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HomeMy WebLinkAboutAgenda Packets - 1998/08/03 CITY OF MOUNDS VIEW WORK SESSION AGENDA August 3, 1998 6:00 p.m,. Items Discussed Per Consensus 1. Discussion of City Involvement in Silver Lake Commons Project. 2. Discussion of Revised Organizational Chart for the City of Mounds View. 3. Discussion of Mermaid Hotel Banquet Facility Tax Increment Request. 4. Discussion of Status Report on the Theater Project. 5. Discussion of Purchase of Midland Videen Property. 6 Discussion of 1999 Budget Information Update. 7. Discussion of Odds and Ends. P ry Kennedy 470 South Si thCenter re —* i 200 South Sixth Street Minneapolis MN 55402 Graven (612) 337-9300 telephone (612)337-9310 fax CHAR TER ED e-mail:attys@kennedy-graven.com SCOTT J. RIGGS Attorney at Law (612)337-9260 sriggs@kennedy-graven.com July 24, 1998 VIA FACSIMILE AND REGULAR MAIL Mr. Milo S. Pinkerton • MSP Real Estate, Inc. 311 Fifth Avenue North Minneapolis,MN 55401 RE: 1. City of Mounds View Involvement in Future Agreements Concerning the Silver Lake Commons Project 2. Assignment of Ownership Interest of Silver Lake Commons Dear Milo: I am writing in reference to the above matters and your request for clarification as to the involvement of the City of Mounds View in future agreements pertaining to the development of the Silver Lake Commons Project, as well as to the City of Mounds View's receipt of correspondence from you regarding the assignment of the ownership entity interest for Silver Lake Commons. Based upon a review of the three (3) principle agreements entered into between the City of Mounds View, (the "City") and MSP Real Estate, Inc. and Mounds View Family Housing LLC, (collectively the "nevelop r") [i.e.,the Developers Agreement. the Cooperation Agreement and • the Initial Agreement], the Agreements appear to require the continued involvement of the City in this Project. As such, the City will have to be a participant in any further agreements involving the Silver Lake Commons Project which were contemplated by, or result from any of the above mentioned Agreements. As to the assignment of the ownership entity interest for Silver Lake Commons, it appears from your correspondence that the ownership entity for Silver Lake Commons is changing from Mounds View Family Housing, LLC, to Mounds View Family Housing, Limited Partnership. Pursuant to Section 3.05 of the Developers Agreement executed by the City of Mounds View, MSP Real Estate, Inc. and Mounds View Family Housing LLC, "[t]he Developer may not assign any of its obligations under this Agreement without the prior written consent of the City." If this change in the business entity owning Silver Lake Commons is intended as an assignment of rights and obligations between Mounds View Family Housing, LLC and Mounds View Family SJR-147437 MU210-17 Mr. Milo S. Pinkerton Page 2 Housing, Limited Partnership, it is not effective as to the City. Such an assignment of rights and obligations between separate and distinct business organizations (i.e., a limited liability company versus a limited partnership) requires the "prior written consent of the City" pursuant to Section 3.05 of the Developers Agreement. Until such time that the Mounds View City Council is requested to review, and then subsequently determines to approve such a purported assignment, MSP Real Estate, Inc. and Mounds View Family Housing LLC collectively constitute the Developer pursuant to the Developers Agreement. Should you have any questions regarding this matter,please feel free to contact me. C;ncere v KENNEDY &GRAVEN, CHARTERED IF itif cots . Assistant if ounds View City Attorney SJR:s cc: Mr. Charles S. Whiting, City Clerk-Administrator Mr. Robert C. Long, City Attorney 07/17/1998 11.11 6123364565 MSP REAL ESTATE, INC PAGE ,02 MSP rent estate services Inc . • July 17, 1998 Chuck Whiting City Administrator City of Mounds View 2401 Highway 10 Mounds View, MN 55112-1499 Re: Silver Lake Commons Dear Chuck, This letter shall formally make you aware that the legal name of the ownership entity of Silver Lake Commons is being changed from a limited liability corporation to the following: Mounds View Family Housing, Limited Partnership. The general partners are as follows: Milo Pinkerton and MSP Housing —Minnesota, LLC. MSP Housing has Milo Pinkerton and MSP Construction as its 100% members. Sincerely Yours, pi/140A Milo S. Pinkerton President • MSP Real Estate, Inc. Cc: Paul Kaminski — Best& Flanagan • DoeraueoL3 311 Fifth Avenue North • Minneapolis. MA' SS4ni . K/ 9_ 34-_ c1,r, _ f_ ._ 07/29/1998 16:52 6123364565 MSP REAL ESTATE, INC PAGE 01 07/29/98 11:03 HOLMES & ORLEY, LTD. 4 6123364565 NO.157 CO3 • HOLMES & GALEY, LTA. O1giPef clap% ia.Mrs 120,130 Sat1llfsortllQsurT,MEM41001.13414ae16tOTA S541 1airpen 1C(612)2114300 1 FACoaaz(612)2044o • *.Mad.ACDe ir:71oLf181$pr.a rt Date: Monday,July 27, 1998 FAXFile No.: MNN125.011 Ne or pages including cover • • • Please deliver to: From: Scott Riggs 337-9310 Mary Jaworsky,Paralegal Phone: 612-3054266 Faz 612-281-9400 Reanarks: 0 UPgeat ❑ Far yaw miens ❑ Reply ASAI' 0 Please Comment • It was our under/Reading that the City of Mounds View does not want to participate in any further agreements concerning the MPHR, Hallman Units with respect to the Silver Lake Commons Project, which would be specifically the Housing Development Agreement, Regulatory Agreement and Management Agreement. If that is the intent of the City, a resolution specifically dated the City's intent not to participate would be requested. CONFm1 urY 1(OTZ; THE INTOBA(ATION CONTAINED IN THIS TZLECOPY MESSAGE IS BEING TRANSMITTED TO AND IS INTENDED ONLY FOR THE USE OF THE INDIVIDUAL NAM=BELOW. IF THE HEADER OB THIS IS NOT THE INTENDED RECIPIENT, YOU AU HEREBY ADVISED THAT ANY DISSEMLWATION.DISTRIBUTION OR COPY.01 THIS TELECOPY IS STRICTLY PROHIBITED. I' YOU HAVE RECEIVER THIS TELECOPY IN ERROR, PLEASE IMMEDIATELY NOTIFY US BY TELEPHONY AND DESTROY THIS TELECOPY MESSAGE. Post-it'Fax Note 7671 Date slag plias► / Tcl..ffiele 1V#. 7,7 /G F`a"'/�l YO }p� .1`. r /fi Co./Dept Co. / t. t _ Phone a Phone 6/ �a„,337„. 5,5/`j Fax# 78 4.31 Fax* G//;-..??6-V5665 • • CWARYOrmro rmoc 144 c,;2.. Item No. Type of Business: WK WK:Work Session;PH: Public Hearing; CA: Consent Agenda;CB: Council Business City of Mounds View Staff Report To: Mayor and City Council From: Cari Schmidt Item Title/Subject: New Organizational Chart - Consideration of Resolution 5257 Date of Report: July 30, 1998 As a result of the Hay Study, and an analysis of the current organizational structure a few changes have been proposed: 1. Finance has relocated to the former Park and Recreation spot. As Cable is located in that space as well, the Cable Tech position has been moved from under Park and Rec to under the Finance department. 