 8
Section 3.8. Records ............................................................................................................................... 8
Section 3.9. Purpose of Assistance ......................................................................................................... 9
Section 3.10. Grant ................................................................................................................................... 9
ARTICLE IV
Construction and Maintenance of Minimum Improvements
Section 4.1. Construction of Improvements ......................................................................................... 10
Section 4.2. Construction Plans ............................................................................................................ 10
Section 4.3. Commencement and Completion of Construction ............................................................ 11
Section 4.4. Certificate of Completion ................................................................................................. 11
Section 4.5. Rental Housing Affordablity Covenants ........................................................................... 11
Section 4.6. Disqualification of TIF District ........................................................................................ 12
Section 4.7. Affordable Housing Reporting ......................................................................................... 12
ARTICLE V
Insurance
Section 5.1. Insurance ........................................................................................................................... 13
Section 5.2. Subordination .................................................................................................................... 14
ii
516911v1 JAE MU205-47
ARTICLE VI
Tax Increment; Taxes
Section 6.1. Right to Collect Delinquent Taxes .................................................................................... 15
Section 6.2. Reduction of Taxes ........................................................................................................... 15
Section 6.3. Qualifications .................................................................................................................... 16
Section 6.4. Minimum Assessment Agreement .................................................................................... 16
ARTICLE VII
Financing
Section 7.1. Mortgage Financing .......................................................................................................... 17
Section 7.2. Authority’s Option to Cure Default on Mortgage ............................................................. 17
Section 7.3. Modification; Subordination ............................................................................................. 17
ARTICLE VIII
Prohibitions Against Assignment and Transfer; Indemnification
Section 8.1. Representation as to Development .................................................................................... 18
Section 8.2. Prohibition Against Developer’s Transfer of Property and Assignment of
Agreement ......................................................................................................................... 18
Section 8.3. Release and Indemnification Covenants ........................................................................... 19
ARTICLE IX
Events of Default
Section 9.1. Events of Default Defined ................................................................................................ 20
Section 9.2. Remedies on Default ......................................................................................................... 20
Section 9.3. Termination or Suspension of TIF Note ........................................................................... 21
Section 9.4. No Remedy Exclusive ...................................................................................................... 21
Section 9.5. No Additional Waiver Implied by One Waiver ............................................................... 21
Section 9.6 Attorney Fees .................................................................................................................... 21
ARTICLE X
Additional Provisions
Section 10.1. Conflict of Interests; Authority Representatives Not Individually Liable ........................ 22
Section 10.2. Equal Employment Opportunity ....................................................................................... 22
Section 10.3. Restrictions on Use ........................................................................................................... 22
Section 10.4. Provisions Not Merged With Deed ................................................................................... 22
Section 10.5. Titles of Articles and Sections .......................................................................................... 22
Section 10.6. Notices and Demands ....................................................................................................... 22
Section 10.7. Counterparts ...................................................................................................................... 22
Section 10.8. Recording .......................................................................................................................... 23
Section 10.9. Amendment ....................................................................................................................... 23
Section 10.10. Authority Approvals ......................................................................................................... 23
Section 10.11. Termination ....................................................................................................................... 23
TESTIMONIUM ....................................................................................................................................... S-1
SIGNATURES .......................................................................................................................................... S-1
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EXHIBIT A DESCRIPTION OF DEVELOPMENT PROPERTY........................................ A-1
EXHIBIT B FORM OF NOTE .............................................................................................. B-1
EXHIBIT C CERTIFICATE OF COMPLETION ................................................................. C-1
EXHIBIT D DECLARATION OF RESTRICTIVE COVENANTS ..................................... D-1
EXHIBIT E FORM OF MINIMUM ASSESSMENT AGREEMENT .................................. E-1
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CONTRACT FOR PRIVATE DEVELOPMENT
THIS CONTRACT FOR PRIVATE DEVELOPMENT, made as of the _____ day of
_____________, 2018 (the “Agreement”), is between the MOUNDS VIEW ECONOMIC
DEVELOPMENT AUTHORITY, a public body corporate and politic under the laws of the State of
Minnesota (the “Authority”), and BOULEVARD APARTMENTS, LIMITED PARTNERSHIP, a
Minnesota limited partnership (the “Developer”).
WITNESSETH:
WHEREAS, the Authority was created pursuant to Minnesota Statutes, Sections 469.090 through
469.1082, as amended, and was authorized to transact business and exercise its powers by a resolution
adopted by the City Council of the City of Mounds View, Minnesota (the “City”); and
WHEREAS, the Authority and the City have undertaken a program to promote economic
development and job opportunities, promote the development and redevelopment of land which is
underutilized within the City, and facilitate the development of affordable housing, and in this connection
created a redevelopment district known as the Mounds View Economic Development Project (the
“Project”) in the City, pursuant to Minnesota Statutes, Sections 469.001 through 469.047, as amended;
and
WHEREAS, within the Project, the City and the Authority have established Tax Increment
Financing District No. 1-6 (a housing district) (the “TIF District”) and have adopted a financing plan (the
“TIF Plan”) for the TIF District in order to facilitate redevelopment of certain property in the Project and
promote the development of affordable housing within the City, all pursuant to Minnesota Statutes,
Sections 469.174 through 469.1794, as amended; and
WHEREAS, the Developer proposes to acquire certain tax-forfeited property from the City and
certain other additional properties within the TIF District and construct and develop a three-story, 60-unit
workforce rental building, including underground parking (the “Minimum Improvements”); and
WHEREAS, in order to make the Minimum Improvements economically feasible for the
Developer to construct, the Authority is prepared to reimburse the Developer for certain land acquisition
costs, site improvement costs, and costs of constructing housing related to the Minimum Improvements;
and
WHEREAS, the Authority believes that the development of the TIF District pursuant to this
Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City and
the health, safety, morals, and welfare of its residents, and in accord with the public purposes and
provisions of the applicable State and local laws and requirements under which the Project has been
undertaken and is being assisted.
NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties
hereto, each of them does hereby covenant and agree with the other as follows:
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ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the
context:
“Additional Property” means the property legally described under the heading “Additional
Property” in EXHIBIT A.
“Administrative Costs” means the costs described in Section 3.6 hereof.
“Agreement” means this Contract for Private Development, as the same may be from time to time
modified, amended, or supplemented.
“Assessment Agreement” means the Minimum Assessment Agreement between the Authority,
the Developer, and the County assessor in substantially the form attached hereto as EXHIBIT E.
“Authority” means the Mounds View Economic Development Authority, a public body corporate
and politic under the laws of the State.
“Authority Representative” means the Executive Director of the Authority.
“Authorizing Resolution” means the resolution of the Authority adopted on March 12, 2018
authorizing the issuance of the TIF Note.
“Available Tax Increment” means, on each Payment Date, ninety percent (90%) of the Tax
Increment attributable to the Development Property and paid to the Authority by the County in the six (6)
months preceding the Payment Date. Available Tax Increment will not include any Tax Increment if, as
of any Payment Date, there is an uncured Event of Default under this Agreement.
“Board” means the Board of Commissioners of the Authority.
“Certificate of Completion” means the certification provided to the Developer pursuant to
Section 4.4 hereof.
“City” means the City of Mounds View, Minnesota.
“Construction Plans” means the plans, specifications, drawings and related documents on the
construction work to be performed by the Developer on the Development Property, including the
Minimum Improvements, which (a) must be as detailed as the plans, specifications, drawings and related
documents which are submitted to the appropriate building officials of the City, and (b) must include at
least the following: (1) site plan; (2) foundation plan; (3) floor plan for each floor; (4) cross sections of
each floor plan (length and width); (5) elevations (all sides, including a building materials schedule); (6)
landscape and grading plan; and (7) other plans or supplements to the foregoing plans as the City may
reasonably request to allow it to ascertain the nature and quality of the proposed construction work.
“County” means Ramsey County, Minnesota.
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“Declaration of Restrictive Covenants” means the Declaration of Restrictive Covenants between
the Authority and the Developer in substantially the form set forth in EXHIBIT D attached hereto.
“Developer” means Boulevard Apartments, Limited Partnership, a Minnesota limited partnership, or
its permitted successors and assigns.
“Development Property” means the real property described in EXHIBIT A attached hereto,
including the Tax-Forfeited Property and the Additional Property.
“EDA Act” means Minnesota Statutes, Sections 469.090 to 469.1082, as amended.
“Event of Default” means an action by the Authority or the Developer listed in Article IX hereof.
“Holder” means the owner of a Mortgage.
“Housing Unit” means the housing units constructed as part of the Minimum Improvements.
“HRA Act” means Minnesota Statutes, Sections 469.001 through 469.047, as amended.
“Material Change” means a change in construction plans that adversely affects generation of tax
increment or changes the number of Housing Units.
“Maturity Date” means the date that the TIF Note has been paid in full or terminated, whichever
is earlier.
“Minimum Improvements” means the construction by the Developer on the Development
Property of a three-story, 60-unit workforce rental building, including underground parking.
“Minimum Market Value” means $7,800,000.
“Mortgage” means any mortgage made by the Developer which is secured, in whole or in part,
with the Development Property and which is a permitted encumbrance pursuant to the provisions of
Article VII hereof.
“Payment Date” means each February 1 and August 1, commencing _________ 1, 20___, on
which principal of the TIF Note is paid.
“Project” means the Mounds View Economic Development Project.
“Project Area” means the real property located within the boundaries of the Project.
“Public Redevelopment Costs” has the meaning given such term in Section 3.5 hereof.
“Real Estate Option Agreement” means the Real Estate Option Agreement, dated ________,
2018, between the City, the Authority, and the Developer regarding the Developer’s option to purchase
the Tax-Forfeited Property.
“Redevelopment Plan” means the Redevelopment Plan for the Project approved and adopted by
the Authority and the City Council of the City.
“State” means the State of Minnesota.
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“Tax-Forfeited Property” means the tax-forfeited parcels to be conveyed from the State to the
County and further conveyed from the County to Authority and legally described under the heading “Tax-
Forfeited Property” in EXHIBIT A.
“Tax Increment” means that portion of the real property taxes which is paid with respect to the
TIF District and which is remitted to the Authority as tax increment pursuant to the Tax Increment Act.
“Tax Increment Act” or “TIF Act” means the Tax Increment Financing Act, Minnesota Statutes,
Sections 469.174 through 469.1794, as amended.
“Tax Increment District” or “TIF District” means Tax Increment Financing District No. 1-6 (a
housing district).
“Tax Increment Plan” or “TIF Plan” means the Tax Increment Financing Plan for Tax Increment
Financing District, as approved March 12, 2018, and as it may be amended from time to time.
“Tax Official” means any County assessor; County auditor; County or State board of
equalization, the commissioner of revenue of the State, or any State or federal district court, the tax court
of the State, or the State Supreme Court.
“TIF Note” means a Tax Increment Revenue Note, substantially in the form attached hereto as
EXHIBIT B, to be delivered by the Authority to the Developer pursuant to Section 3.6 hereof.
“Transfer” has the meaning set forth in Section 8.2(a) hereof.
