HomeMy WebLinkAbout2013 11-25 EDAPEDA MEETING
City of Brooklyn Center
November 25, 2013 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
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.November 12, 2013 — Regular Session
2.November 12, 2013 — Executive Session
4. Commission Consideration Items
a. Resolution Authorizing the Acquisition of Property to Facilitate Transportation
Improvements and Redevelopment Opportunities within the Brooklyn Boulevard
Corridor (6245 Brooklyn Boulevard)
Requested Commission Action:
—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
NOVEMBER 12, 2013
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 8:30 p.m.
2.ROLL CALL
President Tim Willson and Commissioners Carol Kleven, Kris Lawrence-Anderson, Lin
Myszkowski, and Dan Ryan. Also present were Executive Director Curt Boganey, Interim
Finance Director Greg Andrews, Director of Business and Development Gary Eitel, Assistant
City Manager/Director of Building and Community Standards Vickie Schleuning, City Attorney
Charlie LeFevere, and Mary Mullen, TimeSaver Off Site Secretarial, Inc.
3.APPROVAL OF AGENDA AND CONSENT AGENDA
Commissioner Ryan moved and Commissioner Myszkowski seconded approval of the Agenda
and Consent Agenda, and the following item was approved:
3a. APPROVAL OF MINUTES
1. October 28, 2013 — Regular Session
Motion passed unanimously.
4.COMMISSION CONSIDERATION ITEMS
4a.RESOLUTION NO.2013-15 APPROVING A MODIFICATION TO THE
REDEVELOPMENTPLAN FOR HOUSING DEVELOPMENT AND
REDEVELOPMENT PROJECT NO. 1 AND A MODIFICATION OF TAX
INCREMENT FINANCING DISTRICT NO. 3, AND ADOPTING A MODIFIED
TAX INCREMENT FINANCING PLAN THEREFOR
Executive Director Curt Boganey introduced the item, discussed the history, and stated the
purpose of the proposed resolution.
11/12/13 -1- DRAFT
Commissioner Ryan moved and Commissioner Lawrence-Anderson seconded adoption of
RESOLUTION NO. 2013-15 Approving a Modification to the Redevelopment Plan For Housing
Development and Redevelopment Project No. 1 and a Modification of Tax Increment Financing
District No. 3, and Adopting a Modified Tax Increment Financing Plan Therefor.
Motion passed unanimously.
4b.RESOLUTION NO 2013-16 AUTHORIZING THE ACQUISITION OF
PROPERTY TO FACILITATE NEIGHBORHOOD IMPROVEMENTS AND
REDEVELOPMENT OPPORTUNITIES WITHIN THE BROOKLYN
BOULEVARD CORRIDOR (6121 BROOKLYN BOULEVARD).
Mr. Boganey invited Director of Business and Development Gary Eitel to address the
Commission on this issue. Mr. Eitel reviewed the acquisition of property at 6121 Brooklyn
Boulevard, noting the property has no subsurface hoists, as well as no known source of
contaminant. He added this property was included in the Brooklyn Boulevard Corridor Study,
and would be a suitable site for a large-scale senior housing project, which is consistent with the
overall land-use vision for the site.
Mr. Eitel stated the land would be developed in a housing capacity if TIF housing funds are
designated for use, but if the EDA decides to go in a different direction, those funds would be
returned. He added City staff intends to begin negotiations with regard to site demolition, and
$165,000 in bond sales will enable demolition and commencement of renovation.
Commissioner Myszkowski asked for clarification regarding a "subsurface hoist." Mr. Eitel
stated that is a car repair hoist that lowers into an underground footing. He added there were
eight such hoists at the Brookdale Ford property.
Commissioner Kleven moved and Commissioner Myszkowski seconded adoption of
RESOLUTION NO. 2013-16 Authorizing the Acquisition of Property to Facilitate
Neighborhood Improvements and Redevelopment Opportunities within the Brooklyn Boulevard
Corridor (6121 Brooklyn Boulevard).
Motion passed unanimously.
4c.ADJOURN TO CLOSED EXECUTIVE SESSION AND RECONVENE IN
REGULAR SESSION
President Willson announced that under the exceptions to the Open Meeting law, the EDA may
elect to adjourn to closed Executive Session regarding the purchase of real property located at
6031 Brooklyn Boulevard, 6245 Brooklyn Boulevard, and Lot 1, Block 1, Brookdate Square 2n d
Addition [Minn. Stat. § 13D.05, subd. 3 (c)].
Commissioner Ryan moved and Commissioner Myszkowski seconded to adjourn the Economic
Development Authority Regular Session to closed Executive Session at 8:45 p.m.
11/12/13 -2- DRAFT
Motion passed unanimously.
The EDA Regular Session reconvened at 9:22 p.m.
