HomeMy WebLinkAbout11-10-1997 EDA CITY OF MOUNDS VIEW
40 ECONOMIC DEVELOPMENT AUTHORITY
MONDAY,NOVEMBER 10, 1997
Meeting No.45
AGENDA
ROLL CALL: President McCarty, Vice President, Secretary, Commissioner, Commissioner
A. AGENDA ADDITIONS: •
B. APPROVAL OF MMUS
1. October 13, 1997 EDA Meeting Minutes
C. SPECIAL ORDER OF BUSINESS:
None
D. CONSENT AGENDA
No items on consent agenda.
E. COUNCIL BUSINESS
1. Consideration of Resolution No. 97-EDA-75 Approving and Authorizing the
411 Execution of a Participation Agreement for 8265 Spring Lake Road.
F. REPORTS
G. ADJOURNMENT
u N
1 PROCEEDINGS OF THE MOUNDS VIEW
2
MI/ 3 ECONOMIC DEVELOPMENT AUTHORITY
4 Meeting No.44
5 October 13, 1997
6 Mounds View City Hall
7 2401 Hwy. 10,Mounds View MN 55112
8 ***********************************************************************************
9
10 CALL TO ORDER
11
12 The Economic Development Authority was called to order by President McCarty at 9:05 p.m.on September 8,
13 1997.
14
15 ROLL EALL
16
17 MEMBERS PRESENT: Duane McCarty,Gary Quick,Roger Stigney,Roger Koopmeiners,Executive
18 Director Cathy Bennett, Clerk Administrator Chuck Whiting, and City Attorney Bob Long.
19
20 OTHERS PRESENT: None
21
22 APPROVAL OF AGENDA:
23
24 MOTION/SECOND: Koopmeiners/Quick to approve the Agenda as presented.
25
26 VOTE: 4 ayes 0 nays Motion Carried
27
28 APPROVAL OF MINUTES:
29
30 September 8,1997 EDA Meeting Minutes:
31
32 Ms.Bennett noted a correction to the September 8,1997 EDA Minutes. Page 2,Line 3 should be changed to
33 read"willing to fund 50%..."
34
35 MOTION/SECOND:Koopmeiners/Quick to approve the minutes of the September 8, 1997 meeting AS
36 AMENDED>
37
38 VOTE: 4 ayes 0 nays Motion Carried
39
40
41 CONSENT AGENDA:
42
43 None
44
45 PUBLIC HEARINGS:
46
47 None
48
49 EDA BUSINESS:
50
51 A. Removal of Resolution No.97-EDA-70C from the Table.
52
53 MOTION/SECOND: Quick/Koopmeiners to remove Resolution No.97-EDA-70C from the Table.
54
pi ovE
uillik.
EDA Meeting#44
October 13, 1997
4111
Page 2
1 B. Consideration of Resolution No.97-EDA-70C,Appointing Economic Development Commission
2 Members to Fill Vacancies.
3
4 MOTION/SECOND: McCarty/Koopmeiners to appoint Thomas Feels to the Economic Development
5 Commission with a term expiring December 31,1998.
6
7 VOTE: 4 ayes 0 nays Motion Carried
8
9 Resolution No.97-EDA-76
10
11 MOTION/SECOND: McCarty/Koopmeiners to appoint Steven Larson to the Economic Development
12 Commission with a term expiring December 31, 1997.
13
14 VOTE: 3 ayes 1 nay(Quick) Motion Carried
15
16 C. Consideration of Approval of Resolution No.97-EDA-75C for a Participation Agreement with
17 Preferred Builders in Consideration of the Sale of 8265 Spring Lake Road.
18
19 Ms.Bennett explained that in August the EDA approved Resolution No.97-EDA-73 which approved a
20 Participation Agreement with Loren Hansen Construction for the property. After further thought,Loren did not
21 sign the agreement and withdrew his interest in the property so the city once again opened offers on the lot
22 accepting offers until October 7,1997. One offer was received from Preferred Builders in the amount of
23 $28,000. Preferred Builders is proposing to build a three bedroom modified two story single family home
24 with a three car garage and two full baths with an estimated market value of$145,000. However since
25 Preferred Builders do not have a buyer identified for the home at this time,the EDA must waive the
26 requirement for a buyer/builder team that is stated as part of the Housing Replacement Program.
27
28 Mr. Stigney noted that this property has not been solicited to other people without the restraint and he feels this
29 should be done to see if there is any other interested parties. Ms.Bennett noted that she did
30 talk with several others who did not have a buyer but told them that she would be happy to accept other offers,
31 but they did not provide an offer. However,it was felt that the requirement may have deterred others from
32 submitting one,and therefore all of the companies Ms.Bennett originally contacted should be re-contacted to
33 see if they may now wish to submit an offer.
34
35 MOTION/SECOND: Koopmeiners/Stigney to postpone Consideration of Resolution No.97-EDA-75C until
36 the next EDA Meeting and have Ms.Bennett contact the companies previously contacted to give them another
37 opportunity to submit an offer without the restraints.
38
39 VOTE: 4 ayes 0 nays - Motion Carried
40
41 D. Consideration of Resolution No.97-EDA-74C,Approving a Purchase Agreement with Meridian.
42 Properties Real Estate Development Limited Partnership for the sale of 2624 Highway 10.
43
44 Ms.Bennett explained that she was presented with a proposal from Meridian Properties Real Estate
45 Development Limited Partnership DBA Told Development to purchase EDA land located at 2625 Highway
46 10. Told Development is proposing to purchase the property for$125,000 with$10,000 earnest money as a
47 deposit. The agreement contains a review date of 180 days to enable Told Development to go through the City
48 process for zoning change,revision to the comprehensive plan,vacation of public street,major subdivision and •
49 development review. In addition,Told Development will have the option to extend the review date for two
U1\1131 41 " "
r
. LEDA Meeting#44
• October 13, 1997
Page 3
1 consecutive periods of 90 days each with the deposit of$5,000 for each extension of which the second 90 day
2 deposit of$5,000 is non-refundable. The agreement adds a provision that if the buyer terminates the
3 agreement by reason of any of the contingencies,the EDA would be eligible to collect out-of-pocket expenses
4 for the transaction relating to the sale. A public hearing on the sale of this land will be held sometime within
5 the 180 day review period. An attorney with Kennedy and Graven has reviewed the agreement and found it
6 acceptable. Ms.Bennett noted that the agreement contains language which would prohibit certain types of
7 adult oriented businesses.
8
9 Mayor McCarty noted that the city cannot guarantee that they will have the necessary zoning changes,
10 comprehensive plan changes,etc.in place one year from now and he wondered what the ramifications would
11 be.