“Unavoidable Delays” means delays beyond the reasonable control of the party seeking to be
excused as a result thereof which are the direct result of strikes, lockouts or other labor troubles,
prolonged adverse weather or acts of God, 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
under this Agreement) which directly result in delays. Unavoidable Delays shall not include delays
experienced by the Developer in obtaining permits or governmental approvals necessary to enable
construction of the Public Improvements by the dates such construction is required under Section 4.3 hereof,
so long as the Construction Plans have been approved in accordance with Section 4.2 hereof.
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ARTICLE II
Representations and Warranties
Section 2.1. Representations by the Authority. The Authority makes the following
representations:
(a) The Authority is an economic development authority organized and existing under the
laws of the State. Under the provisions of the EDA Act and HRA Act, the Authority has the power to
enter into this Agreement and carry out its obligations hereunder, and execution of this Agreement has
been duly, properly and validly authorized by the Authority.
(b) The Authority proposes to assist in financing certain land acquisition costs, site
improvement costs, and costs of constructing housing necessary to facilitate the construction of the
Minimum Improvements in accordance with the terms of this Agreement to further the objectives of the
Redevelopment Plan.
(c) The Authority finds that the Minimum Improvements are necessary to alleviate a shortage
of, and maintain existing supplies of, decent, safe, and sanitary workforce housing.
(d) The activities of the Authority are undertaken to foster the redevelopment of certain real
property which for a variety of reasons is presently underutilized, to eliminate current blighting factors and
prevent the emergence of further blight at a critical location in the City, to create increased tax base in the
City, to increase workforce housing opportunities in the City, and to stimulate further development of the TIF
District and Project as a whole.
(e) The execution, delivery and performance of this Agreement and of any other documents or
instruments required pursuant to this Agreement by the Authority, and consummation of the transactions
contemplated therein and the fulfillment of the terms thereof, do not and will not conflict with or constitute a
breach of or default under any existing (i) indenture, mortgage, deed of trust or other agreement or instrument
to which the Authority is a party or by which the Authority or any of its property is or may be bound; or (ii)
legislative act, constitution or other proceedings establishing or relating to the establishment of the Authority
or its officers or its resolutions.
(f) There is not pending, nor to the best of the Authority’s knowledge is there threatened, any
suit, action or proceeding against the Authority before any court, arbitrator, administrative agency or other
governmental authority that materially and adversely affects the validity of any of the transactions
contemplated hereby, the ability of the Authority to perform its obligations hereunder, or the validity or
enforcement of this Agreement.
Section 2.2. Representations and Warranties by the Developer. The Developer represents and
warrants that:
(a) The Developer is a limited partnership duly organized and in good standing under the
laws of the State, is not in violation of any provisions of its organizational documents or the laws of the
State, is duly authorized to transact business within the State, has power to enter into this Agreement and
has duly authorized the execution, delivery and performance of this Agreement by proper action of its
governing body.
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(b) The Developer will construct the Minimum Improvements in accordance with the terms
of this Agreement, the Redevelopment Plan and all local, state and federal laws and regulations
(including, but not limited to, environmental, zoning, building code and public health laws and
regulations).
(c) The Developer 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. The Developer did not obtain a building permit for any portion of the Minimum
Improvements before March 12, 2018, the date of approval of the TIF Plan for the TIF District.
(d) The Developer will operate and maintain the Minimum Improvements in accordance with
the terms of this Agreement, the Redevelopment Plan and all local, state and federal laws and regulations
(including, but not limited to, environmental, zoning, building code and public health laws and
regulations).
(e) The Developer has received no notice or communication from any local, state or federal
official that the activities of the Developer, the City or the Authority in the Project Area may be or will be
in violation of any environmental law or regulation. The Developer 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.
(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 with or results in a breach of, the terms, conditions or
provisions of any corporate restriction or any evidences of indebtedness, agreement or instrument of
whatever nature to which the Developer 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 Developer hereunder would not occur but for the tax
increment financing assistance being provided by the Authority hereunder.
(h) The Developer shall promptly advise the Authority in writing of all litigation or claims
affecting any part of the Minimum Improvements and all written complaints and charges made by any
governmental authority materially affecting the Minimum Improvements or materially affecting
Developer or its business which may delay or require changes in construction of the Minimum
Improvements.
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ARTICLE III
Property Acquisition; Public Redevelopment Costs
Section 3.1. Status of the Development Property. The Developer has entered into the Real Estate
Option Agreement with the City and the Authority to acquire the Tax-Forfeited Property. The Developer
has entered into a purchase agreement to purchase the Additional Property.
Section 3.2. Contingencies. The fulfillment of the obligations of each party hereunder is strictly
contingent upon the conveyance by the Authority of the Tax-Forfeited Property to the Developer. In the
event that the Tax-Forfeited Property is not acquired by the City and then conveyed to the Developer, this
Agreement shall terminate.
Section 3.3. Environmental Conditions.
(a) The Developer acknowledges that the Authority makes no representations or warranties
as to the condition of the soils on the Development Property or the fitness of the Development Property
for construction of the Minimum Improvements or any other purpose for which the Developer may make
use of such property, and that the assistance provided to the Developer under this Agreement neither
implies any responsibility by the Authority for any contamination of the Development Property or poor
soil conditions nor imposes any obligation on such parties to participate in any cleanup of the
Development Property or correction of any soil problems (other than the financing described in this
Agreement).
(b) Without limiting its obligations under Section 8.3 hereof, the Developer further agrees
that it will indemnify, defend, and hold harmless the Authority and its governing body members, officers,
and employees, from any claims or actions arising out of the presence, if any, of hazardous wastes or
pollutants existing on or in the Development Property, unless and to the extent that such hazardous wastes
or pollutants are present as a result of the actions or omissions of the indemnitees. Nothing in this section
will be construed to limit or affect any limitations on liability of the Authority under State or federal law,
including without limitation Minnesota Statutes, Sections 466.04 and 604.02.
Section 3.4. Acquisition of Tax-Forfeited Property. Pursuant to the terms of the Real Estate
Option Agreement, the Authority will acquire the Tax-Forfeited Property with funds received from the
Developer. If the Authority is not reimbursed by the Developer for all costs related to the acquisition of
the Tax-Forfeited Property, the Authority will reimburse itself for any reimbursed costs from Available
Tax Increment. Such unreimbursed costs will be paid prior to any payments made on the TIF Note.
Section 3.5. Public Development Costs; Developer Reimbursement. In order to make
construction of the Minimum Improvements financially feasible, the Authority will reimburse the
Developer for a portion of the Public Development Costs incurred by the Developer in the maximum
amount of $546,000. The term “Public Development Costs” means land acquisition costs, site
preparation costs, including demolition, costs of soil correction, and infrastructure improvements on the
Development Property, costs of constructing housing, or any other costs eligible to be reimbursed with
tax increment.
Section 3.6. Issuance of Pay-As-You-Go TIF Note.
(a) To reimburse the Public Development Costs incurred by the Developer, the Authority
will issue and the Developer will purchase the TIF Note in the principal amount of $546,000 in
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substantially the form set forth in EXHIBIT B attached hereto. The Authority and the Developer agree
that the consideration from the Developer for the purchase of the TIF Note will consist of the Developer’s
payment of Public Development Costs incurred by the Developer in at least the principal amount of the
TIF Note. Before delivery of the TIF Note, the Developer shall have:
(i) delivered to the Authority written evidence in a form satisfactory to the Authority
that the Developer has paid Public Development Costs in at least the principal amount of $546,000;
(ii) submitted the Construction Plans to the Authority and obtained approval for the
Construction Plans from the Authority;
(iii) submitted and obtained Authority approval of financing in accordance with
Section 7.1 hereof; and
(iv) delivered to the Authority an investment letter in a form reasonably satisfactory to
the Authority.
(b) The Developer understands and acknowledges that the Authority makes no
representations or warranties regarding the amount of Available Tax Increment, or that revenues pledged
to the TIF Note will be sufficient to pay the principal of and interest on the TIF Note. Any estimates of
Tax Increment prepared by the Authority or its municipal advisors in connection with the TIF District or
this Agreement are for the benefit of the Authority, and are not intended as representations on which the
Developer may rely.
(c) The Authority acknowledges that the Developer may assign or sell the TIF Note to a lender
or other party. The Authority consents to this type of assignment or sale, conditioned upon receipt of an
investment letter from the lender or other party in a form reasonably acceptable to the Authority.
(d) If the TIF District is disqualified as described in Section 4.6 hereof, the Authority is
required by the TIF Act to stop payments of Available Tax Increment to pay principal of and interest on
the TIF Note.
Section 3.7. Payment of Administrative Costs. The Developer has deposited with the Authority
$_______ to pay Administrative Costs of the City and the Authority. The City and the Authority will use
such deposit to pay “Administrative Costs,” which term means out-of-pocket costs incurred by the City
and the Authority, together with staff and consultant costs of the City and the Authority, all attributable to
or incurred in connection with the negotiation and preparation of this Agreement, the TIF Plan, and other
documents and agreements in connection with the establishment of the TIF District and redevelopment of
the Redevelopment Property, and not previously paid by the Developer. At the Developer’s request, but
no more often than monthly, the Authority will provide the Developer with a written report including
invoices, time sheets or other comparable evidence of expenditures for Administrative Costs and the
outstanding balance of funds deposited. At any time the deposit drops below $1,000, the Developer shall
replenish the deposit to the full $_______ within thirty (30) days after receipt of written notice thereof
from the Authority. If at any time the Authority or the City determines that the deposit is insufficient to
pay Administrative Costs, the Developer is obligated to pay such shortfall within fifteen (15) days after
receipt of a written notice from the Authority containing evidence of the unpaid costs. If Administrative
Costs incurred, and reasonably anticipated to be incurred are less than the deposit by the Developer, the
Authority shall return to the Developer any funds not anticipated to be needed.
Section 3.8. Records. The Authority and its representatives will have the right at all reasonable
times after reasonable notice to inspect, examine and copy all books and records of Developer relating to
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the Minimum Improvements and the costs for which the Developer has been reimbursed with Tax
Increment.
Section 3.9. Purpose of Assistance. The parties agree and understand that the purpose of the
Authority’s financial assistance to the Developer is to facilitate development of housing and is not a “business
subsidy” within the meaning of Minnesota Statutes, Sections 116J.993 to 116J.995.
Section 3.10. Grant. The Authority will apply for one or more ___________________ grants from
________________ in the cumulative amount of $______________ (collectively, the “Grant”) in 20___.
The proposed uses of the proceeds of the Grant, if received, include reimbursement for
__________________. [Provide Developer with requirements of grant documents that Developer will be
required to satisfy/comply with.]
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ARTICLE IV
Construction and Maintenance of Minimum Improvements
Section 4.1. Construction of Improvements. The Developer agrees that on or prior to the dates
provided in Section 4.3 hereof, it will construct the Minimum Improvements on the Development
Property substantially in accordance with the approved Construction Plans. The Developer agrees that at
all times prior to the Maturity Date, it will operate and maintain, preserve and keep the Minimum
Improvements or cause the improvements to be maintained, preserved and kept with the appurtenances
and every part and parcel thereof, in good repair and condition. The Authority will have no obligation to
operate or maintain the Minimum Improvements.
Section 4.2. Construction Plans.