Commissioner Ryan stressed that the items discussed by the Economic Development Authority
in closed Executive Session will be brought forward for discussion by the EDA in due time, to
fully inform the general public as to the nature of the Commission's actions.
President Willson stated the exciting redevelopment opportunities discussed by the EDA are a
product of the hard work and determination of the City Council and previous City Councils, as
well as City staff. He added the City has positioned itself well to leverage redevelopment and
revitalization.
1.PROPOSAL BY ROCKWELL INVESTMENT CO. TO SELL 6031
BROOKLYN BOULEVARD TO THE EDA
2.PROPOSAL BY BROOKLYN CENTER SERVICE INC. TO SELL 6245
BROOKLYN BOULEVARD TO THE EDA
3. FINAL NEGOTIATIONS OF A PURCHASE AGREEMENT TO
PURCHASE REAL PROPERTY LOCATED AT LOT 1, BLOCK 1,
BROOKDALE SQUARE 2ND ADDITION, THE 23.2 ACRE BROOKDALE
SQUARE COMMERCIAL CENTER (REDEVELOPMENT WITHIN THE
OPPORTUNITY SITE)
—RESOLUTION NO. 2013-17 AUTHORIZING THE ACQUISITION
OF LOT 1, BLOCK 1, BROOKDALE SQUARE 2ND ADDITION
TO FACILITATE REDEVELOPMENT OPPORTUNITIES
WITHIN THE OPPORTUNITY SITE (BROOICDALE SQUARE
SHOPPING CENTER)
Commissioner Myszkowski moved and Commissioner Ryan seconded adoption of
RESOLUTION NO. 2013-17 to approve the acquisition of Lot 1, Block 1 Brookdale Square 2'd
Addition, to facilitate redevelopment opportunities within the Opportunities Site (Brookdale
Square Shopping Center).
Motion passed unanimously.
5. ADJOURNMENT
Commissioner Lawrence-Anderson moved and Commissioner Myszkowski seconded
adjournment of the Economic Development Authority meeting at 9:25 p.m.
Motion passed unanimously.
11/12/13 -3- DRAFT
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
CLOSED EXECUTIVE SESSION
NOVEMBER 12, 2013
CITY HALL — SHINGLE CREEK CONFERENCE ROOM
1.CALL TO ORDER
The Brooklyn Center Economic Development Authority (EDA) met in closed Executive Session
called to order by President Tim Willson at 8:52 p.m.
It was noted that under the exceptions to the Open Meeting law, the EDA may meet in closed
Executive Session regarding the purchase of real property located at 6031 Brooklyn Boulevard,
6245 Brooklyn Boulevard, and Lot 1, Block 1, Brookdale Square 2" Addition [Minn. Stat. §
13D.05, subd. 3 (c)].
2.ROLL CALL
President Tim Willson and Commissioners Carol Kleven, Kris Lawrence-Anderson, Lin
Myszkowski, and Dan Ryan. Also present were Executive Director Curt Boganey, Interim
Finance Director Greg Andrews, Director of Business and Development Gary Eitel, Assistant
City Manager/Director of Building and Community Standards Vickie Schleuning, City Attorney
Charlie LeFevere, and Mary Mullen, TimeSaver Off Site Secretarial, Inc.
3.PROPOSAL BY ROCKWELL INVESTMENT CO. TO SELL 6031 BROOKLYN
BOULEVARD TO THE EDA
Following presentation by Director of Business and Development Gary Eitel, the EDA discussed
the opportunity to purchase real property located at 6031 Brooklyn Boulevard and asked
questions of staff.
The EDA reached a consensus with regard to the purchase of 6031 Brooklyn Boulevard.
4.PROPOSAL BY BROOKLYN CENTER SERVICE INC. TO SELL 6245
BROOKLYN BOULEVARD TO THE EDA
Following presentation by Mr. Eitel, the EDA discussed the opportunity to purchase real
property located at 6245 Brooklyn Boulevard and asked questions of staff.
The EDA reached a consensus with regard to the purchase of 6245 Brooklyn Boulevard.
11/12/13 -1- DRAFT
5.FINAL NEGOTIATIONS OF A PURCHASE AGREEMENT TO PURCHASE
REAL PROPERTY LOCATED AT LOT 1, BLOCK 1 BROOKDALE SQUARE
2ND ADDITION, THE 23.2 ACRE BROOKDALE SQUARE COMMERCIAL
CENTER (REDEVELOPMENT WITHIN THE OPPORTUNITY SITE)
Following presentation by Mr. Eitel, the EDA reviewed the final negotiations of a purchase
agreement for property located at Lot 1, Block 1 Brookdale Square 2nd and asked
questions of staff.
The EDA reached a consensus with regard to the purchase of Lot 1, Block 1 Brookdale Square
2" Addition.
6.ADJOURNMENT
Commissioner Ryan moved and Commissioner Myszkowski seconded to adjourn the Economic
Development Authority Closed Executive Session adjourned at 9:22 p.m.