12
13 Mr.Cunningham of Told Development stated he feels the proposed development will fit well in the community
14 and does not feel the use will be controversial. He noted that they will be arranging a neighborhood meeting
15 on October 22, 1997 to obtain neighborhood involvement.
16
17 Mr.Long explained that the agreement contains a condition whereby if they are unable to get approval,they
18 would be allowed to get out of the purchase agreement without any liability to the city.
19
20 MOTION/SECOND: Stigney/Koopmeiners to Approve Resolution No.97-EDA-74C Approving a Purchase
21 Agreement with Meridian Properties Real Estate Development Limited Partnership for the sale of 2625
22 ' Highway 10.
23
24 VOTE: 4 ayes 0 nays Motion Carried
25
26 E. Removal of Resolution No.97-EDA-67 from Table.
27
28 Ms.Bennett explained that this item was tabled at the August 25, 1997 EDA meeting to bring back a
29 resolution on the Park Dedication Fee for consideration.
30
31 MOTION/SECOND: Koopmeiners/Quick to removed Resolution No.97-EDA-67 from the Table.
32
33 VOTE: 4 ayes 0 nays Motion Carried
34
35 F. Consideration of Resolution No.97-EDA-67,Approving and Authorizing a Development Assistance
36 Agreement by and between the Mounds View Economic Development Authority and the Everest
37 Group.
38
39 Ms.Bennett noted that a resolution has been obtained in regard to the Park Dedication Fee for this
40 development. The terms require that the Everest Group make a payment of$56,771 to the City of Mounds
41 View for Park Dedication Fees prior to execution of the agreement.
42
43 MOTION/SECOND: Koopmeiners/Quick to approve Resolution No.97-EDA-67,Approving and
44 Authorizing a Development Assistance Agreement by and between the Mounds View Economic Development
45 Authority and the Everest Group.
46
47 VOTE: 4 ayes 0 nays Motion Carried
48
I IrVI D'Q n/-11 'ED
EDA Meeting#44
October 13, 1997
Page 4
1 G. Consideration of Authorizing the Execution of a Negotiating Agreement by and between the
2 Mounds View Economic Development Authority,the City of Mounds View and Anthony Properties.
3
4 MOTION/SECOND: Quick/Koopmeiners to approve the Execution of a Negotiations Agreement by and
5 between the Mounds View Economic Development Authority,the City of Mounds View and Anthony
6 Properties.
7
8 VOTE: 3 ayes 1 nay(Stigney) Motion Carried
9
10 Mr.Stigney noted that he voted against this as he feels strongly that residents should be involved before acting
11 on any agreement.
12
13 8. REPORTS:
14
15 Report of EDA Board Members:
16
17 Report of President McCarty: No report
18
19 Report of Vice President Koopmeiners: No report
20
21 Rcport of Commissioners:
22
23 Commissioner Quick: No report
24
25 Commissioner Stigney: No report.
26
27 Report of Executive Director: No report
28
29 Report of Treasurer: No report
30 •
31 Report of Attorney: No report
32
33 The October 13. 1997 meeting of the EDA was adjourned at 9:45 p.m.
34
35 Respectfully submitted,
•tJtintaAtu.Scuitt
38 Tamara D.Saefke
39 Recording Secretary
40
•
Item No.
Staff Report No.EDA-97-
Meeting Date 11-10-97
Type of Business EDAB
WK:Work Session;PH:Public Hearing;
CA:Consent Agenda;EDAB:EDA Business
Mounds View Economic Development Authority
Staff Report
To: Mounds View Economic Development Authority
From: Cathy Bennett, Director of Economic Development
Item Title/Subject: Consideration of Resolution No. 97-EDA75 Approving
and Authorizing the Execution of a Participation
Agreement for 8265 Spring Lake Road
Date of Report: November 6, 1997
Summary:
Attached is resolution no. 97-EDA76 (Attachment 1) and a copy of the Participation Agreement
(Attachment 2) to enter into negotiations for the sale of 8265 Spring Lake Road with Preferred
Builders.
In October, the EDA delayed action on the resolution to enable other builders to submit offers on
ithe land without the criteria requiring that the builder identify a buyer at the time of the
transaction. I have since mailed out information with regards to this change to approximately 15
local builders and have not received any additional offers to purchase the land.
Preferred Builders, Inc. has offered $28,000 for the land and is proposing to build a three
bedroom modified two story single family home with a three car garage and two full baths with an
estimated market value of$145,000 after construction.
Upon approval of the participation agreement, the EDA and Preferred Builders will have 30 days
to enter into a Contract for Private Development(Attachment 3)which will specifically address
the requirements for the development of the lot and outline the specifications of the home. In
addition, prior to approval of the Contract staff will verify builder references and financial
capabilities of Preferred Builders, Inc. The contract will come back to the EDA for final approval
prior to execution.
60/112.u.4til:/__
Cathy Be ett, Dir. of Economic Development
Recommendation:
• Staff is recommending approval of the Participation Agreement which would authorize the
negotiation for the purchase of 8265 Spring Lake Road by Preferred Builders.
ATTACHMENT A
RESOLUTION NO. 97-EDA75
MOUNDS VIEW ECONOMIC DEVELOPMENT AUTHORITY
COUNTY OF RAMSEY
STATE OF MINNESOTA
RESOLUTION AUTHORIZING THE NEGOTIATION AND EXECUTION OF A
PARTICIPATION AGREEMENT FOR THE REDEVELOPMENT OF 8265 SPRING
LAKE ROAD
WHEREAS,the Mounds View Economic Development Authority(EDA)established a
Housing Replacement Program to remove houses which are in very poor condition,thereby,
assisting in the elimination of the blighting influence of substandard homes; and
WHEREAS,the EDA purchased and demolished a substandard home located at 8265
Spring Lake Road; and
WHEREAS,the vacant lot at 8265 Spring Lake Road was advertised for sale by the
EDA; and
WHEREAS, on August 25, 1997 the EDA approved a Participation Agreement with
Loren Hansen Construction per Resolution No. 97-EDA73 which was never executed by Loren
Hansen Construction;and
WHEREAS, Preferred Builders,Inc. is proposing to purchase the vacant lot at 8265
Spring Lake Road for$28,000 to construct a three bedroom,two bath modified two story home
with an estimated market value of$145,000.
NOW THEREFORE BE IT RESOLVED,that the Economic Development Authority
approves and authorizes the execution of a participation agreement with Preferred Builders for
the purchase of 8265 Spring Lake Road; and
BE IT FURTHER RESOLVED,that the Economic Development Authority waives the
requirement in the Housing Replacement Program for a buyer\builder team with the assurance
that the home will be constructed with the intent to sell to a qualified buyer as soon as possible.