2. As a result of the Hay Study, and the increase in personnel job functions, the position of payroll clerk has been changed to Human Resources Technician. This position has been moved out of Finance and into the Administration Department. The proposed organizational chart has been attached for your approval. The Resolution will be submitted at the Monday work session for your review. :)::r H lc). cD CD_ H 7 CD tn .,,CD' g Y• oCon n DHno C c7a o a ,.(.0.: c c G CD o n n En Sa• C4 0. 0. 1.1 gra; • C°' �.•..1-•' s ''CD y ,n : ��+, w a ••.1- .,. C7 r+ `C O +:0 ¢ O p CD• trj d Y , • ON p 0N—- Ci7 r-i o}' _�q 4 v o o1. .70 b c o � d ?°' U b F4+. 0. O , i , -•- tn En fig 5,_' C)" , -- °. ° o U 0 H • 0 O © rn Item No. 3 Staff Report No. Meeting Date: 8/3/98 Type of Business: WK WK: Work Session;PH:Public Hearing; CA:Consent Agenda; CB:Council Business City of Mounds View Staff Report To: Mayor and City Council From: Rick Jopke, Community Development Director Item Title/Subject: Discussion of the Mermaid Hotel Banquet Facility Tax Increment Request Date of Report: July 29, 1998 Summary: At the July 20, 1998 special work session the City Council discussed the status of the Mermaid Hotel Banquet Facility tax increment assistance request. The City Council directed staff to continue working with the developer and to report back to the City Council on progress at the August 3, 1998 work session. Staff has met with Mary Ippel from Briggs and Morgan to begin work on a development agreement to outline the responsibilities of all the parties if the EDA approves the requested tax increment assistance. The attached first draft of a terms sheet outlines the major provisions that from the City's perspective should be included in the development agreement. Staff is working with the developer to refine the draft and will report the results of those discussions at the work session. Staff has also contacted Evergreen Land Services to get an estimate of the potential relocation costs. Evergreen has estimated that the total relocation costs could be$108,000. These costs have not been included in the estimated land acquisition costs previously discussed with the City Council. Recommendation: Staff recommends that the City Council direct staff and consultants to prepare a development agreement based on the terms sheet drafted by Briggs and Morgan and any amendments discussed at the work session for review at the August 10, 1998 EDA meeting if possible. 1)rke Rick Jopke, Community Development Director N:\DATA\USERS\RICKJO\SHARE\8398MER.RPT 2200 FIRST NATIONAL SANK BUILDING 332 MINNESOTA EIRF.FT SAINT PAUL, MINNESOTA 55101 BRIGGS ILvD MORGAN TELEPHONE (6121 223-6600 FACSIMILE (6121 223-6450 PROFESSIONAL,ASSOCIATION WRITER'S DIRECT DIAL (612)223-6620 WRITER'S E-MAIL July 28, 1998 ippmar@briggs.com VIA FAX Dave Maroney Community Partners Incorporated P.O. Box 138 Northfield, MN 55057-2019 Rick Jopke Mounds View City Hall 2401 Highway 10 Mounds View, MN 55112 • Re: Hotel Facility and Banquet Facility Gentlemen: The following is a description of certain terms to be included within a Development Agreement to be entered into with the developer of the hotel facility and a Development Agreement to be entered into with the developer of the banquet facility: 1. The developer will represent and warrant to the City that the developer has the power to enter into the Development Agreement. 2. The developer will cause the facility to be constructed in accordance with the terms of the Development Agreement and all City plan-use requirements and state and federal law regulations applicable to the facility, 3. The developer will agree to substantially complete the facility by a date specified. 4. The developer will agree to acquire the site on which the facility will be located and will negotiate the applicable relocation benefits. 5. The City will agree to provide upfront financing for project costs, including site acquisition and relocation benefits, in an amount presently estimated to be S1,700,000; provided that the following conditions have been complied with: 962504.1 MINNEAPOLIS OFFICE•IDS CENTER•WWW BRICCS.COM MEIBER—LEX MUNDI,h GLOBAL ASSOCIATION OF INDEPENDENT Ln1 FIRMS 27C 'OCC '/111 '+., V' .lry ^! QC= Q- „^ t':n'! Y BRIGGS •4.4D MORGAN Dave Maroney Rick Jopke July 28, 1998 Page 2 a. The developer shall have submitted to the City construction pla*is for the facility for approval by the City; b. The developer shall have entered into an Assessment Agreement with the City and Ramsey County setting forth a minimum market value for the facility; c. The City's building inspector has determined that the construction of the facility is not less than 30%complete; d. Counsel to the developer has submitted to the City a legal opinion that the developer has the legal authority to enter into the Development Agreement; and e. The developer has furnished the City evidence of its financial ability to pay for the acquisition costs of the property on which the facility will be constructed and the cost of the construction of the facility. 6. The developer will agree to insure the facility according to the insurance specifications set forth in the Development Agreement. 7. The developer will agree to enter into an Assessment Agreement with the City and Ramsey County containing a minimum market value set forth in this Assessment Agreement. 8. The developer will covenant to pay all real estate taxes due and payable on the facility and agrees so long as the Development Agreement is in effect not to seek any tax deferral, abatement or review of the constitutionality or applicability of any state statute relating to taxation of the facility. 9. The developer will agree to a tax increment shortfall guaranty. In the event that the tax increments received in any calendar year are less than the number specified in the Development Agreement,the developer will agree to pay the difference between the agreed upon amount and the actual annual tax increments. 10. To secure the developer's obligation to pay the tax increment shortfall guaranty and performance of its obligations under the Development Agreement, the developer shall 962504.1 BRIGGS AxD 'MORGAN Dave Maroney Rick Jopke July 28, 1998 Page 3 provide to the City a letter of credit, in a form acceptable to the City, in an amount not less than one year's taxes on the facility. 11. The developer may obtain mortgage financing for the facility provided the City receives a copy of the mortgage documents and is allowed to cure any event of default under the mortgage, if it so chooses. The City will agree to subordinate its interest to the interest of the holder of the first mortgage;provided if the holder of the first mortgage forecloses on the facility, it agrees to be bound by the minimum market value set forth in the Assessment Agreement. 