(a) Before commencement of construction of the Minimum Improvements, the Developer
will submit to the Authority the Construction Plans. The Construction Plans must provide for the
construction of the Minimum Improvements and must be in substantial conformity with the
Redevelopment Plan, this Agreement, and all applicable State and local laws and regulations. The
Authority Representative will approve the Construction Plans in writing if: (i) the Construction Plans
conform to the terms and conditions of this Agreement; (ii) the Construction Plans conform to the goals
and objectives of the Redevelopment Plan; (iii) the Construction Plans conform to all applicable federal,
state and local laws, ordinances, rules and regulations; (iv) the Construction Plans are adequate to provide
for construction of the Minimum Improvements; (v) the Construction Plans do not provide for
expenditures in excess of the funds available to the Developer from all sources (including Developer’s
equity) for construction of the Minimum Improvements; and (vi) no Event of Default has occurred.
Approval may be based upon a review by the City’s Building Official of the Construction Plans. No
approval by the Authority Representative will relieve the Developer of the obligation to comply with the
terms of this Agreement or of the Redevelopment Plan, applicable federal, state and local laws,
ordinances, rules and regulations, or to construct the Minimum Improvements in accordance therewith.
No approval by the Authority Representative will constitute a waiver of an Event of Default. If approval
of the Construction Plans is requested by the Developer in writing at the time of submission, the
Construction Plans will be deemed approved unless rejected in writing by the Authority Representative,
in whole or in part. The rejections must set forth in detail the reasons therefore, and must be made within
twenty (20) days after the date of their receipt by the Authority. If the Authority Representative rejects
any Construction Plans in whole or in part, the Developer must submit new or corrected Construction
Plans within twenty (20) days after written notification to the Developer of the rejection. The provisions
of this Section relating to approval, rejection and resubmission of corrected Construction Plans will
continue to apply until the Construction Plans have been approved by the Authority. The Authority
Representative’s approval will not be unreasonably withheld, delayed or conditioned. Said approval will
constitute a conclusive 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 Developer desires to make any Material Change in the Construction Plans after
their approval by the Authority, the Developer must 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 with respect to the previously approved Construction Plans, the Authority will approve
the proposed change and notify the Developer in writing of its approval. Any change in the Construction
Plans will, in any event, be deemed approved by the Authority unless rejected, in whole or in part, by
written notice by the Authority to the Developer, setting forth in detail the reasons therefor. Any rejection
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must be made within twenty (20) days after receipt of the notice of such change. The Authority’s
approval of any change in the Construction Plans will not be unreasonably withheld.
Section 4.3. Commencement and Completion of Construction.
(a) Subject to Unavoidable Delays and subject to any rules, regulations or varying
timeframes imposed by the United States Department of Housing and Urban Development, the Developer
must commence construction of the Project by December 31, 2018 and will substantially complete
construction of the Minimum Improvements by December 31, 2019. Construction is considered to be
commenced upon the beginning of physical improvements to the Development Property beyond grading.
(b) All work with respect to the Minimum Improvements to be constructed or provided by
the Developer on the Development Property must be in substantial conformity with the Construction
Plans as submitted by the Developer and approved by the Authority. The Developer agrees for itself, its
successors and assigns, and every successor in interest to the Development Property, or any part thereof,
that the Developer, and its successors and assigns, will promptly begin and diligently prosecute to
completion the development of the Development Property through the construction of the Minimum
Improvements thereon, and that the construction will in any event be commenced and completed within
the period specified in Section 4.3(a) hereof. Until construction of the Minimum Improvements has been
completed, the Developer will make reports, in the detail and at the times as may reasonably be requested
by the Authority, as to the actual progress of the Developer with respect to the construction.
Section 4.4. Certificate of Completion.
(a) Promptly after substantial completion of the Minimum Improvements in accordance with
those provisions of the Agreement, the Authority will furnish the Developer with a Certificate of
Completion in substantially the form attached hereto as EXHIBIT C. The certification by the Authority
will be a conclusive determination of satisfaction and termination of the agreements and covenants in the
Agreement and in any deed with respect to the obligations of the Developer, and its successors and
assigns, to construct the Minimum Improvements and the dates for the completion thereof. The
certification and the determination will not constitute evidence of compliance with or satisfaction of any
obligation of the Developer 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 of Completion provided for in this Section 4.4 will be in the form as will
enable it to be recorded in the proper office for the recordation of deeds and other instruments pertaining
to the Development Property. If the Authority refuses or fails to provide any certification in accordance
with the provisions of this Section 4.4, the Authority will, within thirty (30) days after written request by
the Developer, provide the Developer with a written statement, indicating in adequate detail in what
respects the Developer 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 Authority, for the Developer to take or perform in order to obtain the certification.
(c) The construction of the Minimum Improvements will be considered substantially
complete when the Developer has received a certificate of occupancy from the City for all Housing Units.
Section 4.5. Rental Housing Affordability Covenants. The Developer agrees that at all times
from initial occupancy of the Minimum Improvements constructed within the TIF District through the
date that the TIF District is decertified, one hundred percent (100%) of the units within the Minimum
Improvements shall be reserved for occupancy by individuals whose income is sixty percent (60%) or less
of the area’s median gross income constructed and satisfy the income requirements for a qualified
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residential rental project as defined in Section 142(d) of the Internal Revenue Code. The Developer and
the Authority shall execute the Declaration of Restrictive Covenants in substantially the form set forth in
EXHIBIT D and record such agreement against the Development Property.
Section 4.6. Disqualification of TIF District. If the Authority or the City receives notice from the
State Department of Revenue, the State Auditor, any Tax Official or any court of competent jurisdiction
that the TIF District does not qualify as a “housing district” due to the failure to satisfy the income
restrictions described in Section 4.5, such event shall be deemed an Event of Default under this
Agreement; provided, however, that the Authority may not exercise any remedy under this Agreement so
long as such determination is being contested and has not been finally adjudicated. If the TIF District is
disqualified, the Authority is required by the TIF Act to stop payments of Available Tax Increment to pay
principal of and interest on the TIF Note. In addition to any remedies available to the Authority under
Article IX hereof, the Developer shall indemnify, defend and hold harmless the Authority for any
damages or costs resulting therefrom.
Section 4.7. Affordable Housing Reporting. At least annually, no later than April 1 of each year
commencing on the April 1 first following the issuance of the Certificate of Completion, the Developer
shall provide a report to the Authority evidencing that the Developer complied with the income
affordability covenants set forth in Section 4.5 hereof during the previous calendar year. The income
affordability reporting shall be on the form entitled “Tenant Income Certification” from the Minnesota
Housing Finance Agency (MHFA HTC Form 14), or if unavailable, any similar form. The Authority may
require the Developer to provide additional information reasonably necessary to assess the accuracy of
such certification. Unless earlier excused by the Authority, the Developer shall send affordable housing
reports to the Authority until TIF District is decertified. If the Developer fails to provide the annual
reporting required under this Section, the Authority may withhold payments of Available Tax Increment
under the TIF Note.
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ARTICLE V
Insurance
Section 5.1. Insurance.
(a) The Developer will provide and maintain or cause to be provided and maintained 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 request of the Authority, furnish the
Authority with proof of payment of premiums on policies covering the following:
(i) Builder’s risk insurance, written on the so-called “Builder’s Risk – Completed
Value Basis,” in an amount equal to one hundred percent (100%) of the insurable value of the
Minimum Improvements at the date of completion, and with coverage available in nonreporting
form on the so-called “all risk” form of policy. The interest of the Authority must be protected in
accordance with a clause in form and content satisfactory to the Authority;
(ii) Commercial general liability insurance (including operations, contingent liability,
operations of subcontractors, completed operations and contractual liability insurance) together
with a Protective Liability Policy with limits against bodily injury and property damage of not
less than $2,000,000 for each occurrence (to accomplish the above-required limits, an umbrella
excess liability policy may be used). The Authority must be listed as an additional insured on the
policy; and
(iii) Workers’ compensation insurance, with statutory coverage.
(b) Upon completion of construction of the Minimum Improvements and prior to the
Maturity Date, the Developer must maintain, or cause to be maintained, at its cost and expense, and from
time to time at the request of the Authority will furnish proof of the payment of premiums on, insurance
as follows:
(i) Insurance against loss and/or damage to the Minimum Improvements under a
policy or policies covering the risks as are ordinarily insured against by similar businesses.
(ii) Comprehensive 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 $2,000,000, and must
be endorsed to show the Authority as an additional insured.
(iii) Other insurance, including workers’ compensation insurance respecting all
employees, if any, of the Developer, in an amount as is customarily carried by like organizations
engaged in like activities of comparable size and liability exposure; provided that the Developer
may be self-insured with respect to all or any part of its liability for workers’ compensation.
(c) All insurance required in this Article V must be taken out and maintained in responsible
insurance companies selected by the Developer which are authorized under the laws of the State to
assume the risks covered thereby. Upon request, the Developer will deposit annually with the Authority
policies evidencing all the insurance, or a certificate or certificates or binders of the respective insurers
stating that the insurance is in force and effect. Unless otherwise provided in this Article V each policy
must contain a provision that the insurer will not cancel nor modify it in such a way as to reduce the
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coverage provided below the amounts required herein without giving written notice to the Developer and
the Authority at least thirty (30) days before the cancellation or modification becomes effective. In lieu of
separate policies, the Developer may maintain a single policy, blanket or umbrella policies, or a
combination thereof, having the coverage required herein, in which event the Developer will deposit with
the Authority a certificate or certificates of the respective insurers as to the amount of coverage in force
upon the Minimum Improvements.
(d) The Developer agrees to notify the Authority immediately in the case of damage
exceeding $100,000 in amount to, or destruction of, the Minimum Improvements or any portion thereof
resulting from fire or other casualty. In the event this type of damage or destruction occurs, the
Developer will forthwith repair, reconstruct and restore the Minimum Improvements to substantially the
same or an improved condition or value as it existed prior to the event causing the damage and, to the
extent necessary to accomplish the repair, reconstruction and restoration, the Developer will apply the Net
Proceeds of any insurance relating to the damage received by the Developer to the payment or
reimbursement of the costs thereof.
The Developer will complete the repair, reconstruction and restoration of the Minimum
Improvements, whether or not the Net Proceeds of insurance received by the Developer is sufficient to
pay for the same. Any Net Proceeds remaining after completion of the repairs, construction and
restoration will be the property of the Developer.
(e) Notwithstanding anything to the contrary contained in this Agreement, in the event of
damage to the Minimum Improvements in excess of $100,000 and the Developer fails to complete any
repair, reconstruction or restoration of the Minimum Improvements within eighteen (18) months from the
date of damage, the Authority may, at its option, terminate the TIF Note as provided in Section 9.3(b)
hereof. If the Authority terminates the TIF Note, the termination will constitute the Authority’s sole
remedy under this Agreement as a result of the Developer’s failure to repair, reconstruct or restore the
Minimum Improvements. Thereafter, the Authority will have no further obligations to make any
payments under the TIF Note.
(f) The Developer and the Authority agree that all of the insurance provisions set forth in
this Article V will terminate upon the termination of this Agreement.
Section 5.2. Subordination. Notwithstanding anything to the contrary contained in this Article V,
the rights of the Authority with respect to the receipt and application of any proceeds of insurance will, in
all respects, be subject and subordinate to the rights of the United States Department of Housing and
Urban Development and any lender under a Mortgage approved pursuant to Article VII hereof.