Adopted this 13th day of October, 1997
ATTEST:
President
(SEAL) i
Executive Director
ATTACHMENT B
MOUNDS VIEW HOUSING REPLACEMENT PROGRAM
PARTICIPATION AGREEMENT
THIS AGREEMENT is made and entered into this day of , 1921, by and
between the ECONOMIC DEVELOPMENT AUTHORITY IN AND FOR THE CITY OF
MOUNDS VIEW, a body corporate and politic under the laws of the State of Minnesota,having
its principal office at 2401 Highway 10,Mounds View,MN 55112(EDA)and
, a Minnesota ,having its principal
office at . (Developer)
In consideration of the mutual covenants and obligations of the EDA and the Developer,the
parties do hereby covenant and agree as follows:
1. The Developer agrees to pay$500 to the EDA for the rights to participate in
redevelopment of a property owned by the EDA in accordance with the guidelines of the
Mounds View EDA's Housing Replacement Program.
2. In return for$500,the receipt of which from the Developer is hereby acknowledged by
the EDA,the EDA grants to the Developer the exclusive right to enter into a contract to
redevelop the property located at 8265 Spring Lake Road and legally described as
40 The West 218 feet of the North 53 feet of Lot 34 and the South 27 feet of the West 218
feet of Lot 35, Auditor's Subdivision No 89.Ramsey County. Minnesota in accordance
with the Mounds View EDA's Housing Replacement Program. This right will expire on
, 19_,unless,prior thereto,the Developer and the EDA have
executed a Contract for Private Development with regard to the property.
3. The EDA agrees to negotiate in good faith with the Developer regarding redevelopment
of the property but nothing contained in this Agreement shall require the EDA to enter
into a Contract for Private Development if,at the EDA's sole discretion,it deems such
not to be in its best interests.
4. The fee paid by the Developer to the EDA in connection with this Agreement for
participation in the EDA's Housing Replacement Program is non-refundable and non-
transferable to any other property or site owned by the EDA.
•
DEVELOPER EDA
By: By:
Its President
• Its By:
Its Executive Director
ATTACHMENT 3
i
PURCHASE AND REDEVELOPMENT AGREEMENT
BY AND BETWEEN
THE MOUNDS VIEW ECONOMIC DEVELOPMENT AUTHORITY
AND
•
This document was drafted by:
KENNEDY & GRAVEN, Chartered
470 Pillsbury Center
Minneapolis, MN 55402
s
SJI7.2$590
MC205-2
PURCHASE AND REDEVELOPMENIT AGREEMENT
THIS AG
199 by and among�sheMOUNDS VIEW ECONOMICs made as of the day of
a public body DEVELOPN,�NT AUTHORITY,
and politic and corporate under the laws of the State of Minnesota (the "Authority"),
a Minnesota (the "Developer").
WITNESSETH: •
WHEREAS, the Authority is the owner in fee simple of the
located in the City of Mounds View, County of Ramsey, parcel M of land (the "Land y
described as:
y, State offWmof
and legally
[INSERT LEGAL DESCRIPTION]
The Land and all rights, privileges, easements, tenements,
belonging thereto, shall hereinafter be referred to as the "Property ' and appurtenances
"
WHEREAS, the Authority deems it to be in the public interest to facilitate and encourage
redevelopment of the Property by private activity; and "
WHEREAS, the Developer has proposed a development Dev
411/Property which the Authority believes willeiopment") within such
{"
will be in the vital best interests of the Authority, will carry
moa the health,out the Vsafety,es the Authority,a d
welfare of its residents and will be in accord with thepublicov i morals,of and
applicable state and Iocai laws and purposes and provisions the
been undertaken and are requirements under which activities within the Authority have
being assisted; and
'WHEREAS, the Developer proposes to construct on the Property a
single family residential home. sq. ft.
AREAS,the Developer is willing to purcl the Property
for and in accordance with this��e and develop the Property
WHEREAS, the Authority desires to convey the Property to Developer and Developer is
desirous of purchasing the same.•
•
NOW, THEREFORE, in consideration of the mutual covenants and a
contained and other valuable consideration, the receipt and sufficiency of which are herebents y
acknowledged, the parties hereby covenant and wee as follows:
11
S-R128S90
AGREEMENT
1.0. Definitions. In this Agreement,unless a different meaning clearly appears from the
context:
(a) "Agreement"means this Agreement,as the same may be from time
to time modified, amended, or supplemented.
(b) "Authority" means the Mounds View Economic Development
Authority.
(c) "Certificate of Completion"means the certification provided to the
Developer, substantially in the form a Cached as Exhibit B to this Agreement,
pursuant to Section 20 of this Agreement
(d) "City" means the City of Mounds View, Minnesota,
(e) "Construction Plans" means the plans,specifications, drawings and
related documents on the construction work to be performed on the Property
which (a) shall be as detailed as the plans, specifications, drawings and related
documents which are submitted to the appropriate building officials of the ill
Authority, and (b) shall include at least the following: (1) foundation plan; (2)
basement plans; (3) floor plan for each floor; (4) cross sections of each (length
and width); and (5) elevations (all sides).
(f) "County" means the County of Ramsey, Minnesota.
(g) "Developer" means , or its permitted successors
and assigns.
(h) "Event of Default" means an action by the Developer listed in
Section 17 of this Agreement
(i) "Holder" means the owner of a Mortgage.
(j) "Material"means any effect or change which significantly alters the
intended use of the Property, or increases or decreases the costs of any individual
item of the Minimum Improvements by more than •
•
(k) "Minimum Improvements"means the construction
of a
sq. ft. single family residential home.
(1) "Mortgage" means any mortgage made by the Developer which is VW
secured, in whole or in part, with the Property and which is a permitted
encumbrance pursuant to the provisions of this Agreement
s.'2Us590
MU205-2 7
(m) "Parcel" means the real property so described as above as the
Property.
•
(n) "Property" means the real property upon which the Minimum
Improvements will be constructed, a legal description of which is set forth at
/Exhibit A of this Agreement. After construction of the Minimum Improvements,
the term means the Property as improved. The Property consists of one Parcel_
(o) "State" means the State of Minnesota.
(p) "Termination Date"means the date on which the Develo
a Certificate of Completion pursuant to thePCrrefehis
Agreement. terms and conditions of this
(q) "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, other labor troubles,prolonged adverse weather or acts of
other casualty to the Minimum oven fire or
parties which, by injunction or other �' litigation commenced by third
delays, or acts of any federal,state or I similar
judicial action,
directly results in
or Authority in exercising their rights under this Agreement)unit(other than the City
in delaays. Unavoidable Delays shall not inclulayin the D elo result which directly s
obtaining of permits or governmental approvals necessary to enable construction
i of the Minimum Improvements by the dates such
Section 20 of this Agreement. construction is required wader
2.0. ) ss To Ek_______Purchased. Subject to compliance P with the terms and conditions of
this Agreement, Authority shall sell to Developer and Developer shall purchase from Authority
the Property.