Motion passed unanimously.
11/12/13 -2- DRAFT
EDA Agenda Item No. 4a
EDA ITEM MEMORANDUM
DATE: November 25, 2013
TO: Curt Boganey, City Manager
FROM: Gary Eitel, Director of Business & Development
SUBJECT: Resolution Authorizing the Acquisition of Property to Facilitate Transportation
Improvements and Redevelopment Opportunities within the Brooklyn Boulevard
Corridor (6245 Brooklyn Boulevard)
Recommendation:
It is recommended that the Economic Development Authority consider approval/adoption of
Resolution Authorizing the Acquisition of Property to Facilitate Transportation Improvements
and Redevelopment Opportunities within the Brooklyn Boulevard Corridor (6245 Brooklyn
Boulevard)
Background:
On November 12, 2013, the Economic Development Authority (EDA) met in an Executive
Session to discuss the proposal by Brooklyn Center Service, Inc. to sell the vacant commercial
lot at 6245 Brooklyn Boulevard for the amount of $280,000.
The consensus of the members of the Economic Development Authority (EDA) was that the
proposed acquisition would assist the City in the planned transportation improvements for the
northeast quadrant of the intersection of Brooklyn Boulevard and 63 rd Avenue North; improve
the appearance and image of this highly visible commercial corner lot; and facilitate future
redevelopment opportunities with the adjacent commercial strip center.
Staff was directed to proceed with the preparation of a purchase agreement for the EDA's formal
consideration.
Attached for your reference is a copy of the November 12, 2013 staff memorandum on this
proposed acquisition.
Purchase Agreement:
Attached is the purchase agreement prepared by the City Attorney to acquire 6245 Brooklyn
Boulevard for $280,000. The purchase agreement provides a closing date of December 20, 2013
and is contingent upon the City's sales of the Tax Increment District 3 bonds scheduled to occur
on November 25, 2013.
The property is a vacant lot that is zoned C-2 (Commerce District) that is legally described as
' follows:
Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life
for all people and preserves the public trust
EDA ITEM MEMORANDUM
Lot 21, Auditor's Subdivision No. 025 PID #34-110=9-21-43-0004 and
Outlot 1, Ewing Lane Addition PID # 34-119-21-43-0009
The City's property address file indicates the property was previously used as a gasoline service
station and includes a Certification of Underground Storage Tank Removal, a 12,000 gallon
Gasoline Fuel Underground Storage Tank (UST) and a 6,000 gallon Diesel UST were removed
on September 2, 2009. The MidAmerica Technical & Environmental Services, Inc. report
concluded that based on field observations, field screening and fixed laboratory testing, no
further investigation with respect to the former fuel dispensing system was recommended.
Prior to closing, a Phase One Environmental Investigation report will be completed.
Budget Issues:
The acquisition of this property will be funded by the 2013 TIF 3 Bond Sales which is scheduled
to occur at the November 25, 2013, City Council Meeting.
Any proceeds from the future resale of this lot would be considered as Tax Increment revenue
and deposited into the Tax Increment District 3 Fund.
Strategic Priorities:
• Focused Redevelopment
Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life
for all people and preserves the public trust
Commissioner introduced the following resolution and
moved its adoption:
EDA RESOLUTION NO.
Resolution Authorizing the Acquisition of Property to Facilitate Transportation
Improvements and Redevelopment Opportunities within the Brooklyn Boulevard
Corridor (6245 Brooklyn Boulevard)
WHEREAS, the Brooklyn Center Economic Development Authority, Minnesota, has
hereto established Housing Development and Redevelopment Project No 1 and has established Tax
Increment Financing District No. 3, and has adopted a Tax Increment Financing Plan which includes
the following objectives:
To enhance the tax base of the City,
To provide maximum opportunity, consistent with the needs of the City for development
by private enterprise,
-To better utilize vacant or underdeveloped land,
To attract new businesses,
-To acquire blighted or deteriorated residential property for rehabilitation or clearance and
redevelopment,
To develop housing opportunities for market segments underserved by the City including
housing for the disabled and elderly; and
WHEREAS, the property owner, Brooklyn Center Service, Inc. has retained the real
estate services of CBRE to market the site; and
WHEREAS, the property owner. has offered to sell the subject property to the EDA
for the amount of $280,000, the same amount he acquired the property for in 1993; and
WHEREAS, the EDA has determined that acquisition of the Subject Property on the
terms and conditions set forth in the proposed purchase agreement is consistent with the goals and
objectives of the Brooklyn Boulevard Streetscape Amenities Study, the City's Comprehensive
Plans, the Tax Increment District No. 3 Finance Plan and is in the best interests of the City of
Brooklyn Center and its citizens.
