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HRA 08/06/1998 - 6301s HOUSING & REDEVELOPMENT AUTHORITY MEETING THURSDAY, AUGUST 6, 1998 7:30 P.M. PUBLIC COPY (Please return to Community Development Department) t CITY OF FRIDLEY HOUSING & REDEVELOPMENT AUTHORITY MEETING THURSDAY, AUGUST 6,1998,7:30 P.M. AGENDA LOCATION: Council Chambers (upper level), Fridley Municipal Center CALL TO ORDER ROLL CALL July 2, 1998 CONSENT AGENDA Consider Change to House Plan Design For 530 Hugo Street..... 1 -1 E Claims and Expenses .... ............................... 2-2C ACTION ITEMS Consider House Plan and Development Contract for Guy & Cathy Jordan 540 Hugo Street .............. 3-3C Resolution Authorizing Execution of a Contract for Private Redevelopment with Duke Construction Limited Partnership ...... 4-413 Consider Contract to Paint Decorative Lights ................. 5 - 5B t7tlon A opting 1998 Tax Levy Collectible in 1999.:........ 6-6E I FO A I L` �- r c z Gateway East Update ..... ............................... 7-7G 621 Lafayette Street Update ............................... 8 OTHER BUSINESS ADJOURNMENT CITY OF FRIDLEY HOUSING & REDEVELOPMENT AUTHORITY MEETING JULY 2,1998 06 RPJMWR Chairperson Commers called the July 2, 1998, Housing and Redevelopment Authority meeting to order at 7:30 p.m. ROLL CALL: Members Present: Pat Gabel, John Meyer, Jim McFarland and Larry Commers Members Absent: Virginia Schnabel Others Present: Grant Fernelius, Housing Coordinator Jim Casserly, Financial Consultant Craig Ellestad, Accountant Mike and Jackie Egan Jim Glidden Mr. Tucker Bill and Joan Clark MOTION: by Mr. Meyer, seconded by Mr. McFarland to approve the June 4, 1998, Housing and Redevelopment Authority minutes as presented. UPON A VOICE VOTE, ALL VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. It was staffs recommendation that the HRA establish Larry Commers as Chairperson and Virginia Schnabel as Vice - Chairperson for the 1998 -1999 term. An list of additional expenses for Board approval was distributed by Mr. Ellestad. MOTION by Mr. McFarland, seconded by Ms. Gabel to approve the Consent Agenda as presented. UPON A VOICE VOTE, ALL VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. ACTION ITEMS: MOTION by Mr. Meyer to open the Public Hearing at 7:32 p.m. Seconded by Mr. McFarland. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY AND THE PUBLIC HEARING WAS OFFICIALLY OPENED AT 7:32 P.M. Mr. Fernelius, Housing Coordinator, explained that this is the first step in the process of redeveloping the HRA vacant lots. The purpose of the Public Hearing is to identify the sites which will be sold and the selling price of each lot. There were a total of five sites for sale. The sites were sold on a first- come /first -serve basis. Offers were received on all five sites, however only four projects will be reviewed by the Board at this time. Mr. Fernelius presented the addresses, listing price and sale price of each of the five lots. In some instances, the sale price of the lot is lower than the listed price. The reason for this is that the city staff made some concessions in order to achieve some design issues. The cost savings to the buyer will actually be put back into the property. Staff recommends that the HRA approve the resolution which authorizes the sale of the residential lots by the HRA. With no further questions or comments, there was a MOTION by Ms. Gabel to close the Public Hearing at 7:43 p.m. Seconded by Mr. Meyer. Chairperson Comm ers noted that information regarding the property located at 530 Hugo Street is not included in the memorandum dated June 28. It is, however, included in the Resolution. Mr. Fernelius stated the information was inadvertently deleted, and should be included as a part of the sites to be sold. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY AND THE PUBLIC HEARING WAS OFFICIALLY CLOSED AT 7:43 P.M. b MOTION by Mr. McFarland to Adopt Resolution No. , A Resolution Authorizing the Sale of Residential Building Lots by the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota. Seconded by Mr. Meyers. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. t Mr. Fernelius explained that this is the second step in the process of selling the HRA's vacant lots whereby the HRA considers the actual house plans and development contracts for the individual builders. Each builder has entered into a Participation Agreement which reserves the site for 60 days. Within that time, the builder must find a buyer for the property, prepare the plans and specifications and arrange for construction financing. Each of the builders will be entering into a separate development contract with the HRA which specifies all of the details of the transaction including the lot price, the closing date, the date of construction start and completion, etc. Once the agreements are approved by the HRA, the builders will have a 45 day period in which to actually enter into the contracts and close on the properties. At the closing, the builder will pay cash for the property (the HRA will not carry any financing on the land). The HRA will require a minimum home value. Construction on the homes will need to be started no later than October 15, 1998 with a completion date by February 15, 1999. All site work must be completed by May 15, 1999. Staff has reviewed all of plans and negotiated with the builders for certain design features and improvements to the properties. Mr. Fernelius went through the minimum design standards that the HRA established. 530 Hugo Street: Mr. Fernelius noted that Jackie and Mike Egan will be both the builder and buyer of the property (they are working with a general contractor who will do most of the construction) and will be acting as the developer and signing the development agreement. The lot price is $25,000. The minimum home value on this site is $110,000. They are proposing a split -entry home, with two bedrooms, 13/4 baths with a three -car attached garage. A site plan was provided to indicate the location of the property as well as plans depicting the design of the proposed structure. Mr. Meyer asked what kind of electrical capacity is required for the homes. Mr. Fernelius stated it would be in compliance with the city building code. Mr. Meyer stated he felt some standards should be incorporated into the agreements to assure a first class heating and electrical system. He also felt that the HRA should consider requiring air conditioning. Mr. Fernelius stated the HRA has not experienced problems in the past and he does not feel they would be operating in good faith with the buyers if they started adding costs at this time. He believes that the City Building Code addresses many of the concerns that Mr. Meyers has about these projects. If there are requirements that would be more desirable than what the minimum requirements are, the HRA could look at that for the future, but he could not recommend doing so at this time. Mr. Meyer noted that the HRA has made some requirements which would upgrade the aesthetics of the properties. He feels the electrical and mechanical systems are just as important as the aesthetics. Furthermore, he does not believe the building code addresses the electrical amperage and the BTUs for the furnace. Mr. Fernelius stated he feels adding a lengthy specification list would deter builders from participating. Ms. Egan stated when they talked with the heating contractors, there were standard guidelines that they were required to meet. She provided Mr. Fernelius with a copy of the energy calculations for the property. Mr. Casserly stated he does not feel there are any issues which are not covered or addressed in the city building code. He would, however, be happy to obtain further information and report back to the Board. Chairperson Comm ers suggested that Mr. Fernelius and Mr. Casserly review some of these issues and see if perhaps upgrades in the electrical and mechanical systems should be considered. MOTION by Mr. McFarland to approve a Development Contract for property located at 530 Hugo Street N.E. Seconded by Ms. Gabel. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. 5857 Main Street N F._: Mr. Fernelius explained that on this particular project, the builder has not identified a buyer, but it would be required prior to executing a development contract. The lot price for this parcel is $20,000 with a minimum home value of $95,000 (land and structure). Mr. Glidden DBA as Homes "R" Us is proposing to build a split -entry design with two bedrooms and 13/4 bath, with 1,092 square feet and a two car garage. Diagrams were provided to show the design of the proposed home. Mr. Glidden noted that the standard electrical requirements are 100 amp service. With anything higher, they charge an additional $300 to $400 /50 amps of service. Typically for a house of this size, 82,000 BTUs would suffice. Most builders put in an 82% efficiency furnace. This is adequate to keep a home warm. He stated he feels it would be very difficult to legislate higher mechanical and electrical levels and keep homes in the affordable range. • h . i • • �i��� : �r� • • r ail rh 1 • • • • , MOTION by Mr. McFarland to approve a development contract with Mr. Jim Gliddon DBA Homes "R" Us. Seconded by Mr. Meyers. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. 5925 Main Street N.E. Mr. Femelius stated the builder of this property is proposing a two -story home. The lot price is $18,670, with a minimum home value of $95,000 (land and structure). The home will consist of three bedrooms, two baths, two car garage and be approximately 1,624 square feet. A diagram was provided to show the design, of the proposed home. Mr. Tucker of Alliance Home Values, Inc. noted that a buyer has recently been identified for the home. He noted that as a builder, when he has an electrician come in he asks them to determine the amps which would be necessary assuming the entire home is finished. The heating calculations are completed in this manner as well to determine what is needed in terms of a heating unit. MOTION by Ms. Gabel to approve a redevelopment contract with Alliance Home Values, Inc. Seconded by Mr. McFarland. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. 1545 75th Avenue N.E.: Mr. Fernelius explained that this builder is proposing a one story rambler design with three bedrooms, two bathrooms and a two car garage, with approximately 1,450 square feet. The lot price is $29,000 and the minimum home value is $130,000 (land and structure). A diagram was provided to show the design of the proposed home. Mr. Clark, the buyer of this home, stated it is his feeling that if the HRA begins legislating BTU limits, it may take away the rights of the homeowner to include something that they would like to include. MOTION by Mr. Meyer to approve a development contract with Mr. Clark for property located at 1545 75th Avenue N.E. Seconded by Ms. Gabel. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. =0733M t ._ • ! . _ • l 0" FILM Mr. Fernelius explained that this property is located in the Hyde Park neighborhood at the corner of 58th Avenue and 3rd Street. The home was moved from Richfield in 1995 and is a split level home, with approximately 1,100 square feet. The original plans were to fix up the house and occupy it, however the owner ran into financial difficulty and apparently walked away from the property. The bank has initiated foreclosure on the property and anticipates that they will have clear title by July 2nd. Staff has been through the property and determined that a substantial amount of work would need to be done in order to make the home habitable (estimated $45,000 worth of improvements). This property has been the subject of many complaints over the past two years. The bank is willing to sell the property for $43,000. Staff has some concerns that a contractor may come in, acquire the property and do the minimum number of improvements. Mr. Casserly noted that the bank has agreed to pay the $7,000 in delinquent water bills which were certified to the taxes. In essence, the HRA at closing would pay $34,000 for the property ($43,000 less $9,000 (delinquent water bills - $7,000, and unpaid taxes - $2,500)). The land is valued at $27,600. MOTION by Ms. Gabel to authorize the purchase of property located at 5859 Third Street N.E. in the amount of $34,000 with MidAmerica Bank paying all delinquent taxes, water bills and miscellaneous costs. She noted that she personally viewed the property and feels it would be in the best interest of the city to acquire it. Seconded by Mr. Meyer. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. After some discussion, it was the general consensus of the Board that the city should exercise some reasonable code enforcement activity before the HRA steps in to purchase the property. • • N- _ _ � 1 IIY Y: Mr. Fernelius noted that this property is in the Riverview Heights neighborhood and is immediately adjacent to the 611 Lafayette property which the HRA acquired earlier this year. The home is a one -story rambler with one bedroom and a total of 400 square feet. It has a one -car detached garage. The lot is a non - conforming lot, and if purchased the home would be demolished and the lot would need to be combined with the 611 Lafayette property in order to create a buildable lot. The property has been appraised for $57,000 with a $22,000 land value. The owner has agreed to sell the property for $55,000. Mr. Meyers stated the home is small, but it is excellently maintained. It is not a detriment to the neighborhood or to the Fridley housing stock. Therefore, he does not agree with staffs recommendation to purchase the property and demolish it. Mr. Fernelius stated it was staffs feeling that this property could be combined with the 611 Lafayette property in order to create an opportunity for newer market rate housing. The other option would be for the HRA to sub - divide the 611 property and try to sell it to the adjacent property owners. Ms. Gabel asked what the HRA paid for the property at 611 Lafayette. Mr. Fernelius stated the HRA paid $10,000, however the house had been destroyed by a fire. Ms. Gabel asked if the HRA is ever able to recoup the costs associated with the Housing Replacement Program. Mr. Fernelius stated the city can re- capture some of the increase in the new taxes, but the program is an expensive program. Ms. Gabel stated she would like to have an opportunity to drive by the property. Chairperson Commers suggested that Mr. Fernelius contact the adjacent property owners to see if they would be interested in purchasing a portion of the 611 Lafayette property and furthermore, if purchasing a portion would indeed make their lots "buildable" lots. MOTION by Mr. Meyers to table further discussion on the purchase of the property at 621 Lafayette Street until the next HRA meeting. Seconded by Ms. Gabel. