HomeMy WebLinkAbout2003 09-22 EDAP EDA MEETING
City of Brooklyn Center
• September 22, 2003 AGENDA
1. Call to Order
2. Roll Call
3. Approval of Agenda and Consent Agenda
-The following items are considered to be routine by the Economic Development Authority
(EDA) and will be enacted by one motion. There will be no separate discussion of these
items unless a Commissioner so requests, in which event the item will be removed from the
consent agenda and considered at the end of Commission Consideration Items.
a. Approval of Minutes
- Commissioners not present at meetings will be recorded as abstaining from the vote
on the minutes.
1. September 8, 2003 - Regular Session
4. Commission Consideration Items
a. Public Hearing Regarding the Sale of Certain EDA Owned Property Located at 5900
• Emerson Avenue North and 5912 Camden Avenue North in Brooklyn Center,
Minnesota, Pursuant to Minnesota Statutes, Section 469.012, Subdivision 7 and
Section 469.029
- Resolution Authorizing Economic Development Authority Executive Director to
Execute Purchase Agreements for the Sale of the EDA Owned Properties Located at
5900 Emerson Avenue North and 5912 Camden Avenue North
-Requested Commission Action:
- Continue the public hearing
-Take public input.
-Close the public hearing.
- Motion to adopt resolution.
b. Public Hearing Regarding Proposed Business Subsidy for Global Hennepin County
Properties Project
- Resolution Approving a Business Subsidy and Development Agreement and
Authorizing its Execution (Global Hennepin County Properties Project)
- Requested Commission Action:
-Open the public hearing
-Take public input.
-Close the public hearing.
- Motion to adopt resolution.
• 5. Adjournment
•
EDA Agenda Item No. 3a
• MINUTES OF THE PROCEEDINGS OF THE
ECONOMIC DEVELOPMENT AUTHORITY
OF THE CITY OF BROOKLYN CENTER
IN THE COUNTY OF HENNEPIN AND THE
STATE OF MINNESOTA
REGULAR SESSION
SEPTEMBER 8, 2003
CITY HALL - COUNCIL CHAMBERS
1. CALL TO ORDER
The Brooklyn Center Economic Development Authority (EDA) met in Regular Session and was
called to order at 7:02 p.m. by President Myrna Kragness.
2. ROLL CALL
President Myrna Kragness, Commissioners Kay Lasman, Diane Niesen, and Bob Peppe.
Commissioner Kathleen Carmody was absent and excused. Also present: Executive Director
Michael McCauley, Assistant City Manager /Director of Operations Curt Boganey, City Attorney
Charlie LeFevere, and Deputy City Clerk Maria Rosenbaum.
3. APPROVAL OF AGENDA AND CONSENT AGENDA
A motion by Commissioner Peppe, seconded by Commissioner Lasman to approve the agenda and
consent agenda. Motion passed unanimously.
3a. APPROVAL OF MINUTES
A motion by Commissioner Peppe, seconded by Commissioner Lasman to approve the August 11,
2003, regular session minutes. Motion passed unanimously.
4. COMMISSION CONSIDERATION ITEMS
4a. PUBLIC HEARING REGARDING THE SALE OF CERTAIN EDA OWNED
PROPERTY O ERTY LOCATED AT 5900 EMERSON AVENUE NORTH
AND 5912
CAMDEN AVENUE NORTH IN BROOKLYN CENTER, MINNESOTA,
PURSUANT TO MINNESOTA STATUTES, SECTION 469.012,
SUBDIVISION 7 AND SECTION 469.029
Executive Director Michael McCauley iscussed that negotiating continues with Exceptional y g g p onal Homes,
Inc. and requested that the public hearing be continued to September 22, 2003.
• A motion by Commissioner Lasman, seconded by Commissioner Niesen to continue the public
hearing to September 22, 2003. Motion passed unanimously.
09/08/03
- 1- DRAFT
4b. RESOLUTION CALLING FOR A PUBLIC HEARING ON A PROPOSED
BUSINESS SUBSIDY FOR GLOBAL HENNEPIN COUNTY PROPERTIES
PROJECT
Mr. McCauley discussed that this resolution calls for a public hearing on September 22, 2003,
regarding a proposed business subsidy for Global Hennepin County Properties project.
Commissioner Niesen questioned if this would be in the Tax Increment Financing (TIF) District No.
3 and the funding for this district. Mr. McCauley informed that this project would be in TIF District
No. 3 and that this district is a large district.
RESOLUTION NO. 2003-08
Commissioner Lasman introduced the following resolution and moved its adoption:
RESOLUTION CALLING FOR A PUBLIC HEARING ON A PROPOSED BUSINESS SUBSIDY
FOR GLOBAL HENNEPIN COUNTY PROPERTIES PROJECT
The motion for the adoption of the foregoing resolution was duly seconded by Commissioner Peppe.
Motion passed unanimously.
5. ADJOURNMENT
A motion by Commissioner Lasman, seconded b Commissioner Pe e to adjourn the meeting at
Y Pp J g
7:05 p.m. Motion passed unanimously.
President
is
09/08/03 -2- DRAFT
EDA Agenda Item No. 4a
fi
•
MEMORANDUM
TO: Michael J. McCauley, City Manager
FROM: Tom Bublitz, Community Development Specialist I
DATE: September 16, 2003
SUBJECT: Public Hearing Regarding the Sale of Certain EDA Owned Property Located at 5900
Emerson Avenue North and 5912 Camden Avenue North, Pursuant to Minnesota
Statutes, Section 469.012, Subdivision 7 and Section 469.029; and Resolution
Authorizing EDA Executive Director to Execute Purchase Agreements for the Sale of
the EDA Owned Properties at 5900 Emerson Avenue North and 5912 Camden
Avenue North
The Economic Development Authority (EDA) reviewed four proposals from builders who had
submitted house plans for the single - family lots at 5900 Emerson Avenue North and 5912 Camden
• Avenue North. At its August 11, 2003, meeting, the EDA selected the proposal from Exceptional
Homes, Inc. for both 5900 Emerson and 5912 Camden.
The sale prices of the lots were set at $40,000 for the 5912 Camden Avenue lot and $35,000 for the
5900 Emerson Avenue lot. In establishing the sale prices, staff reviewed three comparable lot sales
in Brooklyn Center and surrounding cities with sale prices at $40,000, $43,000, and $44,500. The
lot price for 5912 Camden was set at $40,000 and the lot price for 5900 Emerson was set at $35,000
since it is a slightly substandard lot at 73 feet of frontage with 75 feet of frontage being the standard
lot width in Brooklyn Center.
Pursuant to State Law, the EDA approved Resolution 2003 -07 that authorized a public hearing to
consider the terms and conditions of the sale of the properties at its September 8, 2003, meeting. The
EDA opened the public hearing at its September 8, 2003, meeting and continued the public hearing
to the September 22, 2003, meeting to allow more time to finalize the terms of the purchase
agreement with Exceptional Homes, Inc.
Staff has prepared purchase agreements for the sale of the properties at 5900 Emerson and 5912
Camden. Separate agreements have been prepared for each lot and, except for the sale price, the
terms and conditions of the purchase agreements are identical and are summarized as follows:
♦ The purchase agreement is drafted to provide assurances to the EDA that the homes
• proposed for the lots will be built in accordance with the plans submitted to the EDA and
included with this memorandum.
• ♦ Both properties are abstract properties. In lieu of updating the abstract, the EDA will
provide a commitment for title insurance for both properties and the purchaser will then
purchase a title insurance policy for each lot.
♦ The EDA will convey the properties to the purchaser by quit claim deed (form attached) at
closing.
♦ The purchaser will pay recording costs and the premium for the owner's title policy on the
properties and the purchaser and seller (EDA) will each pay one half of the closing fees of
the title company.
♦ The purchaser agrees to construct the homes on the property in accordance with the plans
submitted to the EDA and attached to the purchase agreement as Exhibit D. The plans also
include the "Lot Sale Procedures and Specifications for Construction ofNew Single - Family
Homes at 5900 Emerson Avenue North and 5912 Camden Avenue North ".
♦ When the construction of the homes is substantially complete on each lot, the EDA will
issue a Certificate of Completion which signifies the home has been built in substantial
compliance with the plans approved by the EDA and will allow the purchaser to convey the
property to the end buyer.
Staff has reviewed the purchase agreements with the purchaser and he is in agreement with the terms
and conditions of sale set forth in the purchase agreements.
Exceptional Homes, Inc. has provided product specifications for windows, siding and roofing
materials for the homes and which are attached to and made part of the building plans. The windows
are Weathershield Visions 2000 vinyl single hung windows with Low E double pane glass with
Argon. The windows meet current energy code requirements. The specific window information can
be found on pages 9 and 13 of the attached Visions 2000 Product Catalog. The siding is Norandex
[Woodsman Select] vinyl siding manufactured by Owens Corning. The siding exceeds the minimum
building code requirements for thickness. The roofing materials are 25 year fiberglass XT25 shingles
manufactured by Certainteed.
Exceptional Homes, Inc. has indicated the estimated appraised value of the 5912 Camden home will
be $226,000 and $210,000 for the 5900 Emerson home. The home at 5912 Camden has alreadybeen
sold.
In addition to the purchase agreements and plans for the homes, a resolution has been prepared for
EDA consideration which would authorize the EDA Executive Director to execute the purchase
agreements for the sale of the EDA owned properties located at 5900 Emerson and 5912 Camden
Avenue.
•
• its adoption: Commissioner introduced the following resolution and moved
EDA RESOLUTION NO.
RESOLUTION AUTHORIZING ECONOMIC DEVELOPMENT AUTHORITY
O Y
EXECUTIVE DIRECTOR TO EXECUTE PURCHASE AGREEMENTS FOR THE
SALE OF THE EDA OWNED PROPERTIES LOCATED AT 5900 EMERSON
AVENUE NORTH AND 5912 CAMDEN AVENUE NORTH
WHEREAS, Economic Development Authority (EDA) Resolution No. 2003 -07
provided for a public hearing regarding the sale of the EDA owned properties located at 5900
Emerson Avenue North and 5912 Camden Avenue North (the properties) pursuant to Minnesota
State Statutes; and
WHEREAS, EDA Resolution No. 2003 -07 directed the EDA Executive Director to
negotiate purchase agreements for the sale of the properties to Exceptional Homes, Inc.; and
WHEREAS, the EDA opened the public hearing on the terms and conditions ofthe
sale of the properties to Exceptional Homes, Inc. at its September 8, 2003, meeting and continued the
public hearing to its September 22, 2003, meeting; and
• WHEREAS, after conducting a public hearing, the EDA considered the terms and
conditions of the proposed sale of the properties to Exceptional Homes, Inc. as contained in the
purchase agreements prepared for the sale of the properties; and
WHEREAS, the EDA has determined it is in the best interest of the City of
Brooklyn Center to sell the properties to Exceptional Homes, Inc. pursuant to the terms and
conditions of the purchase agreements reviewed at its September 22, 2003, meeting.
NOW, THEREFORE, BE IT RESOLVED by the EDA in and for the City of
Brooklyn Center that the Executive Director is hereby authorized and directed to execute the
purchase agreements and all of the other documents required for the sale of the EDA owned
properties to Exceptional Homes, Inc.
Date President
The motion for the adoption of the foregoing resolution was duly seconded by commissioner
and upon vote being taken thereon, the following voted in favor thereof.
and the following voted against the same:
• whereupon said resolution was declared duly passed and adopted.
• PURCHASE AGREEMENT
(5900 Emerson)
THIS PURCHASE AGREEMENT, made and entered into this day of September,
2003, between Brooklyn Center Economic Development Authority, a body corporate and
politic organized and existing under the laws of the State of Minnesota ( "Seller "), and
Exceptional Homes, Inc., a Minnesota corporation ( "Purchaser ").
RECITALS
Seller owns an undeveloped parcel of real estate located at 5900 Emerson Avenue North
in Brooklyn Center, Minnesota, and legally described on Exhibit A attached hereto ( "Property ").
Subject to and on the terms and provisions hereof, the parties have agreed that Seller will
sell the Property to Purchaser, and Purchaser will buy it from Seller.
NOW, THEREFORE, the parties hereto hereby agree as follows:
1. Sale and Purchase.
Subject to and on the terms and provisions hereof, Seller agrees to sell to Purchaser, and
Purchaser agrees to buy from Seller, the Property.
2. Purchase Price.
• The purchase price for the Property is $35,000.
3. Pavment of Purchase Price.
Concurrently with execution of this Agreement by both Seller and Purchaser, Purchaser
is paying Seller $1,000 by cashier's check ('Earnest Money "). At the closing of the sale
contemplated hereby, Purchaser shall pay the balance of the purchase price, plus or minus any
closing adjustments pursuant to this Agreement, in cash by wire transfer to an account
designated by Seller. The Earnest Money shall (a) be applied to the purchase price if the sale
contemplated hereby closes, (b) be refunded to Purchaser if Purchaser terminates this Agreement
pursuant to its terms or it terminates pursuant to Section 8.1 hereof, or (c) be paid to Seller if
Seller terminates this Agreement pursuant to Section 14(a) hereof.
4. Closing. `
The closing of the sale of the Property shall be held no later thanNovember 14, 2003, in
the offices of Seller in Brooklyn Center, Minnesota, or if Seller elects, in the offices of the Title
Company (as defined in Section 5.1). At the closing (a) Purchaser shall deliver or cause to be
delivered to Seller:
(i) the purchase price less the Earnest Money and plus or minus closing adjustments,
by wire transfer to Seller, to an account designated by Seller; and
• (ii) a closing statement, duly executed by Purchaser;
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and
• (b) Seller shall deliver to Purchaser:
(i) a quit claim deed to the Property, subject only to the Permitted Encumbrances
described on Exhibit B attached hereto and those items approved or deemed
approved by Purchaser pursuant to Section 5 hereof, in the form of Exhibit C
attached hereto ( "Deed ")
(ii) an affidavit of non - foreign seller;
(iii) a Seller's affidavit in customary form, revised to cover only Seller's acts or
agreements,
(iv) those affidavits and disclosures as described in Section 11.1, if any are applicable,
(v) the closing statement,
signed and, as appropriate, acknowledged by Seller.
5. Title Matters.
5.1 Examination of Title. Promptly after the date hereof, Seller shall order a
commitment for an owner's policy of title insurance issued by First American Title Insurance
Company ( "Title Company ") covering the Property. Purchaser shall be allowed until ten (10)
days after Purchaser's receipt of the commitment (and exception documents) to make any
. objections thereto, said objections to be made in writing to Seller by said date or deemed to have
been waived.
5.2 Correction of Title and Title Condition. If any objections to title are made as
provided in Section 5.1, Seller shall be allowed fifteen (15) days in which to cure them. Seller
shall have no obligation to cure any title defect, except mortgages or liens of a definite and
liquidated amount, and if Seller gives Purchaser notice during said fifteen (15) day period that it
is not curing any objection, this Agreement shall terminate unless Purchaser waives the objection
in writing within five (5) days after receipt of Seller's notice. Upon correction of title or waiver
of the specified defects by Purchaser, the closing shall be held on the later of the closing date
otherwise established pursuant to this Agreement or ten (10) days after the title objections are
cured or waived, if title is not cured or the objections thereto are not waived within fifteen (15)
days after the date on which Purchaser gives written objection to title as provided in Section 5.1
above, then this Agreement shall terminate. If this Agreement terminates pursuant to this
Section 5.2, the Earnest Money shall be refunded to Purchaser and neither party shall have any
further obligation hereunder, except that Purchaser shall remain liable under Section 13 and
Seller and Purchaser shall each remain liable under Section 22.
6. Closine Costs.
Purchaser shall pay recording costs and the premium for the owner's policy of title
insurance on the Property, and Purchaser and Seller shall each pay one -half of the closing fees of
• the Title Company. Seller shall pay any abstracting, service and other charges for issuance of the
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• commitment, whether or not the closing occurs, and the state deed tax due upon recording of the
Deed.
7. Prorations.
Real estate taxes with respect to the Property due and payable in 2003, if any, shall be
prorated as of the closing date. Purchaser shall pay all real estate taxes due and payable in 2004
and thereafter. Purchaser shall assume and pay all special assessments which are levied, pending
or of record as of the closing date.
8. Certain ContinLyencies.
8.1 Contingencies in Favor of Purchaser. Notwithstanding any provision of this
Agreement to the contrary, Purchaser's obligation to purchase the Property is contingent upon:
(a) Purchaser's approval and acceptance of all aspects of the status and condition of
the Property, including environmental conditions; and
(b) the representations of Seller as set forth in Section 11.1 are true and accurate as of
the closing date.
In the event any of the contingencies are not satisfied (or waived by Purchaser in its sole
discretion) on or before the closing date, Purchaser may elect, by written notice delivered to
Seller on or before the closing date, to terminate this Agreement in which event the Earnest
• Money shall be refunded to Purchaser and neither party shall have any further obligations
hereunder, except that Purchaser shall remain liable under Section 13 and Seller and Purchaser
shall each remain liable under Section 20.
8.2 Contnneencies in Favor of Seller. Notwithstanding any provision of this
Agreement to the contrary, Seller's obligation to sell the Property is contingent upon:
(a) Seller's approval of the execution and delivery of this Agreement following
public hearing as required by law; and
(b) the representations of Purchaser as set forth in Section 11.2 are true and accurate
as of the closing date.
In the event any of the contingencies are not satisfied (or, as to (b), waived by Seller in its sole
discretion) on or before the closing date, this Agreement shall terminate and the Earnest Money
shall be refunded to Purchaser and neither party shall have any further obligations hereunder,
except that Purchaser shall remain liable under Section 13 and Seller and Purchaser shall each
remain liable under Section 20.
