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HomeMy WebLinkAbout2017 09-11 EDAP. . S EDA MEETING City of Brooklyn Center September 11, 2017 AGENDA 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 podium. 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. August 28, 2017 —Regular Session 4. Public Hearings a.Resolution Approving Purchase and Redevelopment Agreement and Conveyance of Certain Property Located at 5315 James Avenue North —Oh August 14, 2017, the EDA called for a Public Hearing to be held September 11, 2017; notice was published in the official newspaper on August 24, 2017. Requested Commission Action: —Motion to open Public Hearing. —Take public input. —Motion to close Public Hearing. —Motion to adopt resolution. b.Resolution Approving Purchase and Redevelopment Agreement and Conveyance of Certain Property Located at 5301 James Avenue North —On August 14, 2017, the EDA called for a Public Hearing to be held September 11, 2017; notice was published in the official newspaper on August 24, 2017. Requested Commission Action: —Motion to open Public Hearing. —Take public input. —Motion to close Public Hearing. —Motion to adopt resolution. EDA AGENDA September 11, 2017 5. Commission Consideration Items a.Resolution Approving and Authorizing the Execution of a Letter of Intent to Sell the Properties Located at 6101 and 6107 Brooklyn Boulevard Requested Commission Action: —Motion to adopt resolution. b.Resolution Approving a Fourth Amendment to Development Agreement (Shingle Creek Crossing Project) Requested Commission Action: —Motion to adopt resolution. 6. Adjournment S S 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 28, 2017 CITY HALL - COUNCIL CHAMBERS The Brooklyn Center Economic Development Authority (EDA) met in Regular Session called to order by President Tim Willson at 7:13 p.m. President Tim Willson and Commissioners Marquita Butler, Kris Lawrence-Anderson, and Dan Ryan. Commissioner April Graves was absent and excused. Also present were Executive Director Curt Boganey, Deputy City Manager Reggie Edwards, Finance Director Nate Reinhardt, Acting Director of Public Works Mike Marsh, Director of Business and Development Gary Eitel, City Attorney Troy Gilchrist, and Carla Wirth, TimeSaver Off Site Secretarial, Inc. Commissioner Lawrence-Anderson moved and Commissioner Butler seconded to approve the Agenda and Consent Agenda, and the following item was approved: 1. August 14, 2017 - Regular Session Motion passed unanimously. ES]II1 I(S) El _1101 111111 211 1 III - RESOLUTION NO. 2017-11 APPROVING AND AUTHORIZING THE EXECUTION OF A LETTER OF INTENT TO SELL PROPERTY AT 1950 57 TU AVENUE NORTH Director of Business and Development Gary Eitel introduced the item, discussed the history, and stated the purpose of the proposed resolution to authorize execution of a letter of intent to sell 1950 57 Avenue N. for the commercial development of approximately two acres for a four- story, 112,000 square foot commercial storage building. It was noted this site was acquired with funds from Tax Increment District No. 3 so proceeds from the future sale of this property will be 08/28/17 4- DRAFT considered tax increment and available for other eligible Tax Increment Finance (TIF) 3 budget expenditures or debt service. Mr. Eitel displayed a site plan of the Ebert Construction proposal to construct a commercial storage use at 57 th and Logan, noting the building materials meet and exceed the Shingle Crossing building standards. He stated if approved, it would move the project to the next step including the holding of a public hearing at a future meeting. It was noted that Greg Hayes, Ebert Construction Vice President of Real Estate and Development, was in attendance to answer questions. Commissioner Lawrence-Anderson moved and Commissioner Butler seconded to adopt RESOLUTION NO. 2017-11 Approving and Authorizing the Execution of a Letter of Intent to Sell Property at 1950 57th Avenue North. Motion passed unanimously. r. £U1IiUJihUDh11 Commissioner Lawrence-Anderson moved and Commissioner Butler seconded adjournment of the Economic Development Authority meeting at 7:21 p.m. Motion passed unanimously. 08/28/17 -2- DRAFT S fl C 131 IJU V DATE: September 11, 2017 TO: Curt Boganey, City Manager FROM: Gary Eitel, Director of Business & Development SUBJECT: Resolution Approving Purchase and Redevelopment Agreement and Conveyance of Certain Property located at 5315 James Avenue North Recommendation: It is recommended that the Economic Development Authority open the Public Hearing, take public input, close the Public Hearing, and consider adoption of Resolution Approving Purchase and Redevelopment Agreement and Conveyance of Certain Property Located at 5315 James Avenue. Background: On August 14, 2017, the EDA considered an offer from Novak & Fleck, Inc. to acquire the vacant lot at 5315 James Avenue North for the purpose of constructing a 3-bedroom, 2-bath split entry home with a two car attached garage. The EDA adopted Resolution No. 2017-09, a resolution calling for a public hearing on September 11, 2017 regarding the sale of land located at 5301 James Avenue North. Attached for your reference is a copy of the August 14, 2017 staff memorandum and copy of the floor plans and building exterior provided by Novak-Fleck, Inc. for a 1,980 sf. split-entiy home that includes the following: 1,040 sf. on the main floor (2 bedrooms, bath, living room, dining room, kitchen, with options for a deck off of the living are); 940 sf1 on the lower lookout level (identified as future 1 bedroom, bath, family room and mechanical room; and ° a two car garage. On August 24, 2017, a notice of public hearing regarding this land sale was published in the Official Newspaper. Attached is a copy of the Affidavit of Publication. Purchase and Redevelopment Agreement The City Attorney has prepared the enclosed Purchase and Redevelopment Agreement, which includes the following components related to the EDA's sales of this vacant lot for an infill development of a new single family residence: The purchase price is $25,000. JWissioii: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life for al/people and preserves the public trust MIJAI The buyer agrees that it will construct a new single family dwelling on the Property, intended for sale to a person or persons for residential occupancy (an Owner Occupant). The minimum improvements shall consist of a 2 bedroom house with approximately 1,980 gross square feet; lower level expansion for a future bedroom, bathroom, and family room; and a 2-car attached garage that shall be constructed substantially in accordance with the plans on file in City Hall. o The minimum improvements must be substantially completed by October 31, 2018. Construction will be considered substantially complete when the final certificate of occupancy has been issued by the City of Brooklyn Center building official. At this time, a Certificate of Completion for the Minimum Improvements will be issued by the EDA. The Buyer shall convey the Property to an Owner Occupant whose household income does not exceed: (a)100% of median income in the case of one or two person household Owner Occupant, or (b)115% of the median income in the case of three or more persons household Owner Occupants. The average median income for the seven-county metropolitan area for 2015 is $86,600. • Provisions which provide the EDA with the rights to re-enter and take possession of the property in the event the buyer does not carry out the obligations with respect to the construction of the Minimum Improvements or abandons or substantially suspends construction. Budget Issues: The proceeds from this land sale are considered Tax Increment Revenues and will be placed back into the TIF 3 Housing Fund. Strategic Priorities: • Targeted 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. 2017 RESOLUTION APPROVING PURCHASE AND REDEVELOPMENT AGREEMENT AND CONVEYANCE OF CERTAIN PROPERTY LOCATED AT 5315 JAMES AVENUE NORTH, BROOKLY CENTER, MN BE IT RESOLVED by the Board of Commissioners ("Board") of the Economic Development Authority of Brooklyn Center, Minnesota ("Authority") as follows: Section 1. Recitals. 1.01. The Authority is authorized pursuant to Minnesota Statutes, Sections 469.090 to 469.1081 (the "EDA Act"), to acquire and convey real property and to undertake certain activities to facilitate the development of real property by private enterprise. 1.02. To facilitate development of certain property in the City of Brooklyn Center, Minnesota (the "City"), the Authority proposes to enter into a Purchase and Redevelopment Agreement (the "Contract") between the Authority and Novak-Fleck Incorporated (the "Buyer"), under which, among other things, the Authority will convey the property located in the City at 5315 James Avenue North and legally described as: Lot 4, Block 3, "Humbolt Addition", Hennepin County, Minnesota. [Torrens] (the "Property") to the Buyer to construct a new single family dwelling on the Property, intended for sale to an individual or family for residential occupancy. 1.03. The Authority has on this date conducted a duly noticed public hearing regarding the sale of the Property to Buyer, at which all interested persons were given an opportunity to be heard. 1.04. The Authority finds and determines that conveyance of the Property to the Buyer is in the public interest and will further the objectives of its general plan of economic development, because it will provide an opportunity for increased housing opportunities in the City and serve as an impetus for further development. Section 2. Authority Approval; Further Proceedings. 2.01. The Board hereby approves the Contract in substantially the form presented to the Board, including conveyance of the Property to Buyer, subject to modifications that do not alter the substance of the transaction and that are approved by the President and Executive Director, provided that execution of the Contract by those officials shall be conclusive evidence of their approval. 506858v2 CBR BR305-145 2.02. Authority staff and officials are authorized to take all actions necessary to perform the Authority's obligations under the Contract as a whole, including without limitation execution of any documents to which the Authority is a party referenced in or attached to the Contract, and any deed, mortgage or other documents necessary to convey the Property to Buyer, all as described in the Contract. September 11, 2017 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. '1 35 MSIXTh(S11I&UJi31WU[iiI STATE OF MINNESOTA )ss COUNTY OF HENNEPIN Charlene Void being duly sworn on an oath, states or affirms that he/she is the Publisher's Designated Agent of the newspaper(s) known as: SP Brooklyn Ctr/Brooklyn Park with the known office of issue being located in the county of: HENNEPIN with additional circulation in the counties of: HENNEPIN and has full knowiedge of the facts stated below: (A)The newspaper has complied with all of the requirements constituting qualifica- tion as a qualified newspaper as provided by Minn. Stat. §331A.02. (B)This Public Notice was printed and pub- lished in said newspaper(s) once each week, for 1 successive week(s); the first insertion being on 08/24/2017 and the last insertion being on 08/24/2017. MORTGAGE FORECLOSURE NOTICES Pursuant to Minnesota Stat. §580.033 relating to the publication of mortgage foreclosure notices: The newspaper complies with the conditions described in §580.033, subd. 1, clause (I) or (2). If the newspaper's known office of issue is located in a county adjoining the county where the mortgaged premises or some part of the mortgaged premises described in the notice are located, a substantial portion of the newspaper's circulation is in the latter county. By: UUL \^C_ Designated Agent Subscribed and sworn to or affirmed before me on 08/24/2017 by Charlene Vold. Notary Public ARLENE MARIE MACPRERSON Notary publicMInn6S0ta My Commission Expires Jan 31, 2019 Rate Information: (1) Lowest classified rate paid by commercial users for comparable space: $46.90 per column inch CITY OF BROOKLYN CENTER NOTICE OFPUBLIC HEARING REGARDING LAND SALE NOTICE IS HEREBY GIVEN that the Board of Commissioners of the Economic Development Authority of Brooklyn Center, Minnesota (the "EDA") will meet at City Hall at 6301 Shingle Creek Pkwy, Brooklyn Can- ter, Minnesota (the "City") at or after 7:00 p.m. on Monday, September 11, 2017 to conduct a public hear- ing on the proposed sale of certain real property ("Property") located in the City to NOVAK-FLECK Incorpo- rated or its designated assignees. The Property is located in the City and legally described as: Lot 4, Block 3, "Humbolt Addition", Hen- nepin County, Minnesota. [Torrens] The EDA will meet at the public hearing to determine if the sale is advisable. A copy of the terms and conditions of the proposed sale of the Property will be on file and available for inspection at City Hall during regular business hours. Any person wishing to express an opinion on the matters to be considered at the public hearing will be heard orally or in writing. BY ORDER OF THE BOARD OF COMMISSIONERS Published in the Brooklyn Center Sun Post August 24, 2017 723633 Ad ID 723633 i au si : awwi pi a u I I aii wu'I 1 I M I DI1 5315 James Aveue North, Brooklyn Center, MN 1.Parties. This Purchase and Redevelopment Agreement is made as of September -, 2017 between the ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA, a public body corporate and politic tinder the laws of Minnesota having its office located at 6301 Shingle Creek Parkway, Brooklyn Center, MN (the "Seller"), and NOVAK-FLECK INCORPORATED, a Minnesota corporation (the "Buyer"). 2.Offer/Acceptance. Buyer offers to purchase and Seller agrees to sell real property legally described as follows (the "Property"): Lot 4, Block 3, "Humbolt Addition", Hennepin County, Minnesota. [Torrens 3.Price and Terms. The price for the Property is Twenty-Five Thousand Dollars ($25,000.00) which Buyer shall pay as follows: Earnest money of Five Hundred Dollars ($500.00) by check, receipt of which is hereby acknowledged by Seller, and the balance of Twenty-Four Thousand and Five Hundred Dollars ($24,500.00) to be paid by certified check on the Date of Closing. The "Date of Closing" shall be October 31, 2017, or such other earlier or later date as the parties mutually agree. 4.Personal Property Included in Sale. There are no items of personal property or fixtures owned by Seller and currently located on the Property for purposes of this sale. 5.Deed. Upon performance by Buyer, Seller shall deliver a quit claim deed conveying title to the Property to Buyer, in substantially the form attached as Exhibit A (the "Deed"). 6.Real Estate Taxes and Special Assessments. The parties agree and understand that the Property is exempt from real estate taxes for taxes payable in the current year. Seller shall pay on Date of Closing all special assessments levied against the Property as of the date of this agreement, including those certified for payment with taxes due and payable in 2017. Seller represents that there are no special assessments pending as of the date of this agreement. If a special assessment becomes pending after the date of this agreement and before the Date of Closing, Buyer may, at Buyer's option: A. Assume payment of the pending special assessment without adjustment to the purchase agreement price of the Property; or 504413v6 CBR BR305-145 B.Require Seller to pay the pending special assessment and Buyer shall pay a commensurate increase in the purchase price of the Property, which increase shall be the same as the estimated amount of the assessment; or C.Declare this agreement null and void by notice to Seller, and earnest money shall be refunded to Buyer. 7.Closing Costs and Related Items. The Seller shall be responsible for the following costs: (a) recording fees and conservation fees for all instruments required to establish marketable title in Seller; and (b) deed transfer taxes and conservation fees required to be paid in connection with the Deed being given by Seller. Buyer shall be responsible for the payment of the following costs: (c) recording fees required to be paid in connection with this Agreement and the Deed to be given by Seller; (d) the cost of all title evidence, including all search and commitment fees and the premium for an owner's policy of title insurance, and (e) closing fee, if any. Each party shall be responsible for its own attorneys' fees and costs. 8.Sewer and Water. Seller warrants that city sewer and water are available at the Property line. 9.Condition of Property. Buyer acknowledges that it has inspected or has had the opportunity to inspect the Property and agrees to accept the Property "AS IS." Buyer has the right, at its own expense to take soil samples for the purpose of determining if the soil is suitable for construction of the dwelling described in section 14 below. If the soil is determined to be unacceptable the Buyer may rescind this agreement by written notice to the Seller, in which case the agreement shall be null and void and all earnest money paid hereunder shall be refunded to the Buyer. Seller makes no warranties as to the condition of the Property. 10.Marketability of Title. The Buyer may order, in Buyer's sole discretion and at the Buyer's expense, a commitment (the "Title Commitment") issued by any title insurance company acceptable to Buyer ("Title"), for an owner's title insurance policy in the full amount of the Purchase Price, showing fee simple title to the Property in Seller. Buyer shall have fifteen (15) business days after receipt of the Title Commitment to examine the same and to deliver written objections to Title, if any, to Seller. Seller shall have the greater of: (i) the number of days remaining until the Date of Closing; or (ii) thirty (30) days to have such objections removed or satisfied. 11. Title Clearance and Remedies. If Seller shall fail to have title objections timely removed, the Buyer may, at its sole election: (a) terminate this Agreement without any liability on its part, in which event the earnest money shall be promptly refunded in exchange for a quit claim deed to the Property from Buyer; or (b) take title to the Property subject to such objections. 