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. r • I�_:_: • �_ •e Eel _ Mr. Fernelius explained that this property is located in the Hyde Park neighborhood. It is a one story rambler with three bedrooms and a total of 816 square feet. The property has a basement and a 1 -1/2 car detached garage. The house has suffered from deferred maintenance and has severely deteriorated roofing and siding. Additionally, a significant amount of mold and mildew has accumulated throughout the house, with deterioration to the walls and ceilings. There is also evidence of water problems in the basement which are deteriorating the block foundation. The lot is 50'X 100' and is considered substandard for new construction. The property was appraised at $54,000 ($20,000 land). The owner has agreed to sell for $48,600. The HRA would likely demolish the home and hold on to the property until an opportunity became available to purchase an adjacent property. MOTION by Ms. Gable to authorize the acquisition of property located at 5845 2 -1/2 Street N.E. in the amount of $48,600. Seconded by Mr. McFarland. Mr. Meyers stated he agrees that the house should be acquired, but wonders if the HRA should pay $48,600 for the property. Mr. Fernelius responded that the price is well below the appraised price and he was informed that there is a big market for homes under $60,000. Chairperson Comm ers asked if Fridley has looked into a Truth in Housing Ordinance. Mr. Fernelius responded that it is a matter that has been discussed, however it has not been determined that it is worth pursuing. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. Mr. Casserly distributed a copy of Resolution No. ratifying the action taken at the Emergency meeting of June 26, 1998. The resolution also addresses the Contract for Exclusive Negotiations that was approved but not acted on and will revoke the resolution adopted in January. MOTION by Mr. Meyer to adopt Resolution No. , a Resolution Ratifying a Prior Resolution and Revoking all Previous Authorizations for Execution and Delivery of Certain Contracts. Seconded by Mr. McFarland. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. Mr. Casserly explained that the HRA has attempted to make it clear to Duke Realty that they do not have an agreement with Medtronics and that the HRA is trying to determine what is being proposed and that their agreement has been negotiated and discussed. In the event that the HRA is unable to resolve issues with Medtronic, the HRA would want to continue discussions on this property with them again. 10L • N Mr. Casserly noted that this item is being brought forward for informational purposes and to bring the HRA up to date on what has occurred. The site has severe soil problems. The site has had development proposals in the past, however none have materialized due to the tremendous site improvement costs. The owners of the property are contracting to have some of the poor soil removed and replacement soil in. They have had a lot of discussion with Zintas, a uniform business, who are looking to expand their facilities. The company expects a substantial increase in employment over the next few years and they would be interested in a 50,000 to 60,000 square foot building. A building of this nature would likely increase the taxes 10 times from what is being paid on the site now. The current owners have approximately $300,000 to $400,000 worth of expenses in the site. The soil corrections have been estimated between $250,000 and $400,000. The site is estimated to be worth around $350,000 to $400,000. Mr. Casserly stated he feels five to six years of tax increment would be necessary in order to make this project work. His suggestion to the owners would be to sell the site and that the HRA contract with the user of the site. The end result would be the same as previous projects have been done. PI-It 0 -IL-110XV Chairperson Comm ers noted that a copy of the Monthly Housing Program Summary was included in the agenda packet. Mr. Fernelius noted that staff has not overlooked the loan servicing/delinquency issue that has been discussed in the past. He noted that this will be included on the agenda for the month of August or September. With no further items for Board consideration, there was a MOTION by Mr. Meyers to adjourn the HRA meeting at 9:35 p.m. Seconded by Ms. Gabel. UPON A VOICE VOTE, ALL MEMBERS VOTING AYE, CHAIRPERSON COMMERS DECLARED THE MOTION CARRIED UNANIMOUSLY. Respectfully submitted, Tamara D. Saefke Recording Secretary MEMORANDUM HOUSING REDEVELOPMENT AUTHORITY DATE: July 31, 1998 TO: William Bums, Executive Director of HRA FROM: Barbara Dacy, Community Development Director Grant Femelius, Housing Coordinator SUBJECT: Consider Change to House Plan Design for 530 Hugo Street This item was previously discussed at the July 2, 1998 HRA meeting. The subject property was approved for sale to Mike and Jackie Egan who had planned to construct single family home on the lot. Original Plan The original plan called for a split -entry design with 2 bedrooms, full bath, kitchen and dining room on the main floor for a total of 1,182 s.f. The unfinished lower level had room for 2 bedrooms, a % bath, laundry room and a family room for a total of 1,027 s.f. The total finished square footage was 2,209 s.f. The plan also included a 3 car attached garage. At the time the plan was submitted the house was projected to be valued at $130,000, including the land ($25,000). The mini- mum value under the program is a $110,000, including land and building. New Plan After pricing out the construction, the Egan's have decided to modify their plans and construct a smaller home. -The new plan calls for a similar split -entry design with 2 bedrooms, full bath, kitchen and dining room on the main floor for a total of 1,037 s.f. The unfinished lower level has room for 1 bedroom, a % bath, laundry room and a family room for a total of 799 s.f. or a combined total of 1,836 s.f. This is approximately 373 s.f. less than the original plan. The plan includes a 2 car attached garage. 1 Egan Memo July 31, 1998 Page 2 The new plan is expected to price out somewhere between $110,000 to $115,000. This value still complies with the minimum requirements under the program. A copy of both the new and old plans are attached. The redevelopment contract stipulates that the HRA must approve all construction plans in advance. Since the proposed plans are smaller than the original design, staff felt the HRA should approve the new plans. Staff recommends that the HRA approve the revised plans as presented by Mike and Jackie Egan for the lot at 530 Hugo St. NE Attachment M -98 -162 1A O CL c to C) O� Cl) � rn c� Z CD 3 F/ PI <' .� L� 8 0 II If Q 0 C F/ PI <' .� L� 8 0 5A vv Ll� ic .. It kE r4 -77-7—T- ri Jej i F 4 ,j At. Ll� ic F p 0 Z O t r ti-Ti - 7L' 2 34' 16' 7C' s Q 17 -8 Z_ 44 -O .rote. m app,r,III11= r n w 0 m 0 a a a O --4° r .r r! Via_ O 19" HOME PLANS VW- = q A VIOLATION a THE 11.5. 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W O d WO• -•ZN W I-I.- SO d W0 ' mmV OC JQ tlC xOti fl�Z2ZZ2{1� 4iNN OO OC fK ' Z =u Q fa H O W U 2 S O WWWW 9 W ul Qad 66ZZ F Z ' Q E 4c Oc � W W QQQ Y YY G922 22 F-~ Q2 O dJf/!u$ C. 2 W NO HZfY d' OGG N W W W 2 W W W W Q OSY N O W O. ZN O J d Z W.� W W O tY JJJ rdd d d ZC)J W Z W f7p p 2H 3HF f11- W _O p� N_ W W W W O W NC72O0 H W OCQZOC fAJ OOOOZC7 W Z_JZOr -CO m W OQSfYOCOCOZ2Z2ZLca Y 60L • rYZ.�2rZx2Qf.,/f.IW W.�.�.a.Srr.+.+.+JJZZ OC�F -H O fp0OOOWOOf4OO OfOOOOOWO ap0. p47�CpO .CpO�CpO.CpO�ap0�ap0�ap0�CpO�w iLW j f 1 . PO�PPPPPPPO�PPO .PO�PPPPPPPPPPPPPPPP rr Prr r•- rrr•- rl- f- rrl -Prr rr—PPr rrl -�-r ua. mo� o. • 0\ 0\ O O\ C'-, C*-, O\O\O\\0O\\O\0\0\\\O\O\O\\\0\O\O\0\O\\\\0 \ M M M M M M 000 M M M M 2C d DATE: July 31, 1998 MEMORANDUM HOUSING ' -- REDEVELOPMENT AUTHORITY TO: William Bums, Executive Director of HRA,Aj FROM: Barbara Dacy, Community Development Director Grant Femelius, Housing Coordinator SUBJECT: Consider House Plan and Development Contract for Guy and Cathy Jordan 540 Hugo St. The HRA authorized the sale of this lot for $25,000 at the July 2, 1998 meeting. The buyers, Guy and Cathy Jordan, had not finalized their house plans and therefore were not ready to enter into a development contract. Project Summary The Jordan's plan to construct a two -story, single family home with 3 bedrooms, 2 full bath, kitchen, dining room and living room on the main level with a total of 1,215 s.f. of living space. The partially finished lower level which also serves as the entrance, includes a laundry, future bedroom and family room for a total of 965 s.f. of additional space. Total square footage of 2,180. The plan also includes a 2 car, attached, tuck under garage. The buyers will act as their own general contractor and sub - contract a majority of the work. They will be working with Help U Build homes, a private consulting firm, to bid the project and assist with technical issues. The Jordan's have been pre- approved for construction financing. During construction they only pay interest on the funds they actually draw down. Up to four draws are allowed to pay for the materials and labor. At the end of construction, the borrower begins making regular mortgage payments. The redevelopment contract spells out the details of the transaction such as the purchase price of the lot, date of closing, date construction will start and be 3 Jordan Memo July 31, 1998 Page 2 completed, etc. Once the agreement is signed, the Jordan's have until September 1, 1998 to execute the development contract and close on the property. Construction would need to start by November 15, 1998 and be completed by June 15, 1999. The builder would pay cash for the site at closing. A copy of the house plans are attached. •u - •. • Staff recommends that the HRA approve the attached resolution authorizing the execution and delivery of a contract for private development agreement with Guy and Cathy Jordan. Attachment M -98 -163 3A J { f fl f w. ff 2 %1 I.N. .e CL 0::! ve 0 ".0 0� jd 2ft 'r. C4 Z V- Zto " Ci CL V, 68 • Ck 'As 04 W m � O 2 5 CL 0::! ve 0 ".0 0� jd 2ft 'r. C4 Z V- Zto " , - %.& .1m. V, 68 • Ck 3C HRA RESOLUTION NO. A RESOLUTION AUTHORIZING EXECUTION AND DELIVERY OF A CONTRACT FOR PRIVATE REDEVELOPMENT BY AND BETWEEN THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF FRIDLEY, "— MINNESOTA AND GUY W. JORDAN AND CATHERINE S. JORDAN. BE IT RESOLVED by the Board of Commissioners (the "Commissioners ") of the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota (the "Authority ") as follows Section 1. Recitals. 1.01. It has been proposed that the Authority enter into a Contract For Private Redevelopment (the "Contract ") with Guy W. Jordan and Catherine S. Jordan (the "Redeveloper ") and to approve construction plans (the "Construction Plans ") as provided for in the Contract. Section 2. Findings. 2.01. The Authority hereby finds that it has approved and adopted a development program known as the Modified Redevelopment Plan for its Redevelopment Project No. 1 (the "Redevelopment Program ") pursuant to Minnesota Statutes, Section 469.001 et seq. 2.02. The Authority hereby finds that it has approved and adopted a Housing Replacement District Plan (the "Plan ") and created Housing Replacement District No. 1, pursuant to and in accordance with Laws of Minnesota 1995, Chapter 264, Article 5, Sections 44 through 47, inclusive, as amended and supplemented from time to time. 2.03. The Authority hereby finds that it has performed all actions required by Minnesota Statutes and approved the sale of property that is subject to the terms of the Contract. 2.04. The Authority hereby finds that the Contract promotes the objectives as outlined in its Redevelopment Program and the Plan. Section 3. Authorization for Execution and Delivery of the Contract. 3.01. The Chairman and the Executive Director of the Authority (the "Officers ") are hereby authorized to execute and deliver the Contract with such additions and modifications as the Officers may deem desirable or necessary as evidenced by their execution. 2 Section 4. Approval of the Construction Plans. 