3.0. Pure ase Price. The purchase price ("Purchase Price") of the Property shall be
S payable as follows:
3.1. The amount of S as earnest money (the "Earnest Money") to
be deposited by Developer with Title Insurer within three (3) days after the date of this
Agreement and held and disbursed under the terms of this Agreement
3.2. The amount of S shall be payable in cash or certified check
on the Date of Closing.
•
4.0. :Luta Be Deliver, Authority agrees
simple title to the Propertyto convey to Developer marketable
subject only to the encumbrances approved by Developer in
accordance. with Section 5.2. Should Developer determine Authority's title to the Pro
unmarketable,Developer may make objections to Authority's title in accordance 'to be
� �G-
Yothing contained in this Agreement shall be with Section 12.
construed as a covenant requiring Authority to
()obtain marketable title to the Property if it is determined that Authority does not have
title. marketable
s7-1a590
M2135-2 „
s
5.0. Evidence Of Title.
5.1. Within fifteen(15)days after the execution of this A eement by both parties
or such other time period as may be specified in this Article, Authority shall at the
discretion of the Authority:
(a) Cause to be delivered to the Developer at the cost of Developer, an
Abstract of Title for the Property (or a Registered Property Abstract if title to the
Property is registered) certified to date to include proper searches covering
bankruptcies, tax liens and state and federal court judgments and liens; or
(b) Cause to be issued and delivered to Developer, at the cost of
Developer, an ALTA Form 1970 commitment for an Owner's title insurance
policy (the "Commitment") issued by the Title Insurer pursuant to which the Title
Insurer agrees to issue to the Developer upon the recording of the documents of
conveyance referred to herein an ALTA Form 1970 Owner's title insurance policy
in the full amount of the Purchase Price, with standard exceptions for matters of
survey, parties in possession(other than tenants under current written leases) and
unfiled mechanic's or materialmen's liens deleted. The Commitment shall include
proper searches covering bankruptcies, state and federal judgments and liens and
levied and pending special assessments and shall be accompanied by copies of all
recorded documents presently affecting the Property.
•
5.2. Developer shall have fifteen(15)business days after receiptof all the title
evidence discussed in Sections 5.1 above to reader objections to titlin writing to
Authority and Authority shall have the greater of(i) the number of days retaining until
the Date of Closing or (ii ) thirty (30) days to have such objections removed or satisfied.
If Authority shall fail to have such objections removed within said time, the Developer
may, at its sole election: (a) terminate this Agreement without any liability on its part; in
which event the Earnest Money paid hereunder shall be promptly refunded in exchange
for a quit claim deed to the Property from Developer; or (b) take title to the Property
subject to such objections. Authority agrees to use its reasonable efforts to satisfy
promptly at its sole cost any such objections..provided, however, that other than to cure
liens, Authority chail not be obligated to spend a total of more than $ .00 to cure all
such objections.
6.0. Control of Property. Until the Dare of Closing, Authority shall have the full
responsibility and the entire liability for any and all damages or injuries of any kind whatsoever
to the Property, to any and ail persons, whether employees or otherwise, and to any other
property from and connected to the Property, except liability arising from the acts, omissions,
intentional torts or negligence of Developer; its agents or employees. If, prior to the Date of
Closing, all or a material portion of the Property shall be the subject of an action in eminent
domain or a proposed taking by a governmental authority (other than the City), whether
temporary or permanent. Developer, at its sole election, shall have the right to terminate this
Agreement without liability on its part, by so notifying Authority in writing and all sums
heretofore paid to Authority shall then be promptly refunded to Developer in exchange for a quit
claim deed for the Property. At its option, Developer may proceed to closing and in such event,
STA22t1990
the Authority shall either assign to Developer all rights to recover any awards for such action in
• eminent domain or proposed Laking or pay to Developer any such awards or any proceeds already
received. Authority agrees to keep the Property continually insured during the term of this
Agreement. If, prior to the Date of Closing, all or a portion of the Property shall be damaged
or destroyed by any casualty such that the cian,age or destruction will cost in excess of$5,000
to repair, Developer, at its sole discretion, shall have the tight to terminate this Agreement
without liability on its part, by so notifying Authority in writing and all sums heretofore paid by
Developer shall be promptly refunded to Developer. Ar Developer's option, Developer may
proceed to closing and Authority et,ai1 either assign to Developer all rights under existing
insurance policies to recover insurance proceeds for such damage or pay to Developer all
insurance proceeds already recovered on account of such damage.
7.0. Representations by the Authority and Developer. The Authority and the Developer
make the following representations as the basis for the undertaking on their part herein contained:
7.1. Representations of Authority. As an essential part of this Agreement and in
order to induce Developer to enter into this Agreement and purchase the Property,
Authority hereby represents and warrants to Developer:
(a) The Authority has the power to enter into this Agreement and carry
out its obligations hereunder..
(b) The Authority does not know of any "wells" (within the meaning
• of Minnesota Statutes, Section 1031.005, Subd. 21) on the Property. This
representation is intended to satisfy the requirements of Minnesota Statutes,
Section 103I.235, Subd. 1(a). If wells are found to be on the Property prior to the
Date of Closing, Authority shall promptly notify Developer of the presence of
such wells.
7.2. Representations and Warranties by the Developer. The Developer represents
and warrants that:
(a) The Developer is a duly organized — , in good standing
under the laws of the State of Minnesota, is not in violation of any provisions of
. bylaws, 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
•
(b) The Developer has received no notice or communication from any
Iocal, State, or federal official that the activities of the Developer or the Authority
on the Property may be or will be in violation of any environmental law or
regulation(other than those notices or communications of which the Authority is
aware). The 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.
S.1 1285!0
M0205.4 5
(c) Neither the execution and delivery of this Agreement, the
consummation of the transactions contemplated hereby, nor the fulfillment of or
41,
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 or partnership 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.
(d) The Developer will construct, operate and maintain the Minimum
Improvements in accordance with the terms of this Agreement and all local, state
and federal laws and regulations (including, but not limited to, environmental,
zoning, building code and public health laws and regulations).
73. The representations and warranties set forth in this section shall be continuing
and shall be true and correct as of the Date of Closing with the same force and effect as
if made at that time. All such representations and warranties shall survive closing and
shall not be merged in the delivery and execution of the deed or other instruments of
conveyance called for in this Agreement
7.4. Except for the representations and warranties of Authority expressly made
herein, Developer is buying the Property on an "as is," "where is," and "with all faults"
basis, based upon its own investigation and judgment.