2 504413v6 CBR BR305-145 If title is marketable, or is made marketable as provided herein, and Buyer defaults in any of the agreements herein, Seller may elect either of the following options, as permitted by law: A.Cancel this contract as provided by statute and retain all payments made hereunder as liquidated damages. The parties acknowledge their intention that any note given pursuant to this contract is a down payment note, and may be presented for payment notwithstanding cancellation; or B.Seek specific performance within six months after such right of action arises, including costs and reasonable attorney's fees, as permitted by law. If title is marketable, or is made marketable as provided herein, and Seller defaults in any of the agreements herein, Buyer may, as permitted by law: C.Seek damages from Seller including costs and reasonable attorney's fees; or D.Seek specific performance within six months after such right of action arises. 12.Well Disclosure: o The Seller certifies that the Seller does not know of any wells on the described real property. A well disclosure certificate accompanies this document or has been electronically filed. (If electronically filed, insert WDC number:o I am familiar with the property described in this instrument and I certify that the status and number of wells on the described real property have not changed since the last previously filed well disclosure certificate. 13.Individual Sewage Treatment System Disclosure. Seller certifies that there is no individual sewage treatment system on or serving the Property. 14. Construction and Sale of Dwelling. Buyer agrees that it will construct a new single family dwelling on the Property, intended for sale to a person or persons for residential occupancy (an "Owner Occupant"). This covenant shall survive the delivery of the Deed. A.The single family dwelling described in this Section is referred to as the "Minimum Improvements." B.The Minimum Improvements shall consist of a split entry (look-out) house with two car garage having approximately 1140 sf. of finished floor area (foyer, 2- bedrooms, bathroom, kitchen, dining room, living room) on the main level and approximately 840 sf. floor area for future expansion area (bedroom, family room, and bath) and a utility/laundry room on the lower level and shall be constructed substantially in accordance with the plans on file in City Hall. Construction of the Minimum Improvements must be substantially completed by October 31, 2018. Construction will be considered substantially complete when the final certificate of occupancy has been issued by the City of Brooklyn Center building official. 3 504413v6 CBR BR305-145 C.Promptly after substantial completion of the Minimum Improvements in accordance with those provisions of the Agreement relating solely to the obligations of the Buyer to construct such Minimum Improvements (including the date for completion thereof), the Seller will furnish the Buyer with a Certificate of Completion for such improvements. Such certification by the Seller shall be (and it shall be so provided in the Deed and in the certification itself) a conclusive determination of satisfaction and termination of the agreements and covenants in this Agreement and in the Deed with respect to the obligations of the Buyer and its successors and assigns, to construct the Minimum Improvements and the dates for completion thereof. The certificate provided for in this Section of this Agreement shall be in such form as will enable it to be recorded in the proper office for the recordation of deeds and other instruments pertaining to the Property. If the Seller shall refuse or fail to provide any certification in accordance with the provisions of this Section, the Seller shall, within 30 days after written request by the Buyer, provide the Buyer with a written statement, indicating in adequate detail in what respects the Buyer has failed to complete the Minimum Improvements in accordance with the provisions of the Agreement, or is otherwise in default, and what measures or acts it will be necessary, in the opinion of the Seller, for the Buyer to take or perform in order to obtain such certification. D.The Buyer represents and agrees that until issuance of the Certificate of Completion for the Minimum Improvements: (1)Except for any sale to an Owner Occupant, the Buyer has not made or created and will not make or create or suffer to be made or created any total or partial sale, assignment, conveyance, or lease, or any trust or power, or transfer in any other mode or form of or with respect to this Agreement or the Property or any part thereof or any interest therein, or any contract or agreement to do any of the same, to any person or entity (collectively, a "Transfer"), without the prior written approval of the Seller's Board of Commissioners. The term "Transfer" does not include encumbrances made or granted by way of security for, and only for, the purpose of obtaining construction, interim or permanent financing necessary to enable the Buyer or any successor in interest to the Property, or any part thereof, to construct the Minimum Improvements or component thereof. (2)If the Buyer seeks to effect a Transfer to any person or entity other than an Owner Occupant prior to issuance of the Certificate of Completion, the Seller shall be entitled to require as conditions to such Transfer that: (i) any proposed transferee shall have the qualifications and financial responsibility, in the reasonable judgment of the Seller, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Buyer as to the portion of the Property to be transferred; 4 504413v6 CBR BR305-145 (ii) Any proposed transferee, by instrument in writing satisfactory to the Seller and in form recordable in the public land records of Hennepin County, Minnesota, shall, for itself and its successors and assigns, and expressly for the benefit of the Seller, have expressly assumed all of the obligations of the Buyer under this Agreement as to the portion of the Property to be transferred and agreed to be subject to all the conditions and restrictions to which the Buyer is subject as to such portion; provided, however, that the fact that any transferee of, or any other successor in interest whatsoever to, the Property, or any part thereof, shall not, for whatever reason, have assumed such obligations or so agreed, and shall not (unless and only to the extent otherwise specifically provided in this Agreement or agreed to in writing by the Seller) deprive the Seller of any rights or remedies or controls with respect to the Property, the Minimum Improvements or any part thereof or the construction of the Minimum Improvements; it being the intent of the parties as expressed in this Agreement that (to the fullest extent permitted at law and in equity and excepting only in the manner and to the extent specifically provided otherwise in this Agreement) no transfer of, or change with respect to, ownership in the Property or any part thereof, or any interest therein, however consummated or occurring, and whether voluntary or involuntary, shall operate, legally, or practically, to deprive or limit the Seller of or with respect to any rights or remedies on controls provided in or resulting from this Agreement with respect to the Property that the Seller would have had, had there been no such transfer or change. In the absence of specific written agreement by the Seller to the contrary, no such transfer or approval by the Seller thereof shall be deemed to relieve the Buyer, or any other party bound in any way by this Agreement or otherwise with respect to the Property, from any of its obligations with respect thereto; and (iii) Any and all instruments and other legal documents involved in effecting the transfer of any interest in this Agreement or the Property governed by this subsection D. shall be in a form reasonably satisfactory to the Seller. (3)If the conditions described in paragraph (2) above are satisfied, then the Transfer will be approved and the Buyer shall be released from its obligation under this Agreement as to the portion of the Property that is transferred, assigned, or otherwise conveyed. The provisions of this paragraph (3) apply to all subsequent transferors. (4)Upon issuance of the Certificate of Completion, the Buyer may Transfer the Property and/or the Buyer's rights and obligations under this Agreement with respect to such Property without the prior written consent of the Seller, except to the extent required under subsection F of this Section. 5 504413v6 CBRBR3O5-145 E.The Buyer, and its successors and assigns, agree that they (a) will use the Minimum Improvements only as a single family dwelling, and in the case of an Owner Occupant, will occupy the Property as a residence, (b) will not seek exemption from real estate taxes on the Property under State law, and (c) will not transfer or permit transfer of the Property to any entity whose ownership or operation of the Property would result in the Property being exempt from real estate taxes under State law (other than any portion thereof dedicated or conveyed to the City of Brooklyn Center or Seller in accordance with this Agreement). The covenants in this subsection run with the land, survive both delivery of the Deed and issuance of the Certificate of Completion for the Minimum Improvements, and shall remain in effect for 15 years after the Date of Closing. F.The Buyer shall convey the Property (either before or after issuance of the Certificate of Completion) to an Owner Occupant whose household income does not exceed: (a) 100% of median income in the case of one or two person household Owner Occupants; or (b) 115% of median income in the case of three or more person household Owner Occupants. The term "median income" means the median income in the seven-county metropolitan area, or the State as a whole, whichever is greater, using income data available from the Minnesota Housing Finance Agency as of the date of closing on sale to the Owner Occupant. Prior to closing on sale the Property by Buyer to an Owner Occupant, Buyer shall: (1)Notify the Seller in writing that the proposed Owner Occupant will meet the income qualifications under this paragraph; and (2)Submit to Seller evidence of Owner Occupant's income in a form satisfactory to Seller, evidencing compliance with the income limits described above. The covenant in this Section applies only to the first sale of the Property to an Owner Occupant, and does not apply to any subsequent sale by an Owner Occupant to any other person or party. 15. Revesting Title in Seller upon Happening of Event Subsequent to Conveyance to Buyer. In the event that subsequent to conveyance of the Property or any part thereof to the Buyer and prior to receipt by the Buyer of the Certificate of Completion for of the Minimum Improvements, the Buyer, subject to Unavoidable Delays (as hereafter defined), fails to carry out its obligations with respect to the construction of the Minimum Improvements (including the nature and the date for the completion thereof), or abandons or substantially suspends construction work, and any such failure, abandonment, or suspension shall not be cured, ended, or remedied within 30 days after written demand from the Seller to the Buyer to do so, 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 the Deed to the Buyer, it being the intent of this provision, together with other provisions of the Agreement, that the conveyance of the Property to the Buyer shall be made upon, and that the Deed shall contain a condition subsequent to the effect that in the event of any default on the part of the Buyer and failure on the part of the Buyer to remedy, end, or abrogate such default within the period and in the manner stated in such subdivisions, the Seller at its option may declare a on 504413v6 CBR BR305-145 termination in favor of the Seller of the title, and of all the rights and interests in and to the Property conveyed to the Buyer, and that such title and all rights and interests of the Buyer, and any assigns or successors in interest to and in the Property, shall revert to the Seller, but only if the events stated in this Section have not been cured within the time periods provided above. For the purposes of this Agreement, the term "Unavoidable Delays" means delays beyond the reasonable control of the Buyer as a result thereof which are the direct result of strikes, other labor troubles, prolonged adverse weather or acts of God, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action, directly results in delays, or acts of any federal, state or local governmental unit (other than the Seller in exercising its rights under this Agreement) which directly results in delays. Unavoidable Delays shall not include delays in the Buyer's obtaining of permits or governmental approvals necessary to enable construction of the Minimum Improvements by the dates such construction is required under this section of this Agreement. 16. Resale of Reacquired Property; Disposition of Proceeds. Upon the revesting in the Seller of title to and/or possession of the Property or any part thereof as provided in Section 15, the Seller shall apply the purchase price paid by the Buyer under Section 3 of this Agreement as follows: (a)First, to reimburse the Seller for all costs and expenses incurred by the Seller, including but not limited to proportionate salaries of personnel, in connection with the recapture, management, and resale of the Property or part thereof (but less any income derived by the Seller from the Property or part thereof in connection with such management); all taxes, assessments, and water and sewer charges with respect to the Property or part thereof (or, in the event the Property is exempt from taxation or assessment or such charge during the period of ownership thereof by the Seller, an amount, if paid, equal to such taxes, assessments, or charges (as determined by the Seller assessing official) as would have been payable if the Property were not so exempt); any payments made or necessary to be made to discharge any encumbrances or liens existing on the Property or part thereof at the time of rev'esting of title thereto in the Seller or to discharge or prevent from attaching or being made any subsequent encumbrances or liens due to obligations, defaults or acts of the Buyer, its successors or transferees; any expenditures made or obligations incurred with respect to the making or completion of the Minimum Improvements or any part thereof on the Property or part thereof; and any amounts otherwise owing the Seller by the Buyer and its successor or transferee; and (b)Second, to reimburse the Buyer for the balance of the purchase price remaining after the reimbursements specified in paragraph (a) above. Such reimbursement shall be paid to the Buyer upon delivery of an executed, recordable warranty deed to the Property by the Buyer to the Seller. 7 5044130 CBR BR305-145 17.Time is of the essence for all provisions of this contract. 18.Notices. All notices required herein shall be in writing and delivered personally or mailed to the address shown at Section 1 above and, if mailed, are effective as of the date of mailing. 19. Minnesota Law. This contract shall be governed by the laws of the State of Minnesota. 20, Specific Performance. This Agreement may be specifically enforced by the parties, provided that an action is brought within one year of the date of alleged breach of this Agreement. 21. No Remedy Exclusive. No remedy herein conferred upon or reserved to the Seller or Buyer 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. 22, No Merger of Representations, Warranties. All representations and warranties contained in this Purchase Agreement shall not be merged into any instruments or conveyance delivered at closing, and the parties shall be bound accordingly. 23. Recording. This Agreement shall be filed of record with the Hennepin County Registrar of Titles. Buyer shall pay all recording costs. 