9. Condemnation.
If there is a condemnation or pending condemnation of all or any portion of the Property
• or any rights therein or any access or other appurtenances thereto prior to the closing, Purchaser
may elect (a) to close the transaction contemplated hereby and receive at the closing of the
I
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Property either a credit against the purchase price for the Property in the amount of the award, in
the case of a completed condemnation, or an assignment of all rights in condemnation, in the
case of a pending condemnation, or (b) to terminate this Agreement and in such event, the
Earnest Money shall be refunded to Purchaser and neither party shall have any further
obligations hereunder, except that Purchaser shall remain liable under Section 13 and Seller and
Purchaser shall each remain liable under Section 20.
10. Real Estate Aeents.
Seller and Purchaser each represents that it has not retained any broker in connection with
the transaction contemplated hereby. Seller and Purchaser each hereby agree to indemnify the
other party from any real estate or other sales commission or fee payable to any broker hired or
engaged by the indemnifying party in respect of the transaction contemplated by this Agreement.
11. Representations.
11.1 Seller Representations.
Seller makes the followin g representations to Purchaser:
p
(a) Seller is a municipal corporation and has the power to enter into this Agreement
and carry out its obligations hereunder.
(b) Seller is not a foreign person, foreign partnership, foreign trust or foreign estate as
those terms are defined in Section 1445 of the Internal Revenue Code.
• (c) [check one]
To the actual knowledge of Seller, there are no wells located on the
Property.
_x_ To the actual knowledge of Seller, all wells known to Seller on the
Property are described in the attached Minnesota Well Disclosure Form.
(d) [check one]
_x_ To the actual knowledge of Seller, the sewage generated at the Property
goes to a facility permitted by the Minnesota Pollution Control Agency.
To the actual knowledge of Seller, sewage generated at the Property does
not go to a facility permitted by the Minnesota Pollution Control Agency.
See Seller's Disclosure of Individual Sewage Treatment System attached.
(e) [check one]
x_ Seller does not know if there is an abandoned individual sewage treatment
system on the Property.
• To the actual knowledge of Seller, there [strike one.J are / are no
abandoned individual sewage treatment systems on the Property. If Seller
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• discloses the existence of an abandoned individual sewage treatment
system on the Property, see Seller's Disclosure of Individual Sewage
Treatment System attached.
(f) [check one] — Not applicable — no dwelling on the Property.
N/A To the actual knowledge of Seller, the dwelling located on Property was
constructed in 1978 or later.
N/A To the actual knowledge of Seller, the dwelling located on the Property
was constructed before 1978. See Seller's Lead Paint Addendum For
Housing Constructed Before 1978 attached.
(g) [check one]
_x_ To the actual knowledge of Seller, there are not now, nor have there ever
been, any underground or above ground storage tanks located on the
Property.
To the actual knowledge of Seller, any underground storage tanks are
described in Seller's Affidavit Relating to Storage Tanks attached.
If, at any time prior to the date of closing, Seller acquires actual knowledge of events or
• circumstances which render the representations set forth in this Section inaccurate in any respect,
Seller shall immediately notify Purchaser in writing. For purposes of this Section 11.1, "to the
actual knowledge of Seller" or words of similar impact shall mean the actual, present personal
knowledge of Tom Bublitz, without duty of investigation or inquiry.
11.2 Purchaser's Representations. Purchaser makes the following representations to
Seller:
(a) Purchaser is a corporation duly organized under the laws of the State of
Minnesota.
(b) Purchaser has the power to enter into this Agreement and to perform its
obligations hereunder.
(c) Purchaser has sufficient funds and/or financial commitments to finance the
acquisition of the Property and the construction of the Project (as defined in
Section 12.1) as required herein.
12. Proiect.
12.1 Development of Proiect. Purchaser agrees to construct certain improvements
( "Project ") upon the Property in accordance with the preliminary plans and site plan attached
hereto as Exhibit D and those certain "Lot Sales Procedures and Specifications for Construction
• of New Single Family Homes at 5900 Emerson Avenue North and 5912 Camden Avenue North"
1565797v1 5
on file with Seller (collectively, "Preliminary Plans "). In connection with the construction of the
• Project, Purchaser agrees as follows:
(a) Purchaser shall submit to Seller proposed final plans based upon and consistent
with the Preliminary Plans in form and substance reasonably satisfactory to Seller
by no later than September 30, 2003. Such proposed final plans shall also be
subject to review and be approval by the Building Official for the City of
Brooklyn Center. Seller shall respond to such final plans in writing within 20
days after receipt thereof. If Seller fails to object to such submitted final plans
within said 20 day period, the same shall be deemed to have been approved by
Seller. In the event Seller does not approve the same, Seller shall provide, in
writing, specific explanations for such disapproval. Purchaser shall cause the
same to be amended in accordance with the reasonable requirements of Seller,
and Purchaser shall, within 3 days of Seller's objection, resubmit the same to
Seller for approval. This process shall be followed until the same are finally
approved by Seller, at which time the same shall be deemed to be the "Final
Plans ". Once approved by Seller, minor changes therein may be made without the
consent of Seller, however, substantial or material changes must be preapproved
by Seller, which approval shall not be unreasonably withheld, provided that the
changes do not change the basic character and nature of the Project as previously
approved. By the execution hereof, Seller makes no agreement or representation
that the Preliminary Plans or the Final Plans are or will be in compliance with or
satisfy applicable City codes, ordinances and laws.
• (b) Purchaser shall cause the Project to be constructed in substantial accordance with
the Final Plans, and in accordance with the terms of this Agreement, and all local,
state and federal laws and regulations (including, but not limited to,
environmental, zoning, energy conservation, building code and public health laws
and regulations).
(c) Purchaser will obtain, or cause to be obtained, all required permits, licenses and
approvals, and will meet all requirements of all applicable state, local and federal
laws and regulations which must be obtained or met before the Project, or any
part thereof, may be lawfully commenced and constructed.
(d) Purchaser shall commence construction of the Project by the later of the
following two dates: (i) 30 days following conveyance of the Property by Seller to
Purchaser, and (ii) May 3, 2004. Purchaser shall substantially complete the
Project (i.e. obtain a final, unconditional certificate of occupancy for the Project)
by no later than September 30, 2004.
(e) In connection with the construction of the Project, Purchaser shall comply with all
City of Brooklyn Center codes, ordinances and laws relating thereto.
(f) Purchaser will not make any use of the Property which does not conform to the
Redevelopment Plan as referred to in Section 4 of the Deed. This obligation shall
• run with the land and be included in the Deed.
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(g) Prior to completion of the Project in accordance with the Final Plans as certified
• to by Seller, Purchaser agrees that it will not convey, transfer, assign or otherwise
dispose or transfer the Property, or any part thereof, without the prior written
consent of Seller. This obligation shall run with the land and be included in the
Deed.
(h) Purchaser agrees that no discrimination because of race or religious, political or
other affiliations will be allowed or permitted to occur in the use of any portion of
the Property. This obligation shall run with the land and be included in the Deed.
(i) Purchaser agrees to observe and perform all of the terms and provisions of the
Deed.
12.2 Certificate of Completion. Upon substantial completion of the Project in
accordance with the Final Plans, Seller shall execute and deliver a Certificate of Completion, in
recordable form, confirming that such completion has been attained and thereby removing the
restriction of Section 12.1(g) hereof. Nothing herein contained shall prohibit or limit the right of
Purchaser to place a mortgage against the Property for purposes of financing the construction of
the Project and Seller agrees that the restriction on transferability shall not apply to the transfer
of the Property to Purchaser's lender pursuant to mortgage foreclosure proceedings or
conveyance in lieu thereof.
12.3 Survival. The provisions of this Section 12 shall survive the closing and the
• execution and delivery of the Deed.
13. Sale "As Is ".
Purchaser acknowledges for Seller's benefit that Purchaser has made and will make its
own inspection, investigation, review and examination of the Property and the soils thereon, and
all other aspects of the Property, including but not limited to a soils report and hazardous
substance audit, and agrees that it is acquiring the Property in its as -is condition without any
representation or warranty of any kind, express or implied, except as otherwise herein expressly
provided, by Seller or Seller's representatives, agents or affiliates, including without limitation
any representation as to hazardous or toxic substances, soil condition, or the availability or
adequacy of utilities. Seller shall give Purchaser access to the Property for purposes of
conducting such inspection, investigation and examination. Purchaser shall indemnify Seller
from any damages resulting from Purchaser's activities on the Property and will restore the same
to substantially their same condition as existed prior to such activities thereon by Purchaser. By
execution of this Agreement, Purchaser waives any rights to disclosure of physical condition of
the Property by Seller under Minnesota Statute § §513.52 - 513.60 which is effective January 1,
2003.
14. Default.
In the event of any default on the part of either party under this Agreement, which
continues for more than 10 days after written notice from the other party (except that no notice
• shall be required for default under any obligation to be performed at closing), the following shall
apply:
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• (a) if Purchaser is the defaulting party, Seller's sole remedy shall be to terminate this
Agreement by notice to Purchaser and in that event the Earnest Money shall be
paid to Seller as liquidated damages;
(b) if Seller is the defaulting party, Purchaser may (i) terminate this Agreement (in
which event Purchaser shall receive the Earnest Money) or (ii) seek specific
performance against Seller.
Notwithstanding the foregoing to the contrary, nothing contained herein shall limit the rights and
remedies of Seller as provided in the Deed in the event of a default by Purchaser after the date of
closing in its obligations as set forth in Section 12.
15. Notices.
Any notice or other communication provided for herein or given hereunder to a party
hereto shall be in writing, and shall be deemed given when sent by facsimile (followed on the
same day by a mailed copy of the notice or communication) or personally delivered to the officer
or partner of a party set forth below or when mailed by first class mail, registered or certified,
return receipt requested, postage prepaid, addressed as follows:
To Seller: Brooklyn Center Economic Development Authority
6301 Shingle Creek Parkway
Brooklyn Center, Minnesota 55430
• Attn: Michael McCauley
Fax No.: 612 -569 -3494
To Purchaser: Exceptional Homes, Inc.
11760 Justen Circle. Suite G. Maple Grove. MN 55369
Attn: Chris Cornelius
Fax No.: 763 -428 4053
Either party may change its address for notice purposes by giving notice in the manner set forth
in this Section.
16. Entire Agreement.
This Agreement embodies the entire agreement and understanding between the parties
relating to the transaction contemplated hereby and may not be amended, waived or discharged
except by an instrument in writing executed by the party against whom enforcement of such
amendment, waiver or discharge is sought. If any clauses or provisions herein contained would
invalidate this Agreement in whole or in part, such clauses or provisions only shall be invalid,
and the remainder of this Agreement will remain in full force and effect.
17. Governine Law.
. This Agreement shall be construed and enforced in accordance with the laws of the State
of Minnesota.
1565797v1 8
• 18. Successors and Assigns.
This Agreement shall be binding upon and inure to the benefit of the parties hereto and
their respective successors and assigns. This Agreement may not be assigned by Purchaser
without Seller's prior written consent
19. Attornev's Fees.
In the event of any proceeding to enforce this Agreement, the non - prevailing party shall
pay the attorneys' fees and expenses of the prevailing party.
20. Time of Essence.
Time is of the essence of this Agreement
21. Conflicts of Interest.
No member of the governing body or other official of Seller shall have any financial
interest, direct or indirect, in this Agreement, the Property or the Project, or any contract,
agreement or other transaction contemplated to occur or be undertaken thereunder or with
respect thereto, nor shall any such member of the governing body or other official participate in
any decision relating to the Agreement which affects his or her personal interests or the interests
of any corporation, partnership or association in which he or she is directly or indirectly
• interested. No member, official or employee of Seller shall be personally liable to Seller in the
event of any default or breach by Purchaser or successor or on any obligations under the terms of
this Agreement.
22. Confirming Termination.
If this Agreement terminates for any reason, each party agrees upon written request from
the other to confirm the termination in writing.
•
1565797v1 9
• IN WITNESS WHEREOF, the parties hereto have hereunder set their hands as of the
date and year first above written.
SELLER:
BROOKLYN CENTER ECONOMIC
DEVELOPMENT AUTHORITY
By:
Its:
PURCHASER:
EXCEPTIONAL HOMES, INC.
By:
Its:
1565797v1 10
• EXHIBIT A
(Legal Description)
Lot 9, Block 1, Andrew Rich's Addition, Hennepin County, Minnesota.
•
•
1565797vl A -1
• EXHIBIT B
(Permitted Encumbrances)
1. The lien of real estate taxes and installments of special assessments not yet due and
payable.
2. Any laws, regulations or ordinances (including, but not limited to, zoning, building and
environmental matters) as to the use, occupancy, subdivision or improvement of the
Property adopted or imposed by any governmental agency.
3. Easements, covenants, declarations and restrictions of record, if any.
•
1565797v1 B -1
• EXHIBIT C
QUIT CLAIM DEED
THIS INDENTURE, between the Brooklyn Center Economic Development
Authority, a Minnesota public body corporate and politic ( "Seller "), and
I , ( " Purchaser ").
WITNESSETH, that Seller, in consideration of the sum of One Dollar ($1.00), the
receipt of which is hereby acknowledged, and other good and valuable consideration, does
hereby grant, bargain, quit claim and convey to the Purchaser, its successors and assigns, forever,
all the tract or parcel of land lying and being in the County of Hennepin and State of Minnesota
described as follows, to wit:
[INSERT LEGAL DESCRIPTION FOR THE PARTICULAR PARCEL BEING
CONVEYED] (referred to herein as the "Property ")
[ "THE SELLER CERTIFIES THAT THE SELLER DOES NOT KNOW
OF ANY WELLS ON THE DESCRIBED REAL PROPERTY. "] OR
[SELLER TO PROVIDE WELL CERTIFICATE]
To have and hold the same, together with all the hereditaments and appurtenances
thereunto belonging in anywise appertaining, to the said Purchaser, its successors and assigns,
forever, provided:
• SECTION 1.
It is understood and agreed that this Deed is subject to the covenants, conditions,
restrictions and provisions of an agreement entered into between the Seller and Purchaser on the
day of , 200_, identified as 'Purchase Agreement" (hereafter referred
to as the "Agreement ") and that the Purchaser shall not convey the Property, or any part thereof,
without the consent'of the Seller until the date a Certificate of Completion releasing the
Purchaser from the obligations of said Agreement as to the Property has been placed of record.
This provision, however, shall in no way prevent the Purchaser from mortgaging the Property to
obtain funds for the purchase of the Property hereby conveyed and for erecting improvements
thereon in conformity with the Agreement.
It is specifically agreed that the Purchaser shall promptly begin and diligently prosecute
to completion the development of the Property through the construction of the Project as
provided in the Agreement.
Promptly after completion of the Project in accordance with the provisions of the
Agreement, the Seller will furnish the Purchaser with an appropriate instrument so certifying
(hereafter referred to as the "Certificate of Completion "). The Certificate of Completion shall be
a conclusive determination of satisfaction and termination of the agreements and covenants of
the Agreement and of this Deed with respect to the obligation of the Purchaser to construct the
Project and the dates for the beginning and completion thereof, provided, that such determination
• shall not constitute evidence of compliance with or satisfaction of any obligation of the
1565797v1 C -1
• Purchaser to any holder of a mortgage, or any insurer of a mortgage, securing money loaned to
finance the purchase of the Property hereby conveyed or the improvements, or any part thereof.
The Certificate of Completion shall be in such form as will enable it to be recorded with
the County Recorder, Hennepin County, Minnesota, or in case of registered land, with the
Registrar of Titles, Hennepin County, Minnesota. If the Seller shall refuse or fail to provide the
Certificate of Completion in accordance with the provisions of the Agreement and this Deed, the
Seller shall, within ten (10) days after written request by the Purchaser, provide the Purchaser
with a written statement indicating in adequate detail in what respects the Purchaser has failed to
complete the Project or is otherwise in default in accordance with the provisions of the
Agreement, and what measures or acts it will be necessary, in the opinion of the Seller, for the
Purchaser to take or perform in order to obtain the Certificate of Completion.
SECTION 2.
In the event the Purchaser herein shall, prior to the recording of the Certificate of
Completion with respect to the Property:
(a) default in or violate its obligations with respect to the construction of the Project
on the Property (including the nature and date for the completion thereof)
provided for in this Deed and the Agreement, or shall abandon or substantially
suspend construction work and any default or violation, abandonment or
suspension shall not be cured, ended or remedied within 30 days after written
• demand by the Seller so to do; or
(b) fail to pay real estate taxes or assessments on the Property or any part thereof
when due, or shall place thereon any encumbrance or lien unauthorized by the
Agreement, or shall suffer any levy or attachment to be made, or any
materialperson's or mechanic's liens, or any other unauthorized encumbrances or
lien to attach, and such taxes or assessments shall not have been paid or the
encumbrance or lien removed or discharged, within 30 days after written demand
by the Seller so to do; or
(c) there is, in violation of the Agreement or of this Deed, any transfer of the Property
or any part thereof or any change with respect to the identity of the parties in
control of the Purchaser, and such violation shall not be cured within 30 days after
written demand by the Seller to the Purchaser;
then the Seller shall have the right to re -enter and take possession of the Property and to
terminate and revest in the Seller the estate conveyed by this Deed to the Purchaser, its assigns or
successors in interest. Such reversion of title shall, however, be subject to the lien of any
outstanding mortgage authorized by the Agreement.
All of the terms, covenants, conditions, restrictions, agreements and reversions
contained in Sections 1 and 2 of this Deed shall be null and void and of no further force or
effect upon recordation of the Certificate of Completion.
1565797vl C -2
• SECTION 3.
The Purchaser agrees that it shall not discriminate upon the basis of race, color, creed,
religion, ancestry, national origin or sex, affectional preference, disability, age, marital status or
status with regard to public assistance, in the sale, lease, use or occupancy of the Property or any
improvements
located or to be erected thereon or any part thereof.