NOW, THEREFORE, BE IT RESOLVED by the Economic Development Authority
in and for the City of Brooklyn Center, Minnesota, as follows:
1.The purchase agreement for the Subject Property is hereby approved.
2.The President and Executive Director of the EDA are authorized and directed to
execute the purchase agreement, and the Executive Director is authorized and
directed to take all such further steps as are necessary to effect the terms thereof.
EDA Resolution No.
November 25, 2013
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.
6245 Brooklyn Blvd.
Brooklyn Ctr. Service Inc
20,018 sf. /0.46 ac
6215 Brooklyn Blvd.
94,932 sf / 2.18 ac.
62,1-5)4"—4,
25 50 100 150 200Feet6245 & 6215 Brooklyn Blvd.
Opportunity Site .1:1131711131:100.
= Lot to be acquired by City
ef
BROO
Ar
KLIW
.131,11101.112 .
CENTER
;OF
1t.. -- 4...
.4. t... '
114104w Z. ,..,...,,,,.
it
IHNVHI
/
144
,ozz
r-
,SZZ
11111111111ga41;
-
•-•
ett ‘L'it SS3Hcikj71 17t;t1tf.HSY3 3311:- /
t it
uv-noa-4
.•, .
.7
y.,
-
•-1-
•I to
-
EDA ITEM MEMORANDUM
DATE: November 12, 2013
TO: Curt Boganey, City Manager
FROM: Gary Eitel, Director of Business & Development E.,
SUBJECT: Proposal by Brooklyn Center Service, Inc. to Sell 6245 Brooklyn Boulevard to the
EDA.
Recommendation:
It is recommended that the Economic Development Authority (EDA), in an Executive Session,
consider providing direction to staff regarding proceeding with the preparation of a purchase
agreement to acquire 6245 Brooklyn Boulevard to facilitate Neighborhood Improvements and
Redevelopment Opportunities within the Brooklyn Boulevard Corridor.
Background:
Andy McConville, CBRE, real estate agent representing Brooklyn Center Service, Inc. has
contacted the City regarding the EDA's interest in acquiring the following properties located at
6245 Brooklyn Boulevard for $280,000:
•PID # 34-119-21-43-0004, a 20,018 sq. ft. C-2 commercially zoned lot located in the
Southwest quadrant of Brooklyn Boulevard and 63 rd Avenue North.
•PID #34-119-21-43-0009, a 1,525 sq. ft. C-2 commercially zoned strip of land fronting
on Ewing Avenue North.
Tax records indicate Brooklyn Center Service, Inc. acquired the two parcels on October 1, 1993,
for $280,000 for the corner lot and $18,000 for the narrow strip adjacent to Ewing Avenue
North. The current assessed valuation for taxes payable in 2013 is $200,000 and $8,500
respectively.
A review of the property address file includes a Certification of Underground Storage Tank
Removal, a 12,000 gallon Gasoline Fuel Underground Storage Tank (UST) and a 6,000 gallon
Diesel UST were removed on September 2, 2009. The MidAmerica Technical & Environmental
Services, Inc. report concluded that based on field observations, field screening and fixed
laboratory testing no further investigation with respect to the former fuel dispensing system was
recommended.
The Brooklyn Boulevard Corridor Study recognized the close proximity of the existing access
points to the intersection of Brooklyn Boulevard and 63 rd Avenue. The acquisition of these
Brooklyn Boulevard properties is consistent with the Community Image Objectives as identified
in the 2030 Comprehensive Plan:
•Improve the Brooklyn Boulevard corridor through the redevelopment and intensification
of underutilized sites, traffic improvements, and appearance enhancements, as outlined in
Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the viably of life
for all people and preserves the public trust
EDA ITEM MEMORANDUM
the Brooklyn Boulevard Redevelopment Study (1993) and the Brooklyn Boulevard
Streetscape Amenities Study (1994). The Brooklyn Boulevard Streetscape Amenities
Study specifically recognized the significance of acquiring critical parcels and land
banking them in order to maintain development control over the nature and scale of
redevelopment.
Tax Increment District No. 3:
Tax Increment District No 3 was created in 1994 as a Redevelopment District to provide
assistance to various commercial redevelopment and housing development projects within the
District. The housing objectives included the following:
1.To acquire blighted or deteriorated residential property for rehabilitation or clearance
and redevelopment.
2.To develop housing opportunities for market segments underserved by the City
including housing for the disabled and elderly.
Currently, the City Council is considering a Tax Increment Financing Plan amendment that
would expand the budget authority of this TIF District to enable the use of Pooling Funds for
eligible acquisitions and improvement projects.
The acquisition of this property would enable the EDA to work with the adjoining land owner,
Big River Boulevard Center, LLC, in future planning for the renovation/redevelopment of the
Boulevard Shopping Center, the existing commercial strip center to the south, and Corridor
improvements including the following:
the removal and consolidation of access points to maximize the safety at this busy
intersection;
the planned trail improvements along this property; and
improvements to promote transit ridership.
