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HomeMy WebLinkAbout2012 09-10 EDAP Regular Session i EDA MEETING City of Brooklyn Center September 10, 2012 AGENDA 1. Call to Order —The EDA requests that attendees turn off cell phones and pagers during the meeting. A copy of the full City Council packet, including EDA (Economic Development Authority), is available to the public. The packet ring binder is located at the front of the Council Chambers by the Secretary. 2. Roll Call i 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 1. August 27, 2012—Regular Session 4. Commission Consideration Items I a. Resolution Approving and Authorizing the Execution of Sub-Grant Agreements i for Environmental Cleanup (Real Estate Recycling — Twin Lakes Business Center IV) Requested Commission Action: —Motion to adopt resolution. 5. Adjournment c I i i i EDA Agenda Item No. 3a I I 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 AUGUST 27, 2012 CITY HALL—COUNCIL CHAMBERS 1. CALL TO ORDER The Brooklyn Center Economic Development Authority(EDA) met in Regular Session called to order by President Tim Willson at 7:48 p.m. 2. ROLL CALL President Tim Willson and Commissioners Carol Kleven, Kay Lasman, Lin Myszkowski, and Dan Ryan. Also present were Executive Director Curt Boganey, Director of Community Activities, Recreation and Services Jim Glasoe, Assistant City Manager/Director of Building and Community Standards Vickie Schleuning, City Attorney Charlie LeFevere, and Carla Wirth, TimeSaver Off Site Secretarial, Inc. 3. APPROVAL OF AGENDA AND CONSENT AGENDA Commissione r Lasman moved and Commissioner Ryan seconded approval of the Agenda enda and Consent Agenda, and the following item approved: g � g was pP 3a. APPROVAL OF MINUTES 1. August 13, 2012—Regular Session Motion passed unanimously. 4. COMMISSION CONSIDERATION ITEMS j 4a. RESOLUTION NO. 2012-13 APPROVING THE DEVELOPER AGREEMENT FOR NSP III WITH THE GREATER MINNESOTA HOUSING CORPORATION AND THE EXTENSION OF THE DEVELOPER AGREEMENT FOR NSP I WITH THE GREATER MINNESOTA HOUSING CORPORATION Assistant City Manager/Director of Building and Community Standards Vickie Schleuning introduced the item, discussed the history, and stated the purpose of the proposed resolution to approve a development agreement for NSP III with the Greater Minnesota Housing Corporation (GMHC) and an extension of the developer agreement for NSP I with the GMHC. 08/27/12 -1- DRAFT i President Willson noted Brooklyn Center is leading the metro area in property value increases and a very lucrative community in which to purchase a starter home. Ms. Schleuning reviewed the total allocation awarded to Brooklyn Center for NSP III and requirements, noting these funds are administered in essentially the same manner as NSP 1. She displayed a map of the project area. Ms. Schleuning then reviewed the background of NSP I and displayed a map of that project area. She stated NSP 11 has similar requirements, displayed the project area, and explained that Hennepin County has indicated these funds are mostly expended. Commissioner Myszkowski asked if the dollars allocated for administrative covers expenses. Ms. Schleuning stated it does not when considering total staff time; however, the benefits to the neighborhoods are significant and important. Commissioner Ryan stated he was struck with the daunting task of keeping regulations and funding streams straight, including those from the federal government. He asked whether GMHC is being used because of its expertise to successfully navigate those issues and assure the funds are properly applied. Ms. Schleuning confirmed that is the case. Commissioner Ryan noted the median income is not very high and asked if properties are matched to appropriate buyers to assure residents do not get into mortgages they cannot afford. Ms. Schleuning stated that is correct. Commissioner Kleven stated she toured seven of the houses and found the new homes greatly enhanced the neighborhoods. She noted that when the homes are sold, the money goes back to the NSP program,not City coffers. i President Willson agreed it takes a lot of staff time and dedication to make these programs work but the City has seen a clear benefit and success. He stated he has talked with more than one new owner who was impressed with what the City is doing with housing and crime statistics. Commissioner Lasman stated she is glad to see this program continuing with another phase because it is a great tool to remove blight and get new responsible families into home ownership. Commissioner Lasman moved and Commissioner Ryan seconded adoption of EDA RESOLUTION NO. 2012-13 Approving an NSP 3 Developer Agreement and a First Amendment to NSP 1 Developer Agreement. Motion passed unanimously. S. ADJOURNMENT Commissioner Lasman moved and Commissioner Ryan seconded adjournment of the Economic Development Authority meeting at 8:06 p.m. Motion passed unanimously. 