8.0. Review of Documents. Concurrently with execution of this Agreement or within •
days following the date hereof, and to the extent such documents are available to Authority,
Authority shall deliver to Developer the following documents:
draft or final form) of any environmental inspections, existing (i) reports (whether in
reports of all engineering �� �'audits or examinations of the Property;(ii)
Sm�ng.tests, inspections and studies of the Property and (iii) reports of soil
tests of the Property; all as Authority may have -or be able to obtain copies of without
unreasonable expense (all such records, plans, permits and reports being hereafter referred to as
the "Existing Tests").
9.0. Conditions to Closing. The closing of the transaction contemplated by this
Agreement and the obligation of the Authority to sell the Property and of the Developer to
purchase the same shall be subject to the following conditions:
•
9.1. Authority Responsibilities:
(a) Provide an updated abstract of title commitment, at the cost of.
Developer, for the Property;
(b) Provide confirmationthat sewer and water service is available to the
Property.
110 9.2. Developer's Responsibilities:
W LSS90
K172O3-2 6
(a) Title: Developer may review and approve preliminary title reports and
. surveys in accordance with this Agreement;
(b) Developer shall indemnify Authority against any liability, cost or
expense incurred by Authority as a result of Developer's actions,including but not
limited to fines, court costs, reasonable attorneys' fees and remedial costs.
Authority chaI1 provide Developer and Developer's agents and representatives
access to the Property, at reasonable times and in a reasonable manner, for
purposes of completing such Investigation/Due Diligence Period requirements.
Authority shall cooperate with the Developer's investigation of the Property,
including Developer's ability to interview,at reasonable times and in a reasonable
manner,Authority or any of Authority's employees or to take samples of any soil,
ground water or other materials provided the same does not unreasonably interfere
with Authority's operations.
(c) Developer must provide adequate evidence of financing for the
purchase and construction of the Minimum Improvements on the Property..
93. With respect to the above-described conditions, Developer shall give notice
of its desire to terminate this Agreement for failure to fulfill any of said conditions on or
before the Dare of Closing or such earlier date as may be specified above. In the event
no notice of termination is given within the specified time period with respect to any such
section hereof, such condition shall be deemed to be waived by Develop• erper and Developer
shall proceed to closing in accordance with the other terms and conditions hereof If this
Agreement is terminated due to the failure of the conditions set forth,in Sections 9.I,the
Earnest Money shall be promptly returned to Developer in exchange for a quit claim deed
for the Property and neither party shall have further rights and obligations
this Agreement is terminated due to the failure of the conditions set forth in Section 9.2,
the Earnest Money shall be retained by the Authority and the Developer shall execute a
quit claim deed for the Property.
10.0. Closing. The closing shall take place on , 1997 (the "Date of
Closing")or on such earlier date as Authority and Developer may mutually
e
closing shall take place at the office of Title Insurer or such other place agree A�writing. and
Developer may reasonably determine. Possession of the Property shall be delivered on the Date
of Closing.
11.0._ Authority's Obligations-At CIosing On or prior to the Date of CIosing,Authority
shall:
11.1. Execute, acknowledge and deliver to the Developer,
a right of reverter,to the Property conveyingDeveloper a warranty deed, with
to the Property, subject to the limitations contained in Sections marketable nd 5.3 herfee simple title
, and
all rights appurtenant thereto subject only to the encumbrances approved by Developer in
accordance with Section 5.3.
=123590
=OS-2 7
11.2. Deliver to Developer an affidavit of the Authority in recordable form
identifying the Authority as the owner of the Property free and clear of all encumbrances •
except the encumbrances approved by Developer in accordance with Section 5.3, that all
work, labor, services and materials furnished to or in connection with the Property have
been fully paid for so that no mechanic's, materialmen's, or similar lien may be filed
against the Property.
11.3. In the event the warranty deed described in Section 11.1 does not contain
the statement "The Seller certifies that the Seller does not know of any wells on the
described real .property", Authority shall execute and deliver to Developer a Well
Disclosure Certificate as required in Minnesota S ___es Section 103I.235 indicating that
all wells have been properly abandoned and sealed by a licensed well contractor, all as
required by the rules and regulations issued to Minnesota Statutes,Section 103L501(a)(2).
11.4. Execute and deliver to Developer a Designation Agreement relating to the
Property which desivarthe "reporting person" for purposes of completing Internal
Revenue Form 1099S.
11.5. Deliver to Developer such other documents as may be required by this
Agreement or applicable law.
11.6. Deliver to Developer evidence of Authority's authorization to complete this
trzasaction.
11.7. Execute and deliver to Developer a closing statement consistent with this
Agreement.
I2.0. Developer's Obligations at Closing. At closing, and subject to the terms,
conditions,and provisions hereof and the performance by Authority of its obligations as set forth
above, the Developer shall:
12.1. Deliver to Authority any portion of the.Purchase Price then due and payable
by Developer's certified or cashier's check or equivalent
12.2. Execute, and/or deliver to Authority such other documents as may be
required by this Agreement or applicable law.
12.3. Deliver to Authority evidence of Det;eIoper's authorization to complete this
transaction. Developer hereby represents and warrants to Authority that the execution and
performance of this Agreement by Developer has been duly authorized by all necessary
action.
12.4. Execute and deliver to Authority a closing statement consistent with this
Agreement
•
13.0. CIosin; C_ osrs. The following costs and expenses shall be paid as follows
in connection with the closing:
S4R1285l0
r!J2a5-2 3
13.1. Developer shall pay the following costs in connection with the closing.
• (a) All abstracting expenses, the cost of issuing the title commitment
and the cost of copies of all additional title documents necessary for the
examination of title.
(b) The title insurance premium charged by the Title Insurer.
(c) The cost of preparation of the warranty deed and other documents
of conveyance.
(d) Any filing fee to record the warranty deed and related documents.
(e) State Deed Tax upon delivery of the warranty deed to the
Developer. •
(f) Authority's attorneys' fees.
(g) Developer's attorneys' fees.
14.0. Proratiegs. The following proration shall be made as of the Date of Closing and
subsequent to the Date of Closing to the extent actual information is unavailable on the Date of
CIosing_
14.1. All utilities furnished to the Property.
14.2. Real estate taxes and special assessments as hereinafter provided.
15.0. Taxes and Special Assessments. Authority shall pay the real estate taxes and
special assessments relating to the Property which are due and payable in all years prior to the
year of closing, and any and all deferred real estate taxes and all levied and pending special
assessments at the closing of the sale . Real estate taxes payable in the year of closing shall be
prorated to the Date of Closing. The parties agree and understand that, 3s of the date of this
Agreement, there are no outstanding deferred real estate taxes or levied or pending special
assessments.
16.0. Brokerage. Developer and Authority each represent and warrant to the other that
they have not engaged the services of any broker in connection with the purchase contemplated
by this Agreement Each parry hereby agrees to indemnify and hold the other harmless of any
claim made by a broker or sates agent or similar parry fora commission due or alleged to be due
on this transaction.
