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HomeMy WebLinkAbout19-EDA-325EDA RESOLUTION 19 -EDA -325 CITY OF MOUNDS VIEW COUNTY OF RAMSEY STATE OF MINNESOTA A RESOLUTION APPROVING ASSIGNMENT, ASSUMPTION, AND AMENDMENT TO PURCHASE AND DEVELOPMENT AGREEMENT BE IT RESOLVED by the Board of Commissioners (the "Board") of the Mounds View Economic Development Authority (the "Authority") as follows: Section 1. Recitals. 1.01. The Authority is authorized pursuant to Minnesota Statutes, Sections 469.090 to 469.1081 (the "EDA Act"), to acquire and convey real property and to undertake certain activities to facilitate the development of real property by private enterprise. 1.02. The Authority is fee owner of certain real property in the city of Mounds View (the "City"), legally described in the attached Exhibit A (the "Property"). 1.03. To facilitate the development of housing on the Property, the Authority entered into a Purchase and Development Agreement (the "Contract') between the Authority and INH Property Management, Inc. (the "Developer"), under which, among other things, the Authority will convey the Property to the Developer to construct a 127 -unit apartment complex, subject to certain terms and conditions. 1.04. The Authority has previously, on January 7, 2019 and in accordance with Minnesota Statutes, Section 469.105, conducted a duly noticed public hearing regarding the sale of the Property to the Developer,, at which all interested persons were given an opportunity to be heard. 1.05. The Authority found and determined that conveyance of the Property to the Buyer was in the public interest and would further the objectives of its general plan of economic development, because it would provide an opportunity for increased housing opportunities in the City and serve as an impetus for further development. 1.06. The Authority previously approved a version of the Contract on January 7, 2019, which was amended by the Authority and Developer on February 25, 2019. 1.07. The Authority and Developer desire to further amend and assign the Contract as set forth in the Assignment, Assumption, and Amendment to Purchase and Development Agreement (the "Amendment") as set forth in the attached Exhibit B and incorporated herein by reference. 1.08. The Board has reviewed the Contract and Amendment and finds that the execution thereof by the Authority and performance of the obligations thereunder are in the best interest of the 587680v2MU20546 EDA Resolution No. 19 -EDA -325 Page 2 Authority, the City and its residents. Section 2. Authorization. 2.01. The recitals set forth in this Resolution are incorporated into and made apart of this Resolution. 2.02. The Board hereby approves the Amendment in substantially the form presented to the Board on the date below, including the conveyance of the Property to Buyer under the terms and conditions of the Contract, and further subject to any modifications that do not alter the substance of the transaction and that are approved by the Authority's attorney. 2.03. The proper Authority officials, staff and consultants are authorized to execute the Amendment and take any and all other steps necessary or convenient in order to carry out the obligations under the Contract and the Amendment, as well as to fulfill the intent of this Resolution. Adopted on the 24"' day of June, 2019. Attest: 587680v2MTJ205-46 Carol A. Mueller, Presid nt J NyrilcWd, Executive Director EXHIBIT A Legal Description of the Property Parcel 1 (PID 08.30.23.31.0005): The North 363 feet of the West 330 feet of the Northeast 1/4 of the Southwest 1/4 of Section 8, Township 30, Range 23, Ramsey County, Minnesota. Parcel 2 (PID 08.30.23.31.0071): That part of the Northeast 1/4 of the Southwest 1/4 of Section 8, Township 30, Range 23, Ramsey County, Minnesota, described as follows: Beginning at the intersection of the East line of the West 330 feet and the South line of the North 365.46 feet of said Northeast 1/4 of the Southwest 1/4; thence North parallel with the West line of said Northeast 1/4 of the Southwest 1/4 a distance of 255 feet; thence East parallel with the North line of said Northeast 1/4 of the Southwest 1/4 a distance of 47.07 feet; thence Southeasterly to the intersection of the East line of the West 475 feet and the South line of the North 193.01 feet of said Northeast 1/4 of the Southwest 1/4 ; thence South parallel with the West line of said Northeast 1/4 of the Southwest 1/4 and to the South line of the North 365.46 feet thereof; thence West