It is intended and agreed that the above and foregoing agreements and covenants shall be
covenants
running with the land, and that they shall, in any event, and without regard to technical
classification or designation, legal or otherwise, and except only as otherwise specifically
provided in this Deed, be binding, to the fullest extent permitted by law and equity for the benefit
and in favor of, and enforceable by, the Seller, its successors and assigns. It is further intended
and agreed that the agreement and covenant provided in Section 3 shall be binding on the
Purchaser itself, each successor in interest to the Property, and each party in possession or
occupancy, respectively, only for period as such successor or party shall have title to, or an
interest in, or possession or occupancy of, the Property or part thereof.
SECTION 4.
This Deed is also given subject to the Modified Redevelopment Plan for Housing
Development and Redevelopment Project No. 1 of the City of Brooklyn Center prepared
December 12, 1994, adopted December 19, 1994.
• All of the terms, covenants, conditions, restrictions and agreements contained in Sections
3 and 4 of this Deed shall be null and void and of no further force or effect on the twentieth
anniversary date of Seller's execution of this Deed.
•
1565797v1 C -3
S IN WITNESS WHEREOF, the Seller has caused this Deed to be duly executed in its
behalf by two of its officers this day of , 200
BROOKLYN CENTER ECONOMIC
DEVELOPMENT AUTHORITY
Approved as to form: B
Its
And By
Its
STATE OF MINNESOTA )
)ss.
COUNTY OF HENNEPIN )
The foregoing instrument was acknowledged before me this day of
200_ by and , the
and of the Brooklyn Center Economic
• Development Authority, a Minnesota public body corporate and politic, on behalf of the public
body.
Tax Statements for the Real Notary Public
Property Described -in this
Instrument should be sent to:
This instrument was drafted by:
Briggs and Morgan, P.A. (DGG)
W2200 First National Bank Building
332 Minnesota Street
St. Paul, MN 55101
•
1565797vi C -4
• EXHIBIT D
(Preliminary Plans and Site Plan)
•
•
1565797vl D -1
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City of Brooklyn Center Economic Development Authority
• LOT SALE PROCEDURES AND
SPECIFICATIONS FOR CONSTRUCTION OF
NEW SINGLE FAMILY HOMES
AT 5900 EMERSON AVENUE NORTH AND
5912 CAMDEN AVENUE NORTH
A. PROPERTY INFORMATION
5900 Emerson Avenue North
The lot is located at 5900 Emerson Avenue North, Brooklyn Center, Minnesota. There is no lot
survey information. available for the lot. Based on available information obtained from City
Assessing records the lot is a level, single family lot with Rl (single family) zoning. The lot size is
approximately 9,782 square feet with dimensions of 73 feet by 134 feet (average). A copy of the
portion of the plat showing the lot is included with these specifications.
Setback information on the lot is as follows:
• 35' front yard set back from Emerson Avenue North (measured from property line)
• 15' setback from 59th Avenue North (measured from property line)
• 10' setback on the principal building from north property line and 10' setback on the principal
building from east property line with the following exceptions.
NOTE: Since 5900 Emerson Avenue North is a corner lot, the north and east setbacks are considered
side yard setbacks. The side yard setbacks of 10' may be reduced to 5' for the principal building
(living space) along one side yard if there are no openings (window or door) on the house at these
points. The side yard setbacks for a garage may be reduced to 5'.
912 Camden Avenue North,
lWhe lot is located at 5912 Camden Avenue North, Brooklyn Center, Minnesota. There is no lot
survey information available for the lot. Based on available information obtained from City
Assessing records the lot is a level, single family lot with Rl (single family) zoning. The lot size is
approximately 15,200 square feet with dimensions of 80 feet by 190 feet. A copy of the portion of
the plat showing the lot is included with these specifications.
Setback information on the lot is as follows:
• 35' front yard set back from Camden Avenue North (measured from property line)
• 10' setback from north and south side yards (measured from property line). Side yard setback
for garage may be 5'
• 25' rear yard setback (measured from property line) and a minimum rear yard area of 30% of
the total lot area
B. DEADLINE FOR CONSTRUCTION
Construction of the dwelling on the property must be completed by September 30, 2004.
C. PURCHASE PRICE OF LOTS
The purchase price for the lot at 5900 Emerson Avenue North is $35,000.
The purchase price for the lot at 5912 Camden Avenue North is $40,000.
Proposals must be submitted separately for each lot on the proposal forms provided.
D. PREFERRED STYLES AND FEATURES
The following are preferred but not required. a
Rambler or two -story.
1 %s Baths
• Two car garage (attached or detached)
1
E. HOUSING DESIGN AND SITE DEVELOPMENT CRITERIA
• • The home shall be a single family, owner occupied house.
• Siding materials; exterior facade presentation; roof, window, siding and building line
variability; landscape; interior space function and use are all important criteria in evaluating
proposals so the finished home blends in with the surrounding neighborhood.
• Utility meters shall be screened from street view; locations must be specified on plans.
• Site drainage shall be accommodated on the site so that water is directed away from the new
home and the neighboring properties. Neighboring properties should not be disturbed to
create drainage swales.
• Exterior materials (siding, soffit, doors and windows), should be low maintenance. The use
of brick, stucco or cultured stone is encouraged. Natural cedar lap siding is acceptable if
properly stained or painted. Hardboard panels or hardboard lap siding are not acceptable.
• Unit height and mass of the new home shall be as compatible as possible with the scale of the
surrounding neighborhood.
• Plans must present a balanced and pleasing distribution of wall and window areas from all
views. Garage door dominance in design should be minimized.
• A full basement shall be provided in the house unless the selected design results in a split
level, garden level type of basement. Basement construction shall consist-of full Concrete
Masonry Unit (CMU) or poured concrete walls.
F. UTILITIES
• Municipal water is available at the curb stop and municipal sanitary sewer is available at the
curb or street pavement edge.
G. ELIGIBLE PURCHASERS
In order to purchase one or both of the lots, the buyer must be either.
• The future owner occupant who has retained a building contractor licensed by the State of
Minnesota, or
• A builder licensed by the State of Minnesota who will be developing the property for sale
to an owner occupant and has the demonstrated ability to complete quality home
construction. It is the intent of the City of Brooklyn Center Economic Development
Authority (EDA) to sell the lots for the purpose of creating single family owner occupied
housing. As such, the builder may sell and transfer any completed single family house
for which the City of Brooklyn Center has issued a Certificate of Occupancy, to the
purchaser(s) who will occupy such house as his/her residence, or to the purchaser(s) who
is/are purchasing the house for occupancy by his/her immediate family member(s).
H. BUILDER SELECTION CRITERIA
Builders must meet the following requirements:
• Provide preliminary plans of the proposed house. Preliminary plans shall include a site plan,
floor plan and building elevations of all four sides. The floor plans and building elevations
shall be drawn to scale on 8 %z " X 11" or 11" X 17" paper.
• Preliminary plans, including floor plans and building elevation, must be prepared in
consultation with an architectural designer with a minimum two years technical degree or an
architect.
• Provide manufacturer's specifications on the following:
1. Windows and doors; including garage doors.
2. Roofing materials.
3. All exterior coverings and finishes including siding, soffits and fascia
• Builder shall be licensed as such by the State of Minnesota.
• If requested by EDA staff, provide proof of builder's risk, comprehensive general liability,
• and worker's compensation insurance coverage. 0
• If requested by EDA staff, provide references from previous customers, suppliers and/or
building inspectors.
2
• Agree to complete construction within the time frame specified in Section B above. The
purchase/development agreement will include a provision, which returns the ownership of
the site to the EDA if the Builder does not perform as specified.
BUILDER SELECTION PROCEDURES
• .Builder's proposals are due at Brooklyn Center City Hall no later than 4:30 p.m., July
16, 2003. Proposals may be submitted in person, by mail or by fax and should be
addressed to Tom Bublitz. The Brooklyn Center City Hall address is 6301 Shingle
Creek Parkway, Brooklyn Center, MN 55430. The fax number is (763)569 -3360.
• Proposals must be submitted on attached forms titled "Proposal To The Brooklyn Center
Economic Development Authority" for "Property Address ". Proposals may be submitted for
one or both lots.
• Upon receipt of Builder proposals, EDA staff will evaluate the proposals and make a
recommendation to the EDA for consideration at its meeting on July 28, 2003. Proposals
that do not include the required site plans, floor plan and building elevations, may be
eliminated by staff from consideration by the EDA.
• House design is a critical concern and the single most important factor in evaluating projects.
The house building lines, window placement and orientation to street must present a balanced
and pleasing view from all sides
• Upon selection of a particular Builder proposal, Builder will be required to enter into a
Purchase/Development Agreement and provide $1,000 earnest money.
• The EDA reserves the right to reject any and all offers.
• Prior to final acceptance of Builder Proposal and sale of lot, the EDA will conduct a public
hearing pursuant to Minnesota Statutes Section 469.029.
J. Tentative Schedule for Sale of Lot
• Proposals due from Builders — July 16, 2003
• EDA reviews proposals and selects proposal — July 28, 2003
• EDA conducts public hearing on sale of lot — August 25, 2003
r o
3
• MINNESOTA WELL DISCLOSURE STATEMENT
Minnesota Law requires that before signing an agreement to sell or transfer real property after June 30, 1990, the
seller must disclose information in writing to the buyer about the status and location of all known wells on the
property. This requirement is satisfied by delivering to the buyer either a statement by the seller that the seller does
not know of any wells on the property, or a disclosure statement indicating the legal description and county and a
map showing the location of each well. In the disclosure statement the seller must indicate, for each well, whether
the well is in use, not in use or sealed.
A seller who fails to disclose the existence of a well at the time of sale and knew of, or had reason to know of, the
existence of a well is liable to the buyer for costs relating to the sealing of the well and reasonable attorney fees for
collection of costs from the seller, if the action is commenced within six years after the date the buyer closed the
purchase of the real property where the well is located.
Instructions for completion of this form are on the reverse side.
1. PROPERTY DESCRIPTION
Street address:
City County
2. LEGAL DESCRIPTION
3. WELL DISCLOSURE STATEMENT
• (Check the appropriate box.)
❑ The seller certifies that the seller does not know of any wells on the above described real property. If this
option is checked, then skip to the last line and sign and date this statement.
❑ The seller certifies that the following wells are located on the above described real property.
Well Year of
Unique Number Depth Const. Well Type IN USE NOT IN USE SEALED
Well 1 ❑ ❑ ❑
Well 2 ❑ ❑ ❑
Well 3 ❑ ❑ ❑
4. SEALED WELL INFORMATION
For each well designated as sealed above, complete this section.
When was the well sealed?
Who sealed the well?
Was a Sealed Well Report filed with the Minnesota Department of Health? Yes No
5. MAP
Complete the attached map showing the location of each well on the real property.
• 6. CERTIFICATION BY SELLER
I certify that the information provided above is accurate and complete to the best of my knowledge.
Seller or Designated Representative Date
7551 v1
• MAP
Please use the space below to sketch the real property being sold and the location of EACH well on the property.
Include distances from fixed reference points such as streets and buildings.
•
ATTACH ADDITIONAL SHEETS AS NEEDED
7551v1
• DEFINITION INSTRUCTIONS FOR COMPLETING THE WELL DISCLOSURE STATEMENT
A "well' means an excavation that is drilled, cored, bored, washed, driven, dug, jetted, or otherwise constructed if the
excavation is intended for the location, diversion, artificial recharge, or acquisition of groundwater.
MINNESOTA UNIQUE WELL NUMBER
All new wells constructed AFTER January 1, 1975 should have been assigned a Minnesota unique well number by
the person constructing the well. If the well was constructed after this date you should have the unique well number
in your property records. If you are unable to locate your unique well number and the well was constructed AFTER
January 1, 1975, contact your well contractor. If no unique well number is available, please indicate the depth and
year of construction for each well.
WELL TYPE
Use one of the following terms to describe the well type.
WATER WELL A water well is any type of well used to extract groundwater for private or public use. Examples of
water wells are: domestic wells, drive -point wells, dug wells, remedial wells, and municipal wells.
IRRIGATION WELL An irrigation well is a well used to irrigate agricultural lands. These are typically large
diameter wells connected to a large pressure distribution system.
MONITORING WELL A monitoring well is a well used to monitor groundwater contamination. The well is
typically used to access groundwater for the extraction of samples.
• DEWATERING WELL A dewatering well is a well used to lower groundwater levels to allow for construction or
use of underground spaces.
INDUSTRIAL/COMMERCIAL WELL An industrial /commercial well is a nonpotable well used to extract
groundwater for any nonpotable use including groundwater thermal exchange wells (heat pumps and heat loops).
WELL USE STATUS
Indicate the use status of each well. CHECK ONLY 1 BOX PER WELL.
IN USE A well is "in, use" if the well is producing sufficient water to meet its intended use and is being operated on a
regular basis.
NOT IN USE A well is "not in use" if the well is inoperable and not in use or the well is disconnected from a
power supply and is not sealed.
SEALED A well is "sealed" if the well has been sealed by a licensed contractor and there is a Sealed Well
Report on file at the Minnesota Department of Health. A properly sealed well has been sealed by a licensed
contractor by pumping grout throughout the entire borehole from the bottom of the well.
NOTE If a well is inoperable and not in use or disconnected from a power source, it must be sealed by a licensed
well contractor or a well owner must obtain a maintenance permit from the Minnesota Department of Health and pay
an annual maintenance feel. If a well is operable and properly maintained, a maintenance permit is not required.
•
7551v1
PURCHASE AGREEMENT
5912 Camden
THIS PURCHASE AGREEMENT, made and entered into this day of September,
2003, between Brooklyn Center Economic Development Authority, a body corporate and
politic organized and existing under the laws of the State of Minnesota ( "Seller "), and
Exceptional Homes, Inc., a Minnesota corporation ( "Purchaser ").
RECITALS
Seller owns an undeveloped parcel of real estate located at 5912 Camden Avenue North
in Brooklyn Center, Minnesota, and legally described on Exhibit A attached hereto ( "Property ").
Subject to and on the terms and provisions hereof, the parties have agreed that Seller will
sell the Property to Purchaser, and Purchaser will buy it from Seller.
NOW, THEREFORE, the parties hereto hereby agree as follows:
1. Sale and Purchase.
Subject to and on the terms and provisions hereof, Seller agrees to sell to Purchaser, and
Purchaser agrees to buy from Seller, the Property.
2. Purchase Price.
• The purchase price for the Property is $40,000.
3. Pavment of Purchase Price.
Concurrently with execution of this Agreement by both Seller and Purchaser, Purchaser
is paying Seller $1,000 by cashier's check ('Earnest Money "). At the closing of the sale
contemplated hereby, Purchaser shall pay the balance of the purchase price, plus or minus any
closing adjustments pursuant to this Agreement, in cash by wire transfer to an account
designated by Seller. The Earnest Money shall (a) be applied to the purchase price if the sale
contemplated hereby closes, (b) be refunded to Purchaser if Purchaser terminates this Agreement
pursuant to its terms or it terminates pursuant to Section 8.1 hereof, or (c) be paid to Seller if
Seller terminates this Agreement pursuant to Section 14(a) hereof.
4. Closing.
The closing of the sale of the Property shall be held no later than November 14, 2003, in
the offices of Seller in Brooklyn Center, Minnesota, or if Seller elects, in the offices of the Title
Company (as defined in Section 5.1). At the closing (a) Purchaser shall deliver or cause to be
delivered to Seller:
(i) the purchase price less the Earnest Money and plus or minus closing adjustments,
by wire transfer to Seller, to an account designated by Seller; and
. (ii) a closing statement, duly executed by Purchaser;
1565773v1
i
and (b) Seller shall deliver to Purchaser:
• i a quit claim () q m deed to the Property, subject only to the Permitted Encumbrances
described on Exhibit B attached hereto and those items approved or deemed
approved by Purchaser pursuant to Section 5 hereof, in the form of Exhibit C
attached hereto ( "Deed ")
(ii) an affidavit of non - foreign seller;
(iii) a Seller's affidavit in customary form, revised to cover only Seller's acts or
agreements,
(iv) those affidavits and disclosures as described in Section 11. 1, if any are applicable,
(v) the closing statement,
signed and, as appropriate, acknowledged by Seller.
5. Title Matters.
5.1 Examination of Title. Promptly after the date hereof, Seller shall order a
commitment for an owner's policy of title insurance issued by First American Title Insurance
Company ( "Title Company ") covering the Property. Purchaser shall be allowed until ten (10)
days after Purchaser's receipt of the commitment (and exception documents) to make any
• objections thereto, said objections to be made in writing to Seller by said date or deemed to have
been waived.
5.2 Correction of Title and Title Condition. If any objections to title are made as
provided in Section 5.1, Seller shall be allowed fifteen (15) days in which to cure them. Seller
shall have no obligation to cure any title defect, except mortgages or liens of a definite and
liquidated amount, and if Seller gives Purchaser notice during said fifteen (15) day period that it
is not curing any objection, this Agreement shall terminate unless Purchaser waives the objection
in writing within five (5) days after receipt of Seller's notice. Upon correction of title or waiver
of the specified defects by Purchaser, the closing shall be held on the later of the closing date
otherwise established pursuant to this Agreement or ten (10) days after the title objections are
cured or waived, if title is not cured or the objections thereto are not waived within fifteen (15)
days after the date on which Purchaser gives written objection to title as provided in Section 5.1
above, then this Agreement shall terminate. If this Agreement terminates pursuant to this
Section 5.2, the Earnest Money shall be refunded to Purchaser and neither party shall have any
further obligation hereunder, er, except that Purchaser shall remain liable under Section 13 and
Seller and Purchaser shall each remain liable under Section 22.