8 5044130 CBR BR305-145 In witness of the foregoing, the parties have executed this agreement on the year and date written above. OF BROOKYN CENTER, ECONOMIC L By: Tim Willson Its President By: Cornelius L. Boganey Its Executive Director STATE OF MINNESOTA } ss. COUNTY OF HENNEPIN This instrument was acknowledged before me on this ______ day of , 2017, by Tim Willson and Cornelius L. Boganey, the President and Executive Director, respectively, of the Economic Development Authority of Brooklyn Center, Minnesota, a public body corporate and politic under the laws of Minnesota, on behalf of the public body corporate and politic. (Stamp) Notary Public S-i 504413v6 CBR BR305-145 Wild 1çi •i ii By: Its: STATE OF MINNESOTA ) } COUNTY OF HENNEPIN ) The foregoing was acknowledged before me this the Minnesota corporation, on behalf of the corporation. (Stamp) day of 2017, by of Novak-Fleck Incorporated, a Notary Public This document drafted by: Kennedy & Graven, Chartered 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, MN 55402 S-2 504413v6 CBR BR305-145 EXHIBIT A to PURCHASE AND REDEVELOPMENT AGREEMENT 1[I] ih'4 tI)IS1,ii 111 P'IhU I] D Deed Tax Due: $85.00 u. THIS INDENTURE, between the Economic Development Authority of Brooklyn Center, Minnesota, a Minnesota public body corporate and politic (the "Grantor"), and Novak-Fleck Incorporated, a Minnesota corporation (the "Grantee"). WITNESSETH, that Grantor, in consideration of the sum of $25,000 and other good and valuable consideration the receipt whereof is hereby acknowledged, does hereby grant, bargain, quitclaim and convey to the Grantee, 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 (such tract or parcel of land is hereinafter referred to as the "Property"): Lot 4, Block 3, "Humbolt Addition", Hennepin County, Minnesota. Check here if all or part ofproperty is registered (Torrens To have and to hold the same, together with all the hereditaments and appurtenances thereunto belonging. SECTION 1. It is understood and agreed that this Deed is subject to the covenants, conditions, restrictions and provisions of the Purchase and Redevelopment Agreement recorded herewith, between the Grantor and Grantee, dated as of , 2017 (the "Agreement") and that the Grantee shall not convey this Property, or any part thereof, except as permitted by the Agreement until a certificate of completion releasing the Grantee from certain obligations of said Agreement as to this Property or such part thereof then to be conveyed, has been placed of record. This provision, however, shall in no way prevent the Grantee from mortgaging this Property in order to obtain funds for the purchase of the Property hereby conveyed or for erecting the Minimum Improvements thereon (as defined in the Agreement) in conformity with the Agreement, any applicable development program and applicable provisions of the zoning ordinance of the City of Brooklyn Center, Minnesota, or for the refinancing of the same. A-1 5044130 CBR BR305-145 It is specifically agreed that the Grantee shall promptly begin and diligently prosecute to completion the redevelopment of the Property through the construction of the Minimum Improvements thereon, as provided in the Agreement. Promptly after completion of the Minimum Improvements in accordance with the provisions of the Agreement, the Grantor will furnish the Grantee with an appropriate instrument so certifying. Such certification by the Grantor shall be (and it shall be so provided in the certification itself) 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 Grantee, and its successors and assigns, to construct the Minimum Improvements and the dates for the beginning and completion thereof. Such certification and such determination shall not constitute evidence of compliance with or satisfaction of any obligation of the Grantee 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 Minimum Improvements, or any part thereof. All certifications provided for herein shall be in such form as will enable them to be recorded with the County Recorder, or Registrar of Titles, Hennepin County, Minnesota. If the Grantor shall refuse or fail to provide any such certification in accordance with the provisions of the Agreement and this Deed, the Grantor shall, within thirty (30) days after written request by the Grantee, provide the Grantee with a written statement indicating in adequate detail in what respects the Grantee has failed to complete the Minimum Improvements in accordance with the provisions of the Agreement or is otherwise in default, and what measures or acts it will be necessary, in the opinion of the Grantor, for the Grantee to take or perform in order to obtain such certification. SECTION 2. The Grantee's rights and interest in the Property are subject to the terms and conditions of Sections 14 and 15 of the Agreement relating to the Grantor's right to re-enter and revest in Grantor title to the Property under conditions specified therein, including but not limited to the condition subsequent that the Grantee substantially complete construction of the Minimum Improvements by September 15, 2018 and that the Grantee shall transfer or convey the Property and Minimum Improvements thereon only in accordance with Sections 14D and 14F. SECTION 3. The Grantee agrees for itself and its successors and assigns to or of the Property or any part thereof, hereinbefore described, that the Grantee and such successors and assigns shall comply with Section 14E of the Agreement for a period of 15 years after the date hereof. It is intended and agreed that the above and foregoing agreements and covenants shall be covenants running with the land for the respective terms herein provided, 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 Grantor against the Grantee, its successors and assigns, and every successor in interest to the Property, or A-2 5044130 CBR BR305-145 any part thereof or any interest therein, and any party in possession or occupancy of the Property or any part thereof. In amplification, and not in restriction of, the provisions of the preceding section, it is intended and agreed that the Grantor shall be deemed a beneficiary of the agreements and covenants provided herein, both for and in its own right, and also for the purposes of protecting the interest of the community and the other parties, public or private, in whose favor or for whose benefit these agreements and covenants have been provided. Such agreements and covenants shall run in favor of the Grantor without regard to whether the Grantor has at any time been, remains, or is an owner of any land or interest therein to, or in favor of, which such agreements and covenants relate. The Grantor shall have the right, in the event of any breach of any such agreement or covenant to exercise all the rights and remedies, and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breach of agreement or covenant, to which it or any other beneficiaries of such agreement or covenant may be entitled; provided that Grantor shall not have any right to re-enter the Property or revest in the Grantor the estate conveyed by this Deed on grounds of Grantee's failure to comply with its obligations under this Section 3. IN WITNESS WHEREOF, the Grantor has caused this Deed to be duly executed in its behalf by its President and Executive Director. o The Seller certifies that the Seller does not know of any wells on the described real property.o A well disclosure certificate accompanies this document or has been electronically filed. (If electronically filed, insert WDC number:o I am familiar with the property described in this instrument and I certify that the status and number of wells on the described real property have not changed since the last previously filed well disclosure certificate. GRANTOR: ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By Tim Willson Its President By Cornelius L. Boganey Its Executive Director A-3 504413v6 CBR BR305-145 STATE OF MINNESOTA ) ) ss COUNTY OF HENNEPIN ) This instrument was acknowledged before me on this day of by Tim Willson and Cornelius L. Boganey, the President and Executive Director, respectively, of the Economic Development Authority of Brooklyn Center, Minnesota, a public body corporate and politic under the laws of Minnesota, on behalf of the public body corporate and politic. (Stamp) Notary Public This instrument was drafted by: Kennedy & Graven, Charted (TJG) 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, MN 55402 (612) 337-9300 Tax Statements should be sent to: Novak-Fleck Incorporated 8857 Zealand Avenue North Brooklyn Park, MN 55445 A-4 504413v6 CBR BR305-145 n&.a.II.1U Ipi,yu.uIJ. I III BJ tSJ J AkI 1 1 I] Wi DI i] Jk'4 I 3Il WI 1 DI DI'A I DI1 I I D] 1Y4 tO] fI1 DI I I i (II?I I DIS] ZS[S)YA IJ II DI I O]l B-i 504413v6 CBR BR305-145 WHEREAS, the Economic Development Authority of Brooklyn Center, Minnesota, a public body, corporate and politic (the "Grantor"), conveyed land in Hennepin County, Minnesota to Novak-Fleck Incorporated, a Minnesota corporation (the "Grantee"), by a Deed recorded in the office of the Registrar of Titles in and for the County of Hennepin and State of Minnesota, as Document Number and WHEREAS, said Deed contained certain covenants and restrictions set forth in Sections 1 and 2 of said Deed; and WHEREAS, said Grantee has performed said covenants and conditions insofar as it is able in a manner deemed sufficient by the Grantor to permit the execution and recording of this certification; NOW, THEREFORE, this is to certify that all building construction and other physical improvements specified to be done and made by the Grantee have been completed and the above covenants and conditions in said Deed and the agreements and covenants in Sections 14 and 15 of the Agreement (as described in said Deed) have been performed by the Grantee therein, and the Registrar of Titles in and for the County of Hennepin and State of Minnesota is hereby authorized to accept for recording and to record, the filing of this instrument, to be a conclusive determination of the satisfactory termination of the covenants and conditions of Sections 14 and 15 of the Agreement and the covenants and restrictions set forth in Sections 1 and 2 of said Deed; provided that the covenants set forth in Sections 14E of the Agreement, and in Section 3 of the Deed, remain in full force and effect through the period stated thereon. B-2 504413v6 CBR BR305-145 Dated: , 20 ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By Its President By Its Executive Director STATE OF MINNESOTA ) ) ss COUNTY OF HENNEPIIN ) The foregoing instrument was acknowledged before me this day of 20, by and , the President and Executive Director, respectively, of the Economic Development Authority of Brooklyn Center, Minnesota, a public body corporate and politic under the laws of the State of Minnesota, on behalf of the public body corporate and politic. Notary Public This document drafted by: KENNEDY & GRAVEN, CHARTERED 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, MN 55402 (612) 337-9300 B-3 504413v6 CBRBR3O5-145 N ¶DNAV SHN o w a. o 'tg cpno 22$9 O9i3UO3 wd' 100.0i M UOOOO S2. !1u:!: eolJ dQi c 92 Q)CY I co Of- t2ZH Iq LLJ C)Iz 0 Ld oz I o 91'8 rO ,- o 0)co coI I ___________________ UoflO 9•H9ZQOO.00 N,OOO+ZL08 SflOUjWF1!9 jo 95p3q. AL'17V Subject Location Map-5301 James Ave N. & 5315 James Ave N. Background On January 11, 2017, a fire at 5315 James Ave. N. resulted in extensive interior and exterior damage to this single family home, resulting in the structure being declared a hazardous building. The EDA considered acquiring this property through the Remove & Rebuild Program on February 13, 2017 and on March 27th the EDA approve Resolution No. 2017-04, Resolution Authorizing the Acquisition of Blighted Property in Connection with the Remove and Rebuild Program (5315 James Avenue North). On April 12, 2017, the property was acquired for $20,000 and on June 27th the demolition and final grading/restoration of the lot were completed. Subject Location Map – 5315 James Avenue N. January 11, 2017 - fire resulted in extensive interior and exterior damage to home; structure later declared a hazardous building. Owner was aware of EDA's program of acquiring/removing blighted buildings; inquired if the EDA would be interested in possibly acquiring his property. Purchase Agreement •The purchase price is $25,000. •The buyer agrees that it will construct a new single family dwelling on the Property, intended for sale to a person or persons for residential occupancy (an Owner Occupant). •The minimum improvements shall consist of a split entry (look-out) house with two car garage having approximately 1040 sf. of finished floor area (foyer, 2-bedrooms, bathroom, kitchen, dining room, living room) on the main level and approximately 940 sf. floor area for future expansion area (bedroom, family room, and bath) and a utility/laundry room on the lower level and shall be constructed substantially in accordance with the plans on file in City Hall. •The minimum improvements must be substantially completed by October 31, 2018. Construction will be considered substantially complete when the final certificate of occupancy has been issued by the City of Brooklyn Center building official. At this time, a Certificate of Completion for the Minimum Improvements will be issued by the EDA. Purchase Agreement (continued) •The Buyer shall convey the Property to an Owner Occupant whose household income does not exceed: (a)100% of median income in the case of one or two person household Owner Occupant, or (b) 115% of the median income in the case of three or more persons household •Owner Occupants. The average median income for the seven-county metropolitan area for 2017 is $86,600. Provisions which provide the EDA with the rights to re-enter and take possession of the property in the event the buyer does not carry out the obligations with respect to the construction of the Minimum Improvements or abandons or substantially suspends construction. RECOMMENDATION •Open the Public Hearing; •Take public input; •Close the Public Hearing; •Adopt Resolution Approving Purchase and Redevelopment Agreement and Conveyance of Certain Property - located at 5315 James Avenue North QUESTIONS? 0 DATE: September 11, 2017 TO: Curt Boganey, City Manager FROM: Gary Eitel, Director of Business & Development J SUBJECT: Resolution Approving Purchase and Redevelopment Agreement and Conveyance of Certain Property located at 5301 James Avenue North. Recommendation: It is recommended that the Economic Development Authority open the Public Hearing, take public input, close the Public Hearing, and consider adoption of Resolution Approving Purchase and Redevelopment Agreement and Conveyance of Certain Property Located at 5301 James Avenue North. Background: On August 14, 2017, the EDA considered an offer from Novak & Fleck, Inc. to acquire the vacant lot at 5301 James Avenue North for the purpose of constructing a 3-bedroom, 2-bath split entry home with a two car attached garage. The EDA adopted Resolution No. 2017-10, a resolution calling for a public hearing on September 11, 2017 regarding the sale of land located at 5301 James Avenue North. Attached for your reference is a copy of the August 14, 2017 staff memorandum and copy of the floor plans and building exterior provided by Novak-Fleck, Inc. for a 1,980 sf. split-entry home that includes the following: o 1,040 sf. on the main floor (2 bedrooms, bath, living room, dining room, kitchen, with options for a deck off of the living are); o 940 sf. on the lower lookout level (identified as future 1 bedrooms, bath, family room and mechanical room; and o a two car garage. On August 24, 2017, a notice of public hearing regarding this land sale was published in the Official Newspaper. Attached is a copy of the Affidavit of Publication. Purchase and Redevelopment Agreement The City Attorney has prepared the enclosed Purchase and Redevelopment Agreement, which includes the following components related to the EDA's sales of this vacant lot for an infill development of a new single family residence: The purchase price is $25,000. Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life for al/people and preserves the public trust o The buyer agrees that it will construct a new single family dwelling on the Property, intended for sale to a person or persons for residential occupancy (an Owner Occupant). o The minimum improvements shall consist of a house with approximately 1,980 gross square feet and a 2-car attached garage and shall be constructed substantially in accordance with the plans on file in City Hall. o The minimum improvements must be substantially completed by September 15, 2018. Construction will be considered substantially complete when the final certificate of occupancy has been issued by the City of Brooklyn Center building official. At this time, a Certificate of Completion for the Minimum Improvements will be issued by the EDA. o The Buyer shall convey the Property to an Owner Occupant whose household income does not exceed: (a)100% of median income in the case of one or two person household Owner Occupant, or (b)115% of the median income in the case of three or more persons household Owner Occupants. The average median income for the seven-county metropolitan area for 2015 is $86,600. o Provisions which provide the EDA with the rights to re-enter and take possession of the property in the event the buyer does not carry out the obligations with respect to the construction of the Minimum Improvements or abandons or substantially suspends construction. Budget Issues: The proceeds from this land sale are considered Tax Increment Revenues and will be placed back into the TIF 3 Housing Fund. Strategic Priorities: Targeted Redevelopment Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the (/11(11113' of life for al/people and preserves the public trust Commissioner introduced the following resolution and moved its adoption: EDA RESOLUTION NO. 2017-_ RESOLUTION APPROVING PURCHASE AND REDEVELOPMENT AGREEMENT AND CONVEYANCE OF CERTAIN PROPERTY LOCATED AT 5301 JAMES AVENUE NORTH, BROOKLY CENTER, MN BE IT RESOLVED by the Board of Commissioners ("Board") of the Economic Development Authority of Brooklyn Center, Minnesota ("Authority") as follows: Section 1. Recitals. 1.01. The Authority is authorized pursuant to Minnesota Statutes, Sections 469.090 to 469.1081 (the "EDA Act"), to acquire and convey real property and to undertake certain activities to facilitate the development of real property by private enterprise. 1.02. To facilitate development of certain property in the City of Brooklyn Center, Minnesota (the "City"), the Authority proposes to enter into a Purchase and Redevelopment Agreement (the "Contract") between the Authority and Novak-Fleck Incorporated (the "Buyer"), under which, among other things, the Authority will convey the property located in the City at 5301 James Avenue North and legally described as: Lot 1; and the South 13.5 feet of the West 21.15 feet of Lot 2, Block 3, "Humbolt Addition", Hennepin County, Minnesota. [Torrens II (the "Property") to the Buyer to construct a new single family dwelling on the Property, intended for sale to an individual or family for residential occupancy. 1.03. The Authority has on this date conducted a duly noticed public hearing regarding the sale of the Property to Buyer, at which all interested persons were given an opportunity to be heard. 1.04. The Authority finds and determines that conveyance of the Property to the Buyer is in the public interest and will further the objectives of its general plan of economic development, because it will provide an opportunity for increased housing opportunities in the City and serve as an impetus for further development. Section 2. Authority Approval: Further Proceedings. 2.01. The Board hereby approves the Contract in substantially the form presented to the Board, including conveyance of the Property to Buyer, subject to modifications that do not alter the substance of the transaction and that are approved by the President and Executive Director, provided that execution of the Contract by those officials shall be conclusive evidence of their approval. 506857v2 CBR BR305-97 2.02. Authority staff and officials are authorized to take all actions necessary to perform the Authority's obligations under the Contract as a whole, including without limitation execution of any documents to which the Authority is a party referenced in or attached to the Contract, and any deed, mortgage or other documents necessary to convey the Property to Buyer, all as described in the Contract. September 11, 2017 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. 