Budget Issues:
The acquisition of this lot is an eligible pooling expenditure with the adoption of the TIF 3 Plan
Modifications being considered by the City Council on November 12, 2013. The funding of this
acquisition is proposed to be included in the 2013 issuance of TIF Bonds that would be repaid
from Tax Increment revenues during the remaining life of Tax Increment District 3.
Any proceeds from the future resale of this lot would be considered Tax Increment revenue and
deposited into the TIF District 3 Account.
Strategic Priorities:
• Focused Redevelopment
Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life
for all people and preserves the public trust
PURCHASE AGREEMENT
THIS PURCHASE AGREEMENT (the "Purchase Agreement") made and entered into
this day of November, 2013 (which is the date that both parties have executed this Purchase
Agreement and Seller has delivered a fully executed copy thereof to Buyer and is hereby deemed
the "Effective Date") by and between Brooklyn Center Service, Inc., a Minnesota corporation,
("Seller") and Brooklyn Center Economic Development Authority, a public body corporate
and politic under Minnesota law ("Buyer").
WITNESSETH:
1.Description of Land Sold. Seller, in consideration of the covenants and agreements
of Buyer hereinafter contained, hereby sells and agrees to convey unto the Buyer and Buyer agrees
to purchase from Seller, upon the prompt and full performance by the parties of this Agreement, a
certain tract of land consisting of approximately 21,543 square feet which is legally described on
Exhibit A attached hereto, together with all buildings and improvements thereon, and al fixtures
and tangible personal property owned by Seller in connection therewith (hereinafter referred to as
the "Property").
2.Purchase Price. Buyer, in consideration of the covenants and agreements of Seller,
hereby agrees to pay to Seller as and for the purchase price of the Property an amount equal to Two
Hundred Eighty Thousand and no/100 Dollars ($280,000.00) ("Purchase Price"), all in the manner
and at the times following, to wit:
$5,000.00
$275,000.00
Earnest money (the "Earnest Money") which shall be deposited by Buyer
within five (5) days of the Effective Date in an interest-bearing trust
account with Old Republic National Title Insurance Company, 400
Second Avenue South, Minneapolis MN 55401, Attn: Rick Zilka (612)
37 1-1 111 (the "Title Company") to be held pursuant to the terms of this
Agreement and interest shall follow the deposit, but which shall be applied
to the Purchase Price hereunder and which shall be refunded to Buyer in
the event of termination of this Agreement by Buyer as otherwise
provided in this Purchase Agreement.
By wire transfer to Title Company for the account of Seller on the Closing
Date (as hereinafter defined). The parties hereto acknowledge and agree
that the Purchase Price shall be adjusted for prorations and other items as
the parties may approve in accordance with an approved closing statement
on the date of Closing.
3. Warranty Deed. It is agreed that a general warranty deed conveying fee simple title
to the Property to Buyer, free and clear of all encumbrances except the permitted exceptions
hereinafter defined will be executed and delivered by Seller to Buyer at the Closing Date which
435300v2 RJL BR305-125
shall be subject only to matters that are waived by Buyer or accepted by Buyer pursuant to
Paragraph 7 hereof
4.Taxes and Special Assessments. Seller shall pay all real estate taxes, interest and
penalties, if any, relating to the Property which were payable in the years prior to the year of
Closing. Provided that this transaction shall close as hereinafter provided, Buyer agrees to pay taxes
for the Property which are payable in the year following the year of Closing and all taxes for years
thereafter. Seller and Buyer shall prorate taxes payable in the year of Closing based upon the date
of Closing. Seller shall pay all special assessments which are levied against the Property as of the
Closing Date. Except if Seller's share shall have already been paid, at Closing Seller and Buyer
shall escrow their portions of the taxes which are payable in the year of Closing. If such amount is
not known at the time of Closing such amount shall be estimated based upon 110% of the amount of
the prior year's taxes. Seller shall pay any transfer taxes and documentary stamps. Seller shall be
responsible for any deferred or rollback taxes due as a result of the sale contemplated hereunder. In
the event that any deferred or rollback taxes cannot be paid in their entirety at or prior to Closing, at
Closing Seller shall escrow 125% of the estimated deferred or rollback taxes applicable to the
Property. Buyer shall pay State deed taxes due on Seller's deed to Buyer. The provisions of this
Paragraph shall survive Closing and passage of title.
5.Reports. Prior to the Closing Date, neither Buyer nor Seller shall construct or cause
the construction of any improvements on the Property. If Seller has not previously done so, within
five (5) days of the Effective Date, Seller shall provide to Buyer, at no cost to Buyer, copies of all
existing surveys, title reports, soil tests, environmental reports, engineering reports on storm water
detention located on the Property, other engineering information in the possession or control of
Seller, and any recorded or proposed declaration of covenants, restrictions, or easements, which are
applicable to the Property. Seller will respond to any comments or requests from Buyer regarding
these documents within five (5) business days after receipt thereof. Seller's delivery of such
information shall not be deemed a warranty or representation of the truth or accuracy of such
information.