6. Closing Costs.
Purchaser shall pay recording costs and the premium for the owner's policy of title
insurance on the Property, and Purchaser and Seller shall each pay one -half of the closing fees of
the Title Company. Seller shall pay any abstracting, service and other charges for issuance of the
•
1565773v1 2
i
commitment, whether or not the closing occurs, and the state deed tax due u on recording of th
p g e
•
Deed.
7. Prorations.
Real estate taxes with respect to the Property due and payable in 2003, if any, shall be
prorated as of the
p closing date. Purchaser shall pay all real estate taxes due and payable in 2004
and thereafter. Purchaser shall assume and pay all special assessments which are levied, pending
or of record as of the closing date.
8. Certain Contingencies.
8.1 Contingencies in Favor of Purchaser. Notwithstanding any provision of this
Agreement to the contrary, Purchaser's obligation to purchase the Property is contingent upon:
(a) Purchaser's approval and acceptance of all aspects of the status and condition of
the Property, including environmental conditions; and
(b) the representations of Seller as set forth in Section 11.1 are true and accurate as of
the closing date.
In the event any of the contingencies are not satisfied (or waived by Purchaser in its sole
discretion) on or before the closing date, Purchaser may elect, by written notice delivered to
• Seller on or before the closing date, to terminate this Agreement in which event the Earnest
Money shall be refunded to Purchaser and neither party shall have any further obligations
hereunder, except that Purchaser shall remain liable under Section 13 and Seller and Purchaser
shall each remain liable under Section 20.
8.2 Contingencies in Favor of Seller. Notwithstanding any provision of this
Agreement to the contrary, Seller's obligation to sell the Property is contingent upon:
(a) Seller's approval of the execution and delivery of this Agreement following
public hearing as required by law; and
(b) the representations of Purchaser as set forth in Section 11.2 are true and accurate
as of the closing date.
In the event any of the contingencies are not satisfied (or, as to (b), waived by Seller in its sole
discretion) on or before the closing date, this Agreement shall terminate and the Earnest Money
shall be refunded to Purchaser and neither party shall have any further obligations hereunder,
except that Purchaser shall remain liable under Section 13 and Seller and Purchaser shall each
remain liable under Section 20.
9. Condemnation.
If there is a condemnation or pending condemnation of all or any portion of the Property
• or any rights therein or any access or other appurtenances thereto prior to the closing, Purchaser
may elect (a) to close the transaction contemplated hereby and receive at the closing of the
1565773vl 3
• Property either a credit against the purchase price for the Property in the amount of the award, in
the case of a completed condemnation, or an assignment of all rights in condemnation, in the
case of a pending condemnation, or (b) to terminate this Agreement and in such event, the
Earnest Money shall be refunded to Purchaser and neither party shall have any further
obligations hereunder, except that Purchaser shall remain liable under Section 13 and Seller and
Purchaser shall each remain liable under Section 20.
10. Real Estate ALYents.
Seller and Purchaser each represents that it has not retained any broker in connection with
the transaction contemplated hereby. Seller and Purchaser each hereby agree to indemnify the
other party from any real estate or other sales commission or fee payable to any broker hired or
engaged by the indemnifying party in respect of the transaction contemplated by this Agreement.
11. Representations.
11.1 Seller Representations. Seller makes the following representations to Purchaser:
(a) Seller is a municipal corporation and has the power to enter into this Agreement
and carry out its obligations hereunder.
(b) Seller is not a foreign person, foreign partnership, foreign trust or foreign estate as
those terms are defined in Section 1445 of the Internal Revenue Code.
• (c) [check one]
To the actual knowledge of Seller, there are no wells located on the
Property.
x_ To the actual knowledge of Seller, all wells known to Seller on the
Property are described in the attached Minnesota Well Disclosure Form.
(d) [check one]
x_ To the actual knowledge of Seller, the sewage generated at the Property
goes to a facility permitted by the Minnesota Pollution Control Agency.
To the actual knowledge of Seller, sewage generated at the Property does
not go to a facility permitted by the Minnesota Pollution Control Agency.
See Seller's Disclosure of Individual Sewage Treatment System attached.
(e) [check one]
_x_ Seller does not know if there is an abandoned individual sewage treatment
system on the Property.
• To the actual knowledge of Seller, there [strike one. are / are no
abandoned individual sewage treatment systems on the Property. If Seller
1565773v1 4
• discloses the existence of an abandoned individual sewage treatment
system on the Property, see Seller's Disclosure of Individual Sewage
Treatment System attached.
(fl [check one] — Not applicable — no dwelling on the Property.
N/A To the actual knowledge of Seller, the dwelling located on Property was
constructed in 1978 or later.
N/A To the actual knowledge of Seller, the dwelling located on the Property
was constructed before 1978. See Seller's Lead Paint Addendum For
Housing Constructed Before 1978 attached.
(g) [check one]
— x_ To the actual knowledge of Seller, there are not now, nor have there ever
been, any underground or above ground storage tanks located on the
Property.
To the actual knowledge of Seller, any underground storage tanks are
described in Seller's Affidavit Relating to Storage Tanks attached.
If, at any time prior to the date of closing, Seller acquires actual knowledge of events or
circumstances which render the representations set forth in this Section inaccurate in any respect,
• Seller shall immediately notify Purchaser in writing. For purposes of this Section 11.1, "to the
actual knowledge of Seller or words of similar impact shall mean the actual, present personal
knowledge of Tom Bublitz, without duty of investigation or inquiry.
Seller: 11.2 Purchaser's Representations. Purchaser makes the following representations to
(a) Purchaser is a corporation duly organized under the laws of the State of
Minnesota.
(b) Purchaser has the power to enter into this Agreement and to perform its
obligations hereunder.
(c) Purchaser has sufficient funds and/or financial commitments to finance the
acquisition of the Property and the construction of the Project (as defined in
Section 12.1) as required herein.
12. Proiect.
12.1 Development of Proiect. Purchaser agrees to construct certain improvements
( "Project ") upon the Property in accordance with the preliminary plans and site plan attached
hereto as Exhibit D and those certain "Lot Sales Procedures and Specifications for Construction
• of New Single Family Homes at 5900 Emerson Avenue North and 5912 Camden Avenue North"
1565773v1 5
on file with Seller (collectively, "Preliminary Plans "). In connection with the construction of the
• Project, Purchaser agrees as follows:
(a) Purchaser shall submit to Seller proposed final plans based upon and consistent
with the Preliminary Plans in form and substance reasonably satisfactory to Seller
by no later than September 30, 2003. Such proposed final plans shall also be
subject to review and be approval by the Building Official for the City of
Brooklyn Center. Seller shall respond to such final plans in writing within 20
days after receipt thereof. If Seller fails to object to such submitted final plans
within said 20 day period, the same shall be deemed to have been approved by
Seller. In the event Seller does not approve the same, Seller shall provide, in
writing, specific explanations for such disapproval. Purchaser shall cause the
same to be amended in accordance with the reasonable requirements of Seller,
and Purchaser shall, within 3 days of Seller's objection, resubmit the same to
Seller for approval. This process shall be followed until the same are finally
approved by Seller, at which time the same shall be deemed to be the "Final
Plans ". Once approved by Seller, minor changes therein may be made without the
consent of Seller, however, substantial or material changes must be preapproved
by Seller, which approval shall not be unreasonably withheld, provided that the
changes do not change the basic character and nature of the Project as previously
approved. By the execution hereof, Seller makes no agreement or representation
that the Preliminary Plans or the Final Plans are or will be in compliance with or
satisfy applicable City codes, ordinances and laws.
(b) Purchaser shall cause the Project to be constructed in substantial accordance with
the Final Plans, and in accordance with the terms of this Agreement, and all local,
state and federal laws and regulations (including, but not limited to,
environmental, zoning, energy conservation, building code and public health laws
and regulations).
(c) Purchaser will obtain, or cause to be obtained, all required permits, licenses and
approvals, and will meet all requirements of all applicable state, local and federal
laws and regulations which must be obtained or met before the Project, or any
part thereof, may be lawfully commenced and constructed.
(d) Purchaser shall commence construction of the Project by the later of the
following two dates: (i) 30 days following conveyance of the Property by Seller to
Purchaser, and (ii) May 3, 2004. Purchaser shall substantially complete the
Project (i.e. obtain a final, unconditional certificate of occupancy for the Project)
by no later than September 30, 2004.
(e) In connection with the construction of the Project, Purchaser shall comply with all
City of Brooklyn Center codes, ordinances and laws relating thereto.
(f) Purchaser will not make any use of the Property which does not conform to the
• Redevelopment Plan as referred to in Section 4 of the Deed. This obligation shall
run with the land and be included in the Deed.
1565773vl 6
• (g) Prior to completion of the Project in accordance with the Final Plans as certified
to by Seller, Purchaser agrees that it will not convey, transfer, assign or otherwise
dispose or transfer the Property, or any part thereof, without the prior written
consent of Seller. This obligation shall run with the land and be included in the
Deed.
(h) Purchaser agrees that no discrimination because of race or religious, political or
other affiliations will be allowed or permitted to occur in the use of any portion of
the Property. This obligation shall run with the land and be included in the Deed.
(i) Purchaser agrees to observe and perform all of the terms and provisions of the
Deed.
12.2 Certificate of Completion. Upon substantial completion of the Project in
accordance with the Final Plans, Seller shall execute and deliver a Certificate of Completion, in
recordable form, confirming that such completion has been attained and thereby removing the
restriction of Section 12.1(g) hereof. Nothing herein contained shall prohibit or limit the right of
Purchaser to place a mortgage against the Property for purposes of financing the construction of
the Project and Seller agrees that the restriction on transferability shall not apply to the transfer
of the Property to Purchaser's lender pursuant to mortgage foreclosure proceedings or
conveyance in lieu thereof.
12.3 Survival. The provisions of this Section 12 shall survive the closing and the
• execution and delivery of the Deed.
13. Sale "As Is ".
Purchaser acknowledges for Seller's benefit that Purchaser has made and will make its
own inspection, investigation, review and examination of the Property and the soils thereon, and
all other aspects of the Property, including but not limited to a soils report and hazardous
substance audit, and agrees that it is acquiring the Property in its as -is condition without any
representation or warranty of any kind, express or implied, except as otherwise herein expressly
provided, by Seller or Seller's representatives, agents or affiliates, including without limitation
any representation as to hazardous or toxic substances, soil condition, or the availability or
adequacy of utilities. Seller shall give Purchaser access to the Property for purposes of
conducting such inspection, investigation and examination. Purchaser shall indemnify Seller
from any damages resulting from Purchaser's activities on the Property and will restore the same
to substantially their same condition as existed prior to such activities thereon by Purchaser. By
execution of this Agreement, Purchaser waives any rights to disclosure of physical condition of
the Property by Seller under Minnesota Statute § §513.52- 513.60 which is effective January 1,
2003.
14. Default.
In the event of any default on the part of either party under this Agreement, which
continues for more than 10 days after written notice from the other party (except that no notice
• shall be required for default under any obligation to be performed at closing), the following shall
apply:
1565773v1 7
(a) if Purchaser is the defaulting party, Seller's sole remedy shall be to terminate this
• Agreement by notice to Purchaser and in that event the Earnest Money shall be
paid to Seller as liquidated damages;
(b) if Seller is the defaulting party, Purchaser may (i) terminate this Agreement (in
which event Purchaser shall receive the Earnest Money) or (ii) seek specific
performance against Seller.
Notwithstanding the foregoing to the contrary, nothing contained herein shall limit the rights and
remedies of Seller as provided in the Deed in the event of a default by Purchaser after the date of
closing in its obligations as set forth in Section 12.
15. Notices.
Any notice or other communication provided for herein or given hereunder to a party
hereto shall be in writing, and shall be deemed given when sent by facsimile (followed on the
same day by a mailed copy of the notice or communication) or personally delivered to the officer
or partner of a party set forth below or when mailed by first class mail, registered or certified,
return receipt requested, postage prepaid, addressed as follows:
To Seller: Brooklyn Center Economic Development Authority
6301 Shingle Creek Parkway
Brooklyn Center, Minnesota 55430
• Attn: Michael McCauley
Fax No.: 612 -569 -3494
To Purchaser: Exceptional Homes, Inc.
11760 Justen Circle. Suite G. Maple Grove. MN 55369
Attn: Chris Cornelius
Fax No.: 763 - 428 -4053
I
Either party may change its address for notice purposes by giving notice in the manner set forth
in this Section.
16. Entire Agreement.
This Agreement embodies the entire agreement and understanding between the parties
relating to the transaction contemplated hereby and
p may not be amended waived or dischar
• .. Y Y discharged
g
except by an instrument in writing executed b
the art against whom g y party g o enforcement of such
amendment, waiver or discharge is sought. If any clauses or provisions herein contained would
invalidate this Agreement in whole or in part, such clauses or provisions only shall be invalid,
and the remainder of this Agreement will remain in full force and effect.
17. Governing Law.
• This Agreement shall be construed and enforced in accordance with the laws of the State
of Minnesota.
1565773v1 8
• 18. Successors and Assiens.
This Agreement shall be binding upon and inure to the benefit of the parties hereto and
their respective successors and assigns. This Agreement may not be assigned by Purchaser
without Seller's prior written consent
19. Attornev's Fees.
In the event of any proceeding to enforce this Agreement, the non - prevailing party shall
pay the attorneys' fees and expenses of the prevailing party.
20. Time of Essence.
Time is of the essence of this Agreement
21. Conflicts of Interest.
No member of the governing body or other official of Seller shall have any financial
interest, direct or indirect, in this Agreement, the Property or the Project, or any contract,
agreement or other transaction contemplated to occur or be undertaken thereunder or with
respect thereto, nor shall any such member of the governing body or other official participate in
any decision relating to the Agreement which affects his or her personal interests or the interests
of any corporation, partnership or association in which he or she is directly or indirectly
• interested. No member, official or employee of Seller shall be personally liable to Seller in the
event of any default or breach by Purchaser or successor or on any obligations under the terms of
this Agreement.
22. ConfirminLy Termination.
If this Agreement terminates for any reason, each party agrees upon written request from
the other to confirm the termination in writing.
•
1565773v1 9
I _.
• IN WITNESS WHEREOF, the parties hereto have hereunder set their hands as of the
date and year first above written.
SELLER:
BROOKLYN CENTER ECONOMIC
DEVELOPMENT AUTHORITY
By:
Its:
PURCHASER:
EXCEPTIONAL HOMES, INC.
By:
• Its:
•
1565773v1 10
• EXHIBIT A
(Legal Description)
Lot 10, Block 1, Camden Acres, Hennepin County, Minnesota.
•
1565773v1
A -1
• EXHIBIT B
(Permitted Encumbrances)
1. The lien of real estate taxes and installments of special assessments not yet due and
payable.
2. Any laws, regulations or ordinances (including, but not limited to, zoning, building and
environmental matters) as to the use, occupancy, subdivision or improvement of the
Property adopted or imposed by any governmental agency.
3. Easements, covenants, declarations and restrictions of record, if any.
•
•
1565773v1 B -1
• EXHIBIT C
QUIT CLAIM DEED
THIS INDENTURE, between the Brooklyn Center Economic Development
Authority, a Minnesota public body corporate and politic ( "Seller "), and
. ( "Purchaser ").
WITNESSETH, that Seller, in consideration of the sum of One Dollar ($1.00), the
receipt of which is hereby acknowledged, and other good and valuable consideration, does
hereby grant, bargain, quit claim and convey to the Purchaser, its successors and assigns, forever,
all the tract or parcel of land lying and being in the County of Hennepin and State of Minnesota
described as follows, to wit:
[INSERT LEGAL DESCRIPTION FOR THE PARTICULAR PARCEL BEING
CONVEYED] (referred to herein as the 'Property ")
[ "THE SELLER CERTIFIES THAT THE SELLER DOES NOT KNOW
OF ANY WELLS ON THE DESCRIBED REAL PROPERTY. "] OR
[SELLER TO PROVIDE WELL CERTIFICATE]
To have and hold the same, together with all the hereditaments and appurtenances
thereunto belonging in anywise appertaining, to the said Purchaser, its successors and assigns,
forever, provided:
• SECTION 1.
It is understood and agreed that this Deed is subject to the covenants, conditions,
restrictions and provisions of an agreement entered into between the Seller and Purchaser on the
day of , 200_, identified as 'Purchase Agreement" (hereafter referred
to as the "Agreement ") and that the Purchaser shall not convey the Property, or any part thereof,
without the consent'of the Seller until the date a Certificate of Completion releasing the
Purchaser from the obligations of said Agreement as to the Property has been placed of record.
This provision, however, shall in no way prevent the Purchaser from mortgaging the Property to
obtain funds for the purchase of the Property hereby conveyed and for erecting improvements
thereon in conformity with the Agreement.
It is specifically agreed that the Purchaser shall promptly begin and diligently prosecute
to completion the development of the Property through the construction of the Project as
provided in the Agreement.
Promptly after completion of the Project in accordance with the provisions of the
Agreement, the Seller will furnish the Purchaser with an appropriate instrument so certifying
(hereafter referred to as the "Certificate of Completion "). The Certificate of Completion shall be
a conclusive determination of satisfaction and termination of the agreements and covenants of
the Agreement and of this Deed with respect to the obligation of the Purchaser to construct the
Project and the dates for the beginning and completion thereof, provided, that such determination
shall not constitute evidence o compliance with or satisfaction of an obligation • id f y g of the
1565773v1
C -1
Purchaser to any holder of a mortgage, or any insurer of a mortgage, securing money loaned to
finance the purchase o the Property hereby conveyed or the improvements, or an f.