4.01. The Construction Plans are hereby approved. PASSED AND ADOPTED BY THE HOUSING AND REDEVELOPMENT AUTHORITY IN FOR THE CITY OF FRIDLEY, MINNESOTA, THIS DAY OF ,199 LAWRENCE R. COMMERS - CHAIRMAN ATTEST: WILLIAM W. BURNS - EXECUTIVE DIRECTOR G: \WPDATA \F\FRIDLEY \25 \JORDAN \DOGS \RESOLDTION.DOC CONTRACT FOR PRIVATE REDEVELOPMENT By and Between HOUSING AND REDEVELOPMENT, AUTHORITY In and For THE CITY OF FRIDLEY, MINNESOTA And GUY W. JORDAN AND CATHERINE S. JORDAN FOR PROPERTY LOCATED AT 540 HUGO STREET This document was drafted by: James R. Casserly, Esq. Krass Monroe, P.A. Suite 1100 Southpoint Office Center 1650 West 82nd Street Minneapolis, MN 55431 7/29/98 CONTRACT FOR PRIVATE REDEVELOPMENT THIS AGREEMENT, made as of the day of , 1998 by and between the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota (the "Authority "), a public body corporate and politic organized under the laws of the State of Minnesota and Guy W. Jordan and Catherine S. Jordan (the "Redeveloper'). WITNESSETH: . WHEREAS, the Board of Commissioners (the "Board ") of the Authority has determined that there is a need for development and redevelopment within the corporate limits of the City to provide employment opportunities, to provide adequate housing in the City, including low and moderate income housing and housing for the elderly, to improve the tax base and to improve the general economy of the City and the State of Minnesota; WHEREAS, in furtherance of these objectives, the'Authority has established, pursuant to Minnesota Statutes, Sections 469.001 et seq. (the "Act "), the redevelopment plan known as the Modified Redevelopment Plan for its Redevelopment Project No. 1 (the "Project Area ") which plan, as amended, and as it may be amended, is hereinafter referred to as the "Redevelopment Plan" in the City to encourage and provide maximum opportunity for private development and redevelopment of certain property in the City which is not now in its highest and best use; WHEREAS, in order to achieve the objectives of the Redevelopment Plan and particularly to make specified land in the Project Area and in the Authority's area of operation available for development by private enterprise for and in accordance with the Redevelopment Plan, the Authority has determined to provide substantial aid and assistance to finance public development costs in the Project Area and in the Authority's area of operation; and WHEREAS, the Authority believes that the development and redevelopment of the Project Area pursuant to this Agreement, and fulfillment generally of the terms of this Agreement, are in the vital and best interests of the Authority and the health, safety, morals and welfare of its residents, and in accord with the public purposes and provisions of applicable federal, state and local laws under which the development and redevelopment are being undertaken and assisted; NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: ARTICLE I Definitions Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the context: "Act" means Minnesota Statutes, Sections 469.001, et seq. "Agreement" means this Agreement, as the same may be from time to time modified, amended, or supplemented. "Authority" means the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota. "Certificate of Completion" means the certification, in the form of the certificate contained in Schedule C attached to and made a part of,this Agreement, provided to the Redeveloper, pursuant to Section 4.4 of this Agreement. -.- "City" means the City of Fridley, Minnesota, or its successors or assigns. "Construction Plans" means the plans, specifications, drawings and related documents for the construction of the Minimum Improvements which are required by the _City for the issuance of its building permit and conform to the Housing Design and Site Development Criteria. "County" means the County of Anoka, Minnesota. "Date of Closing" means the date or dates set forth in Section 3.1(b). "Event of Default" means an action by the Redeveloper described in Section 7.1.of this Agreement. "Homeowner" means a person(s) who purchases the Project from the Redeveloper. "Housing Design and Site Development Criteria" mean the criteria and standards described in Schedule D attached to and made a part of this Agreement. "Minimum Improvements" means the improvements to be constructed by the Redeveloper on the Redevelopment Property as specified in the Construction Plans approved by the Authority. "Party" means a parry to the Agreement. 1) "Permitted Encumbrances" means those encumbrances as defined in Section 8.7 of this Agreement. "Project" means the Redevelopment Property and the Minimum Improvements. "Purchase Price" means the sum of $25,000.00. "Redeveloper" means Guy W. Jordan and Catherine S. Jordan. "Redevelopment Plan" means the Modified Redevelopment Plan adopted by the Authority in connection with its Redevelopment Project No. 1. "Redevelopment Property" means the real property upon which the Minimum Improvements are to be constructed, which real property is described on Schedule A of this Agreement. "Redevelopment Property Deed" means a quit claim deed, substantially in the form of the deed in Schedule B of this Agreement, used to convey the Redevelopment Property from the Authority to the Redeveloper. "Sales Price" means an amount equal to or greater than $110,000.00 and which is to be used on the certificate of real estate value when the Project is conveyed to the Homeowner. "State" means the State of Minnesota. "Unavoidable Delays" means delays which are the direct result of strikes or shortages of material; delays which are the direct result of casualties to the Minimum Improvements, the Redevelopment Property or the equipment used to construct the Minimum Improvements or, delays which are the direct result of governmental actions (except that the City may not create an Unavoidable Delay by virtue of its own action); delays which are the direct result of judicial action commenced by third parties; delays which are the direct result of citizen opposition- or action affecting this Agreement or adverse weather conditions or acts of God ARTICLE H ti Representations and Warranties Section 2.1. Representations by the Authority. The Authority represents and warrants that: 3 (a) The Authority is a public body duly organized and existing under the laws of the State. Under the provisions of the Act, the Authority has the power to enter into this Agreement and carry out its obligations hereunder. (b) The Authority will, in a timely manner, subject to all notification requirements, review and act upon all submittals and applications of the Developer and will cooperate with the efforts of Developer to secure the granting of any permit, license, or other approval required to allow the construction of the Improvements; provided, however, that nothing contained in this Section 2.1(b) shall be construed to limit in any way the reasonable and legitimate exercise of the Authority's discretion considering any submittal or application. (c) The Authority makes no representation, guarantee, or warranty, either express or implied, and hereby assumes no responsibility or liability as to the Redevelopment Property or its condition (regarding soils, pollutants, hazardous wastes or otherwise). Section 2.2. Representations and Warranties by the Redeveloper. The Redeveloper represents and warrants that: (a) The Redeveloper will purchase the Redevelopment Property from the Authority pursuant to Article III hereof and in the event the Redevelopment Property is conveyed to the Redeveloper, then the Redeveloper will construct the Minimum Improvements in accordance with the terms of this Agreement, the Redevelopment Program and all local, state and federal laws and regulations (including, but not limited to, environmental, zoning, building code and public health laws and regulations). (b) The Redeveloper are individuals. (c) The financing arrangements which the Redeveloper has obtained or will obtain to finance construction of the Minimum Improvements will be sufficient to enable the Redeveloper to successfully complete the Minimum Improvements as contemplated in this Agreement. (d) The Redeveloper shall prepare the Construction Plans and construct the Minimum Improvements in accordance with the Housing Design and Site Development Criteria. (e) The Redeveloper shall have the Construction Plans prepared by an architectural designer or an architect. (f) The Redeveloper shall sell the Project to the Homeowner for the Sales Price. 4 It ARTICLE III Conveyance of Property Section 3.1. Conveyance of the Redevelopment Propem. (a) Title. The Authority shall convey marketable title to and possession of the Redevelopment Property to the Redeveloper under a quit claim deed in the form of the Redevelopment Property Deed contained in Schedule B of this Agreement. The conveyance of title to the Redevelopment Property pursuant to the Redevelopment Property Deed and the Redeveloper's use of the Redevelopment Property shall be subject to all of the conditions, covenants, restrictions and limitations imposed by this Agreement and the Redevelopment Property Deed. The Authrotiy agrees to obtain and shall deliver to the Redeveloper a commitment for an owner's title insurance policy (ALTA Form B -1970) issued by a title insurance company acceptable to the Authority and Redeveloper, naming Redeveloper as the proposed owner - insured of the Redevelopment Property in the amount of the Purchase Price (the "Commitment "). The Commitment shall have a current date as its effective date and shall commit to insure marketable title in Redeveloper, free and clear of all mechanics'.lien claims, questions of survey, unrecorded interests, rights of parties in possession or other exceptions. The Commitment shall set forth all levied real estate and special assessments. Said commitment shall have attached copies of all instruments of record which create anv easements or restrictions which are referred to in Schedule B of the title commitment. Redeveloper will be allowed 20 days after receipt of the Commitment to make an examination thereof and to make any objections to the marketability of the title to Redevelopment Property, said objections to be made by written notice or to be deemed waived. If the title to the Redevelopment Property, as evidenced by the Commitment, together with any appropriate endorsements, is not good and marketable of record in the City and is not made so by the Date of Closing, Redeveloper may either: (i) Terminate this Agreement by giving written notice to the Authority in which event this Agreement shall become null and void and neither parry shall have any further rights or obligations hereunder: or (ii) Elect to accept the title in its marketable condition by giving written notice to the Authority, in which event the Redeveloper shall hold back adequate funds from the portion of the Purchase Price payable at the closing to cure the defects and apply said holdback funds of the cost of curing such defects, including attorneys' fees, and pay the unexpected balance to the Authority. (If the amount of said holdback cannot be mutually agreed to by the Authority and the Redeveloper, the issuer of the Commitment shall determine the amount of said holdback.) k (b) Time of Conveyance. The Authority shall execute and deliver to the Redeveloper the Redevelopment Property Deed for the Redevelopment Property on September 1, 1998 or on such date as the Authority and the Redeveloper shall mutually agree in writing (the "Date of Closing "). The Redeveloper shall take possession of the Redevelopment Property on the Date of Closing. (c) Price and Payment. The Authority agrees to sell and the Redeveloper agrees to purchase the Redevelopment Property for the Purchase Price. Unless otherwise mutually agreed by the Authority and the Redeveloper, the execution and delivery of all deeds and the payment of the Purchase Price shall be made at the principal offices of the Authority. The Purchase Price to be paid by the Redeveloper for the conveyance of the Redevelopment Property' from the Authority to the Redeveloper shall be paid in cleared funds. The Redevelopment Property Deed shall be in recordable form and shall be promptly recorded The Redeveloper shall pay all costs for such recording.. (d) T_ axes and Special Assessments. Real estate taxes due and payable prior to the year of closing shall be paid by the Authority. Real estate takes due and payable in the year of closing shall be prorated as of the Date of Closing based upon the parties' respective period of ownership in the year of closing. Real estate taxes due and payable in the years subsequent to the closing shall be paid by the Redeveloper. On or prior to the Date of Closing, the Authority shall pay all pending or levied special assessments. (e) Survey. The Authority will not provide a survey. (f) Inspection. At Redeveloper's expense, Redeveloper, its agents and designees, are hereby granted the right at any time or times after the date hereof to inspect, analyze, and test the Redevelopment Property. Redeveloper shall hold the Authority and the City harmless from any liability resulting solely from the entering upon the Redevelopment Property or the performing of any of the tests or inspections referred to in this Section by Redeveloper, its agents or designees. Section 3.2. Conditions Precedent to Conveyance. The obligations of the Authority to convey the Redevelopment Property to the Redeveloper shall be subject to the following conditions precedent: (a) ' On the Date of Closing, the Redeveloper shall be in material compliance with all of the terms and provisions of this Agreement; (b) The Redeveloper shall have provided evidence satisfactory to the Authority that it is capable of financing or has obtained financing or a commitment for financing sufficient to finance the construction of the Minimum Improvements for the Redevelopment Property. The Redeveloper will be deemed to have provided adequate evidence of such financial commitment 2 and ability if the Redeveloper provides evidence satisfactory to the Authority of a mortgage commitment; (c) The Authority and the City shall have approved the Construction Plans. (d) The Redeveloper shall have received the appropriate permits for the construction of the Minimum Improvements; (e) The Redeveloper shall have paid the Purchase Price. (f) The Redeveloper shall provide documents showing that it has a binding legal commitment for the resale of the Project to the Homeowner for the Sales Price. ARTICLE IV - Construction of Minimum Improvements Section 4.1. Construction of Minimum Improvements. The Redeveloper agrees that it will construct the Minimum Improvements on the Redevelopment Property in accordance with this Agreement, the Housing Design and Site Development Criteria and the Construction Plans approved by the City and the Authority and will maintain, preserve and keep the Minimum Improvements or cause, the Minimum in good repair and condition until sale of the Project to the Homeowner. Subject to Unavoidable Delays, the Redeveloper shall commence construction of the Minimum Improvements on or before November 15, 1998. Section 4.2. Completion of Construction. (a) Subject to Unavoidable Delays, the Redeveloper shall have substantially completed the construction of the Minimum Improvements by June 15, 1999. All work with respect to the Minimum Improvements to be constructed or provided by the Redeveloper on the Redevelopment Property shall be in conformity with the Construction Plans as submitted by the Redeveloper and approved by the City and Authority. (b) The Redeveloper agrees for itself, its successors and assigns, and every successor in interest to the Redevelopment Property, or any part thereof, and the Redevelopment Property Deed shall reference the covenants contained in this Section 4.2 and Section 7.3 of this Agreement, that the Redeveloper, and its successors and assigns, shall promptly begin and diligently prosecute to completion the redevelopment of the Redevelopment Property through the construction of the Minimum Improvements thereon, and that such construction shall in any event be completed within the period specified in this Section 4.2. 