6. Buyer's Conditions. The obligation of Buyer to purchase the Property is subject to
and contingent upon the satisfaction of the following conditions, any of which may be waived in
whole or in part by Buyer by written notice thereof from Buyer to Seller:
(a)Approval of this Agreement by the Board of Commissioners of Buyer;
(b)Buyer concluding that, based upon information which is available to it, there
are no hazardous substances, pollutants or contaminants known to Buyer to be present on
the Property which cause Buyer to be unwilling to accept title and possession of the
Property pursuant to this Agreement; and
(c) Sale by purchaser of tax increment financing bonds (Housing Funds from
Tax Increment District No. 3) in the amount of at least $6,090,000 for the purpose of
financing the obligations of Buyer in connection with purchase of the Property under this
Agreement and other purposes of the Buyer.
435300v2 RJL BR305-125 2
In the event that Buyer is unable to satisfy a condition before Closing, Buyer may, by written notice
(including fax) to Seller and the Title Company prior to Closing, terminate this Purchase
Agreement, whereupon neither party shall have any further liability hereunder and the Earnest
Money shall be refunded to Buyer. Buyer agrees to diligently proceed to satisfy conditions (a) and
(c) of this Paragraph. Buyer and Seller agree to diligently proceed to satisfy condition (b) of this
paragraph.
7. Examination of Title. Seller shall deliver to Buyer a copy of Seller's existing title
policy or report for the Property within three (3) business days after the Effective Date. Within
three (3) business days after receipt of such delivery, Buyer shall order a commitment for a title
insurance owner's policy from the Title Company in the amount of the Purchase Price. Buyer shall
be allowed five (5) business days after the latter of the receipt of the title commitment from the Title
Company and the receipt of the Survey (as defined below), for examination of said title and the
making of any objections thereto, said objections to be made in writing or deemed to be waived (the
"Objection Letter"). Buyer shall have the right to apply the Purchase Price to payment of liens
securing undisputed, liquidated amounts. Upon receipt of Buyer's Objection Letter, Seller shall
respond in writing to Buyer's Objection Letter within three (3) business days setting forth the
matters that Seller is willing to use commercially reasonable efforts to correct and setting forth the
matters that Seller is unwilling to correct. For those items that Seller is unwilling to cure, Buyer
may, by written notice to Seller within three (3) business days after receipt of Seller's response to
Buyer's Objection Letter, either:
(i)terminate this Purchase Agreement, in which event this Purchase Agreement
shall become terminated and neither party shall be liable for damages hereunder to the other
party and the Earnest Money shall immediately be returned to Buyer; or
(ii)elect to accept title in its existing condition, in which event the warranty deed
to be delivered at Closing Date shall except such objections (subject to Buyer's rights
regarding liens secured by undisputed, liquidated amounts and except for Seller's written
assurances to cure title objections).
All matters accepted by Buyer by its failure to submit an Objection Letter or by its written waiver of
its objections set forth in the Objection Letter are the "Permitted Exceptions".
For those matters which Seller has agreed to use commercially reasonable efforts to correct,
Seller shall have until the Closing Date to correct such objections. In the event Seller fails to correct
such objections by the Closing Date, Seller shall not be deemed to be in default, but Buyer may
either (i) terminate this Purchase Agreement by written notice at or prior to Closing or (ii) waive
such objections and proceed to Closing. At Closing, Seller and Buyer shall split the cost of the
basic owner's policy of title insurance and Buyer shall pay for any endorsements.
8. Survey. Within three (3) days after Seller's delivery to Buyer of Seller's existing
title work, Buyer shall order a current ALTA survey (the "Survey") showing the Property.
435300v2 RJL BR305-125
3
9. Default.
(a)Except as otherwise provided in Paragraph 10 hereof, if Seller defaults in its
obligations hereunder in any manner, at any time prior to Closing, Buyer may, by written
notice upon Seller, and provided that Seller does not cure such default, elect either of the
following as its exclusive remedy and waives all other remedies at law or in equity: (i)
terminate this Purchase Agreement, in which event the Earnest Money paid hereunder shall
immediately be delivered to Buyer, or (ii) avail itself of the remedy of specific performance
provided that any such action for specific performance is commenced within six (6) months
from Seller's breach.
(b)If Buyer shall default in the performance of any of its obligations hereunder,
then Seller may, by written notice upon Buyer, and provided that Buyer does not cure such
default, and in lieu of any other remedies provided by law or equity, be entitled to receive
the Earnest Money, as and for its liquidated damages and not as a penalty or forfeiture.