2 53o /:1oc\ I LI] i IJ P WUISJl STATE OF MINNESOTA )ss COUNTY OF HENNEPIN Charlene Void being duly sworn on an oath, states or affirms that he/she is the Publisher's Designated Agent of the newspaper(s) known as: SP Brooklyn Ctr/Brooklyn Park with the known office of issue being located in the county of: HENNEPIN with additional circulation in the counties of: HENNEPIN and has full knowledge of the facts stated below: (A)The newspaper has complied with all of the requirements constituting qualifica- tion as a qualified newspaper as provided by Minn. Stat. §331A.02. (B)This Public Notice was printed and pub- lished in said newspaper(s) once each week, for 1 successive week(s); the first insertion being on 08/2412017 and the last insertion being on 08/24/2017. MORTGAGE FORECLOSURE NOTICES Pursuant to Minnesota Stat. §580.033 relating to the publication of mortgage foreclosure notices: The newspaper complies with the conditions described in §580.033, subd. 1, clause (1) or (2). If the newspaper's known office of issue is located in a county adjoining the county where the mortgaged premises or some part of the mortgaged premises described in the notice are located, a substantial portion of the newspaper's circulation is in the latter county. By: La Designated Agent Subscribed and sworn to or affirmed before me on 08/24/2017 by Charlene Void. Notary Public VVVVVVSJVAAAVVVSJVV.VVJVVVVV SfVVQ/1r DARLENE MARIE MACPHERSON Notary Public-Mnnesota '5'My Commission expires Jan 31;.2o19Wwvwww Rate Information: (1) Lowest classified rate paid by commercial users for comparable space: $46.90 per column inch CITY OFBROOKLYN CENTERNOTICE OFPUBLIC HEARINGREGARDING LAND SALE NOTICE IS HEREBY GIVEN that the Board of Commissioners of the Economic Development Authority of Brooklyn Center, Minnesota (the "EDA") will meet at City Hall at 6301 Shingle Creek Pkwy, Brooklyn Cen- ter, Minnesota (the "City') at or after 7:00 p.m. on Monday, September 11, 2017 to conduct a public hear- ing on the proposed sale of certain real property ('Property") located in the City to NOVAK-FLECK Incorpo- rated or its designated assignees. The Property is located in the City and legally described as: Lot 1, and the South 13.5 feet of Lot 2, Block 3, "Hurnbolt Addition", Hen- nepin County, Minnesota. The EDA will meet at the public hearing to determine if the sale is advisable. A copy of the terms and conditions of the proposed sale of the Property will be on file and available for inspection at City Hall during regular business hours. Any person wishing to express an opinion on the matters to be considered at the public heating will be heard orally or in writing. BY ORDER OF THE BOARD OF COMMISSIONERS Published in the Brooklyn Center Sun Post August 24, 2017 723637 Ad ID 723637 ta,t.i : CNi wi iiirni &'aai uai eI14DI*I Biel 5301 James Aveue North, Brooklyn Center, MN 1.Parties. This Purchase and Redevelopment Agreement is made as of September -, 2017 between the ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA, a public body corporate and politic under the laws of Minnesota having its office located at 6301 Shingle Creek Parkway, Brooklyn Center, MN (the "Seller"), and NOVAK-FLECK INCORPORATED, a Minnesota corporation (the "Buyer"). 2.Offer/Acceptance. Buyer offers to purchase and Seller agrees to sell real property legally described as follows (the "Property"): Lot 1; and the South 13.5 feet of the West 21.15 feet of Lot 2, Block 3, "Humbolt Addition", Hennepin County, Minnesota. [Torrens ] 3.Price and Terms. The price for the Property is Twenty-Five Thousand Dollars ($25,000.00) which Buyer shall pay as follows: Earnest money of Five Hundred Dollars ($500.00) by check, receipt of which is hereby acknowledged by Seller, and the balance of Twenty-Four Thousand and Five Hundred Dollars ($24,500.00) to be paid by certified check on the Date of Closing. The "Date of Closing" shall be October 31, 2017, or such other earlier or later date as the parties mutually agree. 4. Personal Property Included in Sale. There are no items of personal property or fixtures owned by Seller and currently located on the Property for purposes of this sale. 5.Deed. Upon performance by Buyer, Seller shall deliver a quit claim deed conveying title to the Property to Buyer, in substantially the form attached as Exhibit A (the "Deed"). 6.Real Estate Taxes and Special Assessments. The parties agree and understand that the Property is exempt from real estate taxes for taxes payable in the current year. Seller shall pay on Date of Closing all special assessments levied against the Property as of the date of this agreement, including those certified for payment with taxes due and payable in 2017. Seller represents that there are no special assessments pending as of the date of 504412v6 BR305-97 this agreement. If a special assessment becomes pending after the date of this agreement and before the Date of Closing, Buyer may, at Buyer's option: A.Assume payment of the pending special assessment without adjustment to the purchase agreement price of the Property; or B.Require Seller to pay the pending special assessment and Buyer shall pay a commensurate increase in the purchase price of the Property, which increase shall be the same as the estimated amount of the assessment; or C. Declare this agreement null and void by notice to Seller, and earnest money shall be refunded to Buyer. 7.Closing Costs and Related Items. The Seller shall be responsible for the following costs: (a) recording fees and conservation fees for all instruments required to establish marketable title in Seller; and (b) deed transfer taxes and conservation fees required to be paid in connection with the Deed being given by Seller. Buyer shall be responsible for the payment of the following costs: (c) recording fees required to be paid in connection with this Agreement and the Deed to be given by Seller; (d) the cost of all title evidence, including all search and commitment fees and the premium for an owner's policy of title insurance, and (e) closing fee, if any. Each party shall be responsible for its own attorneys' fees and costs. 8.Sewer and Water. Seller warrants that city sewer and water are available at the Property line. 9.Condition of Property. Buyer acknowledges that it has inspected or has had the opportunity to inspect the Property and agrees to accept the Property "AS IS." Buyer has the right, at its own expense to take soil samples for the purpose of determining if the soil is suitable for construction of the dwelling described in section 14 below. If the soil is determined to be unacceptable the Buyer may rescind this agreement by written notice to the Seller, in which case the agreement shall be null and void and all earnest money paid hereunder shall be refunded to the Buyer. Seller makes no warranties as to the condition of the Property. 10.Marketability of Title. The Buyer may order, in Buyer's sole discretion and at the Buyer's expense, a commitment (the "Title Commitment") issued by any title insurance company acceptable to Buyer ("Title"), for an owner's title insurance policy in the full amount of the Purchase Price, showing fee simple title to the Property in Seller. Buyer shall have fifteen (15) business days after receipt of the Title Commitment to examine the same and to deliver written objections to Title, if any, to Seller. Seller shall have the greater of: (i) the number of days remaining until the Date of Closing; or (ii) thirty (30) days to have such objections removed or satisfied. 504412v6 BR305-97 11. Title Clearance and Remedies. If Seller shall fail to have title objections timely removed, the Buyer may, at its sole election: (a) terminate this Agreement without any liability on its part, in which event the earnest money shall be promptly refunded in exchange for a quit claim deed to the Property from Buyer; or (b) take title to the Property subject to such objections. If title is marketable, or is made marketable as provided herein, and Buyer defaults in any of the agreements herein, Seller may elect either of the following options, as permitted by law: A.Cancel this contract as provided by statute and retain all payments made hereunder as liquidated damages. The parties acknowledge their intention that any note given pursuant to this contract is a down payment note, and may be presented for payment notwithstanding cancellation; or B.Seek specific performance within six months after such right of action arises, including costs and reasonable attorney's fees, as permitted by law. If title is marketable, or is made marketable as provided herein, and Seller defaults in any of the agreements herein, Buyer may, as permitted by law: C.Seek damages from Seller including costs and reasonable attorney's fees; or D.Seek specific performance within six months after such right of action arises. 12. Well Disclosure: o The Seller certifies that the Seller does not know of any wells on the described real property.o A well disclosure certificate accompanies this document or has been electronically filed. (If electronically filed, insert WDC number:o I am familiar with the property described in this instrument and I certify that the status and number of wells on the described real property have not changed since the last previously filed well disclosure certificate. 13.Individual Sewage Treatment System Disclosure. Seller certifies that there is no individual sewage treatment system on or serving the Property. 14.Construction and Sale of Dwelling. Buyer agrees that it will construct a new single family dwelling on the Property, intended for sale to a person or persons for residential occupancy (an "Owner Occupant"). This covenant shall survive the delivery of the Deed. A. The single family dwelling described in this Section is referred to as the "Minimum Improvements." 3 504412v6 BR305-97 B.The Minimum Improvements shall consist of a split entry (lookout) house with two car garage having approximately 1140 sf. of finished floor area (foyer, 2- bedrooms, bathroom, kitchen, dining room, living room) on the main level and approximately 840 sf. floor area for future expansion area (bedroom, family room, and bath) and a utility/laundry room on the lower level and shall be constructed substantially in accordance with the plans on file in City Hall. Construction of the Minimum Improvements must be substantially completed by October 31., 2018. Construction will be considered substantially complete when the final certificate of occupancy has been issued by the City of Brooklyn Center building official. C.Promptly after substantial completion of the Minimum Improvements in accordance with those provisions of the Agreement relating solely to the obligations of the Buyer to construct such Minimum Improvements (including the date for completion thereof), the Seller will furnish the Buyer with a Certificate of Completion for such improvements. Such certification by the Seller shall be (and it shall be so provided in the Deed and in the certification itself) a conclusive determination of satisfaction and termination of the agreements and covenants in this Agreement and in the Deed with respect to the obligations of the Buyer and its successors and assigns, to construct the Minimum Improvements and the dates for completion thereof. The certificate provided for in this Section of this Agreement shall be in such form as will enable it to be recorded in the proper office for the recordation of deeds and other instruments pertaining to the Property. If the Seller shall refuse or fail to provide any certification in accordance with the provisions of this Section, the Seller shall, within 30 days after written request by the Buyer, provide the Buyer with a written statement, indicating in adequate detail in what respects the Buyer has failed to complete the Minimum Improvements in accordance with the provisions of the Agreement, or is otherwise in default, and what measures or acts it will be necessary, in the opinion of the Seller, for the Buyer to take or perform in order to obtain such certification. D. The Buyer represents and agrees that until issuance of the Certificate of Completion for the Minimum Improvements: (1) Except for any sale to an Owner Occupant, the Buyer has not made or created and will not make or create or suffer to be made or created any total or partial sale, assignment, conveyance, or lease, or any trust or power, or transfer in any other mode or form of or with respect to this Agreement or the Property or any part thereof or any interest therein, or any contract or agreement to do any of the same, to any person or entity (collectively, a "Transfer"), without the prior written approval of the Seller's Board of Commissioners. The term "Transfer" does not include encumbrances made or granted by way of security for, and only for, the purpose of obtaining construction, interim or permanent financing 4 504412v6 BR305-97 necessary to enable the Buyer or any successor in interest to the Property, or any part thereof, to construct the Minimum Improvements or component thereof. (2) If the Buyer seeks to effect a Transfer to any person or entity other than an Owner Occupant prior to issuance of the Certificate of Completion, the Seller shall be entitled to require as conditions to such Transfer that: (i)any proposed transferee shall have the qualifications and financial responsibility, in the reasonable judgment of the Seller, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Buyer as to the portion of the Property to be transferred; (ii)Any proposed transferee, by instrument in writing satisfactory to the Seller and in form recordable in the public land records of Hennepin County, Minnesota, shall, for itself and its successors and assigns, and expressly for the benefit of the Seller, have expressly assumed all of the obligations of the Buyer under this Agreement as to the portion of the Property to be transferred and agreed to be subject to all the conditions and restrictions to which the Buyer is subject as to such portion; provided, however, that the fact that any transferee of, or any other successor in interest whatsoever to, the Property, or any part thereof, shall not, for whatever reason, have assumed such obligations or so agreed, and shall not (unless and only to the extent otherwise specifically provided in this Agreement or agreed to in writing by the Seller) deprive the Seller of any rights or remedies or controls with respect to the Property, the Minimum Improvements or any part thereof or the construction of the Minimum Improvements; it being the intent of the parties as expressed in this Agreement that (to the fullest extent permitted at law and in equity and excepting only in the manner and to the extent specifically provided otherwise in this Agreement) no transfer of, or change with respect to, ownership in the Property or any part thereof, or any interest therein, however consummated or occurring, and whether voluntary or involuntary, shall operate, legally, or practically, to deprive or limit the Seller of or with respect to any rights or remedies on controls provided in or resulting from this Agreement with respect to the Property that the Seller would have had, had there been no such transfer or change. In the absence of specific written agreement by the Seller to the contrary, no such transfer or approval by the Seller thereof shall be deemed to relieve the Buyer, or any other party bound in any way by this Agreement or otherwise with respect to the Property, from any of its obligations with respect thereto; and (iii) Any and all instruments and other legal documents involved in effecting the transfer of any interest in this Agreement or the Property governed by this subsection D. shall be in a form reasonably satisfactory to the Seller. 5 5044120 BR305-97 (3)If the conditions described in paragraph (2) above are satisfied, then the Transfer will be approved and the Buyer shall be released from its obligation under this Agreement as to the portion of the Property that is transferred, assigned, or otherwise conveyed. The provisions of this paragraph (3) apply to all subsequent transferors. (4)Upon issuance of the Certificate of Completion, the Buyer may Transfer the Property and/or the Buyer's rights and obligations under this Agreement with respect to such Property without the prior written consent of the Seller, except to the extent required under subsection F of this Section. E.The Buyer, and its successors and assigns, agree that they: (a) will use the Minimum Improvements only as a single family dwelling, and in the case of an Owner Occupant, will occupy the Property as a residence; (b) will not seek exemption from real estate taxes on the Property under State law; and (c) will not transfer or permit transfer of the Property to any entity whose ownership or operation of the Property would result in the Property being exempt from real estate taxes under State law (other than any portion thereof dedicated or conveyed to the City of Brooklyn Center or Seller in accordance with this Agreement). The covenants in this subsection run with the land, survive both delivery of the Deed and issuance of the Certificate of Completion for the Minimum Improvements, and shall remain in effect for 15 years after the Date of Closing. F.The Buyer shall convey the Property (either before or after issuance of the Certificate of Completion) to an Owner Occupant whose household income does not exceed: (a) 100% of median income in the case of one or two person household Owner Occupants; or (b) 115% of median income in the case of three or more person household Owner Occupants. The term "median income" means the median income in the seven-county metropolitan area, or the State as a whole, whichever is greater, using income data available from the Minnesota Housing Finance Agency as of the date of closing on sale to the Owner Occupant. Prior to closing on sale the Property by Buyer to an Owner Occupant, Buyer shall: (1)Notify the Seller in writing that the proposed Owner Occupant will meet the income qualifications under this paragraph; and (2)Submit to Seller evidence of Owner Occupant's income in a form satisfactory to Seller, evidencing compliance with the income limits described above. The covenant in this Section applies only to the first sale of the Property to an Owner Occupant, and does not apply to any subsequent sale by an Owner Occupant to any other person or party. 