17.0 Default. The following default provisions govern this Agreement
17.1. Events of Default Defined. The following shall be "Events of Default"
under this Agreement and the term "Event of Default" shall mean,whenever it is used in
this Agreement (unless the context otherwise provides), any failure by any party to
3.77.2235,0
Mr2CS.2 9
observe or perform any other covenant, condition, obligation or agreement on its part to
be observed or performed hereunder, but only if such failure has not been cured within 1p
thirty days after receipt by the defaulting party of written notice of such failure or, if the
failure is by its nature incurable within thirty days, the defaulting party does not provide
assurances reasonably satisfactory to the non-defaulting party within such thirty-day period
that the failure will be cured and will be cured as soon as reasonably possible. Subject
to the foregoing notice and cure periods,nothing in this Section shall limit the Authority's
right to exercise any remedy-to which it is entitled under any other provision of this
Agreement.
17.2. Remedies on Default Whenever any Event of Default referred to in
Paragraph 17.1 of this Agreement occurs, the non-defaulting party may:
•
(a) Suspend its performance under this Agreement until it receives
assurances that the :defaulting party will cure its default and continue its
performance under this Agreement
(b) Cancel and rescind or terminate this Agreement. In the event that
Authority should fail to consummate the transaction contemplated by this
Agreement for 'any reason except for Developer's default or the failure of
Developer to satisfy any conditions to Authority's obligation hereunder, and
Developer elects to cancel and terminate this Agreement in the manner provided
by applicable law and be relieved of its obligations hereunder, Developer shall be
immediately entitled •to the return of the Earnest Money heretofore paid in
exchange for a quit claim deed for the Property. In the event that Developer shall
fail to consummate the transaction contemplated herein for any reason, except the
default by Authority or the failure of Authority to satisfy any of the conditions to
the Developer's obligations set forth herein,and the Authority elects to cancel and
terminate this Agreement in the manner provided by applicable law and be
relieved of its obligations hereunder, the Authority shall be entitled to retain the
Earnest Money as liquidated damage
(c) In the case of an Event of Default by the Developer, the Authority
may demand reimbursement by the Developer to the Authority in the amount of
any costs paid by the Authority pursuant to this Agreement.
(d) Take whatever action, inchlding 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
(e) Enforce the specific performance of this Agreement, which action
roust be commenced within one (1) year of the date of failure of a party to
consummate the transactions contemplated herein.
•205-s 10
17.3. Revesting Title in Authority Upon Happening of Event Subsequent to
Conveyance to Developer. In the event that, subsequent to conveyance of the Property
• to the Developer and prior to the issuance of the Certificate of Completion_
(a) subject to Unavoidable Delays, the Developer fails to carry out its
obligations with Fespect to the construction of the Minimum Improvements
(including the nature and the date for the completion thereof), or abandons or
substantially suspends construction work, and any such failure, abandonment, or
suspension shall not be cured, ended, or remedied within thirty (30) days after
written demand from the Authority to the Developer to do so; or
(b) subject to Unavoidable Delays the Developer fails to cure any
default under this Agreement within 30 days after receipt of notice of Event of
Default
•
Then the Authority shall have the right to re-enter and take possession of
the Property and to terminate and revest in the Authority the estate conveyed
pursuant to the Deed to the Developer, it being the intent of this provision,
together with other provisions of the Ag Bement, that the conveyance of the
Property to the Developer shall be made upon, and that any instrument conveying
title from the Authority to the Developer of the Property shall contain a condition
subsequent to the effect that in the event of any default on the part of the
Developer and failure on the part of the Developer to remedy, end, or abrogate
0 such defaultthin the period and in the manna stated in such subdivisions, the
Authority at its option may declare a termination in favor of the Authority of the
title, and of all the rigghtsand interests in and to the Property conveyed to the
Developer,and that such title and all rights and interests of the Developer,and any
assigns or successors in interest to and in the Property, shall revert to the
Authority.
17.4. Res*of Reacquired Property: Disposition of Proceeds. Upon the revesting
in the Authority of title to and/or possession of the Property as provided in Section 17.3,
the Authority shall, pursuant to its responsibilities under law, use its best efforts to sell
the Property or parr thereof as soon and in such manner as the Authority shall find
feasible and consistent with the objectives of such law and of the Development Plan to
a qualified and responsible party or parties (as determined by the Authority) who will
assume the obligation of making or completing the xMi imum Improvements or such other
improvements in their stead as shall be satisfactory to the Authority and in accordance
with the uses specified for the Property. Upon such resale of the Property,
thereof shall be applied. • the proceeds
(a) First,to reimburse the Authority for all costs and expenses incurred
by the Authority, including but not limited to salaries of personnel, in connection
with the recapture, management, and resale of the Property or part thereof(but
• less any income derived by the Authority from the property or part thereof in
connection with such management); all taxes, assessments, and water and sewer
charges with respect to the Property(or, in the event the Property is exempt from
=128S90
Knos-a I I
taxation or assessment or such charge during the period of ownership thereof by
the Authority, an amount, if paid, equal to such taxes,assessments, or charges(as •
determined by the Authority assessing official) as would have been payable if the
Property were not so exempt); any payments made or necessary to be made to
discharge any encumbrances or liens existing on the Property or part thereof at the
time of revesting of title thereto in the Authority or to discharge or prevent from
attaching or being made any subsequent encumbrances or Iiens due to obligations,
defaults or acts of the Developer, its successors or transferees; any expenditures
made or obligations incurred with respect to the making or completion of the
Minimum Improveruents or any part thereof on the Property, financial assistance
made by the Authority to the Developer(less any portion thereof previously repaid
by the Developer); and any amounts otherwise owing the Authority by the
Developer and its successor or transferee; and
(b) Any balance remaining after such reimbursements shall be returned
to the Developer.
173. No Remedy Exclusive. No remedy herein conferred upon or reserved to
the any party in this Agreement is intended to be exclusive of any other available remedy
or remedies, but each and every such remedy shall be cumulative and shall be in addition
to every other remedy given under this Agreement or now or hereafter existing at law or
in equity or by statute. No delay or omission to exercise any right or power accruing
• upon any default shall impair any such night or power or shall be construed to be a waiver 410
thereof, but any such right and power may be exercised from time to time and as often
as may be deemed expedient In order to entitle the Authority to exercise any remedy
reserved to it, it shall not be necessary to give notice, other than such notice as may be
• required in this Section.
17.6. No Additional Waiver Implied by One Waiver. In the event any agreement
contained in this Agreement should be breached by any party and thereafter waivedby
another party, such waiver shall be limited to the particular breach so waived and shall
not be deemed to waive any other concurrent,previous or subsequent breach hereunder.