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ARTICLE VI
Tax Increment; Taxes
Section 6.1. Right to Collect Delinquent Taxes. The Developer acknowledges that the Authority is
providing substantial aid and assistance in furtherance of the redevelopment through issuance of the TIF
Note. The Developer understands that the Tax Increments pledged to payment of the TIF Note are derived
from real estate taxes on the Development Property, which taxes must be promptly and timely paid. To that
end, the Developer 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 Development Property and the Minimum Improvements. The Developer
acknowledges that this obligation creates a contractual right on behalf of the Authority to sue the Developer
or its successors and assigns to collect delinquent real estate taxes and any penalty or interest thereon and to
pay over the same as a tax payment to the county auditor. In any such suit, the Authority shall also be
entitled to recover its costs, expenses and reasonable attorney fees.
Section 6.2. Reduction of Taxes. The Developer agrees that after the date of certification of the Tax
Increment District and prior to completion of the Minimum Improvements, it will not cause a reduction in the
real property taxes paid in respect of the Development Property through: (A) willful destruction of the
Development Property or any part thereof (except for the demolition of structures required for construction of
the Minimum Improvements); or (B) willful refusal to reconstruct damaged or destroyed property pursuant to
Section 5.1 hereof.
The Developer also agrees that it will not, prior to the Maturity Date: (i) seek exemption from
property tax for the Development Property; (ii) convey or transfer or allow conveyance or transfer of the
Development Property to any entity that is exempt from payment of real property taxes under State law; or
(iii) seek or agree to any reduction of the assessor’s estimated market value to below the Minimum Market
Value.
The Developer may, at any time following the issuance of the Certificate of Completion, seek
through petition or other means to have the Assessors Estimated Market Value for the Development Property
reduced to not less than the Minimum Market Value. Such activity must be preceded by written notice from
the Developer to the Authority indicating its intention to do so.
Upon receiving such notice, or otherwise learning of the Developer’s intentions, the Authority may
suspend or reduce payments due under the TIF Note except for the portion of such payments from Available
Tax Increment, as defined in the TIF Note, based on the Minimum Market Value as described in the
Minimum Assessment Agreement, until the actual amount of the reduction in market value is determined,
whereupon the Authority will make the suspended payments less any amount that the Authority is required to
repay the County as a result any retroactive reduction in market value of the Development Property. If the
Developer fails to notify the Authority of the tax petition, the Authority shall have the right t o withhold all
payments of principal and interest on the TIF Note until the Developer’s challenge is resolved. Upon
resolution of the Developer’s tax petition, any Available Tax Increment deferred and withheld under this
Section shall be paid, without interest thereon, to the extent payable under the assessor’s final determination
of market value.
During the period that the payments are subject to suspension, the Authority may make partial
payments on the TIF Note, from the amounts subject to suspension, if it determines, in its sole and absolute
discretion, that the amount retained will be sufficient to cover any repayment which the County may require.
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The Authority’s suspension of payments on the TIF Note pursuant to this Section shall not be
considered a default under Section 9.1 hereof.
Section 6.3. Qualifications. Notwithstanding anything herein to the contrary, the parties
acknowledge and agree that upon Transfer of the Development Property to another person or entity, the
Developer will remain obligated under Sections 6.1 and 6.2 hereof, unless the Developer is released from
such obligations in accordance with the terms and conditions of Section 8.2(b) or 8.3 hereof.
Section 6.4. Minimum Assessment Agreement.
(a) On or before the date the Developer purchases the Development Property, the Developer
shall execute the Minimum Assessment Agreement pursuant to Section 469.177, subdivision 8 of the TIF
Act, specifying an assessor’s minimum market value for the Development Property with the Minimum
Improvements constructed thereon.
(b) The Minimum Assessment Agreement shall be substantially in the form attached hereto as
EXHIBIT E. Nothing in the Assessment Agreement shall limit the discretion of the assessor to assign a
market value to the property in excess of such assessor’s minimum market value nor prohibit the Developer
from seeking through the exercise of legal or administrative remedies a reduction in such market value for
property tax purposes, provided however, that the Developer shall not seek a reduction of such market value
below the assessor’s minimum market value in any year so long as such Minimum Assessment Agreement
shall remain in effect. The Assessment Agreement shall remain in effect for the period described in
EXHIBIT E.
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ARTICLE VII
Financing
Section 7.1. Mortgage Financing.
(a) Before commencement of construction of the Minimum Improvements, the Developer
must submit to the Authority or provide access thereto for review by Authority staff, consultants and
agents, evidence reasonably satisfactory to the Authority that Developer has available funds, or
commitments to obtain funds, whether in the nature of mortgage financing, equity, grants, loans or other
sources sufficient for payment of the Minimum Improvements, provided that any lender or grantor
commitments shall be subject only to such conditions as are normal and customary in the commercial
lending industry. The commitments may be submitted as short term financing, long term mortgage
financing, a bridge loan with a long term take-out financing commitment, or any combination of the
foregoing.
(b) If the Authority finds that the financing is sufficiently committed and adequate in amount
to pay the costs specified in paragraph (a) then the Authority will notify the Developer in writing of its
approval. Such approval will not be unreasonably withheld and either approval or rejection will be given
within twenty (20) days from the date when the Authority is provided the evidence of financing. A
failure by the Authority to respond to the evidence of financing will be deemed to constitute an approval
hereunder. If the Authority rejects the evidence of financing as inadequate, it will do so in writing
specifying the basis for the rejection. In any event the Developer will submit adequate evidence of
financing within ten (10) days after any rejection.
Section 7.2. Authority’s Option to Cure Default on Mortgage. In the event that there occurs a
default under any Mortgage authorized pursuant to Section 7.1 of this Agreement, to the extent the
Developer is aware of such default, the Developer shall cause the Authority to receive copies of any
notice of default received by the Developer from the holder of such Mortgage. Thereafter, the Authority
shall have the right, but not the obligation, to cure any such default on behalf of the Developer within
such cure periods as are available to the Developer 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 hereof.
Section 7.3. Modification; Subordination. In order to facilitate the securing of other financing,
the Authority agrees to subordinate its rights under this Agreement provided that such subordination shall
be subject to such reasonable terms and conditions as the Authority and Holder mutually agree in writing.
Notwithstanding anything to the contrary herein, any subordination agreement must include the provision
described in Section 7.2 hereof.
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ARTICLE VIII
Prohibitions Against Assignment and Transfer; Indemnification
Section 8.1. Representation as to Development. The Developer represents and agrees that its
purchase of the Development Property, and its other undertakings pursuant to the Agreement, are, and
will be used, for the purpose of development of the Development Property and not for speculation in land
holding.
Section 8.2. Prohibition Against Developer’s Transfer of Property and Assignment of
Agreement. The Developer represents and agrees that until either the issuance of the Certificate of
Completion for the Minimum Improvements or the Termination Date, as applicable:
(a) Except as specifically described in this Agreement, the Developer has not made or
created and will not make or create or suffer to be made or created any total or partial sale, assignment,
conveyance, or lease, or any trust or power, or transfer in any other mode or form of or with respect to
this Agreement or the Development Property or any part thereof or any interest therein, or any contract or
agreement to do any of the same, to any person or entity (collectively, a “Transfer”), without the prior
written approval of the Authority’s board of commissioners. The term “Transfer” does not include
(i) made or granted by way of security for, and only for, the purpose of obtaining construction, interim or
permanent financing necessary to enable the Developer or any successor in interest to the Development
Property or to construct the Minimum Improvements or component thereof; (ii) any lease, license,
easement or similar arrangement entered into in the ordinary course of business related to operation of the
Minimum Improvements; (iii) acquisition of a controlling interest in Developer by another entity or
merger of Developer with another entity; (iv) any sale, conveyance, or transfer in any form to any
Affiliate; or (v) a transfer to a third party if Developer is unable to commence construction by the date
provided in Section 4.3 hereof, the Authority terminates this Agreement pursuant to Section 9.2(b) hereof.
(b) If the Developer seeks to effect a Transfer requiring the approval of the Authority after
the issuance of the Certificate of Completion, the Authority shall be entitled to require as conditions to
such Transfer that:
(1) any proposed transferee shall have the qualifications and financial responsibility,
in the reasonable judgment of the Authority, necessary and adequate to fulfill the obligations
undertaken in this Agreement by the Developer as to the portion of the Development Property to
be transferred; and
(2) Any proposed transferee, by instrument in writing satisfactory to the Authority
and in form recordable in the public land records of the County, shall, for itself and its successors
and assigns, and expressly for the benefit of the Authority, have expressly assumed all of the
obligations of the Developer under this Agreement as to the portion of the Development Property
to be transferred and agreed to be subject to all the conditions and restrictions to which the
Developer is subject as to such portion; provided, however, that the fact that any transferee of, or
any other successor in interest whatsoever to, the Development Property, or any part thereof, shall
not, for whatever 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) deprive the Authority of any rights or remedies or controls with respect to the
Development Property, the Minimum Improvements 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
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extent specifically provided otherwise in this Agreement) no transfer of, or change with respect
to, ownership in the Development Property or any part thereof, or any interest therein, however
consummated or occurring, 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 Development Property
that the Authority would have had, had there been no such transfer or change. In the absence of
specific written agreement by the Authority to the contrary, no such transfer or approval by the
Authority thereof shall be deemed to relieve the Developer, or any other party bound in any way
by this Agreement or otherwise with respect to the Development Property, from any of its
obligations with respect thereto.
(3) Any and all instruments and other legal documents involved in effecting the
transfer of any interest in this Agreement or the Development Property governed by this
Article VIII, shall be in a form reasonably satisfactory to the Authority.
(c) If the conditions described in paragraph (b) are satisfied then the Transfer will be
approved and the Developer shall be released from its obligation under this Agreement, as to the portion
of the Development Property that is transferred, assigned, or otherwise conveyed. The provisions of this
paragraph (c) apply to all subsequent transferors, assuming compliance with the terms of this Article VIII.
Section 8.3. Release and Indemnification Covenants.
(a) The Developer releases from and covenants and agrees that the Authority and its
respective governing body members, officers, agents, servants and employees thereof will not be liable
for and agrees to indemnify and hold harmless the Authority and its respective governing body members,
officers, agents, servants and employees thereof against any loss or damage to property or any injury to or
death of any person occurring at or about or resulting from any defect in the Minimum Improvements.
(b) Except for any willful misrepresentation or any willful or wanton misconduct of the
following named parties, the Developer agrees to protect and defend the Authority and its respective
governing body members, officers, agents, servants and employees (the “Indemnified Parties”) 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, maintenance and operation of the Minimum Improvements.
(c) Except for any negligence of the Indemnified Parties (as defined in clause (b) above), and
except for any breach by the Indemnified Parties of their obligations under this Agreement, the
Indemnified Parties shall not be liable for any damage or injury to the persons or property of the
Developer or its officers, agents, servants or employees or any other person who may be about the
Development 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 will 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.