12. The developer agrees to restore the facility in the event of damage or destruction or repay the City the tax increment financing assistance provided by the City. 13. The developer may transfer substantially all of its assets and transfer the facility and assign the Development Agreement to another entity provided that it has obtained City approval. 14. The developer agrees to indemnify the City for any claim arising from the facility. 15. The Development Agreement will contain events of default which are as follows: a. Failure by the developer to pay real estate taxes on the facility; b. Failure by the developer to cause the construction of the facility to be completed as required by the Development Agreement; c. Failure by the developer to cause the facility to be reconstructed if damaged; d. Transfer of the developer in violation of the provisions of the Development Agreement; e. If the holder of any mortgage forecloses on the facility; and f. If the developer files bankruptcy. 16. The remedies on default are as follows: 962504.1 BRIGGS -tee MORGAN Dave Maroney Rick Jopke July 28, 1998 Page 4 a. The City may�spen its performance under the Development Agreement until it receives assurance that the developer can perform; b. The City may draw upon any guaranty or security provided to the City(such as the letter of credit); and c. The City may take any action including Iegal or PA*nhnistrative action which may appear desirable to-collect any payments due under the Agreement, to sue for money damages or to enforce the contract 17. In the event of default, the developer agrees to pay the City's attorneys fees and other expenses. • 18. The developer agrees to pay a payment in lieu of taxes in the year 2000 in an amount to be negotiated (5218,500 is currently under consideration). 19. The "Rent All" facility to be acquired by the EDA may be leased to the developer for parking purposes. The specifics of this acquisition and lease are still undetermined. The foregoing is not meant to be an exclusive list of all of the terms of the Development Agreement, but is intended to lay out the significant terms applicable to this facility. Very truly yours, 7'y /49pei Mary L. Ippel MLO 962504.1 moi, :�'� 'n�� " ..` .% rK 7 EVERGREEN LAND SERVICES CO. 6110 BLUE CIRCLE DRIVE, SUITE 140 MINNETONKA, MN 55343 Office(612)-930-3100 Fax(612)-935-0862 July 27, 1998 Mr. Rick Jopke Community Development Director City of Mounds View 2401 Highway 10 Moundsview, MN 55112-1499 RE: Estimate of possible relocation costs for five businesses and one outdoor billboard. Dear Mr. Jopke: When looking at an rough estimate of relocation costs I will give you what I feel would be the worst case scenario. These totals could be less. 1. Billboard-is only entitled to take down and moving costs. Estimate$4,000. 2. Rent All- actual moving expenses and re-establishment expenses. Estimate$24,000. 3. Music off 10-"Fixed payment in Lieu" maximum payment$20,000. 4.American Compressor Engineering Services-"Fixed payment in Lieu" maximum payment $20,000. 5. SB Commercial Construction-"Fixed payment in Lieu" maximum$20,000. 6. BEC Pettibone- "actual moving expenses and re-establishment expenses. Estimate $20,000. Again these are rough estimates. Without actually meeting with the property owners and seeing what their need are it is difficult to come up with an amount. Based on these figures the total relocation costs would be$108,000. If you have any further questions you can call me at(612)930-3100. Sincerely, Steven Carlson Relocation Consultant Successfully serving our clients for 25 years • 1972 - 1997 Item No. Staff Report No. Meeting Date: 8/3/98 Type of Business: WK WK: Work Session;PH:Public Hearing; CA:Consent Agenda;CB:Council Business City of Mounds View Staff Report To: Mayor and City Council From: Rick Jopke, Community Development Director Item Title/Subject: Status Report on the Theater Project Date of Report: July 29, 1998 Summary: Anthony Properties Management, Inc. and Carmike Theaters have requested that the City issue a building permit for the proposed 15 screen theater on the O'Neil property is located at 2430 Highway 10. Staff has issued the permit contingent upon the execution of a development agreement no later than August 31, 1998. A development agreement has been drafted by the City Attorney's office and submitted to the developers sometime ago. There apparently have been some issues between Anthony Properties and Carmike Theaters which have to be resolved before the development agreement can be executed. The developers have indicated that they believe that these issues will be resolved shortly. They have also provided a letter to staff stating that they agree that the City can stop work on the building and site if the development agreement is not executed by all parties by August 31, 1998. The staff has also been working with SEH concerning the development of the new street through the site, a new signalized intersection and the realignment of Edgewood Drive. The next step is for the City Council to authorize the execution of a supplemental letter agreement for engineering services relating to final planning, design, and preparation of bidding documents. It is estimated that it will take approximately 3 to 4 months to complete the design,project approval and bidding process before actual construction can begin. This will mean that the project could not be constructed until next spring unless the developer was able to do the project instead of the City. The developer has previously verbally agreed to pay for the new street through the site and for a portion of the signal and turn lane costs associated with the project. This option is being discussed with the developer. Recommendation: Staff recommends that the City Council direct staff to take no action concerning the street project until the development agreement is executed by all parties. 