HomeMy WebLinkAboutResolution 7108CITY OF MOUNDS VIEW
COUNTY OF RAMSEY
STATE OF MINNESOTA
RESOLUTION N0.7108
CITY OF MOUNDS VIEW RESOLUTION APPROVING
GLOBAL RELEASE AND SETTLEMENT AGREEMENT AND
VARIOUS LEASES BETWEEN CITY OF MOUNDS VIEW,
MOUNDS VIEW ECONOMIC DEVELOPMENT AUTHORITY,
CLEAR CHANNEL OUTDOOR, INC. AND MEDTRONIC, INC.
BE IT RESOLVED by the City Council ("Council") of the City of Mounds View as
follows:
Section 1. Recitals.
1.01. Clear Channel and the City entered into certain agreements on or about March 26,
2001 (collectively, the "Lease Agreements") which allowed Clear Channel to construct and install
six (6) outdoor advertising structures including the necessary footings, support structures, power
lines and billboard surfaces (each a "Billboard" and collectively, the "Billboards") on real property
("Property") located in the City;
1.02. On October 24, 2005 the City conveyed the Property to Medtronic pursuant to the
terms and conditions of that certain Purchase Agreement and Contract for Private Development
dated as of August 31, 2005, by and between the City, the EDA and Medtronic as amended by that
certain Amended and Restated Purchase Agreement and Contract for Private Redevelopment dated
as of May 4, 2006 (the "Development Agreement"); and
1.03. The City, the EDA and Clear Channel entered into that certain Acquisition and
Relocation Agreement dated as of August 31, 2005 ("Relocation Agreement");
1.04. The Relocation Agreement required Clear Channel to remove two (2) of the
Billboards (specifically, Billboard 4 and Billboard 5) no later than March 31, 2006; and to remove
two (2) of the Billboards (specifically, Billboard 2 and Billboard 3) no later than March 31, 2007;
and
1.05. The Relocation Agreement extended the term of two (2) of the Billboards
(specifically, Billboard 1 and Billboard 6) through 2035; and
1.06. Clear Channel removed Billboard 4 and Billboard 5 on or about March 31, 2006;
and
1.07. The City granted Clear Channel an extension to July 23, 2007 under the Relocation
Agreement for the removal of Billboard 2 and Billboard 3; and
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1.08. Pursuant to the Relocation Agreement, Clear Channel was granted certain rights to
reimbursement for the costs of relocating the removed billboards ("Relocation Costs") or, in the
event that reasonable relocation sites could not be identified prior to October 31, 2007, the right to
monetary compensation for the loss of the billboard locations ("Buyout Costs"); and
1.09. Pursuant to the Development Agreement, the City assigned its rights in the Lease
Agreements to Medtronic; Medtronic assigned certain rents to the City; and Medtronic assumed
certain responsibilities with respect to the payment of the Relocation Costs and the Buyout Costs;
and
1.10. Clear Channel has obtained City approval and executed lease agreements with third
parties for two (2) of the Billboards that are to be relocated pursuant to the Relocation Agreement;
and
1.11. Medtronic desires to allow Clear Channel to retain an additional Billboard provided
that Clear Channel shall only have the right to install and maintain sign faces on one half of such
Billboard while Medtronic shall reserve the right to purchase, install, replace and remove the sign
faces on the other half of the Billboard; and
1.12. Clear Channel, Medtronic and the City desire to reach a global settlement of all
issues and actual and potential claims related to the Lease Agreements, the Relocation Agreement,
Relocation Costs and Buyout Costs and to enter into a Global Release and Settlement Agreement
(the "Agreement"). The Agreement contains, in summary, the following actions regarding the
original six (6) billboards located at the Property and any replacement billboards:
a. Billboard 1 shall remain with rents assigned to the City; and
b. Billboard 2 shall remain with rents assigned to the City; and
Billboard 3 shall be removed by August 31, 2007; and
d. Billboard 4 and Billboard 5 have already been removed; and
e. Billboard 6 shall remain pursuant to a lease agreement between Medtronic and Clear
Channel; and
f. Anew Billboard shall be located at the Sysco Site, as defined in the Agreement, with
the City receiving any and all rents; and
g. Anew Billboard is intended to be located at a site defined as Program Avenue in the
Agreement subject to the requirements, terms and conditions contained in paragraph
no. 6 of the Agreement, with such requirements, terms and conditions as set forth in
the Agreement.
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1.13. The exact location of the Billboards and the number by which each billboard is
identified is more clearly depicted in the Agreement.
Section 2. Authorization.
2.01. The City approves the attached Global Release and Settlement Agreement and
accompanying Leases, subject to satisfaction of all terms and conditions of the Agreement, and
authorizes and directs the Mayor and Clerk-Administrator to execute the Agreement and related
documents necessary to carry out the Agreement, subject to modifications that do not materially
alter the City's or the Authority's rights and obligations under the Agreement and that are approved
by the Mayor and Clerk-Administrator and the Authority's President and Executive Director, which
approvals shall be conclusively evidenced by execution of the Agreement.
2.02. The proper City officials are authorized to execute the Agreement and take any and
all other steps necessary or convenient in order to carry out the City's obligations under the
Agreement.
Approved by the City Council of the City of Mounds View this 23'~ day of July, 2007.
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Mayor
ATTEST:
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City Clerk-Administrator
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