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ARTICLE IX
Events of Default
Section 9.1. Events of Default Defined. “Event of Default” means any one or more of the
following events, after the non-defaulting party provides sixty (60) days’ written notice to the defaulting
party of the event, but only if the event has not been cured within said sixty (60) days after written notice
of default has been tendered or, if the event is incurable within sixty (60) days, the defaulting party does
not, within the sixty (60) day period, provide assurances reasonably satisfactory to the non-defaulting
party that the event will be cured as soon as reasonably possible:
(a) The Developer or the Authority fails to observe or perform any covenant, condition,
obligation, or agreement on its part to be observed or performed under this Agreement;
(b) The Developer:
(i) files any petition in bankruptcy or for any reorganization, arrangement,
composition, readjustment, liquidation, dissolution, or similar relief under the United States
Bankruptcy Act or under any similar federal or State law;
(ii) except as allowed by Section 3.5(c) hereof, makes an assignment for the benefit
of its creditors;
(iii) admits in writing its inability to pay its debts generally as they become due; or
(iv) is adjudicated as bankrupt or insolvent.
Section 9.2. Remedies on Default. Whenever any Event of Default referred to in Section 9.1
hereof occurs, the non-defaulting party may exercise its rights under this Section 9.2 only if the Event of
Default has not been cured within sixty (60) days of the non-defaulting party’s tender of a notice of
default or, if the Event of Default is incurable within sixty (60) days, the defaulting party does not provide
assurances reasonably satisfactory to the non-defaulting party that the Event of Default will be cured as
soon as reasonably possible:
(a) Suspend its performance under the Agreement until it receives assurances that the
defaulting party will cure its default and continue its performance under the Agreement.
(b) Cancel and rescind or terminate the Agreement.
(c) Upon a default by the Developer, the Authority may suspend payments under the TIF
Note or terminate the TIF Note and the TIF District, subject to the provisions of Section 9.3 hereof.
(d) Upon failure by Developer to timely commence or complete construction of the
Minimum Improvements in accordance with Section 4.3 hereof, the Authority may terminate this
Agreement; provided, however, that notwithstanding anything herein to the contrary, the Authority
acknowledges and agrees that it shall have no remedy of specific performance with regard to the
Redeveloper’s obligation to commence the construction of the Minimum Improvements.
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(e) Take whatever action, including legal, equitable or administrative action, which may
appear necessary or desirable to collect any payments due under this Agreement, or to enforce
performance and observance of any obligation, agreement, or covenant under this Agreement.
Section 9.3. Termination or Suspension of TIF Note. After the Authority has issued its
Certificate of Completion for the Minimum Improvements, the Authority may exercise its rights under
Section 9.2(c) hereof only for the following Events of Default:
(a) the Developer fails to pay real estate taxes or assessments on the Development Property
or any part thereof when due, and the taxes or assessments have not been paid, or provision satisfactory to
the Authority made for their payment, within sixty (60) days after written demand by the Authority to do
so; or
(b) the Developer fails to comply with their obligations to operate and maintain, preserve and
keep the Minimum Improvements or cause the improvements to be maintained, preserved and kept with
the appurtenances and every part and parcel thereof, in good repair and condition, pursuant to
Sections 4.1 and 5.1(e) hereof; provided that, upon failure to comply with the obligations under
Section 4.1 or 5.1(e) hereof, if uncured after sixty (60) days’ written notice to the Developer of the failure,
the Authority may only suspend payments under the TIF Note until the Developer complies with said
obligations. If the Developer fails to comply with said obligations for a period of eighteen months, the
Authority may terminate the TIF Note and the TIF District; or
(c) the Developer fails to comply with affordability covenants as provided in Section 4.5
hereof.
Section 9.4. No Remedy Exclusive. No remedy herein conferred upon or reserved to the
Authority, the Developer is intended to be exclusive of any other available remedy or remedies, but each
and every remedy will be cumulative and will be in addition to every other remedy given under this
Agreement or now or hereafter existing at law or in equity or by statute. No delay or omission to exercise
any right or power accruing upon any default will impair any right or power or will be construed to be a
waiver thereof, but any 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 will not be
necessary to give notice, other than the notices already required in Sections 9.2 and 9.3 hereof.
Section 9.5. 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,
the waiver will be limited to the particular breach so waived and will not be deemed to waive any other
concurrent, previous or subsequent breach hereunder.
Section 9.6. Attorney Fees. Whenever any Event of Default occurs (as determined by a final
court or administrative order or Developer admissions) and if the Authority shall employ attorneys or
incur other expenses for the collection of payments due or to become due or for the enforcement of
performance or observance of any obligation or agreement on the part of the Developer under this
Agreement, the Developer agrees that it shall, within ten (10) days of written demand by the Authority,
pay to the Authority the reasonable fees of such attorneys and such other expenses so incurred by the
Authority.
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ARTICLE X
Additional Provisions
Section 10.1. Conflict of Interests; Authority Representatives Not Individually Liable. The
Authority and the Developer, to the best of their respective knowledge, represent and agree that no
member, official, or employee of the Authority has any personal interest, direct or indirect, in the
Agreement, nor has any member, official, or employee participated in any decision relating to the
Agreement which affects his or her personal interests or the interests of any corporation, partnership, or
association in which he or she is, directly or indirectly, interested. No member, official, or employee of
the Authority will be personally liable to the Developer, or any successor in interest, in the event of any
default or breach by the Authority or for any amount which may become due to the Developer or any
successor or on any obligations under the terms of the Agreement.
Section 10.2. Equal Employment Opportunity. The Developer, 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 laws
and regulations.
Section 10.3. Restrictions on Use. The Developer agrees that, prior to the Maturity Date, the
Developer, and such successors and assigns, shall use the Development Property solely for the development
of multifamily housing in accordance with the terms of this Agreement, and shall not discriminate upon the
basis of race, color, creed, sex or national origin in the sale, lease, or rental or in the use or occupancy of the
Development Property or any improvements erected or to be erected thereon, or any part thereof.
Section 10.4. Provisions Not Merged With Deed. None of the provisions of this Agreement are
intended to or will be merged by reason of any deed transferring any interest in the Development Property
and any deed will not be deemed to affect or impair the provisions and covenants of this 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 will 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 will be
sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return
receipt requested, or delivered personally; and
(a) in the case of the Developer, is addressed to or delivered personally to the Developer at
_________________________, Attn: ______________; and
(b) in the case of the Authority, is addressed to or delivered personally to the Authority at
Mounds View Economic Development Authority, 2401 Mounds View Boulevard, Mounds View,
Minnesota 55112, Attn: Business Development Coordinator.
or at any other address with respect to any 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 will constitute one and the same instrument.
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Section 10.8. Recording. The Authority may record this Agreement and any amendments thereto
with the County Recorder or the Registrar of Titles of the County, as the case may be. The Developer
must pay all costs for recording.
Section 10.9. Amendment. This Agreement may be amended only by written agreement
approved by the Authority and the Developer.
Section 10.10. Authority Approvals. Unless otherwise specified, any approval required by the
Authority under this Agreement may be given by the Authority Representative.
Section 10.11. Termination. This Agreement terminates on the Termination Date, except that
termination of the Agreement does not terminate, limit or affect the rights of any party that arise before
the Termination Date.
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IN WITNESS WHEREOF, the Authority has caused this Contract for Private Development to be
duly executed in its name and behalf, and the Developer has caused this Contract for Private Development to
be duly executed in its name and behalf, all as of the date and year first above written.
MOUNDS VIEW ECONOMIC DEVELOPMENT
AUTHORITY
By
Its President
By
Its Executive Director
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this _______________, 2018, by
_________________, the President of the Mounds View Economic Development Authority, a public
body corporate and politic organized under the laws of the State of Minnesota, on behalf of the Authority.
Notary Public
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this _______________, 2018, by Nyle
Zikmund, the Executive Director of the Mounds View Economic Development Authority, a public body
corporate and politic organized under the laws of the State of Minnesota, on behalf of the Authority.
Notary Public
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BOULEVARD APARTMENTS, LIMITED
PARTNERSHIP
By: [INSERT GENERAL PARTNER NAME]
Its: General Partner
By: ____________________________
Chris Stokka
Its: ____________________________
STATE OF MINNESOTA )
) SS.
COUNTY OF __________ )
The foregoing instrument was acknowledged before me this _______________, 2018, by
_______________, the _________________ of ___________________, the general partner of Boulevard
Apartments, Limited Partnership, a Minnesota limited partnership, on behalf of the Developer.
Notary Public
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EXHIBIT A
DESCRIPTION OF DEVELOPMENT PROPERTY
Tax-Forfeited Property
PID: 06-30-23-31-0031
Parcel 1. Lot 50, except that part which lies Southwesterly of a line run parallel with and distant 100 feet
Northeasterly of the Southwesterly boundary of said Lot 50, also except that part described as follows:
Commencing at the Northwest corner of said Lot 50; thence East 7 feet along the North line of said Lot
50; thence Southerly 100 feet to a point of intersection on the West line of said Lot 50; thence North
along said West line of said Lot 50 to the point of commencement; Auditor’s Subdivision No. 89, Ramsey
Co., Minn. The said excepted part of the above described property, the Southwesterly 100 feet has been
taken by the State of Minnesota for public Highway purposes.
Parcel 2. All that part of Lot 32, Auditor’s Subdivision No. 89, Ramsey Co., Minn., described as follows,
to-wit: Commencing at a point on the West line of Lot 50, Auditor’s Subdivision No. 89, which point is
100 feet South of the Northwest corner of said Lot 50; thence South to a line 100 feet Northeasterly from
and parallel with the Southerly line of Lot 32; thence Northwesterly on said parallel line 32 feet; thence
Northeasterly to the point of beginning.
PID: 06-30-23-31-0241
The South 135.00 feet, front and rear, of Lot 47, Auditor’s Subdivision No. 89, lying westerly of the East
187.00 feet.
Additional Property
[Insert legal descriptions of Additional Property]
516911v1 JAE MU205-47 B-1
EXHIBIT B
FORM OF NOTE
UNITED STATE OF AMERICA
STATE OF MINNESOTA
COUNTY OF RAMSEY
MOUNDS VIEW ECONOMIC DEVELOPMENT AUTHORITY
No. R-1 $546,000
TAX INCREMENT REVENUE NOTE
SERIES 20__
Date
Rate of Original Issue
4.6% [or the Developer’s rate of financing, whichever is less] __________, 20___
The Mounds View Economic Development Authority (the “Authority”), for value received, certifies
that it is indebted and hereby promises to pay to Boulevard Apartments, Limited Partnership, a Minnesota
limited partnership, or registered assigns (the “Note Holder”), the principal sum of $546,000 and to pay
interest thereon at the rate set forth above, as and to the extent set forth herein.
1. Payments. Principal and interest (the “Payments”) will be paid on August 1, 20__, and
each February 1 and August 1 thereafter to and including February 1, 20__ (the “Payment Dates”), in the
amounts and from the sources set forth in Section 3 herein. Payments will be applied first to accrued
interest, and then to unpaid principal.
Payments are payable by mail to the address of the Note Holder or any other address as the Note
Holder may designate upon thirty (30) days’ written notice to the Authority. Payments on this Note are
payable in any coin or currency of the United States of America which, on the Payment Date, is legal
tender for the payment of public and private debts.
2. Interest. Interest at the rate stated herein will accrue on the unpaid principal,
commencing on the date of original issue. Interest will be computed on the basis of a year of 360 days
and charged for actual days principal is unpaid. Interest on this Note shall not be compounded.