7 Section 4.3. Certificate of Completion. (a) Promptly after completion of the Minimum Improvements in accordance with the provisions of this Agreement relating to the obligations of the Redeveloper to construct such improvements (including the date for completion thereof), the Authority will furnish the Redeveloper with a Certificate of Completion. The Certificate of Completion shall be a conclusive determination and conclusive evidence of the satisfaction and termination of the agreements and covenants in this Agreement and in the Redevelopment Property Deed with respect to the obligations of the Redeveloper and its successors and assigns, to construct the Minimum Improvements and the date for the completion thereof. (b) If the Authority shall refuse or fail to provide the Certificate of Completion in accordance with the provisions of this Section 4.3 the Authority shall, within twenty (20) days after written request by the Redeveloper, provide the Redeveloper with a written statement, indicating in adequate detail in what respects the Redeveloper has failed to complete the Minimum Improvements in accordance with the provisions of this Agreement, or is otherwise in default, and what measures or acts will be necessary, in the opinion of the Authority, for the Redeveloper to take or perform in order to obtain a Certificate of Completion. (c) The construction of the Minimum Improvements shall be deemed to be completed when the City has issued its Certificate of Occupancy. ARTICLE V Real Prouerty Taxes and Insurance Section 5.1. Real Property Taxes. Prior to the Authority issuing its Certificate of Completion, the Redeveloper shall pay when due, prior to the attachment of penalty, all real property taxes payable with respect to the Redevelopment Property in the years subsequent to the delivery of the Redevelopment Property Deed. Section 5.2. Insurance. (a) The Redeveloper will provide and maintain at all times during the process of constructing the Minimum Improvements and, from time to time at the request of the Authority, furnish the Authority with proof of payment of premiums on: (i) builder's risk insurance, written on the so- called "Builder's Risk -- Completed Value Basis," in an amount equal to one hundred percent (100 %) of the insurable value of the Minimum Improvements at the date of completion, and with coverage available in nonreporting form on the so- called "all risk" form of policy. The interest of the Authority shall be protected in accordance with a clause in form and content reasonably satisfactory to the Authority; 8 . (ii) comprehensive general liability insurance together with an Owner's Contractor's Policy with limits against bodily injury and property damage of not less than $2,000,000 for each occurrence (to accomplish the above - required limits, an umbrella excess liability policy may be used); and (iii) workers' compensation insurance, with statutory coverage. (b) All insurance required in Aiticle V of this Agreement shall be taken out and maintained in responsible insurance companies selected by the Redeveloper which are authorized under the laws of the State to assume the risks covered thereby. The Redeveloper will deposit annually with the Authority policies evidencing all such insurance, or a certificate or certificates or binders of the respective insurers stating that such insurance is in force and effect. Unless otherwise provided in this Article V of this Agreement each policy shall contain a provision that the insurer shall not cancel nor modify it without giving written notice to the Redeveloper and the Authority at least thirty (30) days before the cancellation or modification becomes effective. ARTICLE VI Prohibitions Against Assignment and Transfer; Indemnification Section 6.1. Representation as to Redevelopment. The Redeveloper represents and agrees that its purchase of the Redevelopment Property, and its other undertakings pursuant to this Agreement, are, and will be used, for the purpose of redevelopment of the Redevelopment Property and not for speculation in land holding. The Redeveloper further recognizes that, in view of (a) the importance of the redevelopment of the Redevelopment Property to the general welfare of the Authority; (b) the substantial financing and other public aids that have been made available by the Authority for the purpose of making such redevelopment possible; and (c) the fact that any act or transaction involving or resulting in a significant change in the identity of the parties in control of the Redeveloper or the degree of their control is for practical purposes a transfer or disposition of the property then owned by the Redeveloper, the qualifications and identity of the Redeveloper are of particular concern to the Authority. The Redeveloper further recognizes that it is because of such qualifications and identity that the Authority is entering into this Agreement with the Redeveloper, and, in so doing, is fiuther willing to accept and rely on the obligations of the Redeveloper for the faithful performance of all undertakings and covenants hereby by it to be performed. Section 6.2. Prohibition Against Transfer of Property and Assignment of Agreement. Also, for the foregoing reasons the Redeveloper represents and agrees that prior to the earlier of the issuance of the Certificate of Completion or the Termination Date. Except for.the purpose of obtaining financing necessary to enable the Redeveloper or any successor in interest to the Redevelopment Property, or*any part thereof, to perform its obligations with respect to constructing 9 the Minimum Improvements under this Agreement, and any other purpose authorized by this Agreement, the Redeveloper 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 Redevelopment Property or any part thereof or any interest therein, or any contract or agreement to do any of the same, without the prior written approval of the Authority. Notwithstanding the foregoing, the Redeveloper may transfer the Redevelopment Property to a Homeowner. Section 63. Release and Indemnification Covenants. (a) The Redeveloper covenants and agrees that the City and the Authority and the governing body members, officers, agents, servants and employees thereof shall not be liable for and agrees to indemnify and hold harmless the City and the Authority and the governing body members, officers, agents, servants and employees thereof against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Minimum Improvements, except for any loss resulting from negligent, willful or wanton misconduct of any such parties, and provided that the claim therefore is based upon the acts of Redeveloper or of others acting on the behalf or -under the direction or control of Redeveloper. (b) Except for any negligent or willful misrepresentation or any negligent, willful or wanton misconduct of the following. named parties, the Redeveloper agrees to protect and defend the City, the Authority and the governing body members, officers, agents, servants and employees thereof, now or forever, and further agrees to hold the aforesaid harmless from any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from this Agreement or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the Minimum Improvements, except for the use of eminent domain if exercised by the Authority to acquire the Redevelopment Property, and provided that the claim therefore is based upon the acts of Redeveloper or of others acting on the behalf or under the direction or control of Redeveloper. (c) The City and the Authority and the governing body members, officers, agents, servants and employees thereof shall not be liable for any damage or injury to the persons or property of the Redeveloper or its officers, agents, servants or employees or any other person who may be about the Redevelopment Property or Minimum Improvements due to any act of negligence of any person, other than the negligence and misconduct of City or Authority employees or those employed or engaged by the City or Authority. (d) All covenants, stipulations, promises, agreements and obligations of the Authority contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the Authority and not of any governing body member, officer, agent, servant or employee of the Authority in the individual capacity thereof. 10 e (e) Nothing in this section or this Agreement is intended to waive any municipal liability limitations contained in Minnesota Statutes, particularly Chapter 466. ARTICLE VII Events of Default Section 7.1. Events of Default Defined. Subject to Unavoidable Delays, the following shall be "Events of Default" under this Agreement and the term "Event of Default" shall mean, whenever it is used in this Agreement (unless the context otherwise provides), any one or more of the following events: (a) Failure by -the Redeveloper to pay when due all real property taxes assessed against the Redevelopment Property. (b) Failure by the Redeveloper to commence or complete construction of the Minimum Improvements pursuant to the terms, conditions and limitations of Article IV of this Agreement. (c) Failure by the Redeveloper to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed hereunder. (d) The Redeveloper shall: (i) file any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under the United States Bankruptcy Code or under any similar federal or state law; or (ii) make an assignment for the benefit of its creditors; or (iii) admit in writing its inability to pay its debts generally as they become due; or (iv) be adjudicated as bankrupt or insolvent; or if a petition or answer proposing the adjudication of the Redeveloper as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or State law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof; or a receiver, trustee or liquidator of the Redeveloper or of the Redevelopment Property, or part thereof shall be appointed in any proceeding brought against the Redeveloper and shall not be discharged within ninety (90) days after such appointment, or if the Redeveloper shall consent to or acquiesce in such appointment. 11 Section 7.2. Remedies on Default. Whenever any Event of Default referred to in Section 7.1. of this Agreement occurs, the Authority may take any one or more of the following actions after providing thirty days' written notice to the Redeveloper of the Event of Default, but only if the Event of Default has not been cured within said thirty days, or if the Event of Default is by its nature incurable within said thirty day period, and the Redeveloper fails to provide the Authority with written assurances, deemed satisfactory in the reasonable discretion of the Authority, that the Event of Default will be cured as soon as reasonably possible: (a) Suspend its performance under this Agreement until it receives assurances from the Redeveloper, deemed adequate by the Authority, that the Redeveloper will cure, its default and continue its performance under this Agreement. (b) Terminate this Agreement. (c) Withhold the Certificate of Completion. (d) Take whatever action, including legal, equitable or administrative action, which may appear necessary or desirable to the Authority, including any actions to collect any payments due under this Agreement, or to enforce performance and observance of any obligation, agreement, or covenant of the Redeveloper under this Agreement. Section 73. Revesting Title in Authority Upon Happening of Event Subsequent to Conveyance to Redeveloper. In the event that subsequent to conveyance of the Redevelopment Property to the Redeveloper and prior to the receipt by the Redeveloper of the Certificate of Completion: (a) subject to Unavoidable Delays, the Redeveloper fails to carry out its obligations with respect to the construction of the Minimum Improvements (including the nature and the date for the commencement and completion thereof), or abandons or substantially suspends construction work, and any such failure, abandonment, or suspension shall not be cured, ended, remedied or assurances reasonably satisfactory to the Authority made within thirty (30) days after written demand from the Authority to the Redeveloper to do so; or (b) the Redeveloper fails to pay real estate taxes or assessments on the Redevelopment Property or any part thereof when due, or creates, suffers, assumes, or agrees to any encumbrance or lien on the Redevelopment Property which is unauthorized by this Agreement or shall suffer any levy or attachment to be made, or any materialmen's or mechanics' lien, or any other unauthorized encumbrance or lien to attach, and such taxes or assessments shall not have been paid, or the encumbrance or lien removed or discharged or provision reasonably satisfactory to the Authority made for