18.0. Access to Property and Insaection. Any time and from time to time prior to the
Date of Closing, Developer, and person or persons selected by Developer shall be permitted
access to the Property for the purpose of conducting such studies and investigations of the
Property as Developer deems appropriate, which studies and investigations shall be conducted at
Developer's sole expense and pursuant to any other terms and conditions of this Agreement.
Developer agrees to indemnify Authority against any liability, cost or expense incurred by
Authority as a result of Developer's actions. including but not limited to fines,.court costs,
reasonable attorneys' fees and remedial costs. Such studies may include without limitation,
physically inspecting the Property and reviewing Authority's records concerning the Property
which records shall be made reasonably available to Developer.
1111
WR22e590
:0205-2 12
19.0. Miscellaneous. The following general provisions govern this Agreement
19.1. Time is of the Essence. The Date of Closing is of the absolute essence.
In the event this transaction does not close on the Date of Closing because the Authority
is unable to perform as required by this Agreement,the
be null and oid
and all Earnest Money shall be immediately refunded to Develop ent shall
the event this
transaction does not close on the Date of Closing because the Developer is unable to
perform as required by this Agreement, this Agreement shall be null and void and all
Earnest Money shall be delivered to the Authority as liquidated damages.
19.2. Governing Law. This Agreement is made and executed under and in all
respects is to be governed and construed under the laws of the State of Minnesota,
19.3. Notices and Demands. Except as otherwise expressly provided in this
Agreement, a notice, demand, or other communication under this Agreement by either
party to the other shall be sufficiently given or delivered if it is dispatched by registered
or certified mail,postage prepaid,return receipt requested, or delivered personally to the
parties as follows:
Authority: The Mounds View Economic Development
Authority
2401 } lghway 10
Mounds View, MN 55112-1499
•
Developer_
or at such other address with respect to either such party as that
time, designate in writing parry may, from time to
ting and forward to the other as provided in this Section.
19.4. Construction. The captions and headings of the various sections of this
Agreement are for convenience only and are not to be construed as defining or as limiting
in any way the scope or intent of the provisions hereof. Wherever the context requires or
permits, the singular shall include the plural, the plural shall include
masc�ltinP, feminine and neuter shall be freely interchangeable.
and the,
erchaneable.
19.5. Am:mbilirv. This Agreement and the rights set out herein may be
assigned by Developer upon notice to Authority,provided,however,any assignment shall
not release Developer from any liability under this Agreement.
19.6. Entire Agreement. This Agreement sets forth the entire understanding of
the parties and may be amended,modified or terminated only by an instrument signed by
• the parties.
.lO203-2 13
19.7. Counterparts. For the convenience of the parties, any number of Alk
counterparts hereof may be executed and each such executed counterpart shall be deemed
lip
an original, but all such counterparts together shall constitute one in the same Agreement.
19.3. Binding Effect This Agreement (including without limitation, the
representations and warranties set forth in Section 7 hereof) Shall inure to the benefit of
and bind the respective heirs, executors, administrators and assigns of Developer and
Authority, including without limitation any successor in interest to either Developer or
Authority with respect to this Agreement or the Property or both.
19.9. Conflict of Interests, Authority Revresentatives 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 shall have any personal
interest, direct or indirect, in this Agreement, nor shall any such member, official, or
employee participate in any decision relating to this 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 shall 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 successor or on any obligations under the terms of this
Agreement.
19.10. Emual Employment Opportunity. The Developer, for itself and its i
successors and assigns,agrees that during the construction of the Minimum Improvements
provided for in this Agreement it will comply with all applicable federal, State, and local
equal employment and non-discrimination laws and regulations.
19.11. Restrictions on Use. The Developer agrees that prior to the Termination
Date, the Developer, and its successors and assigns: (a) (hail not discriminate upon the
basis of race, color, creed, sex, national origin, or any other classification prohibited by
law in the sale, lease, rental, or use or occupancy of the Property or any improvements
erected or to be erected thereon, or any part thereof; and(b) shall otherwise comply with
the restrictions on use set forth in this Agreement
19.I2. Provisions Not Merged With Deeds. None of the provisions of this
Agreement are intended to or shall be merged by reason of any deed transferring any
interest in the Property and any such deed shall not be deemed to affect or impair the
provisions and covenants of this Agreement.
19.13. Recording. The Authority may record this Agreement and any
amendments thereto with the Ramsey County recorder. The Developer Shah pay all costs
for recording.
19.14. Attorney Fees. Whenever any Event of Default occurs 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
.74 2228490
r17205-2 14
it shall, within ten 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.
19.15 Housing Design and Site Criteria The Housing Design and Site Criteria
information attached hereto as Exhibit C, is incorporated herein by reference and made
a part of this Agreement as if set forth fully herein. The Housing Design and Site Criteria
general policy and requirements are binding upon the Developer and shall be obligations
upon the Developer unless inconsistent with the provisions of this Agreement
20.0 Construction of Minimum Improvements.
20.1. Construction of Minimum Improvements. (a) The Developer agrees that it
will construct the Minimum Improvements on the Property in accordance with the
approved Construction Plans, and at all times prior to the Termination Date will operate
and maintain, preserve, and keep the Minimum Improvements, or cause the Minimum
Improvements to be maintained, preserved, and kept, with the appurtenances and every
part and parcel thereof, in good repair and condition. The Authority shall not have any
obligation to operate or maintain the Minimum Improvements.
(b) The Developer will construct the Minimum Improvements in accordance
with all local, State, and federal energy-conservation laws or 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 Iocal, State, and federal laws and regulations which must be obtained or met
before the Minimum Improvements may be lawfully constructed, including without
limitation, the requirements of any necessary special use permits.
(d) The Developer shall promptly advise the Authority in writing of all
litigation or claims affecting any part of the NIinimum 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.
(e) The Developer agrees that the Minimum Market Value for the Property
with the Minimum Improvements shall be at least S . The parties agree that this
value for the Minimum Improvements shall be established by the assessed value of the
Property as of the Termination Dare as defined in the Agreement The Minimum Market
Value herein established shall be of no further force and effect and shall end on the
Termination Date as defined in the Agreement
20.2. Construction Plans. (a) Before beginning construction of the Minimum
Improvements, the Developer shall submit to the Authority Construction Plans. The
• Construction Plans shall provide for the construction of the Minimum Improvements, as
applicable, and shall be in conformity with this Agreement and all applicable State and
local laws and regulations. The Authority will approve the Construction Plans in writing
if: (i) the Construction Plans conform to the terms and conditions of this Agreement; (ii)
3.1112211590
"was-2 lj
the Construction Plans conform to all applicable federal,State and local laws, ordinances,
Aik
rules and regulations; (iii)the Construction Plans are adequate to provide for construction
of the Minimum Improvements; and (iv) 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 or City shall relieve the Developer of the obligation to comply
with the terms of this Agreement, applicable federal, State and local laws, ordinances,
rules and regulations,or to construct the Minimum Improvements in accordance therewith.