15. Revesting Title in Seller upon Happening of Event Subsequent to Conveyance to Buyer. In the event that subsequent to conveyance of the Property or any part thereof to the 6 504412v6 BR305-97 Buyer and prior to receipt by the Buyer of the Certificate of Completion for of the Minimum Improvements, the Buyer, subject to Unavoidable Delays (as hereafter defined), fails to carry out its obligations with respect to the construction of the Minimum Improvements (including the nature and the date for the completion thereof), or abandons or substantially suspends construction work, and any such failure, abandonment, or suspension shall not be cured, ended, or remedied within 30 days after written demand from the Seller to the Buyer to do so, 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 the Deed to the Buyer, it being the intent of this provision, together with other provisions of the Agreement, that the conveyance of the Property to the Buyer shall be made upon, and that the Deed shall contain a condition subsequent to the effect that in the event of any default on the part of the Buyer and failure on the part of the Buyer to remedy, end, or abrogate such default within the period and in the manner stated in such subdivisions, the Seller at its option may declare a termination in favor of the Seller of the title, and of all the rights and interests in and to the Property conveyed to the Buyer, and that such title and all rights and interests of the Buyer, and any assigns or successors in interest to and in the Property, shall revert to the Seller, but only if the events stated in this Section have not been cured within the time periods provided above. For the purposes of this Agreement, the term "Unavoidable Delays" means delays beyond the reasonable control of the Buyer as a result thereof which are the direct result of strikes, other labor troubles, prolonged adverse weather or acts of God, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action, directly results in delays, or acts of any federal, state or local governmental unit (other than the Seller in exercising its rights under this Agreement) which directly results in delays. Unavoidable Delays shall not include delays in the Buyer's obtaining of permits or governmental approvals necessary to enable construction of the Minimum Improvements by the dates such construction is required under this section of this Agreement. 16. Resale of Reacquired Property; Disposition of Proceeds. Upon the revesting in the Seller of title to and/or possession of the Property or any part thereof as provided in Section 15, the Seller shall apply the purchase price paid by the Buyer under Section 3 of this Agreement as follows: (a) First, to reimburse the Seller for all costs and expenses incurred by the Seller, including but not limited to proportionate salaries of personnel, in connection with the recapture, management, and resale of the Property or part thereof (but less any income derived by the Seller from the Property or part thereof in connection with such management); all taxes, assessments, and water and sewer charges with respect to the Property or part thereof (or, in the event the Property is exempt from taxation or assessment or such charge during the period of ownership thereof by the Seller, an amount, if paid, equal to such taxes, assessments, or charges (as determined by the Seller assessing official) as would have been payable if the 7 504412v6 BR305-97 Property were not so exempt); any payments made or necessary to be made to discharge any encumbrances or liens existing on the Property or part thereof at the time of revesting of title thereto in the Seller or to discharge or prevent from attaching or being made any subsequent encumbrances or liens due to obligations, defaults or acts of the Buyer, its successors or transferees; any expenditures made or obligations incurred with respect to the making or completion of the Minimum Improvements or any part thereof on the Property or part thereof; and any amounts otherwise owing the Seller by the Buyer and its successor or transferee; and (b) Second, to reimburse the Buyer for the balance of the purchase price remaining after the reimbursements specified in paragraph (a) above. Such reimbursement shall be paid to the Buyer upon delivery of an executed, recordable warranty deed to the Property by the Buyer to the Seller. 17.Time is of the essence for all provisions of this contract. 18.Notices. All notices required herein shall be in writing and delivered personally or mailed to the address shown at Section 1 above and, if mailed, are effective as of the date of mailing. 19.Minnesota Law. This contract shall be governed by the laws of the State of Minnesota. 20.Specific Performance. This Agreement may be specifically enforced by the parties, provided that an action is brought within one year of the date of alleged breach of this Agreement. 21.No Remedy Exclusive. No remedy herein conferred upon or reserved to the Seller or Buyer 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. 22.No Merger of Representations, Warranties. All representations and warranties contained in this Purchase Agreement shall not be merged into any instruments or conveyance delivered at closing, and the parties shall be bound accordingly. 23. Recording. This Agreement shall be filed of record with the Hennepin County Registrar of Titles. Buyer shall pay all recording costs. 8 504412v6 BR305-97 In witness of the foregoing, the parties have executed this agreement on the year and date written above. SELLER: ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By: Tim Willson Its President By: Cornelius L. Boganey Its Executive Director STATE OF MINNESOTA } ss. COUNTY OF HENNEPIN This instrument was acknowledged before me on this day of __________, 2017, by Tim Willson and Cornelius L. Boganey, the President and Executive Director, respectively, of the Economic Development Authority of Brooklyn Center, Minnesota, a public body corporate and politic under the laws of Minnesota, on behalf of the public body corporate and politic. (Stamp) Notary Public 5-1 5044120 BR305-97 IFS1 !e rim asi c I[EI] i i] 1I V DI 1 By: Its: STATE OF MINNESOTA ) } COUNTY OF HENNEPIN ) The foregoing was acknowledged before me the Minnesota corporation, on behalf of the corporation. (Stamp) this ______ day of -2017, by of Novak-Fleck Incorporated, a Notary Public This document drafted by: Kennedy & Graven, Chartered 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, MN 55402 S-2 504412v6 BR305-97 EXHIBIT A to PURCHASE AND REDEVELOPMENT AGREEMENT I I)t1'i to] K11 11 I Lii W.11 WiU DIM Deed Tax Due: $85.00 I U(ii R'1 Dated: Lillil LII WI Wa Ii) UI THIS INDENTURE, between the Economic Development Authority of Brooklyn Center, Minnesota, a Minnesota public body corporate and politic (the "Grantor"), and Novak-Fleck Incorporated, a Minnesota corporation (the "Grantee"). WITNESSETH, that Grantor, in consideration of the sum of $25,000 and other good and valuable consideration the receipt whereof is hereby acknowledged, does hereby grant, bargain, quitclaim and convey to the Grantee, 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 (such tract or parcel of land is hereinafter referred to as the "Property"): Lot 1; and the South 13.5 feet of the West 21.15 feet of Lot 2, Block 3, "Humbolt Addition", Hennepin County, Minnesota. Check here if all or part ofproperly is registered ('Torrens) 0 To have and to hold the same, together with all the hereditaments and appurtenances thereunto belonging. A-i 504412v6 BR305-97 SECTION 1. It is understood and agreed that this Deed is subject to the covenants, conditions, restrictions and provisions of the Purchase and Redevelopment Agreement recorded herewith, between the Grantor and Grantee, dated as of '2017 (the "Agreement") and that the Grantee shall not convey this Property, or any part thereof, except as permitted by the Agreement until a certificate of completion releasing the Grantee from certain obligations of said Agreement as to this Property or such part thereof then to be conveyed, has been placed of record. This provision, however, shall in no way prevent the Grantee from mortgaging this Property in order to obtain funds for the purchase of the Property hereby conveyed or for erecting the Minimum Improvements thereon (as defined in the Agreement) in conformity with the Agreement, any applicable development program and applicable provisions of the zoning ordinance of the City of Brooklyn Center, Minnesota, or for the refinancing of the same. It is specifically agreed that the Grantee shall promptly begin and diligently prosecute to completion the redevelopment of the Property through the construction of the Minimum Improvements thereon, as provided in the Agreement. Promptly after completion of the Minimum Improvements in accordance with the provisions of the Agreement, the Grantor will furnish the Grantee with an appropriate instrument so certifying. Such certification by the Grantor shall be (and it shall be so provided in the certification itself) 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 Grantee, and its successors and assigns, to construct the Minimum Improvements and the dates for the beginning and completion thereof. Such certification and such determination shall not constitute evidence of compliance with or satisfaction of any obligation of the Grantee 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 Minimum Improvements, or any part thereof. All certifications provided for herein shall be in such form as will enable them to be recorded with the County Recorder, or Registrar of Titles, Hennepin County, Minnesota. If the Grantor shall refuse or fail to provide any such certification in accordance with the provisions of the Agreement and this Deed, the Grantor shall, within thirty (30) days after written request by the Grantee, provide the Grantee with a written statement indicating in adequate detail in what respects the Grantee has failed to complete the Minimum Improvements in accordance with the provisions of the Agreement or is otherwise in default, and what measures or acts it will be necessary, in the opinion of the Grantor, for the Grantee to take or perform in order to obtain such certification. SECTION 2. The Grantee's rights and interest in the Property are subject to the terms and conditions of Sections 14 and 15 of the Agreement relating to the Grantor's right to re-enter and revest in Grantor title to the Property under conditions specified therein, including but not limited to the A-2 504412v6 BR305-97 condition subsequent that the Grantee substantially complete construction of the Minimum Improvements by September 15, 2018, and that the Grantee shall transfer or convey the Property and Minimum Improvements thereon only in accordance with Sections 14D and 14F. SPCTTCThJ The Grantee agrees for itself and its successors and assigns to or of the Property or any part thereof, hereinbefore described, that the Grantee and such successors and assigns shall comply with Section 14E of the Agreement for a period of 15 years after the date hereof. It is intended and agreed that the above and foregoing agreements and covenants shall be covenants running with the land for the respective terms herein provided, 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 Grantor against the Grantee, its successors and assigns, and every successor in interest to the Property, or any part thereof or any interest therein, and any party in possession or occupancy of the Property or any part thereof. In amplification, and not in restriction of, the provisions of the preceding section, it is intended and agreed that the Grantor shall be deemed a beneficiary of the agreements and covenants provided herein, both for and in its own right, and also for the purposes of protecting the interest of the community and the other parties, public or private, in whose favor or for whose benefit these agreements and covenants have been provided. Such agreements and covenants shall run in favor of the Grantor without regard to whether the Grantor has at any time been, remains, or is an owner of any land or interest therein to, or in favor of, which such agreements and covenants relate. The Grantor shall have the right, in the event of any breach of any such agreement or covenant to exercise all the rights and remedies, and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breach of agreement or covenant, to which it or any other beneficiaries of such agreement or covenant may be entitled; provided that Grantor shall not have any right to re-enter the Property or revest in the Grantor the estate conveyed by this Deed on grounds of Grantee's failure to comply with its obligations under this Section 3. A-3 504412v6 BR305-97 IN WITNESS WHEREOF, the Grantor has caused this Deed to be duly executed in its behalf by its President and Executive Director. O The Seller certifies that the Seller does not know of any wells on the described real property.o A well disclosure certificate accompanies this document or has been electronically filed. (If electronically filed, insert WDC number:o I am familiar with the property described in this instrument and I certify that the status and number of wells on the described real property have not changed since the last previously filed well disclosure certificate. GRANTOR: ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By Tim Willson Its President By Cornelius L. Boganey Its Executive Director A-4 504412v6 BR305-97 STATE OF MINNESOTA ) ) ss COUNTY OF HENNEPIN ) This instrument was acknowledged before me on this day of__________ 2017, by Tim Willson and Cornelius L. Boganey, the President and Executive Director, respectively, of the Economic Development Authority of Brooklyn Center, Minnesota, a public body corporate and politic under the laws of Minnesota, on behalf of the public body corporate and politic. (Stamp) Notary Public This instrument was drafted by: Kennedy & Graven, Charted (JSB) 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, MN 55402 (612) 337-9300 Tax Statements should be sent to: Novak-Fleck Incorporated 8857 Zealand Avenue North Brooklyn Park, MN 55445 A-S 5044120 BR305-97 EXHIBIT B TO PURCHASE AND REDEVELOPMENT AGREEMENT I [0] 14 110] 111 {I I I U 311] LEI]k' I P U [O)l B-i 504412v6 BR305-97 [II :I I [W'iU DES] ZslS)i'iI R Dii [I)I WHEREAS, the Economic Development Authority of Brooklyn Center, Minnesota, a public body, corporate and politic (the "Grantor"), conveyed land in Hennepin County, Minnesota to Novak-Fleck Incorporated, a Minnesota corporation (the "Grantee"), by a Deed recorded in the office of the Registrar of Titles in and for the County of Hennepin and State of Minnesota, as Document Number and WHEREAS, said Deed contained certain covenants and restrictions set forth in Sections 1 and 2 of said Deed; and WHEREAS, said Grantee has performed said covenants and conditions insofar as it is able in a manner deemed sufficient by the Grantor to permit the execution and recording of this certification; NOW, THEREFORE, this is to certify that all building construction and other physical improvements specified to be done and made by the Grantee have been completed and the above covenants and conditions in said Deed and the agreements and covenants in Sections 14 and 15 of the Agreement (as described in said Deed) have been performed by the Grantee therein, and the Registrar of Titles in and for the County of Hennepin and State of Minnesota is hereby authorized to accept for recording and to record, the filing of this instrument, to be a conclusive determination of the satisfactory termination of the covenants and conditions of Sections 14 and 15 of the Agreement and the covenants and restrictions set forth in Sections 1 and 2 of said Deed; provided that the covenants set forth in Sections 14E of the Agreement, and in Section 3 of the Deed, remain in full force and effect through the period stated thereon. B-2 504412v6 BR305-97 Dated: , 20 ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By Its President By Its Executive Director STATE OF MINNESOTA ) ) ss COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of______________ 20, by and , the President and Executive Director, respectively, of the Economic Development Authority of Brooklyn Center, Minnesota, a public body corporate and politic under the laws of the State of Minnesota, on behalf of the public body corporate and politic. Notary Public This document drafted by: KENNEDY & GRAVEN, CHARTERED 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, MN 55402 (612) 3379300 B-3 504412v6 BR305-97 N ¶flNJ2TA V S'frVf-9 91 ai.ol g Wilts OL GiIR c' I I 0 owo 00 00091 M o g ,cO .00 s<ti a a a aL] fl = a u_ a a a a Goo c^ 0 cd i0t t o o 0 L? 0 (J)Z Nii ciz F=0::-. o U) Ell >M OOOSogc oo lo c cc) o co a Lo (oci 3 ,GOO.00 N . cnz4'qt ° o l I I A S77 V m'j-w ". ALI I it 11 1t -I_i-LijJ. __________II f / \-'--s\ / L.