such payment, removal, or discharge, within thirty (30) days after written demand by the Authority to do so; provided, that if the Redeveloper shall first notify the Authority of its intention to do so, it may in good faith contest any mechanics' or other lien filed or established and in such event the Authority shall permit such mechanics' or other lien to remain undischarged and 12 C unsatisfied during the period of such contest and any appeal, but only if the Redeveloper provides the Authority with a bank letter of credit or other security in the amount of the lien, in a form satisfactory to the Authority pursuant to which the bank or other obligor will pay to the Authority the amount of any lien in the event that the lien is finally determined to be valid. During the course of such contest the Redeveloper shall keep the Authority informed respecting the status of such defense; or (c) there is, in violation of this Agreement, any transfer of the Redevelopment Property or any part thereof, or any change in the ownership or distribution thereof of the Redeveloper, or with respect to the identity of the parties in control of the Redeveloper or the degree thereof, and such violation shall not be cured within thirty (30) days after written demand by the Authority to the Redeveloper, 'Then the Authority shall have the right to re -enter and take possession of the Redevelopment Property and to terminate (and revest in the Authority) the estate conveyed by the Redevelopment Property Deed to the Redeveloper, it being the intent of this provision, together with other provisions of the Agreement, that the conveyance of the Redevelopment Property to the Redeveloper shall be made upon, and that the Redevelopment Property Deed shall contain a condition subsequent to the effect that in the event of any default on the part of the Redeveloper and failure on the part of the Redeveloper to remedy, end, or abrogate such default within the period and in the manner stated in such subdivisions, the Authority at its option may declare a termination in favor of the Authority of the title, and of all the rights and interests in and to the Redevelopment -Property conveyed to the Redeveloper, and that such title and all rights _and interests of the Redeveloper, and any assigns or successors in interest to and in the Redevelopment Property, shall revert to the Authority, but only if the events stated in Section 7.3(a) -(c) have not been cured within the time periods provided above. Notwithstanding anything to the contrary contained in this Section 7.3 of this Agreement, the Authority shall have no right to re -enter or retake title to and possession of any part of ,the Redevelopment Property for which a Certificate of Completion has been issued. Section 7.4. Resale of Reacquired Property; Disposition of Proceeds. Upon the revesting in the Authority of title to any parcel of the Redevelopment Property or any part thereof as provided in Section 7.3, the Authority shall have no further responsibility to the Redeveloper hereunder with respect to that or any subsequent parcel and may sell or otherwise devote said parcels to such other uses as the Authority shall in its sole discretion determine, without reimbursement of any sums paid by the Redeveloper to the Authority under this Agreement. Section 7.5. No Remedv Exclusive. No remedy herein conferred upon or reserved to the Authority or Redeveloper 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 lave 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 13 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. In order to entitle the Authority or the Redeveloper to exercise any remedy reserved to it, it shall not be necessary to give notice, other than such notice as may be required in this Article VII. Section 7.6. No Additional Waiver Implied by One Waiver. In the event any agreement contained in this Agreement should be breached by either party and thereafter waived by the other party, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other concurrent, previous or subsequent breach hereunder. Section 7.7. Agreement to Pay Attorney's Fees and Expenses. Whenever any Event of Default occurs and the City shall employ attorneys or incur other expenses for the collection of payments due or to become due or for the enforcement or performance or observance of any obligation or agreement on the part of the Redeveloper under this. Agreement, the Redeveloper agrees that it shall, within ten (10) days of written demand by the Authority, pay to the Authority the reasonable fees of such attorneys and such other expenses so incurred by the Authority. ARTICLE VIII Mortgage Financing 1 Section 8.1. Limitation Upon Encumbrances of Property. Prior to the substantial completion of the Minimum Improvements, as certified by the Authority, neither the Redeveloper nor any successor in interest to the Redevelopment Property or any part thereof shall engage in any financing or any other transaction creating any mortgage or other encumbrance or lien upon the Redevelopment Property, other than Permitted Encumbrances, whether by express agreement or operation of law, or suffer any encumbrance or lien to be made on or attach to the Redevelopment Property, other than Permitted Encumbrances, except: (a) For the purposes of obtaining funds only to the extent necessary for financing of the Minimum Improvements including, but not limited to, labor and materials, equipment, professional fees, real estate taxes, construction interest, organizational and other indirect costs of development, costs of constructing the Minimum Improvements, an allowance for contingencies, acquisition cost of the Redevelopment Property, costs of originating the Mortgage and customary financing costs. (b) Only upon the prior written approval of the Authority in accordance with Sections 8.1 and 8.2. The Authority shall not approve any Mortgage which does not contain terms that conform to the terms of Section 8.5, except as provided in Section 8.6 of this Agreement. 14 Section 8.2 Approval of Mortgage. The Authority shall approve a Mortgage if: (a) The Authority first receives a copy of all Mortgage documents. (b) The Mortgage loans, together with other funds available to the Redeveloper, Will, -in the reasonable judgment of the Authority, be sufficient to acquire the Redevelopment Property, to pay for the Site Improvements and construct the Minimum Improvements. (c) The Authority is not entitled under Section 7.2 to exercise any of the remedies set forth therein as a result of an Event of Default. (d) The Authority determines that the terms of the Mortgage conform to the terms of Section 8.5. However, the approval of a Mortgage by the Authority shall not be unreasonably withheld. Any Mortgage which is subordinated to the rights of the Authority under this Agreement may be granted in all or any part of the Redevelopment Property without the approval of the Authority. Section 8.3 Notice of Default: CoRy to Mortgagee. Whenever the Authority shall deliver any notice or demand to the Redeveloper with respect to any breach or default by the Redeveloper in its obligations or covenants under this Agreement, the Authority shall at the same time forward a copy of such notice or demand to each Holder of any Mortgage authorized by this Agreement at the last address of such Holder shown in the records of the Authority. Section 8.4 Mortgagee's Option to Cure Defaults. After any breach or default referred to in Section 8.3, each such Holder shall (insofar as the rights of the Authority are concerned) have the right, at its option, to cure or remedy such breach or default (or such breach or default to the extent that it relates to the part of the Redevelopment Property covered by its Mortgage) and to add the cost thereof to the Mortgage debt and the lien of its Mortgage; provided, however, that if the breach or default is with respect to construction of the Minimum Improvements, nothing contained in this Section or any other Section of this Agreement shall be deemed to require such Holder, either before or after foreclosure or action in lieu thereof, to undertake or continue the construction or completion of the Minimum Improvements, provided that any such Holder shall not devote the Redevelopment Property to a use inconsistent with the Redevelopment Plan or this Agreement without the agreement of the Authority. Section 8.5 Authority's Option to Cure Default on Mortgage. Any Mortgage, unless such requirement is waived by the Authority, executed by the Redeveloper with respect to the Redevelopment Property or any improvements thereon shall provide that, in the event that the Redeveloper is in default under any Mortgage authorized pursuant to this Article VIII, the Holder shall notify the Authority in writing of: 15 (a) The fact of the default. (b) The elements of the default. (c) The actions required to cure the default. If the default is an "Event of Default" under such Mortgage, which shall entitle such Holder to foreclose upon the Redevelopment Property, the Minimum Improvements or any portion thereof, and any applicable grace periods have expired, the Authority shall have, and each Mortgage executed by the Redeveloper with respect to the Redevelopment Property or any improvements thereon shall provide that the Authority shall have such an opportunity to cure the "Event of Default" within such reasonable time period as the Holder shall deem appropriate. Section 8.6 Subordination and Modification for the Benefit of Mortgagees. In order to facilitate the obtaining of financing for the construction of the Minimum Improvements, the Authority agrees that it shall agree to any reasonable modification of this Article VIII or waiver of its rights hereunder to accommodate the interests of the Holder of a Mortgage, provided, however, that the Authority determines, in its reasonable judgment, that any such modification(s) will adequately protect the legitimate interest and security of the Authority with respect to the Redevelopment Property. Section ' 8.7 Permitted Encumbrances. The following shall, be permitted encumbrances on the title to the Redevelopment Property: (a) Such encumbrances as are mutually agreed to in writing by the Authority and the Redeveloper. (b) Governmental regulations, if any affecting the use and occupancy of the Redevelopment Property and Minimum Improvements. (c) Zoning laws of the City, County and State. (d) All rights in public highways upon the land. (e) Reservations to the State, in trust for the tax districts concerned, of minerals and mineral rights in those portions of the Redevelopment Property the title to which may have at any time heretofore been forfeited to the State for nonpayment of real estate taxes. (f) The lien of unpaid special assessments, if any, not presently payable but to be paid as a part of the annual taxes to become due. V (g) The lien of unpaid real estate taxes, if any not presently payable but to be paid as a part of the annual taxes to become due. (h) A Mortgage as permitted under Section 8.2 ARTICLE IX Additional Provisions Section 9.1. Conflict of Interest; Authority Representatives Not Individually Liable. No member, official, or employee of the Authority shall have any personal interest, direct or indirect, in this Agreement, nor shall any such member, official, or employee participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership, or association in which he is, directly or indirectly, interested No member, official, or employee of the Authority shall be personally liable to the Redeveloper; or any successor in interest, in the event of any default or breach by the Authority or for any amount which may become due to the Redeveloper or successor or on any obligations under the terms of this Agreement, except in the 'case of willful misconduct. Section 9.2. Equal Empoovment Opportunity. The Redeveloper, for itself and its successors and assigns, agrees that during the construction of the Minimum Improvements provided for in this Agreement that it will comply with all applicable equal employment opportunity and non - discrimination laws, ordinances and regulations. Section 93. Provisions Not Merced With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Redevelopment Property and any such deed shall not be deemed to affect or impair the provisions and covenants of this Agreement. Section 9.4. Titles of Articles and Sections. Any titles of the several parts, articles, and sections of this Agreement are inserted for convenience of reference only and shall be disregarded in construing or interpreting any of its provisions. Section 9.5. Notices and Demands. Except as otherwise expressly provided in this Agreement, a notice, demand, or other communication under this Agreement by either party to the other shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, transmitted by facsimile, delivered by a recognized overnight courier or delivered personally; and (a) in the case of the Redeveloper, is addressed to or delivered personally to the Redeveloper at 6540 East River Road, #224, Fridley, Minnesota, 55432, Attention: Guy W. Jordan and Catherine S. Jordan; 17 e (b) in the case of the Authority, is addressed to or delivered personally to the Housing and Redevelopment Authority in and for the City of Fridley at 6431 University Avenue Northeast, Fridley, Minnesota, 55432, Attention: City Manager, or at such other address with respect to either party as that party may, from time to time designate in writing and forward to the other as provided in this Section. Section 9.6. Counterparts. This agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. Section 9.7 Termination. This Agreement shall terminate upon the Authority issuing its Certificate of Completion or in accordance with the provisions of Article VIII and the discharge of all of the Authority's and Redeveloper's other respective obligations hereunder, but no such termination shall terminate any indemnification or other rights or remedies arising hereunder due to any Event of Default which occurred and was continuing prior to such termination. IN WrT ' SS WHEREOF, the Authority has caused this Agreement to be duly executed in its name and behalf and the Redeveloper has caused this Agreement to be duly executed on or as of the date first above written. 