In any action brought with respect to this Purchase Agreement, the prevailing party shall be
entitled to be reimbursed by the non-prevailing party for the prevailing party's reasonable attorney's
fees and costs of litigation.
10. Representations and Warranties of Seller. Seller represents and warrants to Buyer
that, as of the date hereof.
(a)To Seller's actual knowledge to the present, there is no action, litigation,
investigation, condemnation or proceeding of any kind pending or threatened against Seller
or the Property which could adversely affect the Property, any portion thereof or title
thereto. Seller shall give Buyer prompt written notice if any such action, litigation,
condemnation or proceeding is commenced or, threatened in writing prior to the Closing
Date.
(b)To the best of Seller's knowledge, there are no hazardous wastes, hazardous
substances, pollutants, or contaminants, or releases of any thereof, located in or on the
Property.
(c)To Seller's actual knowledge, there are no wells located on the Property.
(d)To Seller's actual knowledge, there are no underground storage tanks and
no above ground storage tanks on the property.
(e)Seller has full power and authority to enter into and perform this Agreement
in accordance with its terms.
(f)Seller received a deed to the Property from parties that had fee title to the
Property and there are no outstanding purchase agreements, options, or rights of first refusal
with respect to the Property.
435300v2 RJL BR305-125 4
(g)The Property is vacant.
(h)To Seller's actual knowledge no dumping has occurred in or on the Property.
Seller hereby agrees that each of the foregoing representations and warranties shall be
deemed restated by Seller effective as of Closing, and shall survive Closing hereunder.
11.Closing. Closing ("Closing") shall occur on December 20, 2013, or such earlier
date as Buyer and Seller may mutually agree. At Closing, Seller and Buyer shall deliver to one
another the instruments specified herein, as well as any affidavits, certificates, and writings normally
given at closings of similar properties in the State of Minnesota, including a FIRPTA from Seller.
Closing shall occur at the offices of the Title Company; neither party shall be required to attend in
person. Seller and Buyer shall equally share the closing fees and escrow fees charged by the Title
Company for its services. Possession of the Property shall be delivered to Buyer on the Closing
Date. Unless waived in writing by Buyer, in the event that Closing does not occur on or before
December 20, 2013, Buyer shall have the option to cancel the Purchase Agreement and obtain the
full refund of its earnest money.
12.Notices. Except as otherwise specifically provided herein, all notices provided
herein shall be given in person or be sent by United States mail, either certified or registered,
postage prepaid, overnight courier, or by facsimile, to:
Seller:
Buyer:
with a copy to:
Brooldyn Center Service, Inc.
Attention: Randy Rau
6849 Brooklyn Blvd.
Brooklyn Center, MN 55429
Brooklyn Center Economic Development Authority
6301 Shingle Creek Parkway
Brooklyn Center, Minnesota 55430
Attention: Curt Boganey
Telephone: 763-569-3300
Facsimile . 763-569-3494
Email. cboganey@ci.brooldyn-center.mn.us
Robert J. Lindall, Esq.
Kennedy & Graven, Chartered
470 U.S. Bank Plaza
200 South 6 th Street
Minneapolis MN 55402
Telephone: 612-337-9219
Facsimile: 612-337-9310
email rlindall@kennedy-graven.com .
Notice shall be deemed received upon actual receipt or on the date such noticed is refused
435300v2 RJL BR305-125 5
by the addressee or recipient. Delivery on or before the date such notice is to be given shall be
deemed timely and acceptable. Notwithstanding the foregoing, with respect to a notice to terminate
under Paragraph 6 hereof, if notice is given by overnight courier, notice shall be effective upon
delivery to the overnight courier.
13.Broker. Buyer and Seller each hereby represent and wanant to the other that,
no broker or finder has been engaged by them in connection with any of the transactions
contemplated by this Agreement or, to its knowledge, is in any way connected with any of such
transactions, except CBRE, Inc., which will be paid by the Seller in accordance with a separate
agreement between Seller and CBRE, Inc. Except as provided above, each party shall defend,
indemnify and hold harmless the other from and against any claim by any broker or finder claiming
to have dealt through the indemnitor.
14.Subdivision and Tax Parcel. Buyer's obligations to close hereunder shall be
conditioned upon the Property constituting (i) one or more separately conveyable and subdivided
parcels, (ii) two separately assessed tax parcels, and (iii) two contiguous tracts of land which are
capable of being assembled for the purposes of development and construction in the event of City
approval of consolidation of the two parcels.
15. Miscellaneous. The terms, covenants, indemnities and conditions of this Purchase
Agreement which survive the Closing or termination of this Purchase Agreement shall be binding
upon and inure to the benefit of the successors and assigns of the respective parties hereto, and shall
survive the Closing and passage of title. Time is of the essence of this Agreement, including
satisfaction of the conditions described in Paragraph 6 hereof.