-4 I 2 r\ k/ \ j I I Ci p Illjjf'i1 .N. Resolution Approving the Conveyance of Certain Property Located at 5301 James Ave North Subject Location Map-5301 James Ave N. & 5315 James Ave N. BACKGROUND On February 9, 2009, the EDA approved Resolution No. 2009-03, A Resolution Authorizing the Acquisition of Property in Connection with the Remove and Rebuild Program (5301 James Avenue North). The property included a vacant and foreclosed building single family slab on grade residence that was constructed in 1938 on a 6,017 sf. corner lot with 118 feet of frontage on 53rd Avenue North and 51 feet of frontage on James Avenue North. The EDA acquired the property for $19,000. PURCHASE AGREEMENT •The purchase price is $25,000. •The buyer agrees that it will construct a new single family dwelling on the Property, intended for sale to a person or persons for residential occupancy (an Owner Occupant). •The minimum improvements shall consist of a split entry (look-out) house with two car garage having approximately 1040 sf. of finished floor area (foyer, 2-bedrooms, bathroom, kitchen, dining room, living room) on the main level and approximately 940 sf. floor area for future expansion area (bedroom, family room, and bath) and a utility/laundry room on the lower level and shall be constructed substantially in accordance with the plans on file in City Hall. •The minimum improvements must be substantially completed by October 31, 2018. Construction will be considered substantially complete when the final certificate of occupancy has been issued by the City of Brooklyn Center building official. At this time, a Certificate of Completion for the Minimum Improvements will be issued by the EDA. PURCHASE AGREEMENT (continued) •The Buyer shall convey the Property to an Owner Occupant whose household income does not exceed: (a)100% of median income in the case of one or two person household Owner Occupant, or (b) 115% of the median income in the case of three or more persons household Owner Occupants. The average median income for the seven-county metropolitan area for 2017 is $86,600. •Provisions which provide the EDA with the rights to re-enter and take possession of the property in the event the buyer does not carry out the obligations with respect to the construction of the Minimum Improvements or abandons or substantially suspends construction. Open the Public Hearing; Take public input; Close the Public Hearing; Adopt Resolution Approving the Conveyance of Certain Property - located at 5301 James Avenue North QUESTIONS? Recommendations S 0 131 JA'U I Dk!A LU 3k (I] 1aI IllJh!AI DATE: September 11, 2017 TO: Curt Boganey, City Manager FROM: Gary Eitel, Director of Business & Development SUBJECT: Resolution Approving and Authorizing the Execution of a Letter of Intent to Sell the Properties Located at 6101 and 6107 Brooklyn Boulevard. Recommendation: It is recommended that the Economic Development Authority consider approval/adoption of Resolution Approving and Authorizing the Execution of a Letter of Intent to Sell the Properties Located at 6101 and 6107 Brooklyn Boulevard On August 28, 2017, City Council/EDA Work Session included a discussion on an option for the EDA to enter into a Letter of Intent with SCA Properties, the developer of the 158 unit affordable assisted care senior housing apartments project at 6121 Brooklyn Boulevard (Sanctuary at Brooklyn Center) , for the sales of 6101 and 6107 Brooklyn Boulevard for a 5,200 sf. commercial building for an adult day care. The consensus the EDA was a favorable response to the following policy issues: 1.Does the EDA find the development of an Adult Day Care Facility adjacent to the senior housing apartments (Sanctuary at Brooklyn Center) to be a complementary land use and in keeping with the redevelopment vision for Brooklyn Boulevard? 2.Does the EDA wish to proceed with the potential sales of 6101 and 6107 Brooklyn Boulevard as outlined in the letter of intent by SCA Properties, LLC? Attached for reference is a copy of the August 28, 2017 staff memorandum. Letter of Intent with SCA Properties, LLC to develop an Adult Day Care Facility The proposal by SCA Properties provides for the acquisition of 2 commercial lots, 6101 and 6107 Brooklyn Boulevard (48,966 sf. adjacent to their senior housing project) for the purpose of developing and operating a 5,200 sf adult day care. The Letter of Intent proposes a purchase price of $500,000 (approximately $10 per sf.) and involves the use of a Purchase Money Mortgage, which defers their acquisition cost to a future date (sales of the property or refinancing of the property) at which time 50% of the net proceeds for the sales and/or refinancing would be applied towards principal repayment. Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life for all people and preserves the public trust fflW The terms of this Purchase Money Mortgage are proposed to follow the $1,500,000 Purchase Money Mortgage used in the acquisition of 6121 Brooklyn Boulevard for the Sanctuary at Brooklyn Center which has been attached for your reference. The letter of intent is subject to SCA Properties LLC securing the necessary mortgage approval for the adult day care. Resolution Approving and Authorizing the Execution of Letter Intent to Sell Property at 195057 th Avenue North The City Attorney has prepared the attached resolution providing for the EDA' s approval of the Letter of Intent; authorizing the President and Executive Director to execute the Letter of Intent on behalf of the EDA; and authorizing the EDA staff and officials to negotiate the terms of a purchase agreement for review and approval by the EDA after conducting a public hearing on this proposed sale. Budget Issues: The proposed development will involve the removal of these two lots from the TIF 6 Housing District; require the reimbursement of the TIF 3 Housing Funds used for the acquisition of 6101 and 6107 Brooklyn Boulevard; and result in an increase to the general fund tax base. Strategic Priorities: Targeted Redevelopment Mission: Ensuring an attractive, clean, safe, inclusive coniiniiiuty 111(11 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. 2017- RESOLUTION APPROVING AND AUTHORIZING THE EXECUTION OF A LETTER OF INTENT TO SELL THE PROPERTIES LOCATED AT 6101 AND 6107 BROOKLYN BOULEVARD WHEREAS, the Economic Development Authority of the City of Brooklyn Center, Minnesota ("EDA") is authorized pursuant to Minnesota Statutes, Sections 469.090 to 469.1081 to acquire and convey real property and to undertake certain activities to facilitate the development of real property by private enterprise; and = WHEREAS, SCA Properties, LLC, or its affiliated assignee, ("Purchaser") is interested in purchasing the two properties the EDA owns at 6101 Brooklyn Boulevard and 6107 Brooklyn Boulevard consisting of approximately 1.13 acres (collectively, the "Property") for the purposes of constructing an approximately 5,200 sq. ft. adult day care facility that is compatible with the assisted living facility the Purchaser is developing on a neighboring property; and WHEREAS, the Purchaser is proposing to enter into a letter of intent ("LOI"), which is incorporated herein by reference, with the EDA proposing to purchase the Property on terms that include the following: 1. A purchase price of five hundred thousand dollars ($500,000) which will be deferred and paid upon sale or refinancing in accordance with a promissory note to be developed and that will be similarly to the purchase price note entered into for the assisted living facility; 2 A one hundred and twenty (120) day feasibility period during which the Purchaser is to determine whether development of the Proèity as they propose is feasible; 3.A settlement date of one hundred and eighty. (1SQ)days from Purchaser receiving all approvals and financing commitments, but in no c later than fifteen (15) months after execution of the contract of sale; .• 4.A ninety (90) exclusive negotiating period in which to negotiate and execute a contract of sale, and during which the EDA will not market or negotiate the sale of the Property to others; 5.A provision indicating that the letter of intent and the contract of sale is fully assignable associated with the Purchaser; and 6.A provision indicating the LOI is withdrawn if not fully executed by a date certain; :. and 506889v1 TJG BR305-1 EDA RESOLUTION NO. WHEREAS, the EDA and Purchaser both acknowledge and agree the terms of the LOT are not binding, that the parties will instead work to negotiate the terms of a binding purchase agreement for the sale of the Property, and that the EDA must conduct a public hearing on the proposed sale before it can approve a proposed purchase agreement. NOW, THEREFORE, BE IT RESOLVED, by the Board of Commissioners of the Economic Development Authority of Brooklyn Center, Minnesota ("Board") as follows: 1.The Board hereby approves the LOT with the Purchaser regarding the sale of the Property. 2.The EDA President and Executive Director are authorized to execute the LOT on behalf of the EDA. EDA staff and officials are authorized to negotiate the terms of a purchase agreement with the Purchaser regarding the sale of the Property and the proposed purchase price note for review and approval by the EDA after conducting a public hearing on the proposed sale. September 11, 2017 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. 2 5068890 TJG BR305-1 SCA Properties, LLC 4099 Tamiami Trail North Suite 200 Naples, Florida 34103 LETTER OF INTENT TO PURCHASE This letter is intended to outline the general terms upon which SCA Properties, LLC or its affiliated Assignee (the "Purchaser") would propose to purchase those certain parcels of land described below from the Economic Development Authority of Brooklyn Center, Minnesota (the "Seller"), subject to the following terms and conditions: 1.Property - The Purchaser intends to buy from the Seller two parcels of land located at 6101 Brooklyn Boulevard and 6107 Brooklyn Boulevard in the City of Brooklyn Center, Minnesota ("Property"). The combined parcels are approximately 1.13 gross acres in size and are currently zoned commercial PUD. The Purchaser represents that it is proposing to acquire the Property for the purpose of constructing and operating thereon an approximately 5,200 sq ft one story adult day care facility. The project's design would be compatible with the four story assisted living facility the Purchaser is developing next door. A preliminary site plan, floor plan and rendering is attached to this LOL 2.Purchase Price - $500,000. The Purchase Price will be paid at Settlement by payment of $1.00 and the delivery of a promissory note (the "Purchase Price Note") payable from sales or refinancing proceeds generated by the Property, to the extent approved by the Seller and the City of Brooklyn Center, Minnesota in accordance with applicable law, and secured in accordance with terms to be determined by the Seller and the Purchaser. These terms are expected to be similar to those relating to the sale of the adjacent assisted living facility parcel between Purchaser and Seller including: a note in the full amount of the Purchase Price with a 0% interest rate and no principal payments required until a sale or refinance of the property occurs, loan forgiveness if the property is held by the Purchaser for the intended use for a period of 25 years, a second position mortgage with appropriate protections for the first mortgage lender, and principal repayment in the event of a sale or refinance by Purchaser prior to 25 years in the amount of one half of any profit (generally determined as sales price or refinance proceeds minus repayment of the outstanding first mortgage and all costs associated with the sale or refinance) generated by the sale or refinance up to the total amount of the Purchase Price. 3.Feasibility Period - This period will commence upon full execution of a Contract of Sale and will terminate one hundred twenty (120) days thereafter. During this period, the Purchaser shall investigate the feasibility of developing the Property as described including, but not limited to, performing tests such as environmental studies, soil tests, etc., and undertaking other studies to determine the feasibility of development such as exploring the likelihood of obtaining the necessary financing and/or development, planning and zoning approvals. 4.Settlement - Settlement shall occur within one hundred eighty (180) days from the time Purchaser is in receipt of the necessary approvals and financing commitments to begin construction but not later than fifteen (15) months after execution of the Contract of Sale. 1 5.Settlement and Other Costs - The cost of transfer and recordation taxes shall be paid by the Purchaser. All other costs of settlement shall also be paid by the Purchaser, except that costs such as property taxes and assessments, that are typically prorated, will be prorated between Purchaser and Seller. 6.Title - At closing, the Seller shall deliver to the Purchaser its fee simple interest in the Property, subject only to such permitted exceptions as Purchaser's counsel shall approve or which are specified in the Contract of Sale. The Purchaser, at its own expense, will obtain an owner's form ALTA Title Insurance Policy, insuring the purchasing entity's fee simple interest in the Land. 7.Documentation - Within seven (7) days of signing the Letter of Intent, the Seller will give the Purchaser copies of any relevant material in its possession relating to the Property, including but not limited to title reports, soils reports, environmental studies, engineering studies and agreements with governmental authorities. 8.Right of Entry - With 24 hours prior notice, the Purchaser at its own expense and with no liability to the Seller will have the right of entry onto the Property to conduct architectural, engineering and other tests, survey and studies. Purchaser shall restore the Property to its previous condition at the conclusion of any test. Purchaser agrees to indemnify Seller against any liens, claims, losses or damage occasioned by Purchaser's exercise of its right to enter and work upon the Property. Purchaser agrees to provide Seller with a copy of any report prepared as a result of such examination or test, upon request by Seller. 9.Brokerage Commissions - Purchaser and Seller agree that the only real estate broker involved in this transaction is Minnesota Brokerage Group whose agent is Jefferson Patterson who represents the Purchaser. Purchaser shall be responsible for paying brokers any and all commissions due. 10.Exclusive Negotiating Period - Upon execution of this Letter of Intent by all parties, Seller grants to Purchaser an Exclusive Negotiating Period of ninety (90) days to conclude a Contract of Sale. Seller and its agents shall refrain from and discontinue any existing marketing or negotiations with others concerning the sale of the Property unless otherwise approved by the Purchaser in writing. 11.Contract of Sale - The major provisions of the Contract of Sale are contained within this Letter. Purchaser and Seller agree that a detailed Contract of Sale will be negotiated and executed within ninety (90) days of the signing of this Letter of Intent. 12.Assignability - This Letter and the Contract is fully assignable to a partnership or LLC whose general partners or managing member will include the Purchaser. 13.Contingencies - The parties understand that the sale of the Property is conditioned, among other things, upon (i) approval by the Seller of the sale of the Property after a public hearing in accordance with applicable law 14.Expiration - This Letter of Intent will be withdrawn if not executed by the close of business on September 25, 2017. PA Upon execution of this nonbinding Letter of Intent, the parties will endeavor to negotiate in good faith and execute a formal Contract of Sale containing customary terms and conditions. Until such time, however, except as specifically provided above, nothing contained in this Letter of Intent shall be binding on or enforceable by either party. Agreed, understood and accepted this ____ day of 2017. PURCHASER: SELLER: SCA Properties, LLC Economic Development Authority of Brooklyn Center, Minnesota By: Garrett G. Carlson, Sr By: Tim Willson Title: Manager Title: President By: Cornelius L. Boganey Title: Executive Director 91 MEMORANI[WM IA WORK SESSION DATE: August 28, 2017 TO: Curt Boganey, City Mana FROM: Gary Eitel, Director of Business & Development SUBJECT: Discussion regarding a Letter of Intent by SCA Properties, LLC (developer of the Sanctuary at Brooklyn Center) to acquire 6001 and 6007 Brooklyn Boulevard for the development of an Adult Day Care. Recommendation: It is recommended that the City Council consider providing direction to staff regarding the potential sales of 6001 and 6007 Brooklyn Boulevard for the development of an Adult Day Care. Background: SCA Properties, LLC, the developer of the 158 unit affordable assisted care senior housing apartment project at 6121 Brooklyn Boulevard (Sanctuary at Brooklyn Center) have expressed an interest in developing the adjacent two commercial lots (6001 & 6007 Brooklyn Boulevard) for a 5,200 sf. commercial building for an adult day care. 6101 Brooklyn Boulevard, a 20,307 sf commercial lot, zoned C-i (service/office) was acquired by the EDA on August 20, 2012, through a voluntary sales by the property owner for the amount of $113,398. The acquisition was funded through the TIF 3 Housing Fund and included a residential structure and garage which were removed in 2013. 6107 Brooklyn Boulevard, a 28,659 sf commercial lot, zoned C-2 PUD, was acquired by the EDA on December 6, 2013 through a Bargain Sales Agreement with the Luther Auto Group for the purchase price of $150,000 with the balance of the appraised valuation of the lot (assessed valuation in 2013 was $350,000) as a gift to the EDA. The acquisition was funded through the TIF 3 Housing Fund. On November 12, 2013, the EDA adopted Resolution No. 2013-16, a resolution authoring the acquisition of 6121 Brooklyn Boulevard, the former Chrysler Auto Dealership / Cars With Heart Used Auto Dealership, as part of the City's vision for redevelopment opportunities within the Brooklyn Boulevard Corridor. Complications with title and prior ownership issues delayed the closing until April 2, 2014. The $ 1,500.000 purchase price was funded through the 2013 TIF 3 Bond Issue (Housing Account Portion). On March 23, 2015, the EDA adopted Resolution No. 2015-06, a resolution approving a letter of intent with SCA Properties, LLC to acquire 6121 Brooklyn Boulevard, 6107 Brooklyn Boulevard, and 6101 Brooklyn Boulevard for the development of an affordable assisted care senior housing apartment building. ilIissioi,: Ensuring WI attractive, clean, safe, lizelusive coinhiiu/iiti that enhances the quail/i' of life for all people and preserves the public trust I I lIA [I) 1I I]JJhYA DI i!