18 Dated: HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF FRIDLEY, MINNESOTA By Its Chairman And by Its Executive Director STATE OF MINNESOTA ) ' ) ss. COUNTY OF ANOKA ) On this day of , 1998 before me, a notary public within and for Anoka County, • personally appeared and to me personally known who by me duly sworn, did say that they are the Chairman and Executive Director of the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a public body corporate and politic organized under the laws of the State of Minnesota, and acknowledged the foregoing instrument on behalf of said Authority. Notary Public Authority Signature Page -- Redevelopment Contract 19 Dated: Guy W. Jordan Catherine S. Jordan STATE OF MINNESOTA ) ) ss. COUNTY OF ANOKA ) On this day of , 1998 before me, a notary public within and for County, personally appeared Guy W. Jordan and Catherine S. Jordan, to me known to be the persons described in and who executed the foregoing instrument and acknowledged that they executed the same as their free act and deed. Notary Public Redeveloper Signature Page -- Contract for Private Redevelopment G :IWTDATATMDLEY\25VORDANIDOCSOEV AGRDOC 20 e SCHEDULE A DESCRIPTION OF REDEVELOPMENT PROPERTY Lots 47 and 48, Block "H" Riverview Heights, Anoka County, Minnesota, according to the plat thereof on file and of record in the office of the Register of Deeds in and for said County and State D Lots Forty -nine (49) and_ Fifty (50), Block "H ", Riverview Heights, Anoka County, Minnesota, according to the plat thereof on file and of record in the office of the Register of Deeds in and for said County and State. 21 SCHEDULE B REDEVELOPMENT PROPERTY DEED THIS INDENTURE, made this day of , 1998, between the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a body corporate and politic under the laws of the State of Minnesota (the "Grantor "), and Guy W. Jordan and Catherine S. Jordan (the "Grantee "). WTTNESSETH, that Grantor, in consideration of the sum of One Dollar ($1.00) and other good and valuable consideration the receipt whereof is hereby acknowledged, does hereby convey and quit claim to the Grantee, its successors and assigns forever, all the tract or parcel of land lying and.being in the County of Anoka and State of Minnesota described as follows: See Exhibit 1 Attached together with all hereditament and appurtenances belonging thereto, Grantor covenants and represents that Grantee has committed to construct certain improvements and Grantor has a right of re- entry in accordance with Sections 4.2 and 7.3 respectively of the Contract for Private Redevelopment By and Between the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota and Guy W. Jordan and Catherine S. Jordan dated 19 . The completion of the improvements and the release of the right of re -entry shall be evidenced by the recording of the Certificate of Completion and Release of Forfeiture attached as Exhibit 2 to this deed. The Grantor certifies that the Grantor does not know of any wells on described real property. IN WITNESS WHEREOF, the Grantor has caused this deed to be duly executed in its behalf by its Chairman and its Executive Director the day an year written above. HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF FRIDLEY, MINNESOTA By Its Chairman And by Its Executive Director STATE OF MINNESOTA ) ss. COUNTY OF ANOKA ) On this day of , 199_ before me, a notary public within and for Anoka County, personally appeared and to me personally known who by me duly sworn, did say that they are the Chairman and Executive Director of the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a body corporate and politic under the laws of the State of Minnesota, and acknowledged the foregoing instrument on behalf of said Authority. This instrument was drafted by: James R Casserly, Esq. Krass Monroe, P.A. Suite 1100 Southpoint Office Center 1650 West 82nd Street Minneapolis, MN 55431 (612) 885 -1296 Notary Public 23 SCHEDULE C CERTIFICATE OF COMPLETION AND RELEASE OF FORFEITURE WHEREAS, the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a body corporate and politic under the laws of the State of Minnesota (the "Grantor "), by a Deed recorded in the Office of the County Recorder or the Registrar of Titles in and for the County of Anoka and State of Minnesota, as Deed Document Number(s) and , respectively, has conveyed to Guy W. Jordan and Catherine S. Jordan (the "Grantee "), the following described land in County of Anoka and State of Minnesota, to -wit: See Exhibit 1 Attached WHEREAS, said Deed contained certain covenants and restrictions, -the breach of which by Grantee, its successors and assigns, would result in a forfeiture and right of re -entry by Grantor, its successors and assigns, said covenants and restrictions being set forth in 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 have been performed by the Grantee therein and that the provisions for forfeiture of title and right to re -entry for breach of condition subsequent by the Grantor therein is hereby released absolutely and forever insofar is it applies to the land described herein, and the County Recorder or the Registrar of Titles in and for the County of Anoka and State of Minnesota is hereby authorized to accept for recording and to record this instrument, and the filing of this instrument shall be a conclusive determination of the satisfactory termination of the covenants and conditions of the contract referred to in said Deed, the breach of which would result in a forfeiture and right of re -entry. 24 Dated: , 199, HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF FRIDLEY, MINNESOTA Its Chairman And by A Its Executive Director STATE OF MINNESOTA ) ss. COUNTY OF ANOKA ) On this day of , 199_ before me, a notary public within and for Anoka County, personally appeared and to me personally known who by me duly sworn, did say that they are the Chairman and Executive Director of the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a body corporate and politic under the laws of the State of Minnesota, and acknowledged the foregoing instrument on behalf of said Authority. Notary Public 25 EXHIBIT 1 LEGAL DESCRIPTION OF REDEVELOPMENT PROPERTY SCHEDULE D HOUSING DESIGN AND SITE DEVELOPMENT CRITERIA The Housing Replacement Program is a new construction program. For purposes of this program "new construction" means conventional, on -site, stick -built construction. Moved -in homes or manufactured housing (e.g. mobile homes) are not acceptable. The homes must be constructed according to applicable building and zoning codes. In addition, all homes shall conform to the design guidelines described below. The guidelines have been created so that the new homes enhance the appearance of the neighborhood. It should be emphasized that these are minimum standards. Staff shall review all building, grading and drainage plans prior to HRA approval. 1. Only single - family, detached dwellings, may be constructed. A covered entry to the dwelling is desirable. 2. A minimum of two bedrooms are required (on the same floor). Three and four bedroom homes are desirable. 3. A minimum of one full bath and one -half bath is required. 4. A two (2) car attached garage is required. A hard surfaced driveway (asphalt or concrete) is required. 5. Exterior materials should be low maintenance, such as steel, vinyl or aluminum siding. Cedar siding is also acceptable. Brick facing and other architectural ornamentation is desirable. Hardboard siding is not acceptable. 6. The house building lines, roof lines, door and window placement shall be used to minimize blank wall mass, and orientation to the street must present a balanced and pleasing view from all sides. All sites be fully landscaped upon completion of the project and should include both sod installation and placement of plants and shrubs. Existing trees shall be preserved whenever possible. Care should be taken to preserve existing root systems. A tree wrap, with'board reinforcement shall be used on trees directly adjacent to active grading and construction. Utility meters shall be screened from street view; locations must be specified on plans. All air conditioning units must be located in the rear yard or screened in the side -yard. Designs which emphasize front porches, covered entries, brick facing, architectural ornamentation or unique garage orientation are strongly encouraged. 27 MEMORANDUM HOUSING REDEVELOPMENT AUTHORITY DATE: July 29, 1998 Q� TO: William W. Bums, Executive Director of HRA Al FROM: Barbara Dacy, Community Development Director SUBJECT: Consider Resolution Authorizing Execution of a Contract for Private Redevelopment, Duke Construction Limited Partnership Background After the Authority's Emergency Meeting on June 26, 1998, Duke Construction requested that the Authority consider a purchase agreement for an extended hotel facility on the eight acre portion of the Fridley Executive Center site. Dave Jellision from Duke Construction had been meeting with representatives for the °Staybridge Hotel" for several weeks and was about to bring a proposal to the Authority. John Livingston, the representative of the Staybridge Hotel contacted staff directly as well in early July and wanted the ability to qualify the site for a franchise with the Holiday Inn Corporation. In order to make a application for a franchise, a purchase agreement is required. After consulting with legal counsel, staff advised Duke Construction that such a proposal could be entertained by the Authority with appropriate contingencies to preserve the negotiations with Medtronic. Staff advised Duke and its attorney to prepare the document (which is modeled on the contract with MEPC for the one story building) and to submit it for our review. Analysis The first draft of the contract was received on Tuesday, July 28. As of the writing of this memo, staff has not concluded the review of the proposed contract. 0 Resolution Authorizing Execution of a Contract for Private Redevelopment Page 2 July 29, 1998 In general, the contract would require the Authority to sell approximately 3.5 acres to Duke Construction in order for them to sell to a third party, in this case being Cognoscenti Limited Liability. This company would then construct a 119 unit extended stay hotel facility. The purchase price Duke would pay the Authority would equate to 75 percent of the market value based on an independent appraisal. This purchase price is the same approach that was included for this part of the Executive Center site in the contract for Exclusive Negotiations with MEPC. The Authority would be required to deliver the deed by 120 days on the date of the agreement, or approximately the beginning of February. The contract also proposes that the Authority shall not have entered into a binding written agreement for the sale of the property to Medtronic Corporation, prior to November 30, 1998. The Authority must also conduct a public hearing on the sale of the property prior to October 30, 1998. In addition, they want to be exempt from any assessments for street light installation. At Thursday's meeting staff will be prepared with a detailed recommendation as to changes to the Contract and will have had time to negotiate those with Duke Construction. In the mean time, the Contract as now written is not acceptable. If required, the resolution will be distributed at the meeting. The full copy of the Contract is on the packet and was too lengthy for the agenda. BD \jt Enclosure M -98 -168 EMA • Qp (I� �� � w �.. t DATE: July 29, 1998 MEMORANDUM HOUSING REDEVELOPMENT AUTHORITY TO: William W. Bums, Executive Director of HRA 0 & FROM: Barbara Dacy, Community Development Director SUBJECT: Consider Contract to Paint Decorative Lights Background The double ball decorative lights were installed as part of redevelopment projects on Mississippi Street (Tax Increment District #1), East Moore Lake Drive (Tax Increment District #2) and on the Viron Road /Highway 65 East Frontage Road at the Southeast comer of Osborne Road and Highway 65. All three of these projects were completed between 1990 and 1992. All of the standards have faded and have lost the original luster. New decorative lights will be installed as part of the 57' Avenue project. The vendor for the lights, Ridgedale Electric, was contacted to provide an estimate to repaint the older fixtures so that the appearance of all of the decorative fixtures is improved. Staff was concerned that the appearance of the new lights on 5r Avenue will be so attractive, they will detract of the appearance from the appearance of the remaining lights in other areas. Analysis The estimate provided by the vendor is $7,290. This would pay for the painting of 81 fixtures to the original bronze color, and would match the bronze color of lights on 57' Avenue. This was not a budgeted expense in the 1998 budget; however, given the recent emphasis on improving the appearance of Fridley, it made sense to at least make the request and discuss it with the Authority. The cost for this item are eligible tax increment expenses for Tax Increment Districts #1 and #2. 