3C) fre Rick Jopke, fmmunity Development Director N:\DATA\GROUPS\COMDEV\DEVCASES\471-97\517-98.CC2 02/12/1996 08:00 604-602-2304 WESTINS GUEST OFFICE PAGE 02 a7/ , $ UM:10 Vo7VVVLe:... - ANTHONY PROPERTIES • • Real Eslatr Development &Investment 1Z770 Coir Road,Suite 1170•Da1M.F,Texas:75253 (972)991-44M •Pax(972)991.4494 July 29, 1998 • Mr. Rick Jopke • Community Development Director City of Mounds View 2401 Highway 10 Mounds View, MN 551 12-1499 • RE: Letter of Agreement Dear Rick, This letter is to acknowledge that Anthony Properties. Louise O'Neil, and the City of Mounds View, are working together to finalize a Development Agreement. The City of Mounds View agrees that it will issue a building permit upon receipt of this letter. Anthony Properties and Carmike Cinemas agree that if a satisfactory Development Agreement is not executed by all parties on or before August 3 i, 1998, the city may stop construction of the project. Sincerely, R. Jay Ani'tteny Anthony Properties cc: Louise O'Neil c/o Joe Beaton Lamar Fields Wendell Smith 4x3 SGS-g333 07-20-1998 11:26 784 3114 MOUNDSVIEW - PUBLIC WORKS P.02 3636 VADNAIS CENTER DRIVE,200 SEH CENTER,ST PAUL,MN 66110 812 480-2000 600 3264068 AdIIIIIIPF ARCHITECTURE g ENGINEERING . ENVIRONMENTAL • TRANSPORTATION SUPPLEMENTAL LETTER AGREEMENT July 17, 1998 RE: Mounds View,Minnesota Edgewood Drive Realignment/STH 10 Signalization SEH No.P-MOUND9809.00 Mr.Mike Ulrich Director of Public Works City of Mounds View 2466 Bronson Drive Mounds View, Minnesota 55112 Dear Mike: In accordance with recent Council action,Short Elliott Hendrickson Inc. (SEH)is pleased to submit this proposal for Engineering Services relating to Final Planning,Design,and Preparation of Bidding Documents for the proposed construction on Edgewood Drive and STH 10 associated with the Carmike Theater Development. Services will be provided in accordance with our Agreement for Professional Engineering Services dated November 17, 1993,herein called the Agreement. The proposed project will consist of four major components: • Realignment of Edgewood Drive between Bronson Drive and STH 10 • Construction of new Edgewood Drive through the Carmike Theater Development between STH 10 and County Road H2 , • Signalization of new Edgewood Drive/STH 10 Intersection • Construction of turn lanes on STH 10 A more detailed breakdown of the project scope showing individual elements of each component is attached,Both the realigned and new segments of Edgewood Drive will be designated as Municipal State Aid(MSA)routes, and therefore will be designed in accordance with current MSA standards. Our services will include the following work: I, Preliminary Design A. Collection and review of all pertinent City records. B. Preparation of a preliminary plan of the proposed improvement and adjacent areas,The plan will include: 1. Existing property lines. 2. Existing and proposed rights-of-way. 3. Existing and proposed utilities. 4. Existing and proposed drainage facilities, SHORT ELLIOTT HENDRICKSON INC. MINNEAPOLIS,MN ST CLOUD,MN CHIPPEWA FALLS,WI MADISON, WI LAKE COUNTY,IN 07-20-1998 11:26 784 3114 MOUNDSVIEW - PUBLIC WORKS P.03 Mr.Mike Ulrich,City of Mounds View July 17, 1998 Page 2 5. Buildings and major physical features. 6. Wetland areas. 7. Removals plan. 8. Proposed street and roadway improvements. 9. Proposed sidewalk/trail improvements 10. Proposed traffic signal locations. C. Presentation of City parking options. D. Provide topographic surveys along the project alignment. E. Preparation of preliminary cost estimates. F. Preparation of a tentative schedule for completion of the project. G. Attendance and presentation of the preliminary plan at a Council workshop/meeting. II. Final Design and Bidding Document Preparation A. Coordination of geotechnical services. B. Provide final design for the proposed improvements. C. Prepare documentation for Agency reviews. D. Prepare detailed drawings to reflect the final design elements. E. Prepare a project manual including detailed specifications and administrative documents. F. Submit the completed bidding documents for the required agency reviews and approvals, G. Assist the City with the solicitation of bids and distribution of the Bidding Documents. H. Assist the City with the opening and review of bids. The Final Design and Bidding documents will reflect the conditions and agreements which have been negotiated between the City of Mounds View and Mn/DOT relating to this improvement, Compensation for our services will be a fee based on hourly rates as described in the Agreement rendered by our personnel engaged directly on the project plus reimbursable expenses including mileage and equipment rental.We estimate this fee to be as follows: I. Preliminary Design $37,070 II. Final Design/Bidding Document Preparation $49,300 Total Estimate $86,370 We will bill the City of Mounds View on a monthly basis for our services. This work will include the design,document preparation,and bidding and award phases only.Construction services for this work will be addressed under a subsequent agreement.The Geotechnical investigation for this project will be provided by a subconsultant and the cost will be billed directly to the City.The cost of this work is estimated to be$5,000. We will begin our services immediately and will deliver the preliminary plan for review at the September Council Work Session.Services are to be rendered in a customary phase,which together with the general understandings applicable to our relationship with the City of Mounds View are set forth in the Agreement. Your particular responsibilities are also set forth in the Agreement. 07-20-1998 11:27 784 3114 MOUNDSVIEW - PUBLIC WORKS P.04 Mr.Mike Ulrich,City of Mounds View July 17, 1998 Page 3 This Supplemental Letter Agreement and the Agreement represent the entire understanding between the City of Mounds View and SEH with respect to the project,and may only be modified in writing if signed by both parties. If this letter satisfactorily sets forth your understanding of our proposed services,we would appreciate your signing both copies in the space provided below and returning one copy to us. Thank you for your consideration of SEH.We look forward to working with you on the successful completion of this project, Sincerely, Short Elliott Hendrickson Inc. ‘4,144 Steven I7.Campbell,P.E. Senior Project Manager smm pwaroetlra aynki11wtAmou iWY.wod Accepted this day of , 1998. City of Mounds View,Minnesota By: Title: 07-20-1998 11:27 784 3114 MOUNDSVIEW - PUBLIC WORKS P.05 Project Scope Edgewood Drive Reelignment/STH 10 Signalixation City of Mounds View, Minnesota Component 1—Realignment of Edgewood Drive between Bronson Drive and STH 10 • Right-of-way revisions • Existing utility revisions • Wetland impacts • Grading and base • Drainage facilities • Curb and gutter • Pavement construction • Sidewalk/trail • Signing and striping • City Hall parking lot modifications • STH 10 access • Traffic maintenance • MSA funding procedures Component 2—Construction of New Edgewood Drive through the Carmike Theater Development between STH 10 and County Road 112 • Right-of-way acquisition • Utility construction • Coordination with developer • Screening on County Road H2 properties • Grading and base • Drainage facilities • Curb and gutter • Pavement construction • Sidewalk/trail • Signing and striping • STH 10 access • Traffic maintenance • MSA funding procedures Component 3—Signalization of New Edgewood Drive/STH 10 