to the point of beginning, according to the United States Government Survey thereof and situate in Ramsey County, Minnesota. Together with a non-exclusive easement for driveway purposes, 25 feet in width, over and across part of the Northeast 1/4 of the Southwest 1/4 of Section 8, Township 30, Range 23, Ramsey County, Minnesota, the South and Southwesterly lines of which are described as follows: Beginning at the intersection of the East line of the West 360 feet and the South line of the North 110.46 feet of said Northeast 1/4 of the Southwest 1/4; thence East parallel with the North line of said Northeast 1/4 of the Southwest 1/4 a distance of 17.07 feet; thence Southeasterly to the intersection of the East line of the West 475 feet and the South line of the North 193.01 feet of said Northeast 1/4 of the Southwest 1/4; and said line there terminating. Parcel 3 (PID 08.30.23.31.0072): That part of the North 365.46 feet of the NE'/4 of the SW '/4 of Section 8, Township 30, Range 23, Ramsey County, Minnesota lying Southwesterly of the center line of State Trunk Highway No. 10 except the West 330 feet thereof and except that part described as follows: Beginning at the intersection of the East line of the West 330 feet and the South line of the North 365.46 feet of said NE '/4 of the SW '/4; thence North parallel with the West line of said NE '/4 of the SW '/4 a distance of 255 feet; thence East parallel with the North line of said NE 1/4 of the SW %4 a distance of 47.07 feet; thence Southeasterly to the intersection of the East line of the West 475 feet and the South line of the North 193.01 feet of said NE'/4 of the SW '/4; thence South parallel with the West line of said NE Y4 ofthe SW /4 and to the South line of the North 365.46 feet thereof, thence West to the point of beginning. A-1 587680v2N4U205-46 Together with a non-exclusive easement for driveway purposes over and across the South 31 feet of the North 345.46 feet of the East 115 feet of the West 475 feet of the NE '/4 of the SW '/4 of Section 8, Township 30, Range 23, Ramsey County, Minnesota. Together with a non-exclusive easement for parking purposes over and across the East 10 feet of that part of the NE '/4 of the SW V4 of Section 8, Township 30, Range 23, Ramsey County, Minnesota described as follows: Beginning at the intersection of the East line of the West 330 feet and the South line of the North 365.46 feet of said NE '/4 of the SW '/4; thence North parallel with the West line of said NE'/4 of the SW '/4 a distance of 255 feet; thence East parallel with the North line of said NE'/4 of the SW %4 a distance of 47.07 feet; thence Southeasterly to the intersection of the East line of the West 475 feet and the South line of the North 193.01 feet of said NE '/4 of the SW %4; thence South parallel with the West line of sad NE '/4 of the SW '/4 and to the South line of the 365.46 feet thereof; thence West to the point of beginning. Together with an easement for utility purposes over, under and across the South 10 feet of the North 314.46 feet of the East 115 feet of the West 475 feet of the NE'/4 of the SW '/4 of Section 8, Township 30, Range 23, Ramsey County, Minnesota. A-2 587680v2MU20546 EXHIBIT B Assignment, Assumption, and Amendment to Purchase and Development Agreement B-1 587680v2W205-46 ASSIGNMENT, ASSUMPTION, AND AMENDMENT TO PURCHASE AGREEMENT THIS ASSIGNMENT, ASSUMPTION AND AMENDMENT TO PURCHASE AGREEMENT (this “Assignment”) is made effective as of the 1st day of May, 2019 (the “Effective Date”), by and between INH PROPERTY MANAGEMENT, INC., a Minnesota corporation, d/b/a INH Properties, having its principal office at 175 7th Avenue South, Waite Park, Minnesota 56387 (“INH”), CROSSROADS POINTE MV, LLC, a Minnesota limited liability company, having its principal office at 175 7th Avenue South, Waite Park, MN 56387 (“Crossroads Pointe”), and MOUNDS VIEW ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic under the laws of Minnesota, having its principal office at 2401 Mounds View Boulevard, Mounds View, Minnesota 55112 (“Seller”). RECITALS A.INH and Seller have entered into that certain Purchase and Development Agreement (the “Agreement”) for the purchase, sale, and development of certain real property located in Ramsey County, State of Minnesota, as legally described in the Agreement (the “Property”). B.INH desires to assign the Agreement to Crossroads Pointe, and Crossroads Pointe desires to accept such assignment of the Agreement and to assume all obligations of the Developer under the Agreement. C.The parties also desire to amend certain terms and conditions of the as herein provided. D.Capitalized terms used, but not otherwise defined, in this Assignment shall have the meanings ascribed to such terms in the Agreement. AGREEMENT 1.Recitals. The Recitals set forth above are true and correct in all material respects and are by this reference incorporated into this Agreement. 