3. Available Tax Increment. Payments on this Note are payable on each Payment Date in
the amount of and solely payable from “Available Tax Increment,” which will mean, on each Payment
Date, ninety percent (90%) of the Tax Increment attributable to the Development Property (defined in the
Agreement) and paid to the Authority by Ramsey County, Minnesota in the six (6) months preceding the
Payment Date, all as the terms are defined in the Contract for Private Development, dated
_____________, 2018 (the “Agreement”) between the Authority and the Note Holder, as the developer.
Available Tax Increment will not include any Tax Increment if, as of any Payment Date, there is an
uncured Event of Default under the Agreement.
The Authority will have no obligation to pay principal of and interest on this Note on each
Payment Date from any source other than Available Tax Increment, and the failure of the Authority to
pay the entire amount of principal or interest on this Note on any Payment Date will not constitute a
516911v1 JAE MU205-47 B-2
default hereunder as long as the Authority pays principal and interest hereon to the extent of Available
Tax Increment. The Authority will have no obligation to pay unpaid balance of principal or accrued
interest that may remain after the final Payment on February 1, 20__.
4. Optional Prepayment. The principal sum and all accrued interest payable under this Note
is prepayable in whole or in part at any time by the Authority without premium or penalty. No partial
prepayment will affect the amount or timing of any other regular payment otherwise required to be made
under this Note.
5. Termination. At the Authority’s option, this Note will terminate and the Authority’s
obligation to make any payments under this Note will be discharged upon the occurrence of an Event of
Default on the part of the Developer as defined in Section 9.1 of the Agreement, but only if the Event of
Default has not been cured in accordance with Section 9.2 of the Agreement.
6. Nature of Obligation. This Note is one of an issue in the total principal amount of
$546,000 all issued to aid in financing certain public development costs and administrative costs of a
Project undertaken by the Authority pursuant to Minnesota Statutes, Sections 469.001 through 469.047,
as amended, and is issued pursuant to an authorizing resolution (the “Resolution”) duly adopted by the
Board of Commissioners of the Authority on March 12, 2018, and pursuant to and in full conformity with
the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Sections 469.174
through 469.1794, as amended. This Note is a limited obligation of the Authority which is payable solely
from Available Tax Increment pledged to the payment hereof under the Resolution. This Note and the
interest hereon will not be deemed to constitute a general obligation of the State of Minnesota or any
political subdivision thereof, including, without limitation, the Authority. Neither the State of Minnesota,
nor any political subdivision thereof will be obligated to pay the principal of or interest on this Note or
other costs incident hereto except out of Available Tax Increment, and neither the full faith and credit nor
the taxing power of the State of Minnesota or any political subdivision thereof is pledged to the payment
of the principal of or interest on this Note or other costs incident hereto.
7. Estimated Tax Increment Payments. Any estimates of Tax Increment prepared by the
Authority or its financial advisors in connection with the TIF District or the Agreement are for the benefit
of the Authority, and are not intended as representations on which the Note Holder may rely.
THE AUTHORITY MAKES NO REPRESENTATION OR WARRANTY THAT THE
AVAILABLE TAX INCREMENT WILL BE SUFFICIENT TO PAY THE PRINCIPAL OF AND
INTEREST ON THIS NOTE.
8. Registration and Transfer. This Note is issuable only as a fully registered note without
coupons. As provided in the Resolution, and subject to certain limitations set forth therein, this Note is
transferable upon the books of the Authority kept for that purpose at the principal office of the
Community Development Director of the City, by the Note Holder in person or by the Note Holder’s
attorney duly authorized in writing, upon surrender of this Note together with a written instrument of
transfer satisfactory to the Authority, duly executed by the Note Holder. Upon the transfer or exchange
and the payment by the Note Holder of any tax, fee, or governmental charge required to be paid by the
Authority with respect to the transfer or exchange, there will be issued in the name of the transferee a new
Note of the same aggregate principal amount, bearing interest at the same rate and maturing on the same
dates.
This Note will not be transferred to any person other than an affiliate, or other related entity, of
the Note Holder unless the Authority has been provided with an investment letter in a form substantially
similar to the investment letter submitted by the Note Holder or a certificate of the transferor, in a form
516911v1 JAE MU205-47 B-3
satisfactory to the Authority, that the transfer is exempt from registration and prospectus delivery
requirements of federal and applicable state securities laws.
IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things required by the
Constitution and laws of the State of Minnesota to be done, to exist, to happen, and to be performed in
order to make this Note a valid and binding limited obligation of the Authority according to its terms,
have been done, do exist, have happened, and have been performed in due form, time and manner as so
required.
IN WITNESS WHEREOF, the Board of Commissioners of the Mounds View Economic
Development Authority has caused this Note to be executed with the manual signatures of its President
and Executive Director, all as of the Date of Original Issue specified above.
MOUNDS VIEW ECONOMIC
DEVELOPMENT AUTHORITY
President Executive Director
________________________________
REGISTRATION PROVISIONS
The ownership of the unpaid balance of the Note is registered in the bond register of the
Authority’s Executive Director, in the name of the person last listed below.
Date of Registration Registered Note Holder Signature of Executive Director
Boulevard Apartments, Limited Partnership
Federal ID #______________
516911v1 JAE MU205-47 C-1
EXHIBIT C
CERTIFICATE OF COMPLETION
The undersigned hereby certifies that Boulevard Apartments, Limited Partnership (the
“Developer”), has fully complied with its obligations under Articles III and IV of that document titled
“Contract for Private Development,” dated ________________, 2018 (the “Agreement”), between the
Mounds View Economic Development Authority and the Developer, with respect to construction of the
Minimum Improvements in accordance with Article IV of the Agreement, and that the Developer is
released and forever discharged from its obligations with respect to construction of the Minimum
Improvements under Articles III and IV of the Agreement.
Dated: _______________, 20___.
MOUNDS VIEW ECONOMIC DEVELOPMENT
AUTHORITY
By
Its Executive Director
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this _______________, 20___, by
_________________, the Executive Director of the Mounds View Economic Development Authority, a
public body corporate and politic organized under the laws of the State of Minnesota, on behalf of the
Authority.
Notary Public
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516911v1 JAE MU205-47
EXHIBIT D
DECLARATION OF RESTRICTIVE COVENANTS
THIS DECLARATION OF RESTRICTIVE COVENANTS, dated _________________, 2018 (the
“Declaration”), by BOULEVARD APARTMENTS, LIMITED PARTNERSHIP, a Minnesota limited
partnership (the “Developer”), is given to the MOUNDS VIEW ECONOMIC DEVELOPMENT
AUTHORITY, a public body corporate and politic under the laws of the State of Minnesota (the
“Authority”).
RECITALS
WHEREAS, the Authority entered into that certain Contract for Private Development, dated
_______________, 2018, filed _____________, 20____ in the Office of the [County Recorder] [Registrar of
Titles] for Ramsey County as Document No. _________ (the “Contract”), between the Authority and the
Developer; and
WHEREAS, pursuant to the Contract, the Developer is obligated to cause construction of 60 housing
units of workforce rental housing (the “Project”) on the property described in EXHIBIT A hereto (the
“Property”), and to cause compliance with certain affordability covenants described in Section 4.5 of the
Contract; and
WHEREAS, Section 4.5 of the Contract requires that the Developer cause to be executed an
instrument in recordable form substantially reflecting the covenants set forth in Section 4.5 of the Contract;
and
WHEREAS, the Developer intends, declares, and covenants that the restrictive covenants set forth
herein will be and are covenants running with the Property for the term described herein and binding upon all
subsequent owners of the Property for the term described herein, and are not merely personal covenants of
the Developer; and
WHEREAS, capitalized terms in this Declaration have the meaning provided in the Contract unless
otherwise defined herein.
NOW, THEREFORE, in consideration of the promises and covenants hereinafter set forth, and of
other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Developer
agrees as follows:
1. Term of Restrictions.
(a) Occupancy and Rental Restrictions. The term of the Occupancy Restrictions set forth in
Section 3 of this Declaration will commence on the date a certificate of occupancy is received from the City
of Mounds View, Minnesota (the “City”) for all rental units on the Property. The period from
commencement to termination is the “Qualified Project Period.”
(b) Termination of Declaration. This Declaration will terminate upon the date that is the earlier
of (i) 26 years after the commencement of the Qualified Project Period; or (ii) the date the Tax Increment
Financing District No. 1-6 established by the Authority and the City of Mounds View is decertified.
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516911v1 JAE MU205-47
(c) Removal from Real Estate Records. Upon termination of this Declaration, the Authority
will, upon request by the Developer or its assigns, file any document appropriate to remove this Declaration
from the real estate records of Ramsey County, Minnesota.
2. Project Restrictions.
(a) the Developer represents, warrants, and covenants that:
(i) All leases of units to Qualifying Tenants (as defined in Section 3(a)(i) hereof) will
contain clauses, among others, wherein each individual lessee:
(1) Certifies the accuracy of the statements made in its application and
Eligibility Certification (as defined in Section 3(a)(ii) hereof); and
(2) Agrees that the family income at the time the lease is executed will be
deemed substantial and material obligation of the lessee’s tenancy; that the lessee will
comply promptly with all requests for income and other information relevant to determining
low or moderate income status from the Developer or the Authority, and that the lessee’s
failure or refusal to comply with a request for information with respect thereto will be
deemed a violation of a substantial obligation of the lessee’s tenancy.
(ii) the Developer will permit any duly authorized representative of the Authority to
inspect the books and records of the Developer pertaining to the income of Qualifying Tenants
residing in the Project.
3. Occupancy Restrictions. The Developer represents, warrants, and covenants that:
(a) Qualifying Tenants. From the commencement of the Qualified Project Period, all of the
Rental Housing Units will be occupied (or treated as occupied as provided herein) or held vacant and
available for occupancy by Qualifying Tenants. Qualifying Tenants means those persons and families who
are determined from time to time by the Developer to have combined adjusted income that does not exceed
sixty percent (60%) of the Minneapolis-St. Paul metropolitan statistical area (the “Metro Area”) median
income for the applicable calendar year. For purposes of this definition, the occupants of a residential unit
will not be deemed to be Qualifying Tenants if all the occupants of such residential unit at any time are
“students,” as defined in Section 151(c)(4) of the Internal Revenue Code of 1986, as amended (the “Code”),
not entitled to an exemption under the Code. The determination of whether an individual or family is of low
or moderate income will be made at the time the tenancy commences and on an ongoing basis thereafter,
determined at least annually. If during their tenancy a Qualifying Tenant’s income exceeds one hundred forty
percent (140%) of the maximum income qualifying as low or moderate income for a family of its size, the
next available unit (determined in accordance with the Code and applicable regulations) (the “Next Available
Unit Rule”) must be leased to a Qualifying Tenant or held vacant and available for occupancy by a
Qualifying Tenant. If the Next Available Unit Rule is violated, the Unit will not continue to be treated as a
Qualifying Unit.