Intersection • Mn/DOT cooridor signal coordination • Mn/DOT documentation and maintenance agreement • Signal installation • MSA funding procedures Edgewood Drive Realignment/STH 10 Signallzation P-MOUND9809.00 City of Mounds View,Minnesota Page 1 07-20-1998 11:27 784 3114 MOUNDSVIEW - PUBLIC WORKS P.06 Component 4—Construction of Turn Lanes on STH 10 • Mn/DOT permits and agreements • Grading and base • Drainage facilities • Pavement construction • Signing and striping • Closure/removal of existing entrance • Traffic maintenance • MSA funding procedure Edgewood Drive Realignment/STH 10 Signalization P-MOUND9809.00 City of Mounds View,Minnesota Page 2 DEVELOPERS AGREEMENT THIS AGREEMENT is made this day of , 1998 by and between the CITY OF MOUNDS VIEW, a Minnesota municipal corporation (the "City"), and ANTHONY PROPERTIES MANAGEMENT a Minnesota corporation, and LOUISE O"NEIL an individual, (collectively the "Developer"). Recitals A. The Developer is the fee owner of certain real estate located in Ramsey County, Minnesota, legally described as The Southwest 1/4 of the northwest 1/4 of Section 8,Township 30,Range 23, lying southwesterly of State Trunk Highway No. 10-62, according to the United States Government Survey thereof and situate in Ramsey County, Minnesota and all that part of the northwest 1/4 of the northwest 1/4 of Section 8,Township 30,Range 23, lying southwesterly of State Trunk Highway No. 10, according to the United States Government Survey thereof and situate in Ramsey County, Minnesota. (hereinafter referred to as the "Property"). B. The Developer shall construct on the Property improvements consistent with the approved site plans date-stamped May 11, 1998 and approved by the City Council on May 11, 1998, which involves the construction of a 2160 seat 15 screen movie theater,three(3) 11,000 square-foot office buildings, a 5000 square foot restaurant, and a 6400 square foot retail/restaurant building. C. The Developer has requested that the City approve the issuance of building permits ("Permit") for this project. D. As a prerequisite to the approval of the Permit, the City Council requires the Developer to agree to the construction of certain improvements pursuant to this Agreement for the orderly development of the Property. E. The Developer is required to construct and install at its sole expense certain street, grading, drainage, landscaping and other improvements as required by City ordinance (the "Improvements"). Agreement In consideration of each party's promises as set forth in this Agreement,it is mutually agreed as follows: 1 ARTICLE ONE REPRESENTATIONS AND WARRANTIES 1.01. City Representations and Warranties. The City makes the following representations as the basis for the undertakings on its part contained herein: A. The City is a municipal corporation under the laws of Minnesota. B. The City has the right, power and authority to execute, deliver and perform its obligations under this Agreement. The City assures the Developer that the individuals who execute this Agreement on behalf of the City are duly authorized to sign the same on behalf of the City and to bind the City thereto. 1.02. Developer Representations and Warranties. The Developer makes the following representations as the basis for the undertakings on its part contained herein: A. The Developer collectively consists of Anthony Properties Management and Louise O'Neil. B. The Developer has the right,power and authority to execute, deliver and perform its obligations under this Agreement. The Developer assures the City that the individuals who execute this Agreement on behalf of the Developer are duly authorized to sign on behalf of the Developer and to bind the Developer thereto. C. The Developer is not in default under any lease, contract, or agreement to which it is a party or by which it is bound which would affect its performance under this Agreement. The Developer is not a party to or bound by any mortgage, lien, lease, agreement, instrument, order, judgment, or decree which would prohibit the execution or performance of this Agreement by the Developer or prohibit any of the transactions provided for in this Agreement. D. The Developer has complied with and will continue to comply with all applicable federal, state and local statutes, laws, ordinances and regulations including, without limitation, any permits, licenses and applicable zoning, environmental, or other laws, ordinances, or regulations affecting the Property or the Improvements. The Developer is not aware of any pending or threatened claim of any such violation. E. There is no suit, action, arbitration or legal, administrative or other proceeding or governmental investigation pending or threatened against or affecting the Developer or Property. The Developer is not in default with respect to any order, writ, injunction or decree of any federal, state, local or foreign court, department, agency or instrumentality. F. None of the representations and warranties made by the Developer or made in any exhibit hereto or memorandum or writing furnished or to be furnished by the Developer or on its 2 behalf contains or will contain any untrue statement of material fact or omits any material fact, the omission of which would be misleading. G. The Developer has sufficient funds or has obtained a commitment for financing in an amount adequate to fmance construction of the Improvements. ARTICLE TWO CONSTRUCTION OF IMPROVEMENTS 2.01. Agreement to Construct Improvements. The Developer agrees to construct the Improvements, including the street, grading, drainage, landscaping and other improvements required by City ordinance for development of the Property. The Improvements are more fully described in the plans and specifications approved by the City, which are entitled O'Neil property PUD Plan, were prepared by Sunde Engineering,Artech Design Group,Inc., and Boarman Kroos Pfister Vogel and Associates and are date-stamped May 11, 1998 (the "Plans"). A final copy of the Plans must be filed with the City prior to commencement of construction of the Improvements. All labor and work performed by the Developer in connection with construction of the Improvements will be done and performed in the best and most worker-like manner and in strict conformance with the Plans. Any deviation from the Plans must be approved in writing by the City. Construction of the Improvements shall be completed no later than one year from the issuance of the Building Permits required herein. 