• h f Y p any thereof
The Certificate of Completion shall be in such form as will enable it to be recorded with
the County Recorder, Hennepin County, Minnesota, or in case of registered land, with the
Registrar of Titles, Hennepin County, Minnesota. If the Seller shall refuse or fail to provide the
Certificate of Completion in accordance with the provisions of the Agreement and this Deed, the
Seller shall, within ten (10) days after written request by the Purchaser, provide the Purchaser
with a written statement indicating in adequate detail in what respects the Purchaser has failed to
complete the Project or is otherwise in default in accordance with the provisions of the
Agreement, and what measures or acts it will be necessary, in the opinion of the Seller, for the
Purchaser to take or perform in order to obtain the Certificate of Completion.
SECTION 2.
In the event the Purchaser herein shall, prior to the recording of the Certificate of
Completion with respect to the Property:
(a) default in or violate its obligations with respect to the construction of the Project
on the Property (including the nature and date for the completion thereof)
provided for in this Deed and the Agreement, or shall abandon or substantially
suspend construction work and any default or violation, abandonment or
suspension shall not be cured, ended or remedied within 30 days after written
• demand by the Seller so to do; or
(b) fail to pay real estate taxes or assessments on the Property or any part thereof
when due, or shall place thereon any encumbrance or lien unauthorized by the
Agreement, or shall suffer any levy or attachment to be made, or any
materialperson's or mechanic's liens, or any other unauthorized encumbrances or
lien to attach, and such taxes or assessments shall not have been paid or the
encumbrance or lien removed or discharged, within 30 days after written demand
by the Seller so to do; or
(c) there is, in violation of the Agreement or of this Deed, any transfer of the Property
or any part thereof or any change with respect to the identity of the parties in
control of the Purchaser, and such violation shall not be cured within 30 days after
written demand by the Seller to the Purchaser;
then the Seller shall have the right to re -enter and take possession of the Property and to
terminate and revest in the Seller the estate conveyed by this Deed to the Purchaser, its assigns or
successors in interest. Such reversion of title shall, however, be subject to the lien of any
outstanding mortgage authorized by the Agreement.
All of the terms, covenants, conditions, restrictions, agreements and reversions
contained in Sections 1 and 2 of this Deed shall be null and void and of no further force or
• effect upon recordation of the Certificate of Completion.
I
1565773v1 C -2
• SECTION 3.
The Purchaser agrees that it shall not discriminate upon the basis of race, color, creed,
religion, ancestry, national origin or sex, affectional preference, disability, age, marital status or
status with regard to public assistance, in the sale, lease, use or occupancy of the Property or any
improvements located or to be erected thereon, or any part thereof.
It is intended and agreed that the above and foregoing agreements and covenants shall be
covenants running with the land, and that they shall, in any event, and without regard to technical
classification or designation, legal or otherwise, and except only as otherwise specifically
provided in this Deed, be binding, to the fullest extent permitted by law and equity for the benefit
and in favor of, and enforceable by, the Seller, its successors and assigns. It is further intended
and agreed that the agreement and covenant provided in Section 3 shall be binding on the
Purchaser itself, each successor in interest to the Property, and each party in possession or
occupancy, respectively, only for period as such successor or party shall have title to, or an
interest in, or possession or occupancy of, the Property or part thereof.
SECTION 4.
This Deed is also given subject to the Modified Redevelopment Plan for Housing
Development and Redevelopment Project No. 1 of the City of Brooklyn Center prepared
December 12, 1994, adopted December 19, 1994.
• All of the terms, covenants, conditions, restrictions and agreements contained in Sections
3 and 4 of this Deed shall be null and void and of no further force or effect on the twentieth
anniversary date of Seller's execution of this Deed.
1565773v1 C_3
• IN WITNESS WHEREOF, the Seller has caused this Deed to be duly executed in its
behalf by two of its officers this day of , 200
BROOKLYN CENTER ECONOMIC
DEVELOPMENT AUTHORITY
Approved as to form: B
Its
And By
Its
STATE OF MINNESOTA )
COUNTY OF HENNEPIN )ss. )
The foregoing instrument was acknowledged before me this day of
200_ by and , the
and of the Brooklyn Center Economic
Development Authority, a Minnesota public body corporate and politic, on behalf of the public
• body.
Tax Statements for the Real Notary Public
Property Described fn this
Instrument should be sent to:
This instrument was drafted by:
Briggs and Morgan, P.A. (DGG)
W2200 First National Bank Building
332 Minnesota Street
St. Paul, MN 55101
1565773v1 C-4
EXHIBIT D
•
(Preliminary Plans and Site Plan)
•
•
1565773v1 D -1
(/ r/�od v2��/ 03077 R.M.
l `� NOTEIII
HOLD FLOOR TRUSSES IN
FOR 1 112" RlI THERMAX
FOAM BD. INSUL + SHTH'G. AT
ENTIRE PERIMETER * RIM AREA(TYP.)
(SEE DETAIL SHT. /4)
W U�WO
• CRESTUNE VINYLCREST
WINDOWS SPEC'D. 3 o
• ALUMINUM SOFFITS/
FASCIA oW� -Wm}
z
•VINYL SIDING �z�� ' j z �
41 }p` j�2K 0
U
A�2T '
zti
8rc W4yy 2
f ��9 UNZti�h
h
w
2
J
�F I 11
ASPHALT SHINGLES I I JI I I J ItIl [III I! 1 1 1 I O
_ -
F11 6112 I '
I I ROOF W
- lJ LI 4112 I M
ROOF
I Illli� I 1
ARMOR m �� II
ou LU
�� = aaaoa000_
04
B.M.
• _ _- - _ / _
08 -19 -03
'7 AS NOTED
we rro.
7044 FT FIRST
733 SO. FT. SECOND FLOOR .- ^ J ^ ^ ^ ^ ^ t 03267
56'-0'
24'-0'
I ly
- - - - - - - - - - - - - - - --
1= - -
r ------------- - - - - -- -
IQ 6
4c;: 8 , 2 4c. 12"B
20x6 FrG. 20x fTC.
L
STEP BLK. & FrG.
PER GRADE
(FIELD VERIFI)
r - - - - - - - - -- - - - - -
�A --- Ic. 6"&LK
- - - - -- - - - - - -
I Ic. 12'BLK Lip, - - - - - -
- - - - - -- - - - - - - -
I.. 8'BLK .
I t
20xB FTG B&-
To
4c. 8' BIX.
Ic. 12'BLK 16x8 FTC.
20x8 FrG.
IN i C'4
nil I 6X6 POST J'Il j
WDW. 36'x36*xl2 w
WELL CONC. FTC. FL T T
13'-10'
r--- - - - - -- - K
1721 LK.
BRG. WALL 2x8 2OxB FrG.
2. 6
6 STUDS HGtL ABOVE
Ic. - 112
16xB FIG.
4' :r ----- - i
i BASEMENTr "k ------- I-
CID
ca CONC. -\i I I- ---- \
3 'e' — -------------
12c. 1219I.K. CONC.
I 20x8 FIG. I c. 6BLK
FURRED WALLS Do 4c. 12
2x4 STUDS 20x8 FrG. I
R1 F.G. BATTS I
FIREPOLY L -- - - - - - - - - - - - - - - - - - -
19= t-r-t- ]III — " .- , -, -,
FURN. - - - 7
43 "I MECH. NR
12c. 12'&LK. EX - - - - - - - - - - - - - - - - - - - - - - - - - - - -- -
20x8 FTG. WATER HFATER�l SEALED Scu 10
L VEN a4SKET
22' -6" 9 -6 „�
bxb I
t
is ✓ N- C-4 T PIASE
a I B 7548 CON
FROST FOOTING
3 10 1
1 1'-6'
32'-0• 24'-0'
56'-0"
• ALL HEIGHT CALCULATIONS FOR HOLD FLOO SSES NOTEIII
F0UNa4IlONS ARE BASED ON THE I/ IN CRESTLINC,W.Y�CRE.
'q Z THEIR WDW'S. qW'D. VER
USE OF FULL 8 HIGH BLOCK wl i FOUN 10N PLAN FOAM BD INSUL. +, RIM -f A ALL R.Q. WISUPPLL
10S. IF MODULAR BLOCK ENTIRE PERIMETER = T
.3/8' JO) ILEA(:;�)
111c licrn frwTpArTnpz cs4ruion (SEE DETAIL SHT . j5) JISHEET 2 OF
as -u
32' -0' 24' -0"
14' 18' -0'
FRAME REA GREAT ROOM
WALL TO 14' -0' FROM
TOP OF BLK. /SLAB HGT.
TO TOP OF TOP PLATE
36 z:.6' fTXFa`I 3fi x 6' F1X.
36 x u S.H. 36'x ' S.H.
\ ,
d ZERO CLEARANCE
\ GAS FIREPLACE
M a I SEE INTERIOR ELEV. O j
x
7 - -O' . rry. . r � . ^ v x m
�o n
v o N
24' CANT ABOVE 1 b REAT R00 1A
CARPET - O
\
VAULTED
(2)9 114 A1_L --
O > U �
1
1J' -8' 9' 3'-10' 4' - 4' 4' -10'
WOOD RAIL
a; INING 3 —
iI o HRD.WD
U 1
o ICARACEI
rn
n 30' HGH. HLF 1 4' -8'
WALL w/WOOD �l 4' CONC. SLAB O N I
CAP O i.
12'x12' FRAMES ,C $ ^ 2 9 1 4 M.L
COLUMN w FLUS-1 O6 'o
SHTRCK. I e ?6, $ /Z � N
18' FLR. y l 4 iB'
Cli FAN v � --�
a Y I 2'4 PKT DR. — — — — — — — — 16'0x70 O.H. DRJ
- --
c ell. I
W I ..,, 22 " 4' -6' 1�O.W0.6'_2' �1
N � I
-- �; ITCH. it
1 HRD.WD. }!� �O to 'f N BENCH - - c
M ® W Qf,q I W
a0 N ' ___ w /uD ?S W / �O
f/1 F
� - q � • __ -
®� _ ^ o I DYER 4'0 '� 3'_4 UN UN j I (2)14' M.LI
DBL INK D W HRD.WD.co io �WASH� V7NYL '
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City of Brooklyn Center Economic Development Authority
• LOT SALE PROCEDURES AND
SPECIFICATIONS FOR CONSTRUCTION OF
NEW SINGLE FAMILY HOMES
AT 5900 EMERSON AVENUE NORTH AND
5912 CAMDEN AVENUE NORTH
A. PROPERTY INFORMATION
5900 Emerson Avenue North
The lot is located at 5900 Emerson Avenue North, Brooklyn Center, Minnesota. There is no lot
survey information available for the lot. Based on available information obtained from City
Assessing records the lot is a level, single family lot with Rl (single family) zoning. The lot size is
approximately 9,782 square feet with dimensions of 73 feet by 134 feet (average). A copy of the
portion of the plat showing the lot is included with these specifications.
Setback information on the lot is as follows:
• 35' front yard set back from Emerson Avenue North (measured from property line)
• 15' setback from 59th Avenue North (measured from property line)
• 10' setback on the principal building from north property line and 10' setback on the principal
building from east property line with the following exceptions.
NOTE: Since 5900 Emerson Avenue North is a corner lot, the north and east setbacks are considered
side yard setbacks. The side yard setbacks of 10' may be reduced to 5' for the principal building
(living space) along one side yard if there are no openings (window or door) on the house at these
points. The side yard setbacks for a garage may be reduced to 5'.
912 Camden Avenue North
IWThe lot is located at 5912 Camden Avenue North, Brooklyn Center, Minnesota. There is no lot
survey information available for the lot. Based on available information obtained from City
Assessing records the lot is a level, single family lot with RI (single family) zoning. The lot size is
approximately 15,200 square feet with dimensions of 80 feet by 190 feet. A copy of the portion of
the plat showing the lot is included with these specifications.
Setback information on the lot is as follows:
• 35' front yard set back from Camden Avenue North (measured from property line)
• 10' setback from north and south side yards (measured from property line). Side yard setback
for garage may be 5'
• 25' rear yard setback (measured from property line) and a minimum rear yard area of 30% of
the total lot area
B. DEADLINE FOR CONSTRUCTION
Construction of the dwelling on the property must be completed by September 30, 2004.
C. PURCHASE PRICE OF LOTS
The purchase price for the lot at 5900 Emerson Avenue North is $35,000.
The purchase price for the lot at 5912 Camden Avenue North is $40,000.
Proposals must be submitted separately for each lot on the proposal forms provided.
D. PREFERRED STYLES AND FEATURES
The following are preferred but not required. Q
• Rambler or two -story.
1 % Baths
• Two car garage (attached or detached)
1
i
E. HOUSING DESIGN AND SITE DEVELOPMENT CRITERIA
• • The home shall be a single family, owner occupied house.
• Siding materials; exterior facade presentation; roof, window, siding and building line
variability; landscape; interior space function and use are all important criteria in evaluating
proposals so the finished home blends in with the surrounding neighborhood.
• Utility meters shall be screened from street view; locations must be specified on plans.
• Site drainage shall be accommodated on the site so that water is directed away from the new
home and the neighboring properties. Neighboring properties should not be disturbed to
create drainage swales.
• Exterior materials (siding, soffit, doors and windows), should be low maintenance. The use
of brick, stucco or cultured stone is encouraged. Natural cedar lap siding is acceptable if
properly stained or painted. Hardboard panels or hardboard lap siding are not acceptable.
• Unit height and mass of the new home shall be as compatible as possible with the scale of the
surrounding neighborhood.
• Plans must present a balanced and pleasing distribution of wall and window areas from all
views. Garage door dominance in design should be minimized.
• A full basement shall be provided in the house unless the selected design results in a split
level, garden level type of basement. Basement construction shall consist.of full Concrete
Masonry Unit (CMU) or poured concrete walls.
F. UTILITIES
• Municipal water is available at the curb stop and municipal sanitary sewer is available at the
curb or street pavement edge.
G. ELIGIBLE PURCHASERS
In order to purchase one or both of the lots, the buyer must be either:
• The future owner occupant who has retained a building contractor licensed by the State of
Minnesota, or
• • A builder licensed by the State of Minnesota who will be developing the property for sale
to an owner occupant and has the demonstrated ability to complete quality home
construction. It is the intent of the City of Brooklyn Center Economic Development
Authority (EDA) to sell the lots for the purpose of creating single family owner occupied
housing. As such, the builder may sell and transfer any completed single family house
for which the City of Brooklyn Center has issued a Certificate of Occupancy, to the
purchaser(s) who will occupy such house as his/her residence, or to the purchaser(s) who
is /are purchasing the house for occupancy by his/her immediate family member(s).
H. BUILDER SELECTION CRITERIA
Builders must meet the following requirements:
• Provide preliminary plans of the proposed house. Preliminary plans shall include a site plan,
floor plan and building elevations of all four sides. The floor plans and building elevations
shall be drawn to scale on 8 %z " X 11" or 11" X 17" paper.
• Preliminary plans, including floor plans and building elevation, must be prepared in
consultation with an architectural designer with a minimum two years technical degree or an
architect.
• Provide manufacturer's specifications on the following:
1. Windows and doors; including garage doors.
2. Roofing materials.
3. All exterior coverings and finishes including siding, soffits and fascia
• Builder shall be licensed as such by the State of Minnesota.
• If requested by EDA staff, provide proof of builder's risk comprehensive general liability,
P g .
and worker's compensation insurance coverage. Y
• If requested by EDA staff, provide references from previous customers, suppliers and/or
building inspectors.
2
• Agree to complete construction within the time flame specified in Section B above. The
purchase/development agreement will include a provision, which returns the ownership of
the site to the EDA if the Builder does not perform as specified.
BUILDER SELECTION PROCEDURES
• .Builder's proposals are due at Brooklyn Center City Hall no later than 4:30 p.m., July
16, 2003. Proposals may be submitted in person, by mail or by fax and should be
addressed to Tom Bublitz. The Brooklyn Center City Hall address is 6301 Shingle
Creek Parkway, Brooklyn Center, MN 55430. The fax number is (763)569 -3360.
• Proposals must be submitted on attached forms titled "Proposal To The Brooklyn Center
Economic Development Authority" for "Property Address ". Proposals may be submitted for
one or both lots.
• Upon receipt of Builder proposals, EDA staff will evaluate the proposals and make a
recommendation to the EDA for consideration at its meeting on July 28, 2003. Proposals
that do not include the required site plans, floor plan and building elevations, may be
eliminated by staff from consideration by the EDA.
• House design is a critical concern and the single most important factor in evaluating projects.
The house building lines, window placement and orientation to street must present a balanced
and pleasing view from all sides
• Upon selection of a particular Builder proposal, Builder will be required to enter into a
Purchase/Development Agreement and provide $1,000 earnest money.
• The EDA reserves the right to reject any and all offers.
• Prior to final acceptance of Builder Proposal and sale of lot, the EDA will conduct a public
hearing pursuant to Minnesota Statutes Section 469.029.
J. Tentative Schedule for Sale of Lot
• Proposals due from Builders — July 16, 2003
• EDA reviews proposals and selects proposal — July 28, 2003
• • EDA conducts public hearing on sale of lot — August 25, 2003
•
3
• MINNESOTA WELL DISCLOSURE STATEMENT
Minnesota Law requires that before signing an agreement to sell or transfer real property after June 30, 1990, the
seller must disclose information in writing to the buyer about the status and location of all known wells on the
property. This requirement is satisfied by delivering to the buyer either a statement by the seller that the seller does
not know of any wells on the property, or a disclosure statement indicating the legal description and county and a
map showing the location of each well. In the disclosure statement the seller must indicate, for each well, whether
the well is in use, not in use or sealed.