2.Assignment. INH hereby transfers, assigns and conveys to Crossroads Pointe all of its right, title and interest in and to the Agreement. 3.Assumption. Crossroads Pointe hereby accepts this Assignment and agrees to assume all of INH’s obligations under the Agreement and to be bound by all of the terms and conditions set forth therein. Crossroads Pointe agrees to indemnify and to hold INH harmless against any losses, claims, damages, or liabilities arising out of or related to, or in any way connected with Crossroads Pointe’s performance under the Agreement or this Assignment. Agreement not signed by Developer. Revised agreement, Resolution 19-EDA-328, to go before EDA on 08/12/2019 Exhibit B 2 4. Amendment to Purchase Agreement. The parties agree to delete Section 3.7 (a) of the Agreement in its entirety and replace it with the following: Section 3.7. Closing; Delivery and Recording. (a) Subject to the substantial satisfaction of all of the terms and conditions contained in this Agreement which must be satisfied prior to the EDA's conveyance of the Development Property to the Developer, the EDA shall execute and deliver the Development Property Deed to the Developer at closing. Closing shall occur on or before September 3, 2019, or as soon thereafter as reasonably practicable. However, if closing has not occurred by September 30, 2019, either party may terminate this Agreement by notice to the other in accordance with Section 9.5 of this Agreement. The Developer shall have possession of the Development Property upon closing. Closing shall be at the offices of the EDA, 2401 Mounds View Boulevard, Mounds View, Minnesota 55112, or such other location to which the parties may agree. Prior to closing, the EDA shall submit to the Developer a copy of the Development Property Deed and other closing documents for review. The Development Property Deed shall be in recordable form and shall be recorded among the County land records. 5. Authority. The parties to this Assignment represent and warrant to the other parties that each has the capacity and authority to enter into this Assignment and all corporate approvals necessary to give effect to this Assignment have been granted by each party. 6. Continuity of Agreement. Except as herein modified or amended, the provisions, conditions, and terms of the Purchase and Development Agreement will remain unchanged and in full force and effect. 7. Counterparts. This Assignment may be executed in counterparts, each of which as so executed shall be deemed to be an original but all of which together shall constitute one and the same instrument. A facsimile signature or signature delivered by email transmission shall be acceptable as an original for all purposes. 8. Binding Effect. This Assignment shall inure to the benefit of and be binding upon the parties hereby, and their respective successors and assigns. 9. Amendment, Waiver or Termination. This Assignment cannot be amended, waived or terminated except by a writing signed by the parties hereto. 10. Governing Law. This Assignment shall be construed in accordance with the laws of the State of Minnesota, without giving effect to any choice or conflict of law provision or rule thereof. [Remainder of page intentionally left blank.] 3 IN WITNESS WHEREOF, the parties have caused this Assignment to be executed as of the Effective Date. INH PROPERTY MANAGEMENT, INC. By: James E. Illies, Jr. Its: Vice President CROSSROADS POINTE MV, LLC By: James E. Illies, Jr. Its: Chief Manager 4 CONSENT TO ASSIGNMENT Mounds View Economic Development Authority consents to the assignment of the interest of INH, as Developer under the Agreement, to Crossroads Pointe and agrees to perform all of the obligations under the Agreement, as amended hereby, as if Crossroads Pointe was the original party thereto. MOUNDS VIEW ECONOMIC DEVELOPMENT AUTHORITY By: Carol A. Mueller Its: President By: Nyle Zikmund Its: Executive Director This instrument was drafted by: Marc W. Sugden PEMBERTON LAW, P.L.L.P. 203 22nd Ave West | Alexandria, MN 56308 Telephone: 320-759-3143 www.pemlaw.com 5 MWS:dw | 2019-1806.333