(b) Certification of Tenant Eligibility. As a condition to initial and continuing occupancy, each
person who is intended to be a Qualifying Tenant will be required annually to sign and deliver to the
Developer a Certification of Tenant Eligibility substantially in the form attached as EXHIBIT B hereto, or in
any other form as may be approved by the Authority (the “Eligibility Certification”), in which the prospective
Qualifying Tenant certifies as to qualifying as low or moderate income. In addition, the person will be
required to provide whatever other information, documents, or certifications are deemed necessary by the
Authority to substantiate the Eligibility Certification, on an ongoing annual basis, and to verify that the tenant
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516911v1 JAE MU205-47
continues to be a Qualifying Tenant within the meaning of Section 3(a) hereof. Eligibility Certifications will
be maintained on file by the Developer with respect to each Qualifying Tenant who resides in a Project unit
or resided therein during the immediately preceding calendar year.
(c) Lease. The form of lease to be utilized by the Developer in renting any units in the Project
to any person who is intended to be a Qualifying Tenant will provide for termination of the lease and consent
by the person to immediate eviction for failure to qualify as a Qualifying Tenant as a result of any material
misrepresentation made by the person with respect to the Eligibility Certification.
(d) Annual Report. The Developer covenants and agrees that during the term of this
Declaration, it will prepare and submit to the Authority on or before January 31 of each year, a certificate
substantially in the form of EXHIBIT C hereto, executed by the Developer, (a) identifying the tenancies and
the dates of occupancy (or vacancy) for all Qualifying Tenants in the Project, including the percentage of the
dwelling units of the Project which were occupied by Qualifying Tenants (or held vacant and available for
occupancy by Qualifying Tenants) at all times during the year preceding the date of the certificate;
(b) describing all transfers or other changes in ownership of the Project or any interest therein; and (c) stating,
that to the best knowledge of the person executing the certificate after due inquiry, all the units were rented or
available for rental on a continuous basis during the year to members of the general public and that the
Developer was not otherwise in default under this Declaration during the year.
(e) Notice of Non-Compliance. The Developer will immediately notify the Authority if at any
time during the term of this Declaration the dwelling units in the Project are not occupied or available for
occupancy as required by the terms of this Declaration.
4. Transfer Restrictions. The Developer covenants and agrees that the Developer will cause or
require as a condition precedent to any conveyance, transfer, assignment, or any other disposition of the
Project prior to the termination of the Rental Restrictions and Occupancy Restrictions provided herein (the
“Transfer”) that the transferee of the Project pursuant to the Transfer assume in writing, in a form acceptable
to the Authority, all duties and obligations of the Developer under this Declaration, including this Section 4,
in the event of a subsequent Transfer by the transferee prior to expiration of the Rental Restrictions and
Occupancy Restrictions provided herein (the “Assumption Agreement”). The Developer will deliver the
Assumption Agreement to the Authority prior to the Transfer.
5. Enforcement.
(a) The Developer will permit, during normal business hours and upon reasonable notice, any
duly authorized representative of the Authority to inspect any books and records of the Developer regarding
the Project with respect to the incomes of Qualifying Tenants.
(b) The Developer will submit any other information, documents or certifications requested by
the Authority which the Authority deems reasonably necessary to substantial the Developer’s continuing
compliance with the provisions specified in this Declaration.
(c) The Developer acknowledges that the primary purpose for requiring compliance by the
Developer with the restrictions provided in this Declaration is to ensure compliance of the property with the
housing affordability covenants set forth in Section 4.5 of the Contract, and by reason thereof, the Developer,
in consideration for assistance provided by the Authority under the Contract that makes possible the
construction of the Minimum Improvements (as defined in the Contract) on the Property, hereby agrees and
consents that the Authority will be entitled, for any breach of the provisions of this Declaration, and in
addition to all other remedies provided by law or in equity, to enforce specific performance by the Developer
of its obligations under this Declaration in a state court of competent jurisdiction. The Developer hereby
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516911v1 JAE MU205-47
further specifically acknowledges that the Authority cannot be adequately compensated by monetary
damages in the event of any default hereunder.
(d) The Developer understands and acknowledges that, in addition to any remedy set forth
herein for failure to comply with the restrictions set forth in this Declaration, the Authority may exercise any
remedy available to it under Article IX of the Contract.
6. Indemnification. The Developer hereby indemnifies, and agrees to defend and hold
harmless, the Authority from and against all liabilities, losses, damages, costs, expenses (including attorneys’
fees and expenses), causes of action, suits, allegations, claims, demands, and judgments of any nature arising
from the consequences of a legal or administrative proceeding or action brought against them, or any of them,
on account of any failure by the Developer to comply with the terms of this Declaration, or on account of any
representation or warranty of the Developer contained herein being untrue.
7. Agent of the Authority. The Authority will have the right to appoint an agent to carry out
any of its duties and obligations hereunder, and will inform the Developer of any agency appointment by
written notice.
8. Severability. The invalidity of any clause, part or provision of this Declaration will not
affect the validity of the remaining portions thereof.
9. Notices. All notices to be given pursuant to this Declaration must be in writing and will be
deemed given when mailed by certified or registered mail, return receipt requested, to the parties hereto at the
addresses set forth below, or to any other place as a party may from time to time designate in writing. The
Developer and the Authority may, by notice given hereunder, designate any further or different addresses to
which subsequent notices, certificates, or other communications are sent. The initial addresses for notices
and other communications are as follows:
To the Authority: Mounds View Economic Development Authority
2401 Mounds View Boulevard
Mounds View, MN 55112
Attn: Business Development Coordinator
To the Developer: Boulevard Apartments, Limited Partnership
[ADDRESS]
Attn: __________________
10. Governing Law. This Declaration is governed by the laws of the State of Minnesota and,
where applicable, the laws of the United States of America.
11. Attorneys’ Fees. In case any action at law or in equity, including an action for declaratory
relief, is brought against the Developer to enforce the provisions of this Declaration, the Developer agrees to
pay the reasonable attorneys’ fees and other reasonable expenses paid or incurred by the Authority in
connection with the action.
12. Declaration Binding. This Declaration and the covenants contained herein will run with the
real property comprising the Project and will bind the Developer and its successors and assigns and all
subsequent owners of the Project or any interest therein, and the benefits will inure to the Authority and its
successors and assigns for the term of this Declaration as provided in Section 1(b) hereof.
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516911v1 JAE MU205-47
IN WITNESS WHEREOF, the Developer has caused this Declaration of Restrictive Covenants to be
signed by its respective duly authorized representatives, as of the day and year first written above.
BOULEVARD APARTMENTS, LIMITED
PARTNERSHIP
By: [INSERT GENERAL PARTNER NAME]
Its: General Partner
By: ____________________________
Chris Stokka
Its: ____________________________
STATE OF MINNESOTA )
) SS.
COUNTY OF __________ )
The foregoing instrument was acknowledged before me this _______________, 2018, by
_______________, the _________________ of ___________________, the general partner of Boulevard
Apartments, Limited Partnership, a Minnesota limited partnership, on behalf of the Developer.
Notary Public
THIS INSTRUMENT WAS DRAFTED BY:
Kennedy & Graven, Chartered (JAE)
470 U.S. Bank Plaza
200 South Sixth Street
Minneapolis, MN 55402
(612) 337-9300
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516911v1 JAE MU205-47
This Declaration is acknowledged and consented to by:
MOUNDS VIEW ECONOMIC DEVELOPMENT
AUTHORITY
By
Its President
By
Its Executive Director
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this _____________, 2018, by
_____________________________, the President of the Mounds View Economic Development Authority, a
public body corporate and politic under the laws of the State of Minnesota, on behalf of the Authority.
Notary Public
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this _____________, 2018, by Nyle
Zikmund, the Executive Director of the Mounds View Economic Development Authority, a public body
corporate and politic under the laws of the State of Minnesota, on behalf of the Authority.
Notary Public
D-7
516911v1 JAE MU205-47
EXHIBIT A TO DECLARATION OF RESTRICTIVE COVENANTS
Legal Description
[Inset legal descriptions]
D-8
516911v1 JAE MU205-47
EXHIBIT B TO DECLARATION OF RESTRICTIVE COVENANTS
Certification of Tenant Eligibility
(INCOME COMPUTATION AND CERTIFICATION)
Project: [Address]
Owner:
Unit Type: ______ 1 BR _____ 1 BR + Den _____2 BR
1. I/We, the undersigned, being first duly sworn, state that I/we have read and answered fully,
frankly and personally each of the following questions for all persons (including minors) who are to occupy
the unit in the above apartment development for which application is made, all of whom are listed below:
Name of
Members of the
Household
Relationship
To Head of
Household
Age
Place of
Employment
_____________ _____________ ___ _________________
_____________ _____________ ___ _________________
_____________ _____________ ___ _________________
_____________ _____________ ___ _________________
_____________ _____________ ___ _________________
Income Computation
2. The anticipated income of all the above persons during the 12-month period beginning this
date,
(a) including all wages and salaries, overtime pay, commissions, fees, tips and bonuses
before payroll deductions; net income from the operation of a business or profession or from the
rental of real or personal property (without deducting expenditures for business expansion or
amortization of capital indebtedness); interest and dividends; the full amount of periodic payments
received from social security, annuities, insurance policies, retirement funds, pensions, disability or
death benefits and other similar types of periodic receipts; payments in lieu of earnings, such as
unemployment and disability compensation, worker’s compensation and severance pay; the
maximum amount of public assistance available to the above persons; periodic and determinable
allowances, such as alimony and child support payments and regular contributions and gifts received
from persons not residing in the dwelling; and all regular pay, special pay and allowances of a
member of the Armed Forces (whether or not living in the dwelling) who is the head of the
household or spouse; but
(b) excluding casual, sporadic or irregular gifts; amounts which are specifically for or in
reimbursement of medical expenses; lump sum additions to family assets, such as inheritances,
insurance payments (including payments under health and accident insurance and workmen’s
compensation), capital gains and settlement for personal or property losses; amounts of educational
scholarships paid directly to the student or the educational institution, and amounts paid by the
government to a veteran for use in meeting the costs of tuition, fees, books and equipment, but in
either case only to the extent used for these types of purposes; special pay to a serviceman head of a
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516911v1 JAE MU205-47
family who is away from home and exposed to hostile fire; relocation payments under Title II of the
Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970; foster child care
payments; the value of coupon allotments for the purchase of food pursuant to the Food Stamp Act
of 1964 which is in excess of the amount actually charged for the allotments; and payments received
pursuant to participation in ACTION volunteer programs, is as follows: $_____________.
3. If any of the persons described above (or whose income or contributions was included in
item 2) has any savings, bonds, equity in real property or other form of capital investment, provide:
(a) the total value of all such assets owned by all such persons: $____________;
(b) the amount of income expected to be derived from such assets in the 12 month
period commencing this date: $_______________; and
(c) the amount of such income which is included in income listed in item 2:
$__________.
4. (a) Will all of the persons listed in item 1 above be or have they been full-time students
during five calendar months of this calendar year at an educational institution (other than a
correspondence school) with regular faculty and students?
Yes _________________ No ________________
(b) Is any such person (other than nonresident aliens) married and eligible to file a joint
federal income tax return?
Yes _________________ No ________________
THE UNDERSIGNED HEREBY CERTIFY THAT THE INFORMATION SET FORTH ABOVE
IS TRUE AND CORRECT. THE UNDERSIGNED ACKNOWLEDGE THAT THE LEASE FOR THE
UNIT TO BE OCCUPIED BY THE UNDERSIGNED WILL BE CANCELLED UPON 10 DAYS
WRITTEN NOTICE IF ANY OF THE INFORMATION ABOVE IS NOT TRUE AND CORRECT.