08/27/12 -2- DRAFT EDA Agenda Item No. 4a EDA ITEM MEMORANDUM DATE: September 4, 2012 TO: Curt Boganey, City Manager FROM: Gary Eitel, Director of Business and Development CL SUBJECT: Resolution Approving and Authorizing the Execution of Sub-Grant Agreements for Environmental Cleanup. (Real Estate Recycling — Twin Lakes Business Center IV) Recommendation: It is recommended that the Economic Development Authority consider approval/adoption of the Resolution Approving and Authorizing the Execution of Sub-Grant Agreements for Environmental Cleanup. (Real Estate Recycling—Twin Lakes Business Center IV) Background: On October 24, 2011, the EDA adopted the following resolutions authorizing the submittal of three grant applications for environmental cleanup to facilitate the redevelopment plans by Real Estate Recycling for the 8.6 acres located in the southwest quadrant of the France Avenue and State Highway 100 Interchange: - Resolution No. 2011-23, a Resolution Authorizing the Economic Development Authority of Brooklyn Center, Minnesota to Apply for a Contamination Cleanup Grant from the Minnesota Department of Employment and Economic Development. - Resolution No. 2011-24, a Resolution Authorizing the Submission of a Grant Application to the Metropolitan Council for the Tax Base Revitalization Account. - Resolution No. 2011-25, a Resolution Approving an Application for a Hennepin County Environmental Response Financial Grant. In June, 2012, the EDA was notified that the grant applications were funded in the following amounts and that individual grant agreements would be forth coming: $ 740,000 from DEED's Contamination Cleanup Grant Fund, $ 525,000 from the Metropolitan Council's Tax Revitalization Fund, and $ 240,000 from Hennepin County's Environmental Response Financial Grant. The EDA has received and processed these environmental grant agreements per the provisions of the above approval resolution and is now proceeding with the formal approval of the Sub-Grant Agreements between the EDA and Twin Lakes IV, INC. (Paul Hyde with Real Estate Recycling.) The Sub-Grant Agreements outlines the duties and responsibilities of the Grantee (EDA) in the processing of reimbursement requests and those of the Sub-grantee (Twin Lakes IV, INC.) in performing and satisfying the obligations of the Grant Contracts. Mission:Ensuring an attractive,clean,safe,inclusive communitp that enhances the guali(p of life for all people and preserves the public trust i EDA ITEM MEMORANDUM Budget Issues: There are no direct budget impacts to consider since Twin Lakes IV, INC. (Real Estate Recycling) will provide the local match for the DEED grant and there are no local matches required for the Metropolitan Council Tax Base Revitalization Account or the Hennepin County Environmental Response Financial Grant. The indirect budget impact will be staff time necessary to process payment requests to Twin Lakes IV, INC. (Real Estate Recycling) contractors performing grant related work and maintaining the required financial records. Council Goals: Strategic: 1. We will proceed aggressively with implementation of City's redevelopment plans i i i Mission:Ensuring an attractive,clean,safe,inclusive community that enhances the quality of life for all people and preserves the public trust i Commissioner introduced the following resolution and moved its adoption: ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER RESOLUTION NO. RESOLUTION APPROVING AND AUTHORIZING THE EXECUTION OF SUB-GRANT AGREEMENTS FOR ENVIRONMENTAL CLEANUP WHEREAS,the Economic Development Authority("EDA")has entered into the following agreements providing grants for environmental cleanup on the former Lifetime Fitness site in the city of Brooklyn Center (the"City"): I Agreement with Hennepin County by its Department of Environmental Services entitled "Environmental Response Fund Grant Agreement between the City of Brooklyn Center Economic Development Authority and Hennepin County Department of Environmental Services, Contract No. A120983." Agreement with the State of Minnesota acting through its Department of Employment and Economic Development entitled "Contamination Cleanup Program Grant Agreement, CCGP-12-0012-Z-FY12." Agreement with the Metropolitan Council entitled "Metropolitan Livable Communities Act Grant Agreement,Grant No. SGO 12-014."