5. Decorative Lights Page 2 July 29, 1998 The 1998 HRA budget allocated $4,500 for replacement of decorative lights, and $10,500 to replace some of the trees in the municipal center plaza area. Historically, these expenditures have not been made, so the painting costs could be accommodated in this area of the budget. Recommendation Staff recommends the Authority authorize staff to contract for the painting of 81 light fixtures, in an amount not to exceed $7,290. BD\jt Enclosure M -98 -167 5A HRA OPERATING BUDGET 1997 ACCOUNT DESCRIPTION BUDGET LAKE POINTE WATER CHARGES BUDGET 1998 PERCENT 1998 INCREASE/ BUDGET (DECREASE) 3,000 3,500 4340 SRVS CONTRACTED NON -PROF 31,750 33,150 4 LEVEL TEXT TEXT AMT 1 COURIER SERVICE 250 LAKE POINTE MAINTENANCE SERVICE 22,400 FRANK'S LAWN MAINTENANCE 500 LAKEPOINTE SPRINKLER MAINTENANCE 10,000 33,150, 4341 RENTALS 4346 MISCELLANEOUS 125,121 128,120 2 LEVEL TEXT TEXT AMT 1 MCGLYNNfS PAY AS YOU GO EXPENSE 95,916 PFW /OSBORNE CROSSING PAY AS YOU GO EXPENSE 9,286 SCOTT LUND PAY AS YOU GO EXPENSE 6,178 BOB SCHROER /EAST RANCH ESTATES PAY AS YOU GO 16,740 128,120 4350 PAYMENTS TO OTHER GOVTS 315,827 322,915 2 LEVEL TEXT TEXT AMT 1 SCHOOL DISTRICT REFUNDS 322,915 322,915 ------ -- - - -- ---- ' OTHER SERVICES 8 CHARGES 812,402 -- - - - --- ------- 733,778 - - - - -- 10- 4510 LAND 651,000 651,000 LEVEL TEXT TEXT AMT 1 ADDITIONAL PAYMENT FOR CHERRYWOOD APT APPEAL '651,000 651,000 4530 IMPS OTHER THAN BUILDING 158000 281,000 .1,773 LEVEL TEXT TEXT AMT 1 PLAZA TREE REPLACEMENT 10,500 REPLACEMENT DECORATIVE LIGHTS 4,500 57TH AVENUE PROJECT 86,000 HWY 65 IMPROVEMENTS 180,000 281,000 ------ - - - - -- ------ CAPITAL OUTLAY 666,000 - - - - -- ------- 932,000 - - - - -- 40 *• AREA WIDE 1,729,673 1,924,567 11 **' AREA WIDE 1,729,673 1,924,567 11 5B MEMORANDUM HOUSING REDEVELOPMENT AUTHORITY DATE: July 31, 1998 TO: William Bums, Executive Director of HRA j� FROM: Barbara Dacy, Community Development Director Grant Femelius, Housing Coordinator SUBJECT: Resolution Adopting HRA Tax Levy for Taxes Payable in 1999 This is the 31d year that the HRA will levy taxes to help support its housing program efforts. Although the levy is not dedicated for a specific purpose, over the last two years it has been used to help repay the $1.5 million loan from the City. The original loan helped capitalize the HRA's revolving home improvement loan fund. Under State law, the HRA can levy a tax up to .0144% of the market value of all taxable real property in the City. In 1997, the HRA received $166,155 in tax levy revenue. In 1998, the HRA was projected to receive $176,952. The 1' half payment for 1998 was $89,706. Staff is in the process of researching the tax levy projections for 1999 and will have more information at the August 60' HRA meeting. So far, the HRA has paid $143,332.92 back to the City. The next installment of $71,666.46 is due on August 1, 1998 leaving a principal balance of $1,394,916.78. Two more installments will be due in 1999 totaling $143,332.92. The loan will be paid off in February 2012. In order to levy a tax for 1999, the HRA must adopt.the attached resolution at the August 6' meeting. The City Council must adopt a similar resolution at their August 24' meeting consenting to the HRA's tax levy. L•J Resolution Adopting HRA Tax Levy for Taxes Payable in 1999 Page 2 July 29, 1999 I U-71011 11 W I I- •� Staff recommends that the HRA adopt the attached resolution adopting a 1998 tax levy for taxes collectible in 1999. M -98 -169 07%29/98 WED 14:57 FAX 612 885 5969 BRASS MONROE 003 HRA RESOLUTION NO. 1998 A RESOLUTION ADOPTING A 1998 TAX LEVY COLLECTIBLE IN 1999 BE IT RESOLVED by the Board of Commissioners (the "Commissioners ") of the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota (the "Authority") as follows: ' Section 1. Recitals. 1.01, The Authority is authorized by Minnesota Statutes Section 469.033 to adopt a levy on all taxable property within its area of operation, which is the City of Fridley, Minnesota (the "City") 1.02. The Authority is authorized to use the amounts collected by the levy for the purposes of Minnesota Statutes Sections 469.001 to 469.047 (the "General Levy "). Section 2. Fes. 2.01. The Authority hereby finds that it is necessary and in the best interests of the City and the Authority to adopt the General Levy to provide funds necessary to accomplish the goals of the Authority and in furtherance of its Modified Redevelopment Plan. Section 3. Adoption of General Lew, 3.01. The following sums of money are hereby levied for the current year, collectible in 1999, upon the taxable property of the City for the purposes of the General Levy described in Section 1.02 above: Total General Levy: .0144% of Taxable Market Value Amount: Maximum Allowed by Law -• In 07/29/98 WED 14:57 FAX 612 885 5969 KRASS MONROE [a00-4 Page 2 — Resolution No. Section 4. Report to City and Filing of Levies. 4.01. The executive director of the Authority is hereby instructed to transmit a certified copy of this Resolution to the City Council for its consent to the General Levy. 4.02. After the City Council has consented by resolution to the General Levy, the executive director of the Authority is hereby instructed to transmit a certified copy of this Resolution to the county auditor of Anoka County, Minnesota. PASSED AND ADOPTED BY THE FRIDLEY HOUSING AND REDEVELOPMENT AUTHORITY OF THE CITY OF FRIDLEY THIS DAY OF ,1998. LAWRENCE R COM ERS - CHAIRPERSON ATTEST: WILLIAM W. BURNS - EXECUTIVE DIRECTOR 0:1WPDATAIFIF=UWQ5%M Ur#-1VXXMMtA RBS0=0N.D0C 6C :07/29/98 WED 14:57 FAX 612 885 5969 KRASS MONROE 05/17/97 [REVISOR ] JMR /CA CCRHF2163 1 turned over to the city, and shall be expended only for the 2 purposes of sections 469.001 to 469.047. It shall be paid out 3 upon vouchers signed by the chair of the authority or an 4 authorized representative. The amount of the levy shall be an 5 amount approved by the governing body of the city, but shall not 6 exceed 878131 0.0144 percent of taxable market value. The 7 authority- may- ikevr- an- additionni- levy7- not -to- exceed- 8.8813. 8 percent -of- taxable- market - vainer- to -be- used -to- defray- eeate -ce 9 providing- informationni- service - and - relocation- asaistanee -as -met 10 forth -in- section- 469. - 8137- anbdivision -1- The authority shall 11 each year formulate and file a budget in accordance with the 12 budget procedure of the city in the same manner as required of 13 executive departments of the city or, if no budgets are required 14 to be filed, by August I. The amount of the tax levy for the ' 15 following year shall be based on that budget. 16 Sec. 44. Minnesota Statutes 1996, section 469.040, 17 subdivision 3, is amended to read: 18 Subd. 3. [STATEMENT FILED WITH ASSESSOR; PERCENTAGE TAX ON 19 RENTALS.] Notwithstanding the provisions of subdivision 1, after 20 a housing project or a housing development project carried on 21 under sections 469.016 to 469.026 has become occupied, in whole 22 or in part, an authority shall file with the assessor, on or 23 before April 15 of each year, a statement of the aggregate 24 shelter rentals of that project collected during the preceding 25 calendar year. Unless a greater amount has been agreed upon 26 between the authority and the governing body or bodies for which 27 the authority was created, in whose jurisdiction the project is 28 located, five percent o! the aggregate shelter rentals shall be 29 charged to the authority as a service charge for the services 30 and facilities to be furnished with respect to that project. 31 The service charge shall be collected from the authority in the 32 manner provided by law for the assessment and collection of 33 taxes. The amount so collected shall be distributed to the 34 several taxing bodies in the.same proportion as the tax rate of 35 each bears to the total tax rate of those taxing bodies. The 36 governing body or bodies for which the authority has been Article 2 Section 44 102 (a 006 Loan From City of Fridley Debt Service Schedule Fund =386 1,500,000.00 08/01/97 34,166.46 37,500.00 71,666.46 1,465,833.54 02/01198 35,020.62 36,645.84 71,666.46 1,430,812.92 08/01/98 35,896.14 35,770.32 71,666.46 1,394,916.78 02/01 /99 36,793.54 34,872.92 71,666.46 1,358,123.24 08/01/99 37,713.38 33,953.08 71,666.46 1,320,409.86 02/01/00 38,656.21 33,010.25 71,666.46 1,281,753.64 08/01/00 39,622.62 32,043.84 71,666.46 1,242,131.02 02/01/01 40,613.19 31,053.28 71,666.46 1,201,517.84 08/01/01 41,628.52 30,037.95 71,666.46 1,159,889.32 02/01102 42,669.23 28,997.23 71,666.46 1,117,220.09 08/01/02 43,735.96 27,930.50 71,666.46 1,073,484.13 02/01/03 44,829.36 26,837.10 71,666.46 1,028,654.78 08/01/03 45,950.09 25,716.37 71,666.46 982,704.68 02/01/04 47,098.84 24,567.62 71,666.46 935,605.84 08/01104 48,276.32 23,390.15 71,666.46 887,329.53 02/01/05 49,483.22 22,183.24 71,666.46 837,846.30 08/01 /05 50,720.30 20,946.16 71,666.46 787,126.00 02/01/06 51,988.31 19,678.15 71,666.46 735,137.69 08/01/06 53,288.02 18,378.44 71,666.46 681,849.67 02/01/07 54,620.22 17,046.24 71,666.46 627,229.45 08/01/07 55,985.72 15,680.74 71,666.46 571,243.72 02/01/08 57,385.37 14,281.09 71,666.46 513,858.36 08/01/08 58,820.00 12,846.46 71,666.46 455,038.35 02/01 /09 60,290.50 11,375.96 71,666.46 394,747.85 08/01/09 61,797.76 9,868.70 71,666.46 332,950.09 02/01110 63,342.71 8,323.75 71,666.46 269,607.38 08/01/10 64,926.28 6,740.18 71,666.46 204,681.10 02/01/11 66,549.43 5,117.03 71,666.46 138,131.67 08/01/11 68,213.17 3,453.29 71,666.46 69,918.50 02/01/12 69,918.50 1,747.96 71,666.46 0.00 TOTAL 1,500,000.00 649,993.83 2,149,993.83 Payments are made twice a year = Feb 1 and Aug 1. Payable to: City of Fridley There are NO Required Reserves. Code as follows: 1,500,000 Principal Principal: 386 -0000- 255-0000: $ 5.0% Interest Rate Interest: 386 - 0000 - 4Z5-4610: $ 15 Amortization Term (years) Desc: 1.5 million loan from city The HRA began to levy with pay 97. The annual amount of the levy should be about $150,000. This money is earmarked to pay off the $1,500,000 loan from the city. In about 15 years, there will be a $1,500,000 loans outstanding that wWII keep lending out File :1EXDATAWRA %TIFPRCUXDEBTSERV /Fund = 388 611/1998 Details 6E Support for 1EXDATAW RA\TIFPROBMDEBTSERV/Debtsum.xis This is not Rnked to anything. MEMORANDUM HOUSING AND REDEVELOPMENT AUTHORITY DATE: July 31, 1998 TO: William Bums, Executive Director of HRA 4�- FROM: Barbara Dacy, Community Development Director Grant Femelius, Housing Coordinator SUBJECT: Gateway East Update This is to provide an update on the status of the Gateway East redevelopment project at the northeast comer of 5r Avenue and University Avenue. JR's Automotive The acquisition of the JR's Automotive site was completed on June 26, 1998. Over the course of the next few months staff will be working with our environmental consultant to address any contamination issues on the property. Both phase I and II environmental assessments have been done on the site and it appears there is minimal contamination. The seller, Icena Schur has signed an agreement valid until May 1999 to cover the first $1,000 of clean -up cost, with the balance to be covered by the Minnesota Petro Fund. Staff has also been in the process of evaluating the duplex at 353 - 571' Avenue. The owner has not been contacted yet due to pending legal issues regarding the acquisition. On June 20, 1998 we met with John Baker from the law firm of Greene Espel concerning these issues. Baker explained that many cities -are under increasing scrutiny from affordable housing groups when undertaking projects that remove affordable housing. The test in many cases has nothing to with the city's intentions, but the outcome and what type of units are built and who lives in them. 7 Gateway East Memo July 31, 1998 Page 2 In Baker's opinion the best way to avert a legal challenge is to either preserve the existing units (move and rehab) or produce new units. In either case, the units should be made affordable to result in no "net" loss of units. More importantly, the decision to move and rehab or build new should be made as part of the larger decision to cant' out the Gateway East project. This strategy demonstrates the intent of preserving affordable housing at the start of the redevelopment project, as opposed to an afterthought. Staff is currently evaluating the feasibility of moving the duplex off-site to a nearby vacant lot on 4d' St. Should this prove to be cost- prohibitive, staff will investigate the possibility of building new units elsewhere. Regardless of the route, our legal counsel has suggested that we commit to a plan up front. Vacant Lots There are The two vacant properties have been appraised and staff is in the process of contacting the owners to begin negotiations. Staff has had discussions with Anoka County on one of the vacant sites (site between JR's and the duplex) which went tax forfeit this spring. The property is now in the one year redemption period which allows the previous owner to pay the back taxes and regain title. The redemption period ends in May of 1999. In the meantime, the County will establish the value of the site, probably in August of this year. The HRA will have to wait until the redemption period has ended to acquire the site. Two weeks ago, staff was contacted by the former owner of the tax forfeit property about a proposal to construct a four unit town home project on his site. It is not clear if this is a bona fide development proposal or a negotiations tactic, however the property has been appraised and staff is ready to negotiate within HRA guidelines. It might be possible to acquire the site sooner if the previous owner is willing to cooperate. The other vacant lot is owned by Valvoline Rapid Oil. This site has also been appraised and staff is in the process of making the appropriate contacts at the corporate office to begin negotiations. 