2.02. Obtaining Permits. The Developer shall obtain in a timely manner and pay for all permits, licenses, and approvals required in connection with construction of the Improvements. The Developer shall meet in a timely manner the requirements of all applicable local,state, and federal laws and regulations which must be met before the Improvements may be lawfully constructed. Specifically, prior to obtaining any building permits or grading permits as required under this Section 2.02 or otherwise,the Developer shallvcomploete the following requirements: A. The Developer shall obtain permit approval from the Minnesota Department of Transportation(MNDOT)for the construction of deceleration/acceleration lanes onto Trunk Highway 10,the construction of two access drives to the property,and for any regrading within the MNDOT right-of-way.The Developer and the City shall jointly work with MNDOT concerning the construction of the relocation and realignment of Edgewood Drive,median and turn lane work on Highway 10, signal construction, and other improvements to provide access to the site as approved in the letter dated May 11, 1998. B. The Developer shall enter into this Agreement with the City. Surety will need to be provided in an amount to be determined by the Director of Community Development for construction of the Highway 10 and Ramsey County right-of-way improvements unless either MNDOT or Ramsey County require such surety as a part of their respective agency permits. This Agreement shall be executed prior to the issuance of building permits. 3 C. The Developer shall obtain permit approval from the Rice Creek Watershed District for drainage or ponding. D. The Developer shall dedicate a separate cross access and parking easement document which allows joint use of the access points, internal drive, drive aisles and parking by the theater, office buildings, and the retail/restaurant sites. The cross access and parking easement documents shall be approved by the City Attorney as to form. E. The Developer shall obtain approvals from Ramsey County for the final grading and drainage plans, final plat, access and construction on County right of way, and a utility permit for construction within the County right of way. F. The Developer shall obtain a general stormwater permit from the Minnesota Pollution Control Agency. G. The Developer shall record with Ramsey County the necessary design theme easement over and across the subject property as shown on the Plans and provide proof of such recordation before the Mayor and City Administrator affix their respective signatures to the approved Final Plat. H. The Developer shall record with Ramsey County the drainage and utility easements over and across the subject property and provide proof of such recordation to the City before the Mayor and City Administrator affix their respective signatures to the approved Final Plat. 2.03. Staking. Surveying.and Inspections. The Developer shall provide for all staking, surveying and inspections for the Improvements in order to ensure that the completed Improvements conform to the Plans. The Developer shall contract for a full-time, on-site inspector of the City's choosing during and for the duration of all public utility installation and shall be responsible for the costs of such inspection services. The City will provide for general inspection. The Developer must notify the City in advance of all tests to be performed regarding the Improvements. 2.04. Time for Developer's Performance: General Provision. The Developer agrees that it will commence work on the Improvements no later than 30 days after the date of building permit issuance and shall complete the Improvements no later than twelve (12) months after the date of permit issuance. In the event of a"phased"construction schedule, each phase shall be subject to its own timeline based upon the date of issuance of the building permit. The City may at its discretion extend the timeline specified in this Section 2.04 upon receipt of written notice from the Developer of the existence of causes which will delay the completion of the Improvements if such causes are ones over which the Developer has no control and which could not have been reasonably foreseen by the Developer. If an extension of the date of completion of the Improvements is granted by the City, the Developer must continue the performance bond required by this Agreement to cover the work during the extension of time. 4 2.05. Additional Work or Materials. Construction of the improvements shall be done by the Developer. The Improvements shall be constructed at no expense to the City. The Developer shall not do any work or furnish any materials for which reimbursement is expected from the City, unless such work is first ordered and reimbursement is approved by the City. Any work or materials which is done or furnished by the Developer without prior written order is furnished at the Developer's risk, cost and expense, and the Developer agrees that it will make no claim for compensation for work or materials so done or furnished. 2.06. Financial Guarantee. Prior to commencement of construction of the Improvements, the Developer agrees to furnish the City a performance bond, certified check, certificate of deposit, irrevocable letter of credit or cash escrow in the amount of 150%of the City's estimated costs for the Improvements (the "Financial Guarantee"). The City's estimated costs for the Improvements are set forth in Exhibit A attached to this Agreement. Upon failure of Developer to perform, the City may declare the Developer to be in default under this Agreement and, upon failure of the Developer to cure the default within 30 days of written notice,may demand the Financial Guarantee be paid over to the City. From the proceeds of the Financial Guarantee,the City shall be reimbursed for any attorneys' fees,engineering fees or other technical,administrative or professional assistance, and the remainder thereof shall be used by the City to complete the Improvements. The Developer shall be liable to the City in the event that the Financial Guarantee is inadequate to reimburse the City for its costs and pay for the completion of the Improvements. 2.07. Insurance. The Developer shall furnish proof of liability insurance in an amount of at least $1,000,000, acceptable to the City,covering any public liability or property damage by reason of the operation of the Developer's equipment or laborers in connection with the Improvements. Developer agrees to keep the insurance in force at all times during construction of the Improvements and until acceptance thereof by the City. The insurance must name the City as an additional insured and must provide that the insurer will give the City not less than 30 days' written notice prior to cancellation or termination of the insurance policy. 