(the"Grant Contracts"); and WHEREAS,Twin Lakes IV Inc,the owner of the Lifetime Fitness site has proposed to enter into a sub-grant agreement for each of the Grant Contracts under which Twin Lakes IV Inc,as sub- grantee, will assume the responsibilities of the EDA under the Grant Contracts (the Sub-Grant Agreements"); and WHEREAS, the EDA has determined that it is reasonable and appropriate and in the best interests of the public that the EDA enter into such Sub-Grant Agreements with Twin Lakes IV Inc. NOW, THEREFORE, BE IT RESOLVED by the Commissioners of the Brooklyn Center Economic Development Authority: 1. That the Sub-Grant Agreement for each of the Grant Contracts is approved. 2. The President and Executive Director are authorized and directed to execute the Sub- Grant Agreements. 3. The Executive Director is authorized and directed to take any and all additional steps necessary or convenient to effect the terms of the Sub-Grant Agreements. By: Date Tim Willson, President ATTEST: By: Cornelius Boganey, Executive Director The motion for the adoption of the foregoing resolution was duly seconded by member 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. i i SUB-GRANT AGREEMENT THIS AGREEMENT is made as of this day of , 2012, by and between the Brooklyn Center Economic Development Authority, a public body corporate and politic under the laws of Minnesota (the "Grantee"), and Twin Lakes IV Inc, a Minnesota Corporation ("Sub- grantee"): WHEREAS, Grantee has entered into a grant contract with the Metropolitan Council ("Council"), entitled"Metropolitan Livable Communities Act Grant Agreement, Grant No. SG012- 014" (the"Grant Contract"), a copy of which is attached hereto as Exhibit One, and hereby made a part hereof, and WHEREAS, the Grant Contract provides that the Council shall grant to Grantee a sum not to exceed Five Hundred Twenty-Five Thousand and No/100 Dollars ($525,000.00), which funds shall be used to perform the duties and tasks specified in the Grant Contract; and WHEREAS, the Grantee will be passing the funds provided pursuant to the Grant Contract through to Sub-grantee; and WHEREAS, the Grantee and Sub-grantee have agreed for Sub-grantee to assume certain of the duties and responsibilities of Grantee under the Grant Contract in consideration of receiving funds provided for in the Grant Contract and subject to the terms, conditions, and limitations set forth therein. NOW, THEREFORE, in consideration of the premises and the mutual promises set forth herein,the parties hereto covenant and agree as follows: 1. Grantee will forward to Sub-grantee funds received under the Grant Contract upon receipt and upon the continuing compliance by Sub-grantee with its obligations hereunder and under the Grant Contract. Grantee shall not be obligated to reimburse Sub-grantee for any amounts in excess of funds received by Grantee under the Grant Contract. If the Council requires reimbursement of funds advanced under the Grant Contract, Sub-grantee will promptly reimburse such funds to Grantee upon demand. 2. Sub-grantee will perform and satisfy all obligations of Grantee under the Grant Contract, except those that, by their nature, can only be performed by Grantee. Sub-grantee will provide any information or assistance requested by Grantee for the purpose of satisfying the obligations of the Grant Contract that, by their nature, can only be performed by Grantee. Specifically,but without limiting the foregoing, Sub-grantee will perform all of the following: (a) Sub-grantee shall keep and maintain all records required by section 3.01 of the Grant Contract. 409756v2 CLL BR291-328 (b) Sub-grantee shall submit payment request forms in accordance with section 2.09 of the Grant Contract for eligible expenses defined in sections 2.02, 2.03 and 2.07 of I the Grant Contract. (c) Sub-grantee shall submit the reports required by section 3.03 of the Grant Contract. (d) Sub-grantee shall comply, and shall require its contractors and subcontractors to comply, with all requirements of sections 6.05, 6.06 and 6.07 of the Grant Contract. (e) Sub-grantee will prepare and submit the certificate of completion required by section 3.04 of the Grant Contract. 3.. Sub-grantee may neither assign nor transfer any rights or obligations under this Agreement without the prior consent of the Grantee and an Assignment Agreement executed and approved by the parties. 4. Any amendment to this Agreement must be in writing and will not be effective until it has been executed and approved by the parties. 5. If Grantee fails to enforce any provisions of this Agreement, such failure does not waive the provision or Grantee's right to enforce it. 6. This Agreement contains all negotiations and agreements between Grantee and Sub- grantee. No other understanding, agreements or understandings regarding the Grant Contract, or this Agreement,may be used to bind either party. 