A seller who fails to disclose the existence of a well at the time of sale and knew of, or had reason to know of, the
existence of a well is liable to the buyer for costs relating o the sealing of the well and reasonable attorney fees for
Y
9 9 Y
collection of costs from the seller, if the action is commenced within six years after the date the buyer closed the
purchase of the real property where the well is located.
Instructions for completion of this form are on the reverse side.
1. PROPERTY DESCRIPTION
Street address:
City County
2. LEGAL DESCRIPTION
• 3. WELL DISCLOSURE STATEMENT
(Check the appropriate box.)
❑ The seller certifies that the seller does not know of any wells on the above described real property. If this
option is checked, then skip to the last line and sign and date this statement.
❑ The seller certifies that the following wells are located on the above described real property.
Well Year of
Unique Number Depth Const. Well Type IN USE NOT IN USE SEALED
Well 1 ❑ ❑ ❑
Well 2 ❑ ❑ ❑
Well 3 ❑ ❑ ❑
4. SEALED WELL INFORMATION
For each well designated as sealed above, complete this section.
When was the well sealed?
Who sealed the well?
Was a Sealed Well Report filed with the Minnesota Department of Health? Yes _ No _ 5. MAP
Complete the attached map showing the location of each well on the real property.
is 6. CERTIFICATION BY SELLER
I certify that the information provided above is accurate and complete to the best of my knowledge.
Seiler or Designated Representative Date
7551v1
i
• MAP
Please use the space below to sketch the real property being sold and the location of EACH well on the property.
Include distances from fixed reference points such as streets and buildings.
•
• ATTACH ADDITIONAL SHEETS AS NEEDED
7551v1
• DEFINITION INSTRUCTIONS FOR COMPLETING THE WELL DISCLOSURE STATEMENT
A "well" means an excavation that is drilled, cored, bored, washed, driven, dug, jetted, or otherwise constructed if the
excavation is intended for the location, diversion, artificial recharge, or acquisition of groundwater.
MINNESOTA UNIQUE WELL NUMBER
All new wells constructed AFTER January 1, 1975 should have been assigned a Minnesota unique well number by
the person constructing the well. If the well was constructed after this date you should have the unique well number
in your property records. If you are unable to locate your unique well number and the well was constructed AFTER
January 1, 1975, contact your well contractor. If no unique well number is available, please indicate the depth and
year of construction for each well.
WELL TYPE
Use one of the following terms to describe the well type.
WATER WELL A water well is any type of well used to extract groundwater for private or public use. Examples of
water wells are: domestic wells, drive -point wells, dug wells, remedial wells, and municipal wells.
IRRIGATION WELL An irrigation well is a well used to irrigate agricultural lands. These are typically large
diameter wells connected to a large pressure distribution system.
MONITORING WELL A monitoring well is a well used to monitor groundwater contamination. The well is
typically used to access groundwater for the extraction of samples.
• DEWATERING WELL A dewatering well is a well used to lower groundwater levels to allow for construction or
use of underground spaces.
INDUSTRIAUCOMMERCIAL WELL An industrial /commercial well is a nonpotable well used to extract
groundwater for any nonpotable use including groundwater thermal exchange wells (heat pumps and heat loops).
WELL USE STATUS
Indicate the use status each well. CHECK ONLY 1 BOX PER WELL.
IN USE A well is "in, use" if the well is producing sufficient water to meet its intended use and is being operated on a
regular basis.
NOT IN USE A well is "not in use" if the well is inoperable and not in use or the well is disconnected from a
power supply and is not sealed.
SEALED A well is "sealed" if the well has been sealed by a licensed contractor and there is a Sealed Well
Report on file at the Minnesota Department of Health. A properly sealed well has been sealed by a licensed
contractor by pumping grout throughout the entire borehole from the bottom of the well.
NOTE If a well is inoperable and not in use or disconnected from a power source, it must be sealed by a licensed
well contractor or a well owner must obtain a maintenance permit from the Minnesota Department of Health and pay
an annual maintenance feel. If a well is operable and properly maintained, a maintenance permit is not required.
•
7551v1
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Woodsman Select Vinyl Siding panels are manufactured to the following specifications. %arrfzrf<'�`i1t o/
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MATERIAL SPECIFICATIONS PROFILES COLORS
All products meet or exceed the Standard Specification for Rigid PVC D /4, D/4 Dutchlap • White
Siding (ASTM D -3679) and its referenced documents. An independent 24" Exposure • Champagne
laboratory g p g
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certifies the conformance to this specification. ASTM D -3679 is the 2 Squares /Carton
specification used by building code authorities. Where not defined in Wedgewood
ASTM D -3679, products also meet Norandex Stringent Y ent Qualit Control 2 - Exposure , Ex Dutchlap . Wheat
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•. N 12' Length . Granite*
2 Squares/Carton
PHYSICAL DATA
Tan
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Panel Thickness: .042 ( +/ -,001)
• Sand*
Panel Projection: (D /4, DA Dutchlap, D /5, D/5 Dutchlap): 5/8" Sierra*
" Color: Uniformity is spectrophotometrically controlled. Cactus
Texture: Embossed with a woodgrain pattern. Linen
Lock: Optically measured and controlled. *Premium Colors featuring ColorHoldT" capping resins, a
Gloss: Uniform low gloss maintained with an integrating 75°F UV- Stable acrylic polymer.
' PRODUCT TEST DATA
F#'f Heat Shrinkage 3% at 160 °F
Impact Resistance: Mean Failure Energy > 60 in. lb.
° Design Windload: 145 MPH
� T . Surface Distortion: None at 120°F
Squareness: <1/8" of square
Length: Within —1/4" of specification
Warp /Chamber: <1/8"
Flame Spread Index: <25
Smoke Density Index: <450
Fuel Contribution 0
- Self Ignition Temp: 780 °F
*The MPH windspeed reported above is calculated using the VSI Windspeed Calculation Guidelines. It is an estimate
of windspeed resistance given one uniform set of assumptions. Please note that vinyl siding is a decorative covering
.;•.:" "- < -:n " that is not intended to provide structural reinforcement to a wall. The wind resistance of a wall system may be less
than the maximum wind speed rating for a siding product and will not be increased as a result of installing vinyl siding.
COMPOUND TEST DATA
All Norandex Vinyl Siding s manufactured ed from PVC compound that meets or exceeds all specifications o -
either Class P f D 3679 for
_ 1, 2 or 3 compounds.
p ds.
Tensile Strength: 6,909
Modules of Elasticity Y (Psi) 391,999
Izod Impact Strength @ 73.4 °F ft. x lb/in of notch): 3.81
Izod Impact p Strength @ 32 °F (ft. x lb/in of notch): 2.11
Deflection Temperature at 264 psi: 737 Coefficient of Linear_ Expansion (in/in/'F) P (� ) 3.15x1 0 s
All Norandex Siding and Soffit Products:
• Have a Class A fire rating when tested in accordance with ASTM E -84
Have a one hour firewall rating when tested in accordance with ASTM E -119
eX Exceed the requirements of ASTM D -3679 when tested in accordance with ASTM D -635
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13
EDA Agenda Item No. 4b
MEMORANDUM
TO: Michael McCauley, City Manager
FROM: Brad Hoffman, Community Development Director
DATE: September 17, 2003
SUBJECT: Global Furniture Public Hearing
Monday evening will be the public hearing on the proposed subsidy to Global Furniture.
The location of the development will be the vacant parcel on the northwest corner of Shingle
Creek and Freeway Boulevard. The site is approximately 2.2 acres in size and has remained
undeveloped primarily because of soil conditions. There are significant peat deposits in the area
around Shingle Creek. The site has a current market value of $610,000.
The Global site is located in TIF District 3. The district was established in 1995 as a
redevelopment district with a budget of $31,900,000. The Global project which represents less
than 1% of the districts budget is similar to the Sunlite Property project. Sunlite constructed the
large industrial building directly behind the Hilton hotel. Sunlite received $642,700 for soil
• corrections. Other activities in TIF District 3 include the relocation of a storm sewer and water
main for TGI Fridays, the acquisition of the properties for the 69 and Brooklyn Boulevard
project, Brookdaie and a subsidy to TIF District 4. The projected fund balance for TIF 3 at the
end of 2003 is $6,726,039.
The public hearing would be held to consider a subsidy (TIF) up to $300,000 to help with
the soil remediation. Similar projects in the immediate are have encountered up to 25 feet of peat
that needed to be removed and replaced. In addition, there is surplus material (earth) on the site
from development°bf a previous owner. Soil corrections will most likely exceed $300,000.
Global Industries is one of the largest suppliers of business furniture in the world. Their
clients include the White House. They are proposing to construct a minimum 25,000 square foot
display /warehouse on the site. Prospective clients could view furniture settings in the display or
office area. In the warehouse they would store furniture and assemble display items. Upon
completion, the development would have a minimum value of $1,600,000. The actual value for
tax purposes should be in excess of $2,000,000. The subsidy to the project is approximately 3.5
years of the taxes that would be generated by the development.
The only previous development proposals that I can recall for this site have been a
McDonalds and an Amoco station. Both concepts were considered to be unacceptable to
previous Councils. No serious development proposal for this site has been offered or suggested
in the last six (6) years. The Global Industries proposal is consistent with the comprehensive plan
and the surrounding development. I will be available to discuss this �'
development in eater detail
p
Monday evening as will a representative for the company.
• its adoption: Commissioner introduced the following resolution and moved
EDA RESOLUTION NO.
RESOLUTION APPROVING A BUSINESS SUBSIDY AND DEVELOPMENT
AGREEMENT AND AUTHORIZING ITS EXECUTION (GLOBAL HENNEPIN
COUNTY PROPERTIES PROJECT)
WHEREAS:
A. The Authority has prepared a Development Agreement with Global Hennepin County
Properties, LLC (the "Developer ") pursuant to which the Authority will provide tax increment
assistance for soil correction work in connection with a facility to be constructed on the property by
the Developer (the "Development Agreement ") and seeks the Economic Development Authority's
approval.
B. The City held a public hearing on the business subsidy proposed to be given to the
Developer on this date following at least 10 days published notice in the local newspaper of general
circulation.
NOW, THEREFORE, BE IT RESOLVED by the Economic Development Authority
• in and for the City of Brooklyn Center:
1. Approval of Business Subsidv. The Economic Development Authority hereby
approves the form of the business subsidy agreement with the Developer and consents to the
Authority's granting of the business subsidy to the Developer.
2. Approval of the Development Agreement. The Economic Development
Authority hereby approves the form of the Development Agreement and consents to the Authority's
execution of the Development Agreement.
Date President
The motion for the adoption of the foregoing resolution was duly seconded by commissioner
and upon vote being taken thereon, the following voted in favor thereof:
and the following voted against the same:
• whereupon said resolution was declared duly passed and adopted.
• EDA RESOLUTION NO.
STATE OF MINNESOTA
COUNTY OF HENNEPIN
CITY OF BROOKLYN CENTER
I, the undersigned, being the duly qualified and acting Clerk of the City of Brooklyn Center,
Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of
minutes with the original thereof on file in my office, and that the same is a full, true and complete
transcript of the minutes of a meeting of the Economic Development Authority of said City, duly
called and held on the date therein indicated, insofar as such minutes relate to the approval of a
business subsidy and development agreement with Global Hennepin County Properties, LLC and
authorizing its execution.
WITNESS my hand this 23 day of September 2003.
City Clerk
•
C
•
DEVELOPMENT AGREEMENT
BY AND BETWEEN
BROOKLYN CENTER ECONOMIC DEVELOPMENT AUTHORITY
AND
GLOBAL HENNEPIN COUNTY PROPERTIES, LLC
IC I
•
t
This document drafted by:
BRIGGS AND MORGAN (MMD)
Professional Association
2200 West First National Bank Building
St. Paul, Minnesota 55101
•
1549072v6
TABLE OF CONTENTS
• Page
ARTICLEI DEFINITIONS .................................................................. ............................... 2
Section1.1. Definitions .............................................................. ..............................2
ARTICLE II REPRESENTATIONS AND WARRANTIES ................. ............................... 4
Section 2.1. Representations and Warranties of the Authority . ............................... 4
Section 2.2. Representations and Warranties of the Developer ............................... 4
ARTICLE III CONSTRUCTION OF MINIMUM IMPROVEMENTS AND
PAYMENT OF TAX INCREMENT ASSISTANCE ...... ............................... 6
Section 3.1. Preconditions to Payment of Tax Increment Assistance ...................... 6
Section 3.2. Construction of Minimum Improvements ............ ............................... 6
Section 3.3. Use of Tax Increments .......................................... ............................... 6
Section 3.4. Certain Approvals ................................................. ............................... 6
Section 3.5. Business Subsidy Agreement ................................ ............................... 7
Section 3.6. Execution of Assessment Agreement ................... ............................... 9
Section 3.7. Real Property Taxes ............ ...............................
Section 3.8. Certificate of Completion ..................................... .............................10
ARTICLE IV EVENTS OF DEFAULT .................................................. .............................12
Section 4.1. Events of Default Defined .................................... .............................12
• Section 4.2. Remedies on Default ........................................... ............................... 13
Section 4.3. No Remedy Exclusive ......................................... ............................... 13
Section 4.4. No Implied Waiver ............................................... .............................13
Section 4.5. Agreement to Pay Attorney's Fees and Expenses .............................. 13
Section 4.6. Indemnification of Authority and City ............... ............................... 13
ARTICLE V ADDITIONAL PROVISIONS ......................................... .............................15
Section 5.1. Conflicts of Interest ............................................... .............................15
Section5.2". Assignment ......................................................... ............................... 15
Section 5.3. Titles of Articles and Sections .............................. .............................15
Section 5.4. Notices and Demands ......................................... ............................... 15
Section5.5. Counterparts .......................................................... .............................16
Section 5.6. Law Governing ................................................... ............................... 16
Section5.7. Expiration ............................................................ ............................... 16
Section 5.8. Provisions Surviving Rescission or Expiration ... ............................... 16
Section 5.9. Conditions to Effectiveness .................................. .............................16
EXHIBIT A Legal Description of Development Property ......................... ............................... A -1
EXHIBIT B Business Subsidy Report .....................
EXHIBIT C Form of Assessment Agreement ............................................ ............................... C -1
EXHIBIT D Certificate of Completion ....................................................... ............................... D -1
•
1549072v6 _i_
• DEVELOPMENT AGREEMENT
THIS AGREEMENT, made as of the 22n day of September, 2003, by and between the
Brooklyn Center Economic Development Authority, Minnesota (the "Authority "), a body
corporate and politic organized and existing under the laws of the State of Minnesota and Global
Hennepin County Properties, LLC, a Minnesota limited liability company (the "Developer "),
WITNESSETH:
WHEREAS, pursuant to Minnesota Statutes, Sections 469.001 to 469.047 (the "HRA
Law "), the Brooklyn Center Housing and Redevelopment Authority (the "HRA ") has hereto
formed Housing Development and Redevelopment Project No. 1 (the "Redevelopment Project ")
and has adopted a redevelopment plan therefor (the "Redevelopment Plan"); and
WHEREAS, pursuant to Minnesota Statutes, Section 469.091 to 469.108 1, the Authority
has the powers of a housing and redevelopment authority under the HRA Law, and has been
authorized by the City Council of the City of Brooklyn Center to carry out all powers and
administer all projects initiated by the HRA; and
WHEREAS, pursuant to the provisions of Minnesota Statutes, Section 469.174 through
469.1799, as amended, (hereinafter the "Tax Increment Act "), the Authority has created, within
the Redevelopment Project, Tax Increment Financing District No. 3 (the "Tax Increment
• District "), and has adopted a tax increment financing plan therefor (the "Tax Increment Plan")
which provides for the use of tax increment financing in connection with development of certain
property within the Redevelopment Project; and
WHEREAS, in order to achieve the objectives of the Redevelopment Plan and
particularly to make the land in the Redevelopment Project available for development by private
enterprise in conformance with the Redevelopment Plan, the Authority has determined to assist
the Developer the costs of certain soil corrections needed to real property in order to provide a
buildable site on property located within the Tax Increment District; and
WHEREAS, the Authority believes that the development of said property in the Tax
Increment Financing District, and fulfillment of this Agreement are in the best interests of the
City of Brooklyn Center, and in accordance with the public purpose and provisions of the
applicable state and local laws and requirements under which it will be undertaken.