2.08. Unsatisfactory Labor or Material. In the event that the City rejects as defective or unsuitable any material or labor supplied by the Developer regarding the Improvements, the rejected material must be removed and replaced with approved material and the rejected labor must be done again to the specifications and approval of the City and at the sole cost and expense of the Developer. 2.09. Final Inspection/Acceptance. Upon completion of the Improvements, representatives of the City and the Developer will make a final inspection of the work. Before final payment is made to the contractor by the Developer,the City must be satisfied that all work is satisfactorily completed in accordance with the Plans, and the Developer's engineer shall submit a written statement attesting to the same. The City shall have no obligation to accept the Improvements if they are not consistent with the Plans or not in compliance with all City ordinances and standards related thereto. Final approval and acceptance of the Improvements shall be by a resolution duly adopted by the city council of the City. 2.10. Warranty on Property Work and Materials. The Developer warrants all work required to be performed by it under this Agreement regarding the Improvements against defective material and 5 faulty workership for a period of one (1) year after completion and acceptance by the City, except that the warranty period for the street, drainage, and erosion control portions of the Improvements shall be for two (2) years after completion and acceptance by the City. All trees, grass, sod or other landscaping installed in connection with the Improvements are warranted to be alive, of good quality, and disease free for one year after planting. Any replacements of same shall be similarly warranted for one year from the time of planting. The Developer shall be solely responsible for all costs of performing repair and replacement work required by the City and shall perform such work within thirty (30) days of receiving demand for such work from the City, weather permitting. 2.11. Records and Plans. The Developer agrees to provide the City with copies of all bids and change orders, and the names of all suppliers and subcontractors, and other similar information relating to the Improvements to be constructed by the Developer. Upon completion of the Improvements, the Developer shall provide the City with a full set of mylar as-built plans for the City's records. • 2.12. Maintenance Bond. Upon completion of the Improvements and prior to acceptance thereof by the City, the Developer shall furnish the City a one-year maintenance bond guaranteeing the Improvements. 2.13. Indemnification. Notwithstanding anything to the contrary in this Agreement, the City, its officers, agents, and employees shall not be personally liable or responsible in any manner to the Developer, the Developer's contractor or subcontractors,material suppliers, laborers,or to any other person or persons for any claim,demand,damage,action,or cause of action of any kind or character arising out of or by reason of the execution of this Agreement or the performance and completion of the Improvements. The Developer agrees to save the City, its officers, agents, and employees, harmless from all such claims,demands,damages,and causes of action and the costs,disbursements, and expenses of defending *the same, including but not limited to, attorney's fees, consulting engineering services, and other technical,administrative or professional assistance. 2.14. Compliance with Existing Laws. The Developer warrants that all work performed pursuant to this Agreement shall be in compliance with existing laws, ordinances, pertinent regulations, standards, specifications of the Minnesota Polution Control Agency as outlined in Documnent #981863 date-stamped February 25, 1998 and specifications of the City, and is subject to approval of the City's Building Official. ARTICLE THREE ADDITIONAL PROVISIONS 3.01. Payment of City Costs. The Developer agrees to reimburse the City its actual costs regarding preparing and administering this Agreement, processing the plat and preparing and reviewing an environmental assessment worksheet(EAW)and environmental impact statement(EIS),if required. The costs to be paid shall include, but not be limited to, attorney fees, engineering fees, and other technical or professional assistance, including the work of the City staff. 6 3.02. Attorney Fees. The Developer agrees to pay the City's costs and expenses, including attorney fees, in the event a suit or action is brought by the City against the Developer to enforce the terms of this Agreement, and the City is the prevailing party in the suit or action brought by the City against the Developer. 3.03. Amendment. Any amendment to this Agreement must be in writing and signed by both parties. 3.04. Assignment. The Developer may not assign any of its obligations under this Agreement with- out the prior written consent of the City. 3.05. Agreement to Run with Land. This Agreement shall be recorded among the land records of Ramsey County, Minnesota. The provisions of this Agreement shall run with the Property and be binding upon the Developer and its assigns or successors in interest. Notwithstanding the foregoing, no conveyance of the Property or any part thereof shall relieve the Developer of its liability for full performance of this Agreement unless the City expressly so releases the Developer in writing. 3.06. Representatives Not Individually Liable. No officer, agent or employee of the City shall be personally liable to the Developer, or any successor in interest,in the event of any default or breach by the City on any obligation or term of this Agreement. 3.07. Notices and Demands. Any 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: (a) as to the Developer: (b) as to the City: City of Mounds View 2401 Highway 10 Mounds View, MN 55112-1499 Attn: City Administrator or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this section 3.07. 3.08. Park Dedication Fees. The Developer agrees to comply with any park dedication requirements, including payments in lieu, which may be required by the City's subdivision regulations. 7 3.09. Disclaimer of Relationships. The Developer acknowledges that nothing contained in this Agreement nor any act by the City or the Developer shall be deemed or construed by the Developer or by any third person to create any relationship of third-party beneficiary, principal and agent, limited or general partner, or joint venture between the City and the Developer. 