7. Sub-grantee will defend, indemnify, save, and hold harmless the Council and Grantee, their officers, agents, and employees, from any claims or causes of action, including attorney's fees incurred by Grantee, arising from the performance of this Agreement or failure to perform any obligation under this Agreement by Sub-grantee, or its officers, agents or employees, including, but not limited to claims described in section 6.03 of the Grant Contract. 8. Sub-grantee's books, records, documents and accounting procedures and practices relevant to this Agreement are subject to examination by the Council,the State of Minnesota and/or the state auditor or legislative auditor, as appropriate, for a minimum of six(6) years from the end of this Agreement. 9. Sub-grantee shall comply with applicable provisions of the Minnesota Government Data Practices Act, Minnesota Statutes, Chapter 13. If Sub-grantee receives a request to release data referred to in this paragraph, Sub-grantee must immediately notify Grantee. Grantee will give Sub-grantee instructions concerning the release of the data to the requesting party, prior to such release. 10. Sub-grantee certifies that it is in compliance with Minnesota Statutes, Section 176.181, Subd. 2, pertaining to workers' compensation insurance coverage. 409756v2 CLL BR291-328 2 I. 11. Any publicity regarding the subject matter of this Grant Agreement must identify the Metropolitan Council as the sponsoring agency as specified in the Grant Contract. Publicity shall comply with section 6.04 of the Grant Contract. Sub-grantee must not claim that the Council or Grantee endorses its products or services. 12. Sub-grantee shall select the means,method, and manner of performing the Project as defined in the Grant Contract. Nothing is intended or should be construed in any manner as creating or establishing the relationship of co-partners between the parties or as constituting Sub-grantee as the agent, representative, or employee of the Grantee for any purpose. Sub-grantee shall remain an independent contractor with respect to all services and activities performed under this Agreement. Any personnel of Sub-grantee or other persons while engaged in the performance of any work or services required by Sub-grantee under this Agreement will have no contractual relationship with the Grantee and will not be considered employees of the Grantee. The Grantee shall not be responsible for any claims that arise out of employment or alleged employment under the Minnesota Economic Security Law or the Workers' Compensation Act of the State of Minnesota on behalf of any personnel, including, without limitation, claims of discrimination against Sub-grantee, its officers, agents; contractors or employees. Sub-grantee shall defend, indemnify and hold harmless the Grantee and the Council, their officials, officers, agents, and employees from all such claims irrespective of any determination of any pertinent tribunal, agency, board, commission, or court. Such personnel or other persons shall neither require nor be entitled to any compensation,rights, or benefits of any kind whatsoever from the Grantee, including, without limitation, tenure rights, medical and hospital care, sick leave, Workers' Compensation, Re-employment Compensation, disability, severance pay, and retirement benefits. 13. The law governing the obligations of this Agreement and the venue for all legal proceedings associated therewith shall be in the State of Minnesota. 14. This Agreement is subject to termination in accordance with Section 5.07 of the Grant Contract. IN WITNESS WHEREOF, the parties hereto have hereunto set their hands as of ,2012. BROOKLYN CENTER ECONOMIC DEVELOPMENT AUTHORITY i By: Its President And by: Its Executive Director 409756v2 CLL BR291-328 3 li TWIN LAKES IV INC By: Its i I, 409756v2 CLL BR291-328 4 I II SUB-GRANT AGREEMENT THIS AGREEMENT is made as of this day of , 2012,by and between the Brooklyn Center Economic Development Authority, a public body corporate and politic under the laws of Minnesota (the "Grantee"), and Twin Lakes IV Inc, a Minnesota corporation ("Sub- grantee"): WHEREAS, Grantee has entered into a grant contract with the State of Minnesota acting through its Department of Employment and Economic Development ("DEED"), entitled "Contamination Cleanup Program Grant Agreement CCGP-12-0012-Z-FY12, Lifetime Site Project" (the"Grant Contract"), a copy of which is attached hereto as Exhibit One, and hereby made a part hereof; and WHEREAS, the Grant Contract provides that DEED shall grant to Grantee a sum not to exceed Seven Hundred Forty Thousand and No/100 Dollars ($740,000.00), which funds shall be used to perform the duties and tasks specified in the Grant Contract; and WHEREAS, the Grantee will be passing the funds provided pursuant to the Grant Contract through to