NOW, THEREFORE, in consideration of the premises and the mutual obligations of the
parties hereto, each of them does hereby covenant and agree with the other as follows:
•
1549072v6
• ARTICLE I
DEFINITIONS
Section 1.1. Definitions. All capitalized terms used and not otherwise defined herein
shall have the following meanings unless a different meaning clearly appears from the context:
Agreement means this Agreement, as the same may be from time to time modified,
amended or supplemented;
Assessment Agreement means the agreement substantially in the form attached hereto as
Exhibit C and made a part of this Agreement, among the Developer, or its successors and
assigns, the Authority and the assessor for the City, entered into pursuant to Section 3.6 of this
Agreement;
Assessor's Minimum Market Value means the agreed minimum market value of the
Development Property for calculation of real property taxes as determined by the assessor for the
City pursuant to the Assessment Agreement;
Authoritv means the Brooklyn Center Economic Development Authority;
Certificate of Completion means the certification in substantially the form attached hereto
as Exhibit D and made a part of this Agreement to be provided by the Authority to the Developer
• pursuant to Section 3.8 of this Agreement;
City means the City of Brooklyn Center, Minnesota;
Construction Plans means the plans, specifications, drawings and related documents of
the construction work for the Minimum Improvements. The plans (a) shall be as detailed as the
plans, specifications, drawings and related documents which are submitted to the building
inspector of the City, and (b) shall include at least the following: (1) site plan; (2) foundation
plan; (3) basement plans; (4) floor plan for each floor; (5) cross sections of each (length and
width); (6) elevations (all sides); and (7) landscape plan;
County means Hennepin County, Minnesota;
Developer means Global Hennepin County Properties, LLC, a Minnesota limited liability
company, its successors and assigns;
Development means the Development Property and the Minimum Improvements;
Development Property means certain land located within the Tax Increment District and
legally described on Exhibit A attached hereto;
Event of Default means any of the events described in Section 4.1;
1549072v6 2
• Minimum Improvements, means the approximately 25,000 square foot office and
furniture warehouse facility to be constructed by the Developer on the Development Property;
Payment v t Date means the date the Developer has satisfied the conditions of Section 3.1
hereof and the Authority has paid the Tax Increment Assistance to the Developer;
Soil Correction Work means removal and replacement of substandard soil and correction
of any other soil deficiencies or conditions necessary to develop or use the Development
Property, demolition of any existing improvements on the Development Property and any
engineering services directly related to soil correction;
State means the State of Minnesota;
Tax Increment Act means Minnesota Statutes, Sections 469.174 through 469.1799, as
amended;
Tax Increment Assistance means the cost of the Soil Correction Work documented to the
satisfaction of the Authority in accordance with Section 3.1 hereof, but in any event not to
exceed $300,000;
Tax Increment District means Tax Increment Financing District No. 3;
Tax Increment Financine Plan means the plan approved for the Tax Increment District;
Unavoidable Delays means delays, outside the control of the art claiming its
P Y g
occurrence, which are the direct result of strikes, other labor troubles, unusually severe or
prolonged bad weather, acts of God, fire or other casualty to the Project, litigation commenced
by third parties which, by injunction or other similar judicial action or by the exercise of
reasonable discretion, directly results in delays, or acts of any federal, state or local
governmental unit .(other than the Authority or the City) which directly result in delays.
•
1549072v6 3
• ARTICLE II
REPRESENTATIONS AND WARRANTIES
Section 2.1. Representations and Warranties of the Authority.,. The Authority makes
the following representations and warranties:
(1) The Authority is a body corporate and politic of the State of Minnesota and has
the power to enter into this Agreement and carry out its obligations hereunder.
(2) The Tax Increment District was created, adopted and approved in accordance with
the terms of the Tax Increment Act.
(3) The development contemplated by this Agreement is in conformance with the
objectives set forth in the Redevelopment Plan.
(4) The Authority proposes, subject to the further provisions of this Agreement, to
provide the Tax Increment Assistance to reimburse the Developer for all or a portion of the costs
of the Soil Correction Work as set forth in Section 3.1 of the Agreement.
Section 2.2. Representations and Warranties of the Developer. The Developer, to the
best of its knowledge, makes the following representations and warranties:
• (1) The Developer is a company, duly formed and existing under the laws of the State
of New Jersey, is in good standing and duly authorized to conduct its business in the State of
Minnesota and all other states where its activities require such authorization, has the power to
enter into this Agreement, and by proper corporate action has authorized the execution and
delivery of this Agreement.
(2) The.,Developer will undertake the Soil Correction Work in accordance with all
local, state and federal laws and regulations (including, but not limited to, environmental, zoning,
energy conservation, building code and public health laws and regulations).
(3) The Soil Correction Work and the subsequent development of the Development
Property by the construction of the Minimum Improvements would not be undertaken by the
Developer, and in the opinion of the Developer would not be economically feasible within the
reasonably foreseeable future, without the assistance and benefit to the Developer provided for in
this Agreement.
(4) The Developer will use diligent efforts to obtain, or cause to be obtained, in a
timely manner, all required permits, licenses and approvals, and will use diligent efforts to meet,
in a timely manner, all requirements of all applicable local, state, and federal laws and
regulations which must be obtained or met before the Soil Correction Work and construction of
the Minimum Improvements may be lawfully undertaken.
• (5) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and
1549072v6 4
conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of,
the terms, conditions or provision of any contractual restriction, evidence 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.
6 Except to the extent the interests of the e Develo er and the City or the Authority
p P Y Y
are adverse, the Developer will reasonably cooperate with the City and the Authority with
respect to any litigation commenced with respect to the Development Property.
(7) Except to the extent the interests of the Developer and the City or Authority are
adverse, the Developer will reasonably cooperate with the City and the Authority in resolution of
any traffic, parking, public nuisance, or public safety problems which may arise in connection
with the Development Property.
(8) The Developer expects the Soil Correction Work to commence no later than
March 1, 2004, and the construction of the Minimum Improvements to commence no later than
six (6) months after the commencement of the Soil Correction Work. The Minimum
Improvements will be substantially completed within fifteen (15) months of the commencement
of the Soil Correction Work. Upon completion of the construction of the Minimum
Improvements, the Developer expects the market value of the Development Property to be
approximately $1,600,000 as of January 2, 2005, if the Minimum Improvements are substantially
completed by December 31, 2004 or as of January 2, 2006, if the Minimum Improvements are
• substantially completed by December 31, 2005.
•
1549072v6 5
• ARTICLE III
CONSTRUCTION OF MINIMUM IMPROVEMENTS
AND PAYMENT OF TAX INCREMENT ASSISTANCE
Section 3.1. Preconditions to Pavment of Tax Increment Assistance. The Developer
will undertake and pay the costs of the Soil Correction Work. In order to reimburse the
Developer for the costs of Soil Correction Work up to but not to exceed $300,000, the Authority
agrees to provide the Tax Increment Assistance to the Developer as further set forth in this
Agreement. The Tax Increment Assistance shall be paid by the Authority to the Developer upon
satisfaction of the following conditions precedent to the satisfaction of the Authority:
(a) The Developer shall be in material compliance with all the terms and
provisions of this Agreement;
(b) The Developer shall have completed the Soil Correction Work and the
construction of the Minimum Improvements shall be at least one third complete; and
(c) The Developer shall have delivered to the Authority invoices, cancelled
checks or other reasonable evidence of the amount and payment by the Developer of the
costs of the Soil Correction Work.
(d) The Developer shall have executed and recorded the Assessment
Agreement dated January 2, 2005 for taxes payable in the years 2006 to 2010 if the
Minimum Improvements are substantially completed by December 31, 2004 or January
2, 2006 for taxes payable in the years 2007 to 2011 if the Minimum Improvements are
substantially completed by December 31, 2005.
Section 3.2. Construction of Minimum Improvements.
The Developer agrees that it will construct the Minimum Improvements on the
Development Property in conformance with the Construction Plans. Prior to commencement of
the Minimum Improvements, the Developer shall submit to the Authority for approval (such
approval not to be unreasonably withheld or delayed) the Construction Plans for the Minimum
Improvements, and all approvals required under the City's building, zoning or other ordinances
or regulations. The Authority shall promptly review Developer's submitted plans and
specifications for the Minimum Improvements. To the extent, if any, that the Authority denies
approval of the plans and specifications, the Authority shall clearly delineate the reasons for such
denial.
Section 3.3. Use of Tax Increments. The Authority and the City shall be free to use the
Tax Increments, other than those to which the Developer is entitled pursuant to the provisions of
Section 3.1 hereof, for its administrative expenses and for any other purpose for which the Tax
Increments may lawfully be used pursuant to applicable provisions of the Minnesota law.
• Section 3.4. Certain Approvals. The Developer acknowledges and agrees that any
approval by the Authority given pursuant to this Agreement does not constitute the consent or
1549072v6 6
• approval of the City or any other governmental body or entity of the Development, the plans for
or the construction of the Minimum Improvements, or any other aspect thereof, including
without limitation, use, zoning, building code and watershed requirements, and the Authority
shall have no liability to the Developer for damages or otherwise for failure of the Developer to
obtain any required consents, approvals, permits and licenses for the Development in accordance
with all applicable laws and regulations.
Section 3.5. Business Subsidv Agreement. The Developer and the Authority recognize
and agree that the Tax Increment Assistance to be granted to the Developer by the Authority
pursuant to this Agreement is a "business subsidy" under Minnesota Statutes, Section 116J.993
through 116J.995, as amended (the "Subsidy Law "), and is subject to the provisions thereof,
including without limitation reporting requirements and a five year commitment by the
Developer to continue its operations on the Development Property.
Accordingly, it is agreed:
(a) The estimated fair market value of the subsidy is the amount of the Tax
Increment Assistance to be paid by the Authority to the Developer (the "Subsidy ");
(b) The public purpose of the Subsidy is to further provide additional
commercial facilities in the City, increase the tax base and to create new jobs.
(c) For its "Job Goals" under this Section 3.5 the Developer covenants that it
• will provide or cause to be provided, in connection with the Minimum Improvements, 7
full -time permanent employee positions within two years of the Benefit Date (as defined
in paragraph (d) below), with these jobs having wage levels of at least $7.50 per hour,
exclusive of benefits.
(d) For purposes of Section I I6J.994, Subdivision 3, of the Subsidy Law, the
goals of the Subsidy are the construction of the Minimum Improvements and use thereof
by the Developer, its successors in interest, for at least five years after the Benefit Date of
the Subsidy, as defined in the Subsidy Law, which is hereby determined to be the date of
the issuance of a certificate of occupancy for the Minimum Improvements (the 'Benefit
Date ").
For purposes of the Subsidy Law, the Subsidy shall (e ) p � y y be considered to be a
forgivable loan to the Developer from the Authority. It is agreed, as required by Section
116J.994, Subdivision 6, if the Developer is in default under this Section 3.5 subject to
any remedial provisions of the Subsidy Law as may be applicable, the Developer shall be
obligated to repay the Subsidy plus interest on all such amounts at the implicit price
deflator, as defined under Minnesota Statutes, Section 275.70, Subdivision 2. If the
Developer meets some but not all of its Job Goals hereinafter defined, the Developer may
request in writing, and Authority may agree in the absolute discretion of the Board of
Commissioners, that the Subsidy be repaid by the Developer pro rata, e.g., if only 5 of the
7 full -time jobs at the Minimum Improvements and Other Improvements, the Developer
• would repay 2 /7ths of the Subsidy paid to the Developer, plus accrued interest thereon.
1549072v6 7
• The Subsidy is needed in order to induce the Developer to construct the Minimum
Improvements. The Developer covenants that it will continue to own the Minimum
Improvements for at least five years after the Benefit Date.
(f) The Developer represents that its parent corporation is Global Industries,
Inc., a New Jersey corporation.
(g) The Developer represents that the following are all of the State of
Minnesota and "local government agency" grants (other than the Subsidy hereunder) to
the Minimum Improvements:
None
Grantor Value ($)
None
Grantor Value ($)
(h) The Developer represents that it is not in default on the date hereof on any
subsidy agreement entered into by the Developer under the Subsidy Law.
(i) The Developer shall complete and file with the Authority from time to
in Y
time the report 1n the form of the attached Exhibit B. The Subsidy Law provides that if
• the Developer does not make such reports, when due, the Authority must mail the
Developer a warning within one week of the required filing date, and if, after 14 days
after the postmark date of that warning, the Developer continues to fail to report, then the
Developer is required to and shall pay the Authority a penalty of $100 for each
subsequent day until the report is filed, up to a maximum of $1,000. The Developer shall
file these reports with the Authority, in care of the Executive Director, (1) on March 1 of
each year, beginning with the March 1 immediately following the Benefit Date, and (2)
within 30 days after the "Compliance Date," hereby defined to be the date which is two
years after the Benefit Date. Each March 1 report shall report on the prior calendar year,
and each other report shall report on the period since the last reporting period.
0) This Section 3.5 is intended to be the "subsidy agreement" required by
Section 116J.994, Subdivision 3, of the Subsidy Law. In the event that any provision of
this Section 3.5 is inconsistent or in conflict with any provision of the Subsidy Law, and
in the event that any provision of the Subsidy Law provides additional requirements, the
provisions of the Subsidy Law shall apply and govern. In addition to all reporting
obligations of the Developer under this Section 3.5 and Exhibit B, the Developer agrees
to provide the Authority with any additional information which may be required in order
for the Authority to comply with its reporting requirements, as they may exist or be
amended from time to time, under the Subsidy Law.
(k) Nothing in this Section 3.5 is intended to limit or otherwise amend the
other terms of this Agreement. To the extent that rovisions in this Section 3.5 are more
e
• extensive or restrictive than any related term elsewhere in this Agreement, the provisions
1549072v6 8
• hereof shall govern. The above commitment of the Developer to own the Minimum
Improvements for at least five years from the Benefit Date is a requirement of the
Subsidy Law (subject to procedures therein allowing relaxation or waiver of said
requirement) and shall apply and govern.
Section 3.6. Execution of Assessment Agreement. The Developer agrees to, and with
the Authority shall execute an Assessment Agreement in substantially the form attached hereto
as Exhibit C as authorized by Minnesota Statutes, Section 469.177, Subdivision 8, which
specifies the Assessor's Minimum Market Value for the Development Property and the
improvements located thereon for calculation of real property taxes. Specifically, the Developer
shall agree to a market value for the Development Property which will result in an assessed value
as of January 2, 2005, if the Minimum Improvements are substantially completed by December
31, 2004, or as of January 2, 2006, if the Minimum Improvements are substantially completed by
December 31, 2005, of not less than $1,600,000 (the Assessor's Minimum Market Value).
Nothing in the Assessment Agreement shall limit the discretion of the assessor to assign a market
value to the Development Property in excess of such Assessor's Minimum Market Value nor
prohibit the Developer from seeking through the exercise of legal or administrative remedies a
reduction in such market value for property tax purposes, provided however, that the Developer
shall not seek a reduction of such market value below the Assessor's Minimum Market Value in
any year so long as the Assessment Agreement shall remain in effect. The Assessment
Agreement shall remain in effect until January 2, 2009, for taxes payable through the year 2010,
if the Assessment Agreement is dated January 2, 2005 or until January 2, 2010 for taxes payable
• through the year 2011, if the Assessment Agreement is dated January 2, 2006 (the "Termination
Date "). The Assessment Agreement shall be certified by the assessor for the City as provided in
Minnesota Statutes, Section 469.177, Subdivision 8, upon a finding by the assessor that the
Assessor's Minimum Market Value represents a reasonable estimate based upon the plans and
specifications for the Minimum Improvements to be constructed on the Development Property
and the market value previously assigned to the Development Property. Pursuant to Minnesota
Statutes. Section 469.177, Subdivision 8, the Assessment Agreement shall be filed for record in
the office of the county recorder or registrar of titles of Hennepin County, and such filing shall
constitute notice to any subsequent encumbrancer or purchaser of the Development Property,
whether voluntary or involuntary, and such Assessment Agreement shall be binding and
enforceable in its entirety against any such subsequent purchaser or encumbrancer, including the
holder of the any mortgage of the Development Property.
The Commencement expiration date of the Assessment Agreement shall be established
prior to its recording based on when the Developer anticipates the Project will be substantially
complete.
Section 3.7. Real Probertv Taxes.
(1) The Developer acknowledges that it is obligated under law to pay all real property
taxes payable with respect to the Development Property and pursuant to the provisions of the
Assessment Agreement and any other statutory or contractual duty that shall accrue subsequent
• to the date of its acquisition of title to the Development Property and until the Developer's
obligations have been assumed by any other person with the written consent of the Authority
1549072v6 9
I
• (such consent not to be unreasonably withheld or delayed) and pursuant to the provisions of this
Agreement.
(2) The Developer agrees that prior to the Termination Date:
(a) It will not seek administrative review or judicial review of the
applicability of any tax statute relating to the taxation of real property constituting the
Development Property determined by any tax official to be applicable to the
Development Property or the Developer or raise the inapplicability of any such tax statute
as a defense in any proceedings, including delinquent tax proceedings; provided,
however, "tax statute" does not include any local ordinance or resolution levying a tax;
(b) It will not seek administrative review or judicial review of the
constitutionality of any tax statute relating to the taxation of real property contained on
the Development Property determined by any tax official to be applicable to the
Development Property or the Developer or raise the unconstitutionality of any such tax
statute as a defense in any proceedings, including s delinquent tax proceedings; provided
q p g,p
however, "tax statute" does not include any local ordinance or resolution levying a tax;
(c) It will not seek any tax deferral or abatement, either presently or
prospectively authorized under Minnesota Statutes, Section 273.86, or any other state or
federal law, of the taxation of real property constituting the Development Property
between the date of execution of this Agreement and the Termination Date for that
• portion of the taxes attributable to Assessor's Minimum Market Value;
(d) It will not sell the Development Property to an entity whose property is
exempt from the payment of real estate taxes.
(3) The Developer agrees that the provisions set forth in paragraph (2) above shall be
included in every lease or operating agreement covering any portion of the Development
Property, which provisions will bind the tenant or operator with respect to such provisions.
Section 3.8. Certificate of Completion. Promptly after the Developer has demonstrated
to the reasonable satisfaction of the Authority that the Minimum Improvements have been
completed in accordance with the p rovisions of i
p p t h i s Agreement, including the Construction Plans
approved p b the Authority, Authority will furnish t
p Y Y� Y he Developer with a Certificate of
Completion, in substantially the form set forth in Exhibit D attached hereto. Such Certificate of
Completion shall be a conclusive determination of satisfaction of the agreements and covenants
in this Agreement with respect to the obligations o Develop to construct the Minimum
g p f the Develo
g p
Improvements.
If the Authority shall refuse or fail to provide a Certificate of Completion in accordance
with the provisions of this Section 3.8, the Authority shall, within ten (10) 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 under the terms of
1549072v6 10
• this Agreement, 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 Certificate of Completion.
•
•
1549072v6 l l
• ARTICLE IV
EVENTS OF DEFAULT
Section 4.1. 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 any one or more of the following events:
(a) A default in the payments of ad valorem real property taxes assessed with
respect to any portion of the Development Property;
(b) Subject to Unavoidable Delays, failure by the Developer to commence the
Soil Correction Work by March 1, 2004, and to substantially complete the Soil
Correction Work by May 30, 2004;
(c) Subject to Unavoidable Delays, failure of the Developer to commence the
construction of the Minimum Improvements within six (6) months of commencement of
the Soil Correction Work, to be one -third completed within ten (10) months of
commencement of the Soil Correction Work, or to be substantially completed within
fifteen (15) months of commencement of the Soil Correction Work.