435300v2 RJL BR305-125 6
16. Relocation Benefits.
Buyer and Seller agree that the Property is vacant and that the Purchase Price
includes any and all amounts which Seller may otherwise be entitled to receive for going
concern damages, or relocation assistance pursuant to case decision, applicable law or
administrative regulations due to the business owned or operated by Seller on the Property
being displaced due to Seller's sale of the Property to Buyer. Seller agrees to execute a
waiver of such benefits at Closing in the form attached hereto as Exhibit B.
IN WITNESS WHEREOF, the parties have hereunto set their hands the day and year first
above written.
BROOKLYN CENTER SERVICE, INC.
By:
Randy Rau
Its: President
BROOKLYN CENTER ECONOMIC DEVELOPMENT
AUTHORITY, a Public Body Corporate and Politic
Under Minnesota Law
By
Its: President
By
Curt Boganey
Its: Executive Director
435300v2 RJL BR305-125 7
EXHIBIT A TO PURCHASE AGREEMENT
LEGAL DESCRIPTION OF THE PROPERTY
(TO BE CONFIRMED)
Lot 21, Auditor's Subdivision No. 025,
PID: 34-119-21-43-0004
and
Outlot 1, Ewing Lane Addition
PM: 34-119-21-43-0009
According to the map or plat thereof which is on file and of record in the Office of the County
Recorder in and for Hennepin County, Minnesota.
435300v2 RJL BR305-125
EXHIBIT B TO PURCHASE AGREEMENT
FORM OF RELOCATION WAIVER
WAIVER OF RELOCATION BENEFITS
I, the undersigned, am the of Brooklyn Center Service, Inc„ a Minnesota
corporation, and I execute this waiver on behalf of said Brooklyn Center Service, Inc. ("Owner").
The Owner has entered into a Purchase Agreement under which it has agreed to sell Owner's
property located at 6245 Brooklyn Blvd., Brooklyn Center, MN 55429 ("Property") to Brooklyn
Center Economic Development Authority
I acknowledge that I met with Dan Wilson of Wilson Development Services, a relocation
counselor ("Counselor") retained by the EDA on , 2013. Counselor explained
that in the event that the EDA acquires the Property, Owner may be entitled to certain relocation
benefits, in addition to the amount of money being paid to Owner to acquire the Property. These
benefits may include:
1. Moving
a.A payment for actual reasonable moving expenses; or
b.A fixed payment determined in accordance with the applicable schedule approved
by the Federal Highway Administration.
2. Reestablishment expenses - nonresidential moves.
A payment for expenses actually incurred in relocating and reestablishing an eligible small
business, farm or nonprofit organization at a replacement site, which payment cannot
exceed $50,000.00.
3.Alternative Fixed Payment - nonresidential moves.
A fixed payment in lieu of the payments described in paragraphs 1 and 2 above, equal to
the average annual net earnings of the business, but not less than $1,000 and not more than
$20,000.
4.Other Relocation Assistance:
This includes referrals and other assistance to help the business owner relocate its business.
Finally, it was explained to me that the Uniform Relocation Assistance and Real Property
Acquisition Policies Act of 1970 as amended, may entitle Owner to these relocation benefits; and if
I sign this agreement, I will be waiving those relocation benefits on behalf of Owner.
After having these benefits explained to me, I agree to waive them on behalf of Owner.
In signing this agreement, I acknowledge that no threats have been made to me or any other
representative of Owner, either expressly or by implication that, if Owner does not sell the
Property the Property may be acquired by the EDA under the power of eminent domain or
otherwise. If after signing this agreement, Owner attempts to collect relocation benefits, Owner
435300v2 RJL BR305-125
will be required to prove that, contrary to what it has agreed to in this agreement, this waiver of
relocation benefits was not entered into voluntarily.
I further acknowledge that Owner has entered into a Purchase Agreement for the sale of the
Property to EDA for the gross purchase price of $280,000.00. I acknowledge that payment of the
purchase price as described in the Purchase Agreement satisfies in full any amounts for relocation
assistance or relocation benefits that the EDA otherwise may be obligated to pay to Owner and that
the purchase price shall be the sole compensation due Owner for all claims of any description
against the EDA or City of Brooklyn Center as a result of EDA's acquiring the Property as
described in the Purchase Agreement, including but not limited to attorneys' fees, relocation
benefits, and any damages to the going concern or goodwill of any business owned by Owner and
which is located on the Property, the purchase price having included considerations for any and all
such claims.
Brooklyn Center Service, Inc.
By
Randy Rau
Its
STATE OF MINNESOTA
) SS
COUNTY OF
The foregoing instrument was acknowledged before me this day of , 2013, by
Randy Rau, the of Brooklyn Center Service, Inc., a Minnesota corporation,
on behalf of the corporation.
Notary Public
435300v2 RJL BR305-125