Sub-grantee;and WHEREAS, the Grantee and Sub-grantee have agreed for Sub-grantee to assume certain of the duties and responsibilities of Grantee under the Grant Contract in consideration of receiving funds provided for in the Grant Contract and subject to the terms, conditions, and limitations set forth therein. i NOW, THEREFORE, in consideration of the premises and the mutual promises set forth herein,the parties hereto covenant and agree as follows: 1. Grantee will forward to Sub-grantee funds received under the Grant Contract upon receipt and upon the continuing compliance by Sub-grantee with its obligations hereunder and under the Grant Contract. Grantee shall not be obligated to reimburse Sub-grantee for any amounts in excess of funds received by Grantee under the Grant Contract. If DEED requires reimbursement of funds advanced under the Grant Contract, Sub-grantee will promptly reimburse such funds to Grantee upon demand. 2. Sub-grantee will perform and satisfy all obligations of Grantee under the Grant Contract, except those that, by their nature, can only be performed by Grantee. Sub-grantee will provide any information or assistance requested by Grantee for the purpose of satisfying the obligations of the Grant Contract that, by their nature, can only be performed by Grantee. Specifically,but without limiting the foregoing, Sub-grantee will perform all of the following: (a) Sub-grantee shall keep and maintain all records and prepare audits required by the Accounting and Audit and Inspection sections of the Grant Contract. (b) Sub-grantee shall submit payment request forms in accordance with the Payment/Disbursement section of the Grant Contract. (c) Sub-grantee shall submit the reports required by the Reporting section of the Grant Contract. (d) Sub-grantee will perform the work of the Project, as defined in the Grant Contract, during the period specified in the Term section of the Grant Contract. e Sub-grantee will be responsible for satis in the Local Match requirements of the ( ) �' p fy g q Grant Contract 3. Sub-grantee may neither assign nor transfer any rights or obligations under this Agreement without the prior consent of the Grantee and an Assignment Agreement executed and approved by the parties. 4. Any amendment to this Agreement must be in writing and will not be effective until it has been executed and approved by the parties. 5. If Grantee fails to enforce any provisions of this Agreement, such failure does not waive the provision or Grantee's right to enforce it. 6. This Agreement contains all negotiations and agreements between Grantee and Sub- grantee. No other understanding, agreements or understandings regarding the Grant Contract, or this Agreement,may be used to bind either party. 7. Sub-grantee will defend, indemnify, save, and hold harmless DEED and Grantee, their officers, agents, and employees, from any claims or causes of action, including attorney's fees incurred by Grantee, arising from the performance of this Agreement or failure to perform any obligation under this Agreement by Sub-grantee, or its officers, agents or employees. 8. Sub-grantee's books, records, documents and accounting procedures and practices relevant to this Agreement are subject to examination by DEED, the State of Minnesota and/or the State Auditor or Legislative Auditor, as appropriate, for a minimum of six(6)years from the end of this Agreement. 9. Sub-grantee shall comply with applicable provisions of the Minnesota Government Data Practices Act, Minnesota Statutes, Chapter 13. If Sub-grantee receives a request to release data referred to in this paragraph, Sub-grantee must immediately notify Grantee. Grantee will give Sub-grantee instructions concerning the release of the data to the requesting party, prior to such release. W. Sub-grantee certifies that it is in compliance with Minnesota Statutes, Section 176.181, Subd. 2, pertaining to workers' compensation insurance coverage. Sub-grantee will comply with all applicable state and federal laws, including,but not limited to,all applicable OSHA regulations, specifically the federal Hazardous Waste Operations and Emergency Response I Standards (29 CFR 1910.120 and 29 CFR 1926.65), and, if applicable, the President's Executive Order 12549 and the implementing regulation "Nonprocurement Debarment and Suspension; Notice and Final Rule and Interim Final Rule,"found at 53 FR 19189,May 26, 1988, as amended at 60 FR 33041, June 26, 1995, including Appendix B, "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion — Lower Tier Covered Transactions"; unless excluded by law or regulation. 