3.10. Counterparts. This Agreement may be executed in any number of counterparts,each of which shall constitute one and the same instrument. • • • 8 IN WITNESS OF THE ABOVE, the parties have caused this Agreement to be executed on the date and year written above. CITY OF MOUNDS VIEW By Mayor By City Clerk ANTHONY PROPERTIES MANAGEMENT By Title LOUISE O'NEIL Louise O'Neil STATE OF MINNESOTA ) ) SS. COUNTY OF RAMSEY ) The foregoing instrument was acknowledged before me this day of , 1998 by Duane McCarty and Chuck Whiting, the mayor and city clerk administrator, respectively, of the City of Mounds View, a Minnesota municipal corporation, on behalf of the corporation. Notary Public 9 STATE OF MINNESOTA ) ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 1998 by , the of Anthony Properties Management, a Minnesota corporation, on behalf of the corporation. Notary Public STATE OF MINNESOTA ) ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 1998 by Louise O'Neil. Notary Public This document drafted by: KENNEDY& GRAVEN, CHARTERED 470 Pillsbury Center Minneapolis, MN 55402 (612) 337-9300 10 EXHIBIT A Estimate of Improvement Costs [to be completed prior to execution] A-1 ©11TY OF I110 NDS -o Phone: (612) 717-4000 ". Q Evq Fax: (612)784-3462 July 29,P1 Or"�Q Mr. Jay Anthony AP Mounds View Limited Partnership 12770 Coit Road Suite 1170 Dallas, Texas 75251 Dear Mr.Anthony, I received your fax today and have authorized the issuance of the building permit for the theater contingent upon the development agreement being executed by all parties by 8/31/98.If the agreement is not signed by 8/31/98 then the City will issue stop work orders which will be in effect until the agreement is signed. While the building permit issue is now resolved,the street issue remains. The City is not willing to authorize expenditures necessary to proceed with the street project until a development agreement is executed by all parties. The development agreement will have to have specific language in it whereby the developer agrees to pay for all costs of the new street through the site and a share of the signal and turn lane costs ($187,500). I have been advised by Mike Ulrich,the City's Public Works Director, that there will be a 3 to 4 month design,plan approval and bidding process that must be completed before any street construction can begin. This means that street construction would not begin until spring.A potentially quicker and less expensive option might be for you to construct the street and then turn it over to the City when it is complete.If you wish to explore this option,please contact Mike Ulrich at 612-717-4051. If you have any questions,please contact me at 612-717-4021 or Chuck Whiting at 612-717-4001. Sincerely, rj;),(,,, Lk-17ke_._.------- Cc: Mike Ulrich Chuck Whiting Wendell Smith ISVI OY IN1TE0 WITHITM 2401 Highway 10• Mounds View, MN 55112-1499 to K recyuea paper Equal Opportunity Employer Item No. Staff Report No. Meeting Date: 8/3/98 Type of Business: WK WK: Work Session;PH:Public Hearing; CA: Consent Agenda;CB:Council Business City of Mounds View Staff Report To: Mayor and City Council From: Rick Jopke, Community Development Director Item Title/Subject: Discussion of the Purchase of the Midland Videen Property Date of Report: July 29, 1998 Summary: At the June 22, 1998 meeting,the City Council authorized staff to enter into an option agreement to purchase the Midland Videen property and to send out an RFP to solicit developer interest. Staff has negotiated an option agreement with Terry Moses,the owner's representative, and have agreed on the terms of an agreement. The City Attorney's office has drafted the option agreement. The cost of the 6 month option to purchase the property is $20,000. The purchase price of the property is $240,000. The $20,000 option price would be credited towards the purchase price if the City exercises its option to purchase the property. As previously discussed with the City Council,the developable portion of the site would be combined with the remnant parcel of city-owned land that would be created by the realignment of Edgewood Drive. A developer would then be sought to develop the combined site through an RFP process. At this time the City does not have a development agreement with the developers of the theater site covering the development of the new street through the site, a signalized intersection, and the realignment of Edgewood Drive. If Edgewood Drive is not realigned,then no remnant city-owned site is created which reduces the need to acquire the Midland Videen site. For that reason staff suggests that the option agreement not be entered into until it is certain that the realignment of Edgewood Drive will occur. Recommendation: Staff recommends that the City Council direct staff to take no action concerning the execution of an option agreement to purchase the Midland Videen site until the development agreement concerning the theater property is executed by all parties. p / Rick Jopke, ommunity Development Director N:\DATA\USERS\RICKJO\SHARE\8398MIDV.RPT MINNESOTA Department of Revenue Property Tax Division Mail Station 3340 St. Paul, MN 55146-334( Phone(612)296-3155 Fax(612)297-216( Payable 1999 Overall Levy Limitation Notice July 28, 1998 MOUNDS VIEW CITY OF CLERK ADMINISTRATOR CITY HALL 2401 HIGHWAY 10 MOUNDS VIEW, MN 55112 The payable 1999 overall levy limitation for your city is: S 1,655,606 The following is a listing of the factors used in determining your city's payable 1999 overall levy limitation. See the enclosed letter for an explanation of these factors and for additional information concerning your city's overall levy limitation. 1. Adjusted Levy Limit Base for Payable 1998: $ 2,713,704 2. Adjustment for Payable 1997 Market Value of New C/I Construction a. Payable 1996 Total Taxable Market Value: $ 371,353,650 b. Payable 1997 Market Value of New C/I Construction: $ 100,000 c. Adjustment(1 +Ratio of(b)to (a)): 1.000 3. New Construction Adjusted Payable 1998 Levy Limit Base (1 x 2c): $ 2,713,704 3. Im licit Price Deflator p Adjustment(Mar. 98/Mar. 97): 1.018 4. Household Growth Adjustment a. 1996 Households: 4,904 b. 1997 Households: 4,927 c. Ratio of 1997 t9.1996 Households (b/a,but not less than 1.000): 1.005 6. Adjustment for Payable 1998 Market Value of New C/I Construction a. Payable 1997 Total Taxable Market Value: $ 387,967,350 b. Payable 1998 Market Value of New C/I Construction: $ 683,276 c. Adjustment(1 +Ratio of(b)to (a)): 1.002 7. Adjusted Levy Limit Base for Payable 1999 (3 x 4 x 5c x 6c): $ 2,781,916 8. New Net Tax Capacity-Based Referendum Levies: $ 9. 1999 Property Tax Aids a. 1999 Certified Local Government Aid(LGA): $ 727,913 b. 1999 Certified Homestead and Agricultural Credit Aid (HACA): $ 362,726 c. 1999 Certified Local Performance Aid(LPA): $ 15,565 d. 1999 Estimated Taconite Aids: $ e. 1999 Certified Existing Low Income Housing Aid: $ f. Total (a+b+ c+d+e): $ 1,106,204 10. 1998 Tax Rate Excess Tax Increments: $ 20,106 11. Payable 1999 Overall Levy Limitation(7+8 - 9f- 10): $ 1,655,606 An equal opportunity employer TTY/TDD:(612)215-0069