No approval by the Authority shall 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, such Construction Plans shall be deemed approved unless rejected in
writing by the Authority, in whole or in part. Such rejections shall set forth in detail the
reasons therefore, and shall be made within 30 days after the date of their receipt by the
Authority. If the Authority rejects any Construction Plans in whole or in part, the
Developer shall submit new or corrected Construction Plans within 30 days after written
notification to the Developer of the rejection. The provisions of this Section 20.2 relating
to approval, rejection and resubmission of corrected Construction Plans shall continue to
apply until the Construction Plans have been approved by the Authority. The Authority's
approval shall not be unreasonably withheld. Said approval shall 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
110
Plans after their approval by the Authority, the Developer shall submit the proposed
change to the Authority for its approval. If the Construction Plans, as modified by the
proposed change,conform to the requirements of this Section 20.2 of this Agreement with
respect to such previously approved Construction Plans, the Authority shall approve the
proposed change and notify the Developer in writing of its approval Such change in the
Construction Plans shall, 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. Such rejection shall be made within ten (10) days
after receipt of the notice of such change. The Authority's approval of any such change
in the Construction Plans will not be unreasonably withheld.
(c) The terms of this Section 20.2 shall apply only to the Construction Plans
as herein defined. Any site plan approval, variances, and any other City permit or
approval required for construction of the.Minimum Improvements shall be applied for and
processed in accordance with normal City procedures.
•
20.3. Commencement and Comnletion of Constructs n. Subject to Unavoidable
Delays,the Developer shall commence construction of the Minimum Improvements within
days atter the date of this Agreement. Subject to Unavoidable Delays, the
Developer shall substantially complete the construction of the Minimum Improvements
by . All work with respect to the Minimum,Improvements to be constructed
or provided by the Developer on the Property shall be in conformity with the Construction
Plans as submitted by the Developer and approved by the Authority.
Wuzssso
:soaps-z 16
The Developer agrees for itself, its successors and assigns, and every successor in
• interest to the Property, or any part thereof; that the Developer, and such successors and
assigns, shall promptly begin and diligently prosecute to completion the development of
the Property through the construction of the Minimum Improvements thereon, and that
such construction shall in any event be commenced and completed within the period
specified in this Section 20.3 of this Agreement Subsequent to the Developer's
acquisition of title to the Property, or any part thereof, and until construction of the
Minimum Improvements has been completed, the Developer shall make reports,ports, in such
detail and at such times as may reasonably be requested by the Authority, as to the actual
progress of the Developer with respect to such construction.
20.4. Certificate of Completion. (a) Promptly after substantial completion of the
Minimum Improvements in accordance with those provisions of this Agreement relating
solely to the obligations of the Developer to construct the Minimum Improvements
(including the dates for beginning and completion thereof),the Authority will furnish the
Developer with a Certificate of Completion substantially in the form shown at Exhibit B.
Such certification by the Authority shall be a conclusive determination of satisfaction and
termination of the agreements and covenants in this Agreement with respect to the
obligations of the Developer and its successors and assigns, to construct the Minimum
Improvements, as applicable, and the dates for the beginning and completion thereof.
Such certification and such determination shall not constitute evidence of compliance with
or satisfaction of any obligation of the 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) If the Authority shall refuse or fail to provide any certification in
accordance with the provisions of this Section 20.4 of this Agreement,the Authority shall,
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 this
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 such
certification.
(c) The construction of the Minimum Improvements shall be deemed to be
substantially completed when the Minimum Improvements have been approved for use
by the responsible inspecting authority.
•
20.5. Reconstruction of Minimum Improvements. If the Minimum Improvements
are damaged or destroyed before the Termination Date, the Developer agrees, for itself
and its successors and assigns, to reconstruct the Minimum Improvements so that the
Minimum Improvements and the Property have a value equal to the Minimum Market
Value as set forth in and required by Section 20.1(e) of this Agreement The Minimum
• Improvements shall be reconstructed in accordance with the Construction Plans, or with
modifications approved by the Authority in accordance with Section 20.2 of this
Agreement.
SJA123590
.svzas•z 17
20.6. Property Taxes: Special Assessments. After closing on the Property, the
Developer shall pay all real estate taxes and special assessments on the Minimum •
Improvements and the Property as they become due. The Developer shall not cause the
Property to be removed from the public tax rolls or to become exempt from assessment
for general real estate taxes by reason of any conveyance,lease,abatement,or other action
prior to the Termination Date.
20.7. Survival of Asr ement. The terms of this Section 20 shall survive closing.
•
•
S.'Zt23S90
=09-2 18
The parties hereto have executed this Agreement as of the day and year set forth below.
•
DEVELOPER
•
Dated By
Its
Dated By
Its
AUTHORITY: THE MOUNDS VIEW
ECONOMIC DEVELOPMENT
AUTHORITY
Dared By
Its President
Dazed By
Its Executive Director
•
5 :7.9390
M02OS-2 19
EXHIBIT A •
Legal Description of Property
The Northwesterly 224 feet of the Southeasterly 249 feet of Lot 1, Block 1,
Mounds View Industrial Addition, according to the plat thereof, Ramsey County,
Minnesota
•
sm aasto
Na205-2 A--1
EXHIBIT B
to
11110 PURCHASE AND REDEVELOPMENT AGREEMENT
FORM OF CERTIFICATE OF COMPLETION
The undersigned certifies that, except as may be specified below, has fully
and completely complied with its obligations under Paragraph 20 of that document entitled
"Purchase and Redevelopment Agreement", dared between the Mounds View
Economic Development Authority and
Minimum Improvements on the Pro I with respect to construction of the
approved Copew �y described therein, in accordance with the
Construction Plans and is released and forever discharged from its obligations to
construct under such above-referenced Paragraph.
Dated: MOUNDS VIEW ECONOMIC
DEVELOPMENT ALTTHORTTY
By
Its President
•
S By
Its Executive Director •
STATE OF MINNESOTA )
ss
COUNTY OF RAMSEY )
•
The foregoing instrument was acknowledged before me this day of
1997, by and
and Executive
Director respectively, of The Mounds View Economic Development Athe uthodrity, a public body
corporate and politic, under the Iaws of the State of Minnesota on behalf of the public body
corporate and politic.
• Notary Public
This document drafted by:
KENNEDY & GRAVEN, CHARTERED
470 Pillsbury Center
Minneapolis, INV 55402
(612) 337-9300
•
S.'7.12SS90
:40205-2 B-I
EXHIBIT C
to
PURCHASE M1) REDEVELOPMENT AGREEMENT
HOT SLNG DEVELOPMENT AND SITE CRITERIA
•
532:25590
I203-2 B_7