11. Sub-grantee shall select the means,method, and manner of performing the Project as defined in the Grant Contract. Nothing is intended or should be construed in any manner as creating or establishing the relationship of co-partners between the parties or as constituting Sub-grantee as the agent, representative, or employee of the Grantee for any purpose. Sub-grantee shall remain an independent contractor with respect to all services and activities performed under this Agreement. Any personnel of Sub-grantee or other persons while engaged in the performance of any work or services required by Sub-grantee under this Agreement will have no contractual relationship with the Grantee and will not be considered employees of the Grantee. The Grantee shall not be responsible for any claims that arise out of employment or alleged employment under the Minnesota Economic Security Law or the Workers' Compensation Act of the State of Minnesota on behalf of any personnel, including, without limitation, claims of discrimination against Sub-grantee, its officers, agents, contractors or employees. Sub-grantee shall defend, indemnify and hold harmless the Grantee and DEED, their officials, officers, agents, and employees from all such claims irrespective of any determination of any pertinent tribunal, agency, board, commission, or court. Such personnel or other persons shall neither require nor be entitled to any compensation, rights, or benefits of any kind whatsoever from the Grantee, including, without limitation, tenure rights, medical and hospital care, sick leave, Workers' Compensation, Re-employment Compensation, disability, severance pay, and retirement benefits. 12. The law governing the obligations of this Agreement and the venue for all legal proceedings associated therewith shall be in the State of Minnesota. 13. This Agreement is subject to termination or reduction of reimbursement in accordance with the Eligible Costs and Termination and Cancellation sections of the Grant Contract. IN WITNESS WHEREOF, the parties hereto have hereunto set their hands as of January 1, 2012. BROOKLYN CENTER ECONOMIC DEVELOPMENT AUTHORITY By: Its President And by: Its Executive Director i TWIN LAKES IV INC By: Its i i SUB-GRANT AGREEMENT THIS AGREEMENT is made as of this day of , 2012, by and between the Brooklyn Center Economic Development Authority, a public body corporate and politic under the laws of Minnesota (the "Grantee"), and Twin Lakes IV Inc, a Minnesota Corporation ("Sub- grantee"): WHEREAS, Grantee has entered into a grant contract with the County of Hennepin by its Department of Environmental Services ("County"), entitled "Environmental Response Fund Grant Agreement between the City of Brooklyn Center Economic Development Authority and Hennepin County Department of Environmental Services" Contract No. A120983 (the "Grant Contract"), a copy of which is attached hereto as Exhibit One, and hereby made a part hereof; and WHEREAS,the Grant Contract provides that the County shall grant to Grantee a sum not to exceed Two Hundred Forty Thousand and No/100 Dollars ($240,000.00),which funds shall be used to perform the duties and tasks specified in the Grant Contract; and i WHEREAS, the Grantee will be passing the funds provided pursuant to the Grant Contract through to Sub-grantee; and WHEREAS, the Grantee and Sub-grantee have agreed for Sub-grantee to assume certain of the duties and responsibilities of Grantee under the Grant Contract in consideration of receiving funds provided for in the Grant Contract and subject to the terms, conditions, and limitations set forth therein. NOW, THEREFORE, in consideration of the premises and the mutual promises set forth herein,the parties hereto covenant and agree as follows: j 1. Grantee will forward to Sub-grantee funds received under the Grant Contract upon receipt and upon the continuing compliance by Sub-grantee with its obligations hereunder and under the Grant Contract. Grantee shall not be obligated to reimburse Sub-grantee for any amounts in excess of funds received by Grantee under the Grant Contract. If the County requires reimbursement of funds advanced under the Grant Contract, Sub-grantee will promptly reimburse such funds to Grantee upon demand. 2. Sub-grantee will perform and satisfy all obligations of Grantee under the Grant Contract, except those that, by their nature, can only be performed by Grantee. Sub-grantee will provide any information or assistance requested by Grantee for the purpose of satisfying the obligations of the Grant Contract that, by their nature, can only be performed by Grantee. Specifically,but without limiting the foregoing, Sub-grantee will perform all of the following: (a) Sub-grantee shall keep and maintain all records required by section 2 of the Grant Contract. I I I I, i I (b) Sub-grantee shall submit payment request forms in accordance with section 3 of the Grant Contract. (c) Sub-grantee shall submit the reports required by section 4 of the Grant Contract. (d) Sub-grantee shall comply, and shall require its contractors and subcontractors to comply,with all requirements of sections 5,9 and 12 of the Grant Contract. 