Head of Household
Spouse
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516911v1 JAE MU205-47
FOR COMPLETION BY OWNER
(OR ITS MANAGER) ONLY
1. Calculation of Eligible Tenant Income:
(a) Enter amount entered for entire household in 2 above: $__________
(b) If the amount entered in 3(a) above is greater than $5,000, enter the greater of (i) the
amount entered in 3(b) less the amount entered in 3(c) or (ii) 10% of the amount entered in 3(a):
$__________
(c) TOTAL ELIGIBLE INCOME (Line 1(a) plus Line 1(b)): $__________
2. The amount entered in 1(c) is less than or equal to 60% of median income for the area in
which the Project is located, as defined in the Declaration. 60% is necessary for status as a “Qualifying
Tenant” under Section 3(a) of the Declaration.
3. Number of apartment unit assigned: ___________.
4. This apartment unit was ____ was not ____ last occupied for a period of at least
31 consecutive days by persons whose aggregate anticipated annual income as certified in the above manner
upon their initial occupancy of the apartment unit was less than or equal to 60% of Median Income in the
area.
5. Check as applicable: _______ Applicant qualifies as a Qualifying Tenant (tenants of at least
__ units must meet), or ____ Applicant otherwise qualifies to rent a unit.
THE UNDERSIGNED HEREBY CERTIFIES THAT HE/SHE HAS NO KNOWLEDGE OF ANY FACTS
WHICH WOULD CAUSE HIM/HER TO BELIEVE THAT ANY OF THE INFORMATION PROVIDED
BY THE TENANT MAY BE UNTRUE OR INCORRECT.
BOULEVARD APARTMENTS, LIMITED
PARTNERSHIP
By: [INSERT GENERAL PARTNER NAME]
Its: General Partner
By: ____________________________
Chris Stokka
Its: ____________________________
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516911v1 JAE MU205-47
EXHIBIT C TO DECLARATION OF RESTRICTIVE COVENANTS
Certificate of
Continuing Program Compliance
Date: ___________________
The following information with respect to the Project located at __________________, Mounds
View, Minnesota (the “Project”), is being provided by Boulevard Apartments, Limited Partnership (the
“Owner”) to the Mounds View Economic Development Authority (the “Authority”), pursuant to that certain
Declaration of Restrictive Covenants, dated _________________, 2018 (the “Declaration”), with respect to
the Project:
(A) The total number of residential units which are available for occupancy is 60. The
total number of these units occupied is _________________.
(B) The following residential units (identified by unit number) are currently occupied by
“Qualifying Tenants,” as the term is defined in the Declaration (for a total of ____units):
1 BR Units:
1 BR + Den Units:
2 BR Units:
(C) The following residential units which are included in (B) above, have been
re-designated as units for Qualifying Tenants since _______________, 20___, the date on which the
last “Certificate of Continuing Program Compliance” was filed with the Authority by the Owner:
Unit
Number
Previous Designation
of Unit (if any)
Replacing
Unit Number
___________ _________________ _________________
___________ _________________ _________________
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516911v1 JAE MU205-47
(D) The following residential units are considered to be occupied by Qualifying Tenants
based on the information set forth below:
Unit
Number
Name of Tenant
Number of
Persons
Residing in
the Unit
Number of
Bedrooms
Total Adjusted
Gross Income
Date of Initial
Occupancy
Rent
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
(E) The Owner has obtained a “Certification of Tenant Eligibility,” in the form provided
as EXHIBIT B to the Declaration, from each Tenant named in (D) above, and each such Certificate
is being maintained by the Owner in its records with respect to the Project. Attached hereto is the
most recent “Certification of Tenant Eligibility” for each Tenant named in (D) above who signed
such a Certification since ______________, 20___, the date on which the last “Certificate of
Continuing Program Compliance” was filed with the Authority by the Owner.
(F) In renting the residential units in the Project, the Owner has not given preference to
any particular group or class of persons (except for persons who qualify as Qualifying Tenants); and
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none of the units listed in (D) above have been rented for occupancy entirely by students, no one of
which is entitled to file a joint return for federal income tax purposes. All of the residential units in
the Project have been rented pursuant to a written lease, and the term of each lease is at least twelve
(12) months.
(G) The information provided in this “Certificate of Continuing Program Compliance”
is accurate and complete, and no matters have come to the attention of the Owner which would
indicate that any of the information provided herein, or in any “Certification of Tenant Eligibility”
obtained from the Tenants named herein, is inaccurate or incomplete in any respect.
(H) The Project is in continuing compliance with the Declaration.
(I) The Owner certifies that as of the date hereof 100% of the residential dwelling units
in the Project are occupied or held open for occupancy by Qualifying Tenants, as defined and
provided in the Declaration.
(J) The rental levels for each Qualifying Tenant comply with the maximum permitted
under the Declaration.
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IN WITNESS WHEREOF, I have hereunto affixed my signature, on behalf of the Owner, on
____________________, 2018.
BOULEVARD APARTMENTS, LIMITED
PARTNERSHIP
By: [INSERT GENERAL PARTNER NAME]
Its: General Partner
By: ____________________________
Chris Stokka
Its: ____________________________
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EXHIBIT E
FORM OF MINIMUM ASSESSMENT AGREEMENT
THIS MINIMUM ASSESSMENT AGREEMENT, made on or as of the ____ day of
_____________, 2018 (the “Minimum Assessment Agreement”), is between the MOUNDS VIEW
ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic under the laws of the
State of Minnesota (the “Authority”), and BOULEVARD APARTMENTS, LIMITED PARTNERSHIP, a
Minnesota limited partnership (the “Developer”).
WITNESSETH
WHEREAS, the Authority and the Developer have entered into that certain Contract for Private
Development, dated _______________, 2018 (the “Contract”), regarding the acquisition of property, the
construction of a three-story, 60-unit workforce rental building, including underground parking (the
“Minimum Improvements”) to be constructed on property legally described in Exhibit A (the “Development
Property”); and
WHEREAS, the Authority and the Developer desire to establish a minimum market value for the
Development Property and the Minimum Improvements to be constructed thereon, pursuant to Minnesota
Statutes, Section 469.177, subdivision 8; and
WHEREAS, the Authority and the County Assessor (the “Assessor”) have reviewed the preliminary
plans and specifications for the Minimum Improvements and have inspected such improvements;
NOW, THEREFORE, the parties to this Minimum Assessment Agreement, in consideration of the
promises, covenants and agreements made by each to the other, do hereby agree as follows:
1. All capitalized terms used herein and not otherwise defined have the definition given such
terms in the Contract.
2. The minimum market value which shall be assessed for ad valorem tax purposes for the
Development Property, together with the Minimum Improvements constructed thereon, shall be $7,800,000
as of January 2, 2020, notwithstanding the progress of construction by such date, and as of each January 2
thereafter until termination of this Minimum Assessment Agreement under Section 4 hereof.
3. The minimum market value herein established shall be of no further force and effect and this
Minimum Assessment Agreement shall terminate on the earlier of (i) date the principal of and interest on the
Tax Increment Revenue Note delivered to the Developer by the Authority pursuant to the terms of
Contract is paid in full; or (ii) the date the Tax Increment Financing District No. 1-6 established by the
Authority and the City of Mounds View is decertified. The Authority shall execute a certificate or affidavit
upon the occurrence of a termination event referred to in this Section 4 indicating that this Minimum
Assessment Agreement has terminated and shall supply such certificate to the Developer for recording.
4. This Minimum Assessment Agreement shall be promptly recorded by the Authority. The
Developer shall pay all costs of recording.
5. Neither the preambles nor provisions of this Minimum Assessment Agreement are intended
to, nor shall they be construed as, modifying the terms of the Contract.
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6. This Minimum Assessment Agreement shall inure to the benefit of and be binding upon the
successors and assigns of the parties.
7. Each of the parties has authority to enter into this Minimum Assessment Agreement and to
take all actions required of it, and has taken all actions necessary to authorize the execution and delivery of
this Minimum Assessment Agreement.
8. In the event any provision of this Minimum Assessment Agreement shall be held invalid and
unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render
unenforceable any other provision hereof.
9. The parties hereto agree that they will, from time to time, execute, acknowledge and deliver,
or cause to be executed, acknowledged and delivered, such supplements, amendments and modifications
hereto, and such further instruments as may reasonably be required for correcting any inadequate, or
incorrect, or amended description of the Development Property or the Minimum Improvements or for
carrying out the expressed intention of this Minimum Assessment Agreement.
10. This Minimum Assessment Agreement may not be amended nor any of its terms modified
except by a writing authorized and executed by all parties hereto.
11. This Minimum Assessment Agreement may be simultaneously executed in several
counterparts, each of which shall be an original and all of which shall constitute but one and the same
instrument.
12. This Minimum Assessment Agreement shall be governed by and construed in accordance
with the laws of the State of Minnesota.
(The remainder of this page is intentionally left blank.)
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IN WITNESS WHEREOF, the Authority and the Developer have caused this Minimum Assessment
Agreement to be executed in their respective corporate names by their duly authorized officers, all as of the
date and year first written above.
MOUNDS VIEW ECONOMIC DEVELOPMENT
AUTHORITY
By
Its President
By
Its Executive Director
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this _____________, 2018, by
_____________________________, the President of the Mounds View Economic Development Authority, a
public body corporate and politic under the laws of the State of Minnesota, on behalf of the Authority.
Notary Public
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this _____________, 2018, by Nyle
Zikmund, the Executive Director of the Mounds View Economic Development Authority, a public body
corporate and politic under the laws of the State of Minnesota, on behalf of the Authority.
Notary Public
This document was drafted by:
KENNEDY & GRAVEN, CHARTERED (JAE)
470 U.S. Bank Plaza
200 South Sixth Street
Minneapolis, Minnesota 55402
Telephone: 612-337-9300
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BOULEVARD APARTMENTS, LIMITED
PARTNERSHIP
By: [INSERT GENERAL PARTNER NAME]
Its: General Partner
By: ____________________________
Chris Stokka
Its: ____________________________
STATE OF MINNESOTA )
) SS.
COUNTY OF __________ )
The foregoing instrument was acknowledged before me this _______________, 2018, by
_______________, the _________________ of ___________________, the general partner of Boulevard
Apartments, Limited Partnership, a Minnesota limited partnership, on behalf of the Developer.
Notary Public
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CERTIFICATION BY COUNTY ASSESSOR
The undersigned, having reviewed the plans and specifications for the improvements to be
constructed and the market value assigned to the land upon which the improvements are to be constructed,
hereby certifies as follows: the undersigned Assessor, being legally responsible for the assessment of the
above described property, hereby certifies that the market values assigned to the land and improvements are
reasonable.
ASSESSOR FOR RAMSEY COUNTY
By
STATE OF MINNESOTA )
) SS.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this ___ day of ____________, 2018, by
_________________, the County Assessor of Ramsey County, Minnesota.
Notary Public
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EXHIBIT A TO MINIMUM ASSESSMENT AGREEMENT
LEGAL DESCRIPTION
[Inset legal descriptions]