&'LI] 1 DIi1 [ikl The project encountered fiscal challenges, which necessitated site and building redesign options limiting the development to the 4.5 acre lot at 6121 Brooklyn Boulevard, and required additional negotiations and financial strategies to bridge the financial mortgage gap. On February 8, 2016, the EDA adopted Resolution No. 2016-04, a resolution approving a tax increment development agreement and a purchase agreement with SCA Properties Senior Housing Project. The fiscal challenges were address through the creation of a Tax Increment Financing Housing District with a Pay-As-You-Go Note; the use of a purchase money mortgage deferring the acquisition cost to a future sales of the project with 50% of the net sales proceeds being applied to the $1,500,000 sales price; and the developer deferring a portion of their development fees. Additionally on February 8, 2016, the EDA adopted Resolution No. 2016-07, authorizing the acquisition of 3600 61st Avenue North from the James Buckso Estate for $150,000. The acquisition of this 14,272 sf. adjacent lot/residence was funded through the TIF 3 Housing Fund to enable the future opportunities for complementary redevelopment options adjacent to the senior housing project. On November 9, 2016, the 6121 Brooklyn Boulevard closing and SCA Properties Mortgages were completed and the development of the Sanctuary at Brooklyn Center began shortly thereafter. As part of the closing/mortgage proceeds, the EDA received $300,000 from the SCA Properties for future acquisition of the two adjacent residential properties (3600 and 3606 61st Avenue North). Proposal by SCA Properties, LLC to develop an Adult Day Care Facility Andy Aulde, on behalf of SCA Properties, LLC, is proposing the acquisition of 6101 and 6107 Brooklyn Boulevard, the adjoining 48,966 sf. to their senior housing project for the development of a 5,200 sf. one story adult day care facility. Attached are conceptual designs of the site plan, building rendering, floor plan of this proposed commercial facility and exhibits from the Sanctuary at Brooklyn Center senior housing project. Additionally, he has provided a draft Letter of Intent which establishes the purchase price to be $500,000; with the similar use of a Purchase Money Mortgage that would provide for principal repayment of 50% of any profit in the event of a sale or refinancing during the first 25 years; and a forgiveness clause should the property not be sold or refinanced within the first 25 years. Mr. Aulde has indicated that similar to the Sanctuary at Brooklyn Center Senior Project, this proposal is subject to their ability to secure the necessary mortgage approvals. The proposed development would involve the removal of these two lots from the TIF 6 Housing District and the reimbursement of the TIF 3 Housing Funds used for the acquisition of 6101 and 6107 Brooklyn Boulevard. Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life for all people and preserves the pub/ie trust k!A I DkYA LI) 1I 1$Jk' - 114WiYLO) 1 I F'L1 [ikl The use of the $300,000 deposited in the EDA fund from the 6121 Brooklyn Boulevard closing is a potential option that could be used to reimburse the TIF 3 Housing Fund and provide the future funding source for the future acquisition of 3606 Brooklyn Boulevard. Policy Issues: Does the EDA find the development of an Adult Day Care Facility adjacent to the senior housing apartments (Sanctuary at Brooklyn Center) to be a complementary land use and in keeping with the redevelopment vision for Brooklyn Boulevard? Does the EDA wish to proceed with the potential sales of 6101 and 6107 Brooklyn Boulevard as outlined in the letter of intent by SCA Properties, LLC? Strategic Priorities: Targeted Redevelopment Mission: Ensuring an attractive, clean, safe, inclusive coinnuinitj 111(11 enhances the quality of life for al/people and preserves the public trust II D Cu (1) co o ot 1E U C () cal r : 0 0 hJflAj ILLJ1 100 !i! 00 1 ' ==r1 LifH NED:=11 L1 W, A-1 1&&-C)oornIyJvnioNvsItDI tmim b L Ho" HIM •-- t k h' It It II ' z 00 r 1I k:44fl::i \\\ ; to Ii 1 4t iik :- -i Co 0) 0)C) C> 00 (0 (0(0 0C(0(10 0) F- Hennepn County Property Map Date: 8/22/2017 6200 3412 34(11:!t7) 01 52(0 €1 38 5130 El 2 .4 C 142 3507 3501 3407 341-1 3413 6136 5137 F-12, 0 bi 1'! 6110 510 Ei:c0 ii 3605 6181 22 5100 5049 E('48 6tsl INV 0- -5(143 bL'4 3701 38(17 3801 7i. 6:37 5045 Fl 77 61:44 '3101 I PARCEL ID: 3411921430005 OWNER NAME: The Sanctuary Brklyn Ctr Lp PARCEL ADDRESS: 6121 Brooklyn Blvd, Brooklyn Center MN 55429 PARCEL AREA: 4.48 acres, 195,291 sq ft A-T-B: Both SALE PRICE: $1,500,000 SALE DATA: 11/2016 SALE CODE: Excluded From Ratio Studies ASSESSED 2016, PAYABLE 2017 PROPERTY TYPE: Vacant Land _Commercial HOMESTEAD: Non-Homestead MARKET VALUE: $0 TAX TOTAL: $0.00 ASSESSED 2017, PAYABLE 2018 PROPERTY TYPE: Vacant Land-commercial HOMESTEAD: Non-homestead MARKET VALUE: $0 Comments: This data (i) is furnished 'AS IS' with no representation as to completeness or accurscy; (f) is furnished with no warranty of any kind; and (iii) is notsuible for legal, engineering or surveying purposes. Hennepin county shall not be liable forany damage, injury or loss resulting from this data. COPYRIGHT ©HENNEPIN COUNTY 2017 Resolution Approving and Authoring the Execution of a Letter of Intent to Sell Properties Located at 6101 and 6107 Brooklyn Boulevard EDA Meeting Item # 5-a September 11, 2017 Proposal by SCA Properties, LLC to develop an Adult Day Care Facility •Andy Aulde, on behalf of SCA Properties, LLC, is proposing the acquisition of 6101 and 6107 Brooklyn Boulevard, the adjoining 48,966 sf. to their senior housing project for the development of a 5,200 sf. one story adult day care facility. •Mr. Aulde has indicated that similar to the Sanctuary at Brooklyn Center Senior Project, this proposal is subject to their ability to secure the necessary mortgage approvals. The draft Letter of Intent which establishes the purchase price to be $500,000; with the similar use of a Purchase Money Mortgage that would provide for principal repayment of 50% of any profit in the event of a sale or refinancing during the first 25 years; and a forgiveness clause should the property not be sold or refinanced within the first 25 years. Background •6101 Brooklyn Boulevard, a 20,307 sf. commercial lot, zoned C-1 (service/office) was acquired by the EDA on August 20, 2012, through a voluntary sales by the property owner for the amount of $113,398. The acquisition was funded through the TIF 3 Housing Fund and included a residential structure and garage which were removed in 2013. •6107 Brooklyn Boulevard, a 28,659 sf. commercial lot, zoned C-2 PUD, was acquired by the EDA on December 6, 2013 through a Bargain Sales Agreement with the Luther Auto Group for the purchase price of $150,000 with the balance of the appraised valuation of the lot (assessed valuation in 2013 was $350,000) as a gift to the EDA. The acquisition was funded through the TIF 3 Housing Fund. •On February 8, 2016, the EDA adopted Resolution No. 2016-04, a resolution approving a tax increment development agreement and a purchase agreement with SCA Properties Senior Housing Project. The fiscal challenges were address through the creation of a Tax Increment Financing Housing District with a Pay-As-You -Go Note; the use of a purchase money mortgage deferring the acquisition cost to a future sales of the project with 50% of the net sales proceeds being applied to the $1,500,000 sales price; and the developer deferring a portion of their development fees. Background Continued •Additionally on February 8, 2016, the EDA adopted Resolution No. 2016-07, authorizing the acquisition of 3600 61st Avenue North from the James Buckso Estate for $150,000. The acquisition of this 14,272 sf. adjacent lot/residence was funded through the TIF 3 Housing Fund to enable the future opportunities for complementary redevelopment options adjacent to the senior housing project. •On November 9, 2016, the 6121 Brooklyn Boulevard closing and SCA Properties Mortgages were completed and the development of the Sanctuary at Brooklyn Center began shortly thereafter. As part of the closing/mortgage proceeds, the EDA received $300,000 from the SCA Properties for future acquisition of the two adjacent residential properties (3600 and 3606 61st Avenue North). The proposed development would involve the removal of these two lots from the TIF 6 Housing District and the reimbursement of the TIF 3 Housing Funds used for the acquisition of 6101 and 6107 Brooklyn Boulevard. The use of the $300,000 deposited in the EDA fund from the 6121 Brooklyn Boulevard closing is a potential option that could be used to reimburse the TIF 3 Housing Fund and provide the future funding source for the future acquisition of 3606 Brooklyn Boulevard. The replatting/consolidation of these two lots, a rezoning to PUD C-2, and site - building Plan approval. Recommendation: Motion to Adopt a Resolution Resolution Approving and Authoring the Execution of a Letter of Intent to Sell Properties Located at 6101 and 6107 Brooklyn Boulevard. S 0 -1 JON DATE: September 11, 2017 TO: Curt Boganey, City Manager FROM: Gary Eitel, Director of Business & Development SUBJECT: Resolution Approving A Fourth Amendment to Development Agreement (Shingle Creek Crossing Project) fts. It is recommended that the Economic Development Authority consider approval/adoption of Resolution Approving A Fourth Amendment to Development Agreement (Shingle Creek Crossing Project). On August 28, 2017, City Council/EDA Work Session included a discussion on accepting the Western Vehicular and Pedestrian Access Improvements from Xerxes Ave & 55th Ave. Intersection as an Eligible Reimbursable Improvement to the Shingle Creek Crossing Development (Tax Increment Financing District No. 5). The consensus the EDA was a favorable response to the following policy issue: Does the EDA wish to invest the eligible TIE 5 out-of-district fund balance into vehicular and pedestrian access improvements across the western parking lot to the Xerxes Avenue? Attached for reference is a copy of the August 28, 2017 staff memorandum. Fourth Amendment to Shingle Creek Crossing Development Agreement The Fourth Amendment provides additional tax increment financing assistance in the amount of approximately $210,000 from the EDA' s Tax Increment Financing District No. 5 (A Renewal and Renovation District) (the "TIF District") to the developer to undertake the following additional improvements to the Shingle Creek Crossing Project: $201,000 for the access drive, pedestrian walkway, landscaped medians, and street & pedestrian lighting across the western parking lot and providing controlled access from the Xerxes Avenue & 55th Avenue North signalized intersection and safe pedestrian access from the Xerxes Avenue sidewalk/Three River Park's regional trail; and $9,000 for a wooden fence to screen the back of the buildings constructed on Lots 1 and 6, Block 1 Shingle Creek Crossing 5th Addition (pending the future development of Buildings Pad sites 9 & 10). Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life for all people and preserves the public trust I av J i iIYA I'A I k' LI) 1II1IIYAI Budget Issues: Tax Increment District No. 5 is a 17 year Renewal and Renovation District that is projected to receive $570.000 in tax increment revenue in 2017. This district is scheduled to receive sufficient tax increment through 2029 to repay the 2016 TIF 5 Bond Issue used to refinance the TIF 5 Pay-As-You-Go Note and $1.7 M of the inter-fund loan from TIF 2 and the remaining balance of the $2.4 M TIF 2 inter-fund loan. Beginning in 2017, the 6 Year Statutory Rule of Tax Increment Financing requires that 80% of the annual tax increment generated from TIF 5 is limited to paying debt (bond issue and inter- fund loan) with 20% annually available for out of district expenditures, which includes up to 10% for documented administrative costs and other eligible out-of-district expenditures. 80% of the current annual increment provides approximately $456,000 for debt service and $114,000 for Out-of-District expenditures. The TIF 5 Fund Balance projected at the end of 2017 is $742,838 of which approximately $249,000 has been identified by our financial consultant as funds eligible for out of district expenditures. The remaining $493,838 of the fund balance is a debt service reserve for the 2016 Bond Issue and the remaining $700,000 Inter-Fund Loan from TIF District No. 2. Additional development and opportunities for increased TIF revenue within the Shingle Creek Crossing Project include 4 retail pad sites (53,100 sf.) and 4 restaurant pad sites (20,800 sf.). Strategic Priorities: Targeted Redevelopment Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life for all people and preserves (lie public trust Commissioner introduced the following resolution and moved its adoption: EDA RESOLUTION NO. APPROVING A FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT (SHINGLE CREEK CROSSING PROJECT) WHEREAS, Shingle Creek, LLC (the "Developer") has previously entered into a Development Agreement by and between the Economic Development Authority in and for the City of Brooklyn Center (the "EDA") and the Developer dated June 17, 2011 (the "Original Development Agreement"), as amended by a First Amendment to Development Agreement dated November 13, 2012 (the "First Amendment"), a Second Amendment to Development Agreement dated April 8, 2014 (the "Second Amendment") and a Third Amendment to Development Agreement dated March 10, 2015 (the "Third Amendment" and, together with the Original Development Agreement, the First Amendment, and the Second Amendment, the "Development Agreement"); and WHEREAS, the EDA and the Developer have proposed to further amend the Development Agreement to, among other things, provide additional tax increment financing assistance in the amount of approximately $210,000 from the EDA' s Tax Increment Financing District No. 5 (A Renewal and Renovation District) (the "TIF District") for additional improvements in the TIF District including without limitation driveway, pedestrian walkway, landscaping, and street lighting improvements and construction of an approximately 8 foot high wooden fence to screen the back of the buildings constructed on Lots 1 and 6, Block 1, Shingle Creek Crossing 5th Addition, Hennepin County, Minnesota (the "Development Agreement Amendment"); and NOW, THEREFORE, BE IT RESOLVED by the Board of Commissioners of the Economic Development Authority in and for the City of Brooklyn Center as follows: 1.The Development Agreement Amendment as presented to the Board is hereby in all respects approved, in substantially the form submitted, together with any related documents necessary in connection therewith, including without limitation applicable deeds, restrictive covenants, consents to approved plat amendments and all other documents referenced in or attached to such agreements (collectively, the "Development Documents") and the President and the Executive Director are hereby authorized and directed to execute the Development Documents on behalf of the EDA and to carry out, on behalf of the EDA, the EDA's obligations thereunder. 2.The approval hereby given to the Development Documents includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to the EDA and by the officers authorized herein to execute said documents prior to their execution; and said officers are hereby authorized to approve said changes on behalf of the EDA. The execution of any instrument by the appropriate officers of the EDA herein authorized shall be conclusive evidence of the approval of such document in accordance with the terms hereof. In the event of absence or disability of the officers, any of the documents authorized by this Resolution to be executed may be executed without further act or authorization of the Board by any 4956540 JSB BR291-304 duly designated acting official, or by such other officer or officers of the Board as, in the opinion of the City Attorney, may act in their behalf. September 11,2017 Date President ATTEST: Secretary 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. 