3. Sub-grantee may neither assign nor transfer any rights or obligations under this Agreement without the prior consent of the Grantee and an Assignment Agreement executed and approved by the parties. 4. Any amendment to this Agreement must be in writing and will not be effective until it has been executed and approved by the parties. 5. If Grantee fails to enforce any provisions of this Agreement, such failure does not waive the provision or Grantee's right to enforce it. 6. This Agreement contains all negotiations and agreements between Grantee and Sub- grantee. No other understanding, agreements or understandings regarding the Grant Contract, or this Agreement,may be used to bind either party. 7. Sub-grantee will defend, indemnify, save, and hold harmless the County and Grantee, their officers, agents, and employees, from any claims or causes of action, including attorney's fees incurred by Grantee, arising from the performance of this Agreement or failure to perform any obligation under this Agreement by Sub-grantee, or its officers, agents or employees. 8. Sub-grantee's books, records, documents and accounting procedures and practices relevant to this Agreement are subject to examination by the County, the State of Minnesota and/or the state auditor or legislative auditor,as appropriate, for a minimum of six(6)years from the end of this Agreement. 9. Sub-grantee shall comply with applicable provisions of the Minnesota Government Data Practices Act, Minnesota Statutes, Chapter 13. If Sub-grantee receives a request to release data referred to in this paragraph, Sub-grantee must immediately notify Grantee. Grantee will give Sub-grantee instructions concerning the release of the data to the requesting party, prior to such release. 10. Sub-grantee certifies that it is in compliance with Minnesota Statutes, Section 176.181, Subd. 2,pertaining to workers' compensation insurance coverage. 11. Any publicity regarding the subject matter of this Grant Agreement must identify the County as the sponsoring agency and must not be released without prior written approval from the County's authorized representative as specified in the Grant Contract. Publicity shall include information identified in Paragraph 12 of the Grant Contract. Sub-grantee must not claim that the County or Grantee endorses its products or sei vices. 12. Sub-grantee shall select the means,method,and manner of performing the Project as defined in the Grant Contract. Nothing is intended or should be construed in any manner as creating or establishing the relationship of co-partners between the parties or as constituting Sub-grantee as the agent,representative, or employee of the Grantee for any purpose. Sub-grantee shall remain an independent contractor with respect to all services and activities performed under this Agreement. Any personnel of Sub-grantee or other persons while engaged in the performance of any work or services required by Sub-grantee under this Agreement will have no contractual relationship with the Grantee and will not be considered employees of the Grantee. The Grantee shall not be responsible for any claims that arise out of employment or alleged employment under the Minnesota Economic Security Law or the Workers' Compensation Act of the State of Minnesota on behalf of any personnel, including, without limitation, claims of discrimination against Sub-grantee, its officers, agents, contractors or employees. Sub-grantee shall defend, indemnify and hold harmless the Grantee and the County, their officials, officers, agents, and employees from all such claims irrespective of any determination of any pertinent tribunal, agency, board, commission, or court. Such personnel or other persons shall neither require nor be entitled to any compensation, rights, or benefits of any kind whatsoever from the Grantee, including, without limitation, tenure rights, medical and hospital care, sick leave, Workers' Compensation, Re-employment Compensation, disability, severance pay, and retirement benefits. 13. The law governing the obligations of this Agreement and the venue for all legal proceedings associated therewith shall be in accordance with Paragraph 11 of the Grant Contract. 14. This Agreement is subject to termination in accordance with Paragraph 6 of the Grant Contract. IN WITNESS WHEREOF, the parties hereto have hereunto set their hands as of January 1, 2012. BROOKLYN CENTER ECONOMIC DEVELOPMENT AUTHORITY By: Its President And by: Its Executive Director