(d) Subject to Unavoidable Delays, failure of the Developer to satisfy any
• covenant, condition, obligation or agreement on its part to be observed or performed
under this Agreement; or
(e) If the Developer shall
(A) file any petition in bankruptcy or for any reorganization,
arrangement, composition, readjustment, liquidation, dissolution, or similar relief
under the United States Bankruptcy Act of 1978, as amended or under any similar
federal or state law; or
(B) make a general assignment for the benefit of its creditors; or
(C) admit in writing its inability to pay its debts generally as they
become due; or
(D) be adjudicated as bankrupt or insolvent; or if a petition or answer
proposing the adjudication of the Developer, as a bankrupt or its reorganization
under any present or future federal bankruptcy act or any similar federal or state
law shall be filed in any court and such petition or answer shall not be discharged
or denied within sixty (60) days after the filing thereof, or a receiver, trustee or
liquidator of the Developer, or of the Project, or part thereof, shall be appointed in
any proceeding brought against the Developer, and shall not be discharged within
sixty (60) days after such appointment, or if the Developer, shall consent to or
• acquiesce in such appointment.
1549072v6 12
• Section 4.2. Remedies on Default. Whenever any Event of Default referred to in
Section 4.1 occurs and is continuing, the Authority may take any one or more of the following
actions after the giving of thirty (3 0) days' written notice to the Developer, but only if the Event
of Default has not been cured within said thirty (30) days, or, if said Event of Default cannot
reasonably be cured within the time, the Developer fails to give assurances reasonably
satisfactory to the Authority that the Event of Default will be cured within a period of time
reasonably acceptable to the Authority, but in any event not to exceed an additional period of
120 days;
(a) The Authority may suspend its performance under this Agreement until it
receives assurances from the Developer, deemed adequate by the Authority, that the
Developer will cure its default and continue its performance under this Agreement.
(b) The Authority may cancel and terminate the Agreement.
(c) The Authority may demand repayment of the Tax Increment Assistance.
(d) The Authority may take any action, which may appear necessary or
desirable to enforce performance and observance of any obligation, agreement, or
covenant of the Developer under this Agreement.
Section 4.3. No Remedv Exclusive. No remedy herein conferred upon or reserved to
• the Authority 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 right or
power or shall be construed to be a waiver thereof, but any such right and power may be
exercised from time to time and as often as may be deemed expedient.
Section 4.4: No Implied Waiver. In the event any agreement contained in this
Agreement should be breached by any party and thereafter waived by any other 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.
Section 4.5. Agreement to Pav Attornev's Fees and Expenses. Whenever any Event of
Default occurs and the Authority or City shall employ attorneys or incur other expenses for the
collection of payments due or to become due or for the enforcement or performance or
observance of any obligation or agreement on the part of the Developer herein contained, and the
City prevails in such action, the Developer agrees that it shall, on demand therefor, pay to the
Authority or City the reasonable fees of such attorneys and such other expenses so incurred by
the Authority or City for each action in which the City or the Authority prevails.
Section 4.6. Indemnification of Authoritv and Citv.
(1) The Developer releases from and covenants and agrees that the Authority and the
• City, their governing body members, officers, agents, including the independent contractors,
consultants and legal counsel, servants and employees thereof (hereinafter, for purposes, of this
1549072v6 13
• Section, collectively the "Indemnified Parties ") shall not be liable for and agrees to indemnify
and hold harmless the Indemnified Parties against any loss or damage to property or any injury to
or death of any person occurring at or about or resulting from the acquisition, ownership,
development and use of the Development Property to the extent not attributable p p y tt ibutable to the negligence
of the Indemnified Parties.
(2) Except for any willful misrepresentation or any willful or wanton misconduct of
the Indemnified Parties, the Developer agrees to protect and defend the Indemnified Parties, and
further agrees to hold the aforesaid harmless from any claim, demand, suit, action or other
proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from
the actions or inactions of the Developer (or if other persons acting on its behalf or under its
direction or control) under this Agreement, or the transactions contemplated hereby or arising
from the Developer's acquisition, ownership, development and use of the Development Property;
provided, that this indemnification shall not apply to the warranties made or obligations
undertaken by the Authority in this Agreement.
(3) All covenants, stipulations, promises, agreements and obligations of the Authority
contained herein shall be deemed to be the covenants, stipulations, promises, agreements and
obligations of the Authority and not of any governing body member, officer, agent, servant or
employee of the Authority or the City, as the case may be.
1549072v6 14
• ARTICLE V
ADDITIONAL PROVISIONS
Section 5.1. Conflicts of Interest. No member of the governing body or other official
of the Authority or the City shall have any financial interest, direct or indirect, in this Agreement,
the Development Property or the Minimum Improvements, or any contract, agreement or other
transaction contemplated to occur or be undertaken thereunder or with respect thereto, nor shall
any such member of the governing body or other official participate in any decision relating to
the Agreement which affects his or her personal interests or the interests of any corporation,
partnership or association in which he or she is directly or indirectly interested. No member,
official or employee of the Authority or the City shall be personally liable to the City in the event
of any default or breach by the Developer or successor or on any obligations under the terms of
this Agreement.
Section 5.2. Assignment. The Developer shall not sell the Development Property or
assign this Agreement to any entity whose property is exempt for purposes of real estate taxes.
Section 5.3. Titles of Articles and Sections. Any titles of the several parts, articles and
sections of the Agreement are inserted for convenience of reference only and shall be
disregarded in construing or interpreting any of its provisions.
• Section 5.4. Notices and Demands. Except as otherwise expressly provided in this
Agreement, a notice, demand or other communication under this Agreement by any party to any
other shall be sufficiently given or delivered if it is dispatched by registered or certified mail,
postage prepaid, return receipt requested, or delivered personally, and
(a) in the case of the Developer is addressed to or delivered personally to:
17 W. Stow Road
Marlton, New Jersey 08053
ATTN: Jon Soll
With a copy to:
Rhonda R. Feld
Sherman, Silverstein, Kohl, Rose & Podolsky, P.A.
4300 Haddonfield Road, Suite 311
Pennsauken, NJ 08109
(b) in the case of the Authority is addressed to or delivered personally to the
Authority at:
Brooklyn Center Economic
• Development Authority
1549072v6 15
• 6301 Shingle Creek Parkway
Brooklyn Center, Minnesota 55430
ATTN: Executive Director
or at such other address with respect to any such party as that party may, from time to time
designate in writing and forward to the other, as provided in this Section.
Section 5.5. Countemarts. This Agreement may be executed in any number of
counterparts, each of which shall constitute one and the same instrument.
Section 5.6. Law Governing. This Agreement will be governed and construed in
accordance with the laws of the State.
Section 5.7. Expiration. This Agreement shall expire five years after the Benefit Date
(as defined in Section 3.5(d) hereof), unless earlier terminated or rescinded in accordance with its
terms; provided that the provisions of Sections 3.6 and 3.7 and the Assessment Agreement shall
terminate on the Termination Date as defined in Section 3.6 hereof
Section 5.8. Provisions Surviviniz Rescission or Expiration. Sections 4.5 and 4.6 shall
survive any rescission, termination or expiration of this Agreement with respect to or arising out
of any event, occurrence or circumstance existing prior to the date thereof.
Section 5.9. Conditions to Effectiveness. The effectiveness of this Agreement is
conditioned upon the following: (i) Developer acquiring the fee interest in the Development
Property, and (ii) Developer obtaining all approvals and permits necessary to construct and
complete the Soil Correction Work and the Minimum Improvements. In the event that these
conditions are not satisfied within six (6) months of the date of this Agreement, this Agreement
shall be null and void.
a
•
1549072v6 16
• IN WITNESS WHEREOF, the Authority has caused this Agreement to be duly executed
in its name and on its behalf and the Developer has caused this Agreement to be duly executed in
its name and on its behalf, on or as of the date first above written.
BROOKLYN CENTER ECONOMIC
DEVELOPMENT AUTHORITY
By
Its
By
Its
•
a
This is a signature page to the Development Agreement dated 2003, by and
between the Brooklyn Center Economic Development Authority and Global Hennepin County
Properties, LLC
•
1549072v6 17
•
GLOBAL HENNEPIN COUNTY PROPERTIES, LLC
By
Its
•
J
This is a signature page to the Development Agreement dated , 2003, by and
between the Brooklyn Center Economic Development Authority and Global Hennepin County
• Properties, LLC
1549072v6 18
• EXHIBIT A
Legal Description of Development Property
Registered Land Survey No. 1690 Tract B
•
1549072v6 A -1
• EXHIBIT B
Business Subsidy Report
Report Global Hennepin County Properties, LLC, as Recipient of Business Subsidy
This report is required by Section 3.5 of that certain Development Agreement, dated as of
, 2003 (the "Agreement "), among the Brooklyn Center Economic Development
Authority (the "Authority "), and Global Hennepin County Properties, LLC (the "Developer "),
and as required by Minnesota Statutes, Section 116J.994, Subdivision 7, as amended.
Capitalized terms which are used but not otherwise defined in this report have the meanings
given to those under the Agreement.
The Authority has under the Agreement granted a certain business subsidy to the
Developer.
Under the Agreement, the Developer is required to file reports with the Executive
Director (1) on March 1 of each year, beginning with the March 1 immediately following the
date of the issuance of a Certificate of Occupancy for the Project, being referred to herein as the
Benefit Date, and (2) within 30 days after the Compliance Date, namely the date which is two
years after the Benefit Date. Each March 1 report is required to report on the prior calendar year,
and each other report shall report on the period since the last reporting period.
The Developer's Job Goals under Section 3.5 of the Agreement are to create at the Project
7 full -time permanent employee positions within two years from the Benefit Date. These jobs
are required to have a wage of at least $7.50 per hour, exclusive of benefits.
The Developer hereby certifies to the Authority the following:
(1) , As provided in the Agreement, the total fair market value of the Subsidy is
estimated to be $ , the type of Subsidy is the grant of tax increment assistance to
the Developer. The public purposes of the subsidy are to further development of the
City's commercial property, increase the tax base and to create new jobs.
(2) The hourly wage of each permanent full -time equivalent job which has
been created by the Developer at the Project since the Benefit Date, with separate bands
of wages, are as' follows:
Number of Jobs Wage Levels
Per Hour
•
1549072v6 B -1
t (3) The cost of health insurance provided by the Developer for the above -
referenced jobs, separated by bands of wages, is as follows:
Number of Jobs Wage Levels
Per Hour
(4) If the Developer has not already met the Job Goals, it reasonably expects
that it will meet those goals on or before , 200_, and is taking the
following steps to meet the Job Goals:
• (5) The Developer's parent corporation is Global Industries, Inc., a New
Jersey corporation.
(6) Other than the subsidy provided by the Authority under the Agreement,
there are no other State of Minnesota or "local government agency" grants of subsidy to
the Developer for the Project.
(7) The Developer hereby agrees to provide upon request such other
information as the Commissioner of the Department of Employment and Economic
Development of the State of Minnesota may request the Authority or the Developer to
provide or as may be required by the Subsidy Law.
(8) The Developer represents that it or its tenants have continuously occupied
the Project since its completion, that the Developer has continuously owned the Project,
and the Developer expects said ownership to continue for the foreseeable future.
•
1549072v6 B -2
• (9) The Developer is not in default on the date hereof of its obligations under
any subsidy agreement under the Subsidy Law.
Global Hennepin County Properties, LLC
By:
Its:
This report is to be filed with:
Brooklyn Center Economic Development
Authority
6301 Shingle Creek Parkway
Brooklyn Center, MN 55430 -2199
Attn: Executive Director
•
•
1549072x6 B -3
• EXHIBIT C
Form of Assessment Agreement
THIS AGREEMENT, dated as of this day of , by and
among the Brooklyn Center Economic Development Authority (the "Authority "), Global
Hennepin County Properties, LLC, a Minnesota limited liability company (the "Developer "), and
the Assessor for the City of Brooklyn Center (the "Assessor ").
WITNESSETH
WHEREAS, on or before the date hereof the Authority and Developer have entered into a
Development Agreement dated , 2003 (the "Agreement ") regarding certain
real property located in the City of Brooklyn Center (the "Development Property ") which
property is legally described as follows:
Registered Land Survey No. 1690 Tract B
WHEREAS, it is contemplated that pursuant to said Agreement, the Developer will
• undertake the construction of an office and furniture warehouse facility ( "Project ") on the
Development Property.
WHEREAS, the Authority and Developer desire to establish a minimum market value for
the Development Property and the improvements to be constructed thereon, pursuant to
Minnesota Statutes. Section 469.177, Subdivision 8; and
WHEREAS, the Authority and the Assessor have reviewed the preliminary plans and
specifications for the improvements which it is contemplated will be erected;
NOW, THEREFORE, the parties to this Agreement, in consideration of the promises,
covenants and agreements made by each to the other, do hereby agree as follows:
1. Upon substantial completion of construction of the above referenced
improvements by the Developer, the minimum market value which shall be assessed for the
Development Property described above, with the office /warehouse facility constructed thereon,
shall be One Million Six Hundred Thousand Dollars ($1,600,000).
2. The minimum market value herein established shall be in effect for the taxes
payable year 2006 through and including the taxes payable year 2010 and that thereafter this
Agreement shall be of no further force and effect.
1 Revise to 2007 if this Assessment Agreement is dated January 2, 2006.
1549072v6 C -1
• 3. Upon the Developers acquisition of the fee interest in the Development Property,
this Agreement shall be promptly recorded by the Developer. The Developer shall pay all costs
of recording.
4. The Assessor represents that he has reviewed the plans and specifications for the
Project and that the "minimum market value" as set forth above is reasonable.
5. Neither the preambles nor provisions of this Agreement are intended to, or shall
they be construed as, modifying the terms of the Agreement between the Authority and the
Developer.
6. This Agreement shall inure to the benefit of and be binding upon the successors
and assigns of the parties.
IN WITNESS WHEREOF, the Authority, the Developer and the Assessor have caused
this Agreement to be executed in their names and on their behalf all as of the date set forth
above.
•
• 2 Revise to 2011 if this Assessment Agreement is dated January 2, 2006.
1549072v6 C -2
•
BROOKLYN CENTER ECONOMIC
DEVELOPMENT AUTHORITY
By
Its Chair
By
Its Executive Director
GLOBAL HENNEPIN COUNTY
PROPERTIES, LLC
By
Its
• This Instrument Drafted by:
Briggs and Morgan, Professional Association
2200 First National Bank Bldg.
St. Paul, Minnesota 55101 (MMD)
1549072v6 C_3
STATE OF MINNESOTA
) SS
COUNTY OF )
The foregoing instrument was acknowledged before me this day of ,
200_, by and , the Chair and
Executive Director, respectively, of the Brooklyn Center Economic Development Authority.
Notary Public
STATE OF MINNESOTA )
) SS
COUNTY OF )
The foregoing instrument was acknowledged before me this day of
200_, by , the , of , the
a , on behalf of the
•
Notary Public
•
1549072v6 C -4
• CERTIFICATION BY ASSESSOR
The undersigned Assessor, being legally responsible for the assessment of the property
described in Exhibit A attached hereto, certifies that the market values assigned to the land and
improvements as follows are reasonable:
January 2, 2005 and subsequent assessments
through the January 2, 2009 assessment
for taxes payable 2006 through 2010 $ 1,600,000
Brooklyn Center Assessor
STATE OF MINNESOTA )
) ss.
COUNTY OF HENNEPIN )
The foregoing instrument was acknowledged before me this day of
• , 200_, by , the Assessor for the City of Brooklyn
Center.
Notary Public
3 Revise to 2006 if the Assessment Agreement is dated January 2, 2006.
4 Revise to 2010 if the Assessment Agreement is dated January 2, 2006.
5 Revise to 2007 if the Assessment Agreement is dated January 2, 2006.
• 6 Revise to 2011 if the Assessment Agreement is dated January 2, 2006.
1549072v6 _
CS
EXHIBIT D
Certificate of Completion
WHEREAS, the Brooklyn Center Economic Development Authority (the "Authority "), a
public body corporate and politic, and , a (the
"Developer ") have heretofore entered into a Development Agreement dated ,
2003 (the "Development Agreement ") with respect to certain property located in the City of
Brooklyn Center and defined as the "Development Property;" and
WHEREAS, the Developer has to the present date performed its obligations under the
Development Agreement with respect to the construction of the "Minimum Improvements" (as
defined in the Development Agreement);
NOW, THEREFORE, this is to certify that construction of the Minimum Improvements
has been completed and the above covenants and conditions in said Development Agreement of
the Developer with respect to the construction of the Minimum Improvements have been
performed by the Developer, and the execution of this instrument is a conclusive determination
of the satisfaction of the obligations of the Developer with respect to the construction of the
Minimum Improvements.
IN WITNESS WHEREOF, the Authority has caused this Certificate of Completion to
• be executed with by its duly authorized officer as of the day of , 2003.
BROOKLYN CENTER ECONOMIC
DEVELOPMENT AUTHORITY
By:
Its: Executive Director
•
1549072v6 D -1
STATE OF MINNESOTA )
) SS
COUNTY OF HENNEPIN )
The foregoing instrument was acknowledged before me this day of ,
200_, by , the Executive Director of the Brooklyn Center
Economic Development Authority, a body corporate and politic organized and existing under the
Constitution and laws of the State of Minnesota, on behalf of said Authority.
Notary Public
•
I
•
1549072v6 D -2
I