4956540 JSB BR291-304 By and Among ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA, AND SHINGLE CREEK, LLC, Dated as of: June 17, 2011 First Amendment Dated as of: November 13, 2012 Second Amendment Dated as of: April 8, 2014 Third Amendment Dated as of: March 10, 2015 Fourth Amendment Dated as of: September -, 2017 This document was drafted by: KENNEDY & GRAVEN, CHARTERED (JSB) 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, Minnesota 55402 Telephone: (612) 337-9300 4953 11v7 JSB BR291-304 IInuLtp This Fourth Amendment to Development Agreement (the "Fourth Amendment") is made as of the day of September, 2017, by and among the ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA, a body corporate and politic organized and existing under the laws of the State of Minnesota (the "Authority"), and SHINGLE CREEK, LLC, a Delaware limited liability company (the "Developer"). WITNESSETH: WHEREAS, the Authority and the Developer heretofore entered into a Development Agreement dated June 17, 2011 and filed for record June 30, 2011, as Document Number T4868190, in the Office of the Hennepin County Registrar of Titles (the "Original Development Agreement"), as amended by a First Amendment to Development Agreement dated November 13, 2012 and filed for record November 27, 2012, as Document Number T5017704, in the Office of the Hennepin County Registrar of Titles (the "First Amendment"), as further amended by a Second Amendment to Development Agreement dated April 8, 2014, and filed for record April 15, 2014, as Document No. T05164285, in the Office of the Hennepin County Registrar of Titles (the "Second Amendment"), and as further amended by a Third Amendment to Development Agreement dated March 10, 2015, and filed for record March 11, 2015, as Document No. T05239433, in the Office of the Hennepin County Registrar of Titles (the "Third Amendment" and, together with the Original Development Agreement, the First Amendment, and the Second Amendment, the "Current Development Agreement") in connection with the construction of certain Minimum Improvements (as defined therein) in the Authority's Tax Increment Financing District No. 5 (A Renewal and Renovation District); and WHEREAS, capitalized terms used in this Fourth Amendment and not otherwise defined herein have the meanings given to them in the Development Agreement; and WHEREAS, the term "Development Agreement," as used in the Current Development Agreement and in this Fourth Amendment means the Current Development Agreement as modified by this Fourth Amendment; and WHEREAS, Section 4.4(a) of the Development Agreement, as amended and restated in its entirety in Section 10 of the Second Amendment and as further modified by the amendment to the definition of the term "Food Court Work" in Section 1 of the Third Amendment, requires Developer to: demolish the Food Court Building; construct the buildings identified as Buildings El, E2, E3, E4 and ES on Exhibit M, attached to the Second Amendment and reattached, for reference, to the Third Amendment ("Exhibit M") no later than May 31, 2015; to construct the buildings identified as Buildings Ni, N2 and N3 and the Food Court Parking and Streetscape no later than June 28, 2016 (the "Food Court Work"); and WHEREAS, pursuant to Section 1 of the Third Amendment, the construction of Buildings WI and W2 as depicted on Exhibit M attached to the Third Amendment, was omitted from the definition of the "Food Court Work". However, Section 8 of the Third Amendment 495311v7 JSB BR291-304 obligates Developer to, on or before December 31, 2016, either (a) substantially complete the improvements labeled as Buildings WI and W2 on Exhibit M; or (b) amend the site plan that the City has approved with respect to the Developer's development of Lots 1, 2, 5 and 6, Block 1, SHINGLE CREEK CROSSING 5TH ADDITION, Hennepin County, Minnesota and construct a screening wall to screen the back of the buildings constructed on Lots 1 and 6, Block 1, SHINGLE CREEK CROSSING 5TH ADDITION, Hennepin County, Minnesota (the "Lot 2 and Lot 5 Work"). WHEREAS, the Developer has not yet completed the Lot 2 and Lot 5 Work, and the Authority and the Developer have determined to further amend the Current Development Agreement to provide for the construction of an approximately 8 foot high wooden fence to screen the back of the buildings constructed on Lots 1 and 6, Block 1, Shingle Creek Crossing 5th Addition, Hennepin County, Minnesota prior to completion of the improvements labeled as Buildings WI and W2 on Exhibit M (the "Lot 2 and Lot 5 Fence"); and WHEREAS, the EDA and the Developer have determined that certain additional driveway, pedestrian walkway, landscaping, and street lighting improvements (the "Traffic Calming Improvements") are necessary to guide vehicular traffic from the entrance at Xerxes Avenue and 55 Avenue and improve pedestrian safety; and WHEREAS, the EDA and the Developer have determined to further amend the Current Development Agreement to, among other things, provide additional tax increment financing assistance in the amount of approximately $210,000 from the Tax Increment District for the Lot 2 and Lot 5 Fence and for the Traffic Calming Improvements; and WHEREAS, the City has issued its General Obligation Tax Increment Refunding Bonds, Series 2016B (the "Bonds") to refund the TIF Note and the Authority has pledged Available Tax Increment to the payment of the Bonds and no further Tax Increments will be paid to the Developer pursuant to the TIF Note or the Development Agreement; and WHEREAS, the Developer and the Authority have proposed to further amend the Original Agreement as provided herein; NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, the parties agree as follows: 1.The definition of "Termination Date" set forth in Section 1.1 of the Development Agreement is hereby deleted in its entirety and replaced with the following: "Termination Date" means the earlier of (i) February 1, 2029, (ii) the date on which the Tax Increment District expires or is otherwise terminated, or (iii) the date this Agreement is terminated or rescinded in accordance with its terms. 2.The following definitions are hereby added to Section 1.1 of the Development Agreement: "Lot 2 and Lot 5 Fence" means the construction of an approximately 8 foot high wooden fence to screen the back of the buildings constructed on Lots 1 and 6, 2 495311v7 JSB BR291-304 Block 1, Shingle Creek Crossing 5th Addition, Hennepin County, Minnesota prior to completion of the improvements labeled as Buildings Wl and W2 on Exhibit M. "Traffic Calming Improvements" means the construction of the driveway, pedestrian walkway, landscaping, and street lighting improvements substantially as depicted in Exhibit N attached hereto and incorporated into the Development Agreement as is set forth therein. 3. A new Section 5.9 is added to the Development Amendment as follows: Section 5.9 Additional Assistance for Lot 2 and Lot 5 Fence and Traffic Calming Improvements. Subject to Unavoidable Delays, the Developer shall submit plans and specifications for the Lot 2 and Lot 5 Fence and the Traffic Calming Improvements to the Authority on or before October 31, 2017 for review and approval in accordance with Section 4.2 of the Development Agreement. Subject to Unavoidable Delays, the Developer shall complete construction of the Lot 2 and Lot 5 Fence and the Traffic Calming Improvements, in accordance with plans and specifications approved by the Authority, by June 30, 2018. Upon completion of construction of the Lot 2 and Lot 5 Fence and the Traffic Calming Improvements by the Developer in accordance with the approved plans and specifications, the Developer shall certify to the Authority that construction of the Lot 2 and Lot 5 Fence and the Traffic Calming Improvements has been completed in accordance with the approved plans and specifications and the Authority shall reimburse the Developer, solely from Tax Increment of Tax Increment District on hand with the Authority as of such date, for the lesser of $210,000 or the cost of the Lot 2 and Lot 5 Fence and the Traffic Calming Improvements actually incurred and paid by the Developer. The Developer shall submit invoices showing the cost of the Lot 2 and Lot 5 Fence and the Traffic Calming Improvements paid by the Developer not later than July 31, 2018. 4.The Developer acknowledges (i) that the TIF Note has been fully paid from the proceeds of the Bond and has been delivered to the Authority for cancellation, (ii) that it has no right, title or interest in any Tax Increment pursuant to the TIF Note or the Development Agreement and (iii) that the Authority shall be free to use the Tax Increment for any other purpose for which the Tax Increment may lawfully be used pursuant to applicable provisions of the Minnesota law; including but not limited to repayment of the Bonds and the outstanding balance of the Interfund Loan of the assistance provided to the Developer from TIF District No. 2. 5.Except as hereby amended, all other terms and conditions of the Current Development Agreement shall remain in full force and effect. 4953110 JSB BR291-304 IN WITNESS WHEREOF, the Authority has caused this Fourth Amendment to be duly executed in its name and behalf and its seal to be hereunto duly affixed and the Developer has caused this Agreement to be duly executed in its name and behalf on or as of the date first above written. ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By President By Executive Director STATE OF MINNESOTA ) ) ss: COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me on this day of September, 2017 by and , the President and Executive Director of the Economic Development Authority of the City of Brooklyn Center, Minnesota, a body corporate and politic established pursuant to Minn. Stat. Chapter 469, on behalf of the Authority. Notary Public Signature page to Fourth Amendment to Development Agreement S-i 49531 1v7 JSB BR291-304 SHINGLE CREEK, LLC, a Delaware limited liability company By: Its: STATE OF ) ss: COUNTY OF The foregoing instrument was acknowledged before me on this day of September, 2017 by , the of Shingle Creek, LLC, a Delaware limited liability company on behalf of said limited liability company. Notary Public Signature page to Fourth Amendment to Development Agreement S-2 495311v7 JSB BR291-304 I *i :11:11 si I I]3I 4(111 [I]LI] h I 1AI (ILWI L'A I I[I k'AI J SA'A aIk'I aki II [II 1 I UI11 V DI LL SHINGLE CREEK CROSSING SEPARATION DRIVE - BROOKLYNCENTER LANE EXTENSION -I I 495311v7 JSB BR291-304 N-1 MEMORANDUM ERA WORK SESSION DATE: August 28, 2017 TO: Curt Boganey, City Mana FROM: Gary Eitel, Director of Business & Development , SUBJECT: Discussion regarding accepting the Western Vehicular and Pedestrian Access Improvements from Xerxes Ave & 55 '1' Ave. Intersection as an Eligible Reimbursable Improvement to the Shingle Creek Crossing Development. (Tax Increment Financing District No. 5) Recommendation: It is recommended that the City Council consider providing direction to staff regarding accepting the Western Vehicular and Pedestrian Access Improvements from Xerxes Ave & 55 '1' Ave. Intersection as an Eligible Reimbursable Improvement to the Shingle Creek Crossing Development. (Tax Increment Financing District No. 5) Background: On March 28, 2011, the City Council and EDA approved creation of Tax Increment No. 5, a 16 years Renewal and Renovation Tax Increment District which included the Mall properties, with the exception of the EDA Parcel, Kohl's, Applebees, the former Midas Muffler site, and Sears. The structuring for the use of future tax increment projected to be generated from this new TIF District was broken into 5 components as illustrated on the attached spreadsheet (Projected TIF District Cash Flow and Bond Repayment) 1.City & EDA Administrative Expenses (10% of the available annual increment) 2.Repayment of the $2.3 M Pay-As-You-Go Note (90% of the available increment for the 1st three years, after which it drops to 60% of the available annual increment) 3.Reimbursement of Other In-District Expenditures (30% of the available tax increment from the 4th1 year to the expiration of the district was initially projected at $2.5 M); however, the 5 Year TIF Rule and the partial development of the project has basically removed these opportunities. 4.10% of TIF revenue can be used for eligible TIF expenditures for Out-Of-District activities approved by the City Council & EDA. The total amount in this category is projected at 1.1+M. Mission: Ensuring an attractive, clean, safe, inclusive conn,u,nitr that enhances the qua/i/i' of life for all people and preserves the public trust k!A S *IYA (I] t1I )1BIk' - I 7I'i'LIJ 1 I E1I1 [ikil 5. Repayment of the $2.4 M Inter-Fund Loan from TIF 2 Redevelopment District (was illustrated to occur after the Developer's Pay-As-You-Go Note was satisfied). On May 23, 2011, the City Council approved the Shingle Creek Crossing PUD and the City Council and EDA approved a Tax Increment Agreement for the Shingle Creek Crossing Development. On September 12, 2011, the 1st Shingle Creek Crossing PUD amendment included the separation of the Sears Building form the remaining portion of the Mall with a narrow two way access drive and landscaped pedestrian walkway adjacent to the Sears building. On October 14, 2013, the City Council adopted Resolution No. 2013-124, which approved a PUD Amendment to the Shingle Creek Crossing Project that included the removal of the Food Court Building and replaced it with ten (10) new individual retail store buildings consisting of 108,901 sq. ft. of new building area. The removal of the Food Court building provided an opportunity to widen this access drive with lighted landscaped walkways on both sides of the drive separating the buildings. The PUD design concepts included the extension of these landscaped pedestrian walkways across the western parking lot and defining an access lane for vehicular movement vs. the random movement through a vacant parking lot. On July 16, 2014, building permits were issued for the construction of Buildings 1 thru 8 of the Food Court Building. The access drive, pedestrian walkways, lighting, landscaping, and exterior wall improvements & eastern entrance to the Sears began in 2015 and completed in 2017. On September 26, 2016 the City Council discussed the structuring of a TIF 5 bond issue to repay $1.7 M of the $2.4 M TIF 2 Inter-Fund Loan and the balance of the PAYG Note! A budget strategy to maximize investment opportunities within the Shingle Creek Crossing Development were identified as follows: Debt Service $350,000 (2018-2029) Admin Expenses $50,000 (10% of annual increment) Pooling Activities $50,000 (10% of annual increment) TIF 2 Inter-Fund Loan $ (balance of $700,000) The 2017 tax increment revenue has been identified as $570,000. The TIF 5 Fund Balance projected at the end of 2017 is $742,838 of which approximately $249,000 has been identified by our financial consultant as funds eligible for out of district expenditures. Beginning in 2017, 80% of the tax increment generated from TIF 5 is limited to paying debt (bond issue and inter-fund loan) with 20% annually available for out of district expenditures, Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life for all people and preserves the public trust k'A I 3IhYA 0) t7I I1IhYA DI ILW&'LS) ti I *11 0)I which includes documented/actual administrative costs and other eligible out of district expenditures. These expenditures can include improvements within the Shingle Creek Crossing Development and EDA approved improvements/activities outside of the TIF 5 District. The 2016 & 2017 EDA Budget Narrative identified the western vehicular and pedestrian access improvements as a potential Tax Increment District 5 eligible project. Western Vehicular and Pedestrian Access Improvements Attached is a copy of the Shingle Creek Crossing PUD plan illustrating the western access improvement across the former Food Court parking lot to improve pedestrian accessibility from Xerxes Avenue sidewalk and Twin Lakes Regional Trail and define an access drive to control vehicular movement through the existing parking lots? The estimated cost provided by the Developer's project manager is $167,718 for the improvements, approximately $30,000 for lighting, and $9,000 as an interim screening fence on the pad sites 9 & 10. The budget proposed for these improvements is $210,000. Policy Issues: Does the FDA wish to invest the eligible TIF 5 out-of-district fund balance into vehicular and pedestrian access improvements across the western parking lot to the Xerxes Avenue? Strategic Priorities: Targeted Redevelopment Il4issio,,: Ensuring an attractive, clean, safe, inclusive conunhinht) that en/lances the (Jhl(llity of fife for all people am/preserves the public trust I1IYATII i1J.TWl Asphalt Removal/Asphalt Paving 85,300 Midwest Asphalt Curb & Gutter/Sidewalks 32,631 Minnesota State Curb & Gutter Black Dirt included below Landscape 21,302 Village Green Landscaping Irrigation 5,985 Village Green Landscaping Survey/Layout for Project 5,000 Sunde Land Survey Jersey Barrier Allowance 7,500 If Needed to block parking area Contingency for unforseen items 10,000 Nothing anticipated at this time Total for West Entry Driveway 167,718 * This does not include any lighting or underground utility work at this time. - L CENTER SHINGLE CREEK CROSSING SEPARATION DRIVE LANE EXTENSION ROE BROOKLYN ?JItINESOTA Stu 05? 0 0215 02 Q) V r ip 3 () 2: :1 =j 9fl L //i --A---/3&I ;'Y A - J kl!) •' 6;Ly b , ;S MA \ Nc! - \'LON/ 1L] j pJt tSTI4LEB E - BUILDING N7UILDING 1,111-D I NG BU I LDING 4 EUILOING 6 Ab,,I / 11 &1Z Ii 1k, I\ r"\ \(I\\ \ (,() ----TI 5TH pJENUE N cç BUILDING 3 BUILDING 2 BUILDING wo^..'a mo! EXISTING SEARS (NOT IN CONTRACT) IfI'!% EDA Meeting Item # 5 - b September 11, 2017 •On August 28, 2017, City Council/EDA Work Session included a discussion on accepting the Western Vehicular and Pedestrian Access Improvements from Xerxes Ave & 55th Ave. Intersection as an Eligible Reimbursable Improvement to the Shingle Creek Crossing Development (Tax Increment Financing District No. 5). •The consensus the EDA was a favorable response to the following policy issue: •Does the EDA wish to invest the eligible TIF 5 out-of-district fund balance into vehicular and pedestrian access improvements across the western parking lot to the Xerxes Avenue? New PUD Master Plan June 9, 2014 Fourth Amendment to Shingle Creek Crossing Development Agreement The Fourth Amendment provides additional tax increment financing assistance in the amount of approximately $210,000 from the EDA’s Tax Increment Financing District No. 5 (A Renewal and Renovation District) (the “TIF District”) to the developer to undertake the following additional improvements to the Shingle Creek Crossing Project: •$201,000 for the access drive, pedestrian walkway, landscaped medians, and street & pedestrian lighting across the western parking lot and providing controlled access from the Xerxes Avenue & 55th Avenue North signalized intersection and safe pedestrian access from the Xerxes Avenue sidewalk/Three River Park’s regional trail; and •$9,000 for a wooden fence to screen the back of the buildings constructed on Lots 1 and 6, Block 1 Shingle Creek Crossing 5th Addition (pending the future development of Buildings Pad sites 9 & 10). The estimated cost provided by the Developer’s project manager is $167,718 for the improvements, approximately $30,000 for lighting, and $9,000 as an interim screening fence on the pad sites 9 & 10. The budget proposed for these improvements is $210,000. Budget Issues Tax Increment District No. 5 is a 17 year Renewal and Renovation District that is projected to receive $570.000 in tax increment revenue in 2017. This district is scheduled to receive sufficient tax increment through 2029 to repay the 2016 TIF 5 Bond Issue and the remaining balance of the $2.4 M TIF 2 inter-fund loan. The TIF 5 Fund Balance projected at the end of 2017 is $742,838 of which approximately $249,000 is eligible for out of district expenditures. The remaining $493,838 of the fund balance is a debt service reserve for the 2016 Bond Issue and the remaining $700,000 Inter-Fund Loan from TIF District No. 2. Additional development and opportunities for increased TIF revenue within the Shingle Creek Crossing Project include 4 retail pad sites (53,100 sf.) and 4 restaurant pad sites (20,800 sf.). Recommendation Requested Commission Action: Motion to adopt Resolution Approving a Fourth Amendment to Development Agreement (Shingle Creek Crossing Project) Questions?