7A Gateway East Memo July 31, 1998 Page 3 Pawn Shop Holiday Companies current lease with Cash `n' Pawn runs through November of this year. In the event that the site becomes vacant after that date, staff has informed Holiday of our interest in possibly acquiring the site. Site Plans Mark Koegler from the Hoisington Koegler has prepared several preliminary site plans for the project. The sites plans range from 14 to 22 units of owner - occupied housing. Copies of the preliminary site plans are attached and staff is working with Koegler to make several changes to the plans and provide eleva- tions to show what the units might look like. Staff has reviewed the sites plans and believes that Plan D may have the best potential. At this point we have not identified a price range for the units, nor has any financial analysis been done to evaluate potential project costs. Council Conference Meeting At their July 20, 1998 conference meeting, the Council was very supportive of the project and efforts made so far. The Council reaffirmed previous comments that the Gateway East project is a priority and should act as primer for redevelopment of the area, including the Frank's Used Car site. Next Steps Unless otherwise directed, staff will continue to work aggressively on this project and will focus on accomplishing the following activities by the end of this year: 1. Resolve legal issues on the pawn shop and duplex and begin negotiations to acquire those sites in a timely fashion. It will also be necessary to hire a relocation consultant. 2. Work with Mark Koegler to revise the proposed site plans and review them with the Council, HRA, and Planning Commission probably in August of this year. 3. Tour comparable developments in metro area to identify key features that should be incorporated into the Gateway East project. 4. Complete financial analysis, including project costs, tax increment Gateway East Memo July 31, 1998 Page 4 5. Conduct neighborhood meeting to review the project, concept plans and implementation time frame. 6. Develop request for proposals and solicit potential developers. Selection of a developer could occur by November of this year. Establish tax increment financing district, including Council and HRA approvals in the first quarter of 1999. Attached is a matrix outlining the full development implementation schedule. Please let us know if you have any questions. Attachment M -98 -165 7C 6 I 0 � Q z m a a p a' w U a � 9 p Q e v I p p p p WOOD Ob em an 1 3 z 4 O s o 0 57 1/2 Avenue N.E. 0 M3 am 57th Avenue N. E. 57th Place Gateway East N0RTH� 0 60 100 7D 57th Ave. N.E. & University Ave. N.E. Option A UW Fridley, Minnesota 14 Units HoWngton Koegler Group Inc. QtptlA .Wutlow tw LeA Pl�oolot a� 1�I.n w z v u a �N it 0 0 9 0 8 iol 0� 8 1 ! l 57 1/2 Avenue N.E. 0 57th Place Gateway East 57th Avenue N. E. NORTR 0 yD too 57th Ave. N.E. &University Ave. N.E. Option B ►'n• : m�v�im.;�oa_.e,.,..tr.0 iO Fridley, Minnesota 7/04`00 20 Units Hoisington hoegler Group Inc. Crattw &do too. far t.4 Planntn, oe4 Dal,n 9d z m� q d d ..r w F. d P. A a a 9 a 3 i0 I I I 57 1/2 Avenue N.E. 9 I . II 15 Iz -V K 16 11 im- Zo Z� zz �w z d 0 W 57th Place �, ®® Gateway East 57th Avenue N. E.' - N 0 B T H3� 0 50 loo Projod Nome.n Yd-aB � . 57th Ave. N.E. & University Ave. N.E. Option C PW N.m.�l��►.1�1.���- .��.>,..��W Doty 7/05/73 Fridley, Minnesota 22 Units 11oisington Koegler Group Inc Ccgtin Qolatloa. for lead and Dadip w z 0 a a c' w iM 9 IZ 57 1/2 Avenue N.E. tt A ,II v 21 w z d 1n 57th Place U Q ® Z4 8 oonpaa QIl a Lm. Gateway East 57th Avenue N. E. 6=mmmi NORre p bu luo Profaal Numem: tltl -4tl 57th Ave. N.E. & University Ave. N.E. Option D P-. EIm:Y:\PNd1eP \YII -4OXA W,LI ®B 7G tl.- ,ie8i9S Fridley, innesota _. ----- y'' - - -' 24 Units C-U- � °4m. - t mle�8 1a pd;; MEMORANDUM HOUSING REDEVELOPMENT AUTHORITY DATE: July 31, 1998 /�, TO: William Bums, Executive Director of HRA AA FROM: Barbara Dacy, Community Development Director Grant Femelius, Housing Coordinator SUBJECT: Update on 621 Lafayette Street At the July 2, 1998 HRA meeting staff presented a recommendation to acquire this property under the scattered site program. The purpose of the acquisition was to combine the site with the vacant lot at 611 Lafayette St. and create a buildable lot. Although, the structure was small (400 s.f. with one bedroom) it was in good condition. The HRA expressed reservations about acquiring the property due to its condition and tabled the item. In lieu of acquisition, the HRA directed staff to contact the adjoining property owners to determine if they had any interest in purchasing the vacant lot at 611 Lafayette St. Ramona Nickells, owner of 621 Lafayette St., has since moved to Duluth and has her, house up sale. She is not interested in buying the vacant piece. Staff is in the process of contacting the owner to the east about buying the lot. No action is needed by the HRA at this time. M -98 -164 Fridley HRA Monthly Housing Program Summary August 6, 1998 1. Loan Origination Report Covers the loans and grants issued in 1998, through 7- 27 -98. This report shows activity both city -wide and in the Hyde Park neighborhood. 2. Loan Servicing Report Covers HRA funded loans only. Report summarizes all of the loans being serviced (including prior years) by the Community Reinvestment Fund (CRF) for the most recent reporting period, 6- 30 -98. 3. Delinquent Loan Report (see attached memo) Report shows the number of loans that are considered delinquent. There are four categories (1 month, 1 -2 months, 2 -3 months, over 3 months). The report also shows the total amount of delinquent payments along with the total loan principal outstanding. Report covers activity through 6- 30 -98. 4. Other Information None Monthly Housing Report Cover (3 -5-98 HRA) LOAN ORIGINATION REPORT Month Ending Jul -98 Total $ 335.702.97 22 $ - $ 38,044.00 3 $ 373,746.97 25 Hyde Park Loans and Grants HRA MHFA COW / HOME Date . Type of Name Address Loans Loans Grants Total Closed ram Kroone 5933 Main St. NE $ 9,277.18 1 $ - $ $ 9277.18 1 623198 Single - family 5% Loan $ 344,980.15 23 $ $ 38,044.00 3 $ 383,024.15 26 1989 (JUL) LOAN ACTMTY REPORT LOJL • JULY 108 TrAm HRA MHFA CDBG / HOME Date Type of I Hama Address I Loans Loans Grants Total I Closed F"perty Program Reinedc 143 - Horizon Circle $ 23.978.00 1 S $ S 23.978.00 1 127/98 Single - family 5% Loan Flan 6558 Oakley SL $ 8,800.00 1 $ - $ S 8,800.00 1 3/17188 Single famGy 5% Loan Mahoney 261-67th Ave. NE $ - $ $13,383.00 1 $ 13,383.00 1 319198 Singiedamly CDBG Grant Esker 6380 Starlte Blvd. $ $ $ 9,621.00 1 $ 9,621.00 1 1/16/98 Single family CDBG Grant Mardniak 601 - 58th Ave. NE $ $ - $15.040.00 1 $ 15,040.00 1 328/98 Single- family CDBG Grant Harlander 136 - River Edge Way $ 25,000.00 1 S $ $ 25,000.00 1 421/98 Single -family 5% Loan Van Auken 1475 - 73rd Ave. NE $ 6,000.00 1 $ 3, - $ 6.000.00 1 423198 Single - famly 5% Loan Mardniak 617 - Hugo SL NE $ 4,922.86 1 S $ $ 4,922.86 1 5/5198 Single tannly 5% Loan Hinrichs 7355 Hayes SL NE $ 3,900.00 1 S - $ $ 3,900.00 1 WM Single -family 59% Loan Dirim SW - Ironton SL NE $ 2,400.00 1 $ $ - $ 2.400.00 1 515198 Stngledamly 5% Loan Dougherty 7420 Concerto Curare $ 16,118.19 1 $ - $ S 16,118.18 1 5/12198 Single tamily 5% Loan Raley 1828 Gardena Ave. NE $ 91900.00 1 S - $ - $ 9,900.00 1 6J19/98 Single- tamity, 5% Loan Nelson 7530 Tempo Terr. $ 13,35525 1 $ $ $ 13,35525 1 5/19/88 Stngle-f rely 5% Loan Zelerrek 7528 - 4th SL NE $ 7,500.00 1 S - S - S 7,500.00 1 sfim Single-family, 5% Loan Kok 6517 MdQrdey SL NE S 23.077.00 1 $ - $ - $ 23.077.00 1 5119M Sing!"mily 5% Loan Miller 591 - Dover SL NE S 25,000.00 1 $ $ $ 25,000.00 1 528/88 ShfOkunly 5% Loan Smuh 4610 2 -12 SL NE $ 12,400.00 1 S $ - $ 12.400.00 1 6aM Single •family 5% Loan Guru 117 -Alden Circle $ 25,000.00 1 $ $ - $ 25,000.00 1 62188 SingleAun y 51/6 Loan Cannon 6750 Monme St. NE $ 23,287.73 1 $ $ - $ 23,287.73 1 6/9198 Single-family 5% loan Borman 120 River Edge Way $ 23.923.94 1 $ $ $ 23.923.94 1 6/9198 Single - famly 5% Loan Maki 7341 Concerto Curve $ 3,775.00 1 $ $ $ 3,775.00 1 6/30/98 Single -family 5% Loan Har f 1311 - Creek Park Ln. $ 20,000.00 1 $ $ $ 20,000.00 1 6/30!98 Single- farmly 6% Loan Issue 600 - Hugo SL $ 24,425.00 1 $ $ $ 24,425.00 1 721/98 Single- farmiy 5% Loan Peterson 6757 Washington SL $ 10,000.00 1 $ $ S 10,000.00 1 721/98 Single -tamly 5% Loan Nelson 250 - 61st Ave. $ 22.940.00 1 $ $ $ 22,940.00 1 7/x1/98 Single -family 5% Loan Total $ 335.702.97 22 $ - $ 38,044.00 3 $ 373,746.97 25 Hyde Park Loans and Grants HRA MHFA COW / HOME Date . Type of Name Address Loans Loans Grants Total Closed ram Kroone 5933 Main St. NE $ 9,277.18 1 $ - $ $ 9277.18 1 623198 Single - family 5% Loan $ 344,980.15 23 $ $ 38,044.00 3 $ 383,024.15 26 1989 (JUL) LOAN ACTMTY REPORT LOJL • JULY 108 TrAm s ' s LOAN SERVICING REPORT Month Ending June 1998 Installment Loans Number of Loans in Portfolio 167 Principal Payments $ 34,831.00 Interest Payments $ 8,176.40 Late Fees $ - $ 43,007.40 Ending Principal Balance 1 $ 1,926,163.46 Deferred Loans Number of Loans in Portfolio 24 Principal Payments $ 36.67 Interest Payments $ 1.53 Late Fees $ - $ 38.20 Ending Principal Balance $ 125,123.08 Totals Total Loans in Portfolio 191 Principal Paid $ 34,867.67 Interest Paid $ 8,177.93 Late Fees Paid $ - $ 43, 045.60 CRF Monthly Servicing Fee $ 831.00 NET FUNDS RECEIVED $ 42,214.60 TOTAL OUTSTANDING LOAN PRINCIPAL 1 $ 2,051,286.54 1998 (JUL) LOAN ACTIVITY REPORT LSR - JUN 1998 7/28/98 Fridley Loan Program Loan Delinquencies 6/30/98 Number of Loans (189) Total Monthly Payments Outstanding Principal' 10 3 1 6 $ 2,219.70 $ 1,045.45 $ 667.17 $ 3,429.98 $102,280.99 $ 42,128.33 $15,689.07 $ 52,943.61 % of Portfolio 5.0% 2.1% 0.8% 2.6% File: DELINQUENCY REPORT (1 -98) Worksheet LOAN DELIQUENCIES Date: 7/28198 7/28198 1 to 2 2 to 3 Over 3 Loan Data 1 Month Months Months Months Number of Loans (189) Total Monthly Payments Outstanding Principal' 10 3 1 6 $ 2,219.70 $ 1,045.45 $ 667.17 $ 3,429.98 $102,280.99 $ 42,128.33 $15,689.07 $ 52,943.61 % of Portfolio 5.0% 2.1% 0.8% 2.6% File: DELINQUENCY REPORT (1 -98) Worksheet LOAN DELIQUENCIES Date: 7/28198 7/28198 DATE: July 29, 1998 MEMORANDUM HOUSING FI-My -11 REDEVELOPMENT AUTHORITY TO: William W. Bums, Executive Director of the HRA FROM: Barbara Dacy, Community Development Director SUBJECT: Comprehensive Plan Update The City Council at its July 27, 1998, meeting approved a contract to hire Hoisington Koegler, Inc., to complete the City's Comprehensive Plan. A significant amount of work with the plan will involve the Authority since redevelopment and in fill projects (Gateway East and Hyde Park) are a key part of the City's goals. I have attached a copy of the proposal and work program. As the City moves through the planning process there may be discussion items on upcoming agendas to insure that the Authority has the appropriate amount of input into the planning process. No action is needed on this item. BD\jt Enclosure M -98 -166 Key Project Personnel City Staff Other Agencies Plan Overview MarkKoeg/er Brad Scheib Mary Bujo /d Land Use Mark Koeg/er Fred Ho /s/ngton Todd Ha/unen Yera Westrum Parks & Open Space Todd Ha/unen Amy Bower Fridley City Council Planning Commission Project Administration Barbara Dacy Community Dev. Dir. ProjectManager Mar*Koeg/er Housing Mary Bujo /d Mark Koeg/er Brad Scheib Aviation Brad Scheib She //y Johnson Transportation She //y Johnson Fred Ho /s/ngton Mar*Koeg/er Brad Scheib Mary Bujo /d Bob Schunicht Sewer & Water Dan Edgerton Tom Roushar Frederic Steborg Hoisington Koegler Group Inc. ©® 9.04 ° °$L 12 Creative Solutions for Land Planning and Design Hoisington Koegler Group Inc. [ills July 7, 1998 ffin City of Fridley 6431 University Avenue NE Fridley, Minnesota 55432 -4383 Re: Contract Proposal for Comprehensive Planning Attention: Ms. Barbara Dacy: This letter proposal outlines a Scope of Services, Fee Schedule and other elements which to- gether constitute an agreement between the City of Fridley, hereinafter referred to as the CITY, and HOISINGTON KOEGLER GROUP INC., hereinafter referred to as the CONSULTANT for professional planning services authorized to assist the City of Fridley with updating the Compre- hensive Plan, hereinafter referred to as the PROJECT. The CITY and CONSULTANT agree as set forth below: A. WORK PROGRAM/BASIC SERVICES The Work Program will include the following: 1. See Attachment B B. SCOPE OF ADDITIONAL SERVICES The following services have not been requested by the CITY but are available, upon authoriza- tion, from the CONSULTANT. 1. Meetings in addition to those specified in Basic Services. 2. Additional services not specified herein. 3. Engineering and other detail elements that may be required as part of the Metropolitan Council's Surface Water Management Guidelines as found in Minnesota Rules, Chap- ter 8410. C. FEES FOR PROFESSIONAL SERVICES The CITY agrees to pay the CONSULTANT for services rendered as follows: 1. For the CONSULTANT'S Basic Services described in Paragraph A above, a fee based on the CONSULTANT'S current hourly rate schedule (see Attachment A) plus inciden- tal expenses not to exceed SIXTY TWO THOUSAND SEVEN HUNDRED FIFTY DOL- LARS ($62,750.00) 2. For the CONSULTANT'S Additional Services described in Paragraph B, a fee based on the CONSULTANT'S current hourly rate schedule plus incidental expenses or a negoti- ated fee. 9 05 rth Third Street, Suite 100, Minneapolis, MN 55401 -1659 i) 338 -0800 Fx (612) 338-6838 page 3. Statements will be submitted to the CITY on a monthly basis as work is completed and shall be payable within 30 days of receipt by the CITY . 4. The CONSULTANT reserves the right to suspend services if the CITY is delinquent in making payments in accordance with this agreement. D. CITY'S RESPONSIBILITY The CITY shall be responsible for the following: 1. The assembly of background information including, but not limited to, the following: a. Copies of all former comprehensive plans. b. Available base map and inventory data. c. Aerial photography d. U.S. Census information e. Transportation and street information such as street jurisdictions, traffic volumes, and street conditions. f. Preparation of all GIS mapping. 2. Mailing lists, printing, postage, and the mailing of invitations for public meetings. 3. Arrangements for public meetings. 4. Reproduction of all reports and distribution to the Planning Commission and City Council. 3. Printing the final document and executive summary. The services of the CONSULTANT will begin upon City Council approval and will, absent of causes beyond the control of the CONSULTANT, be completed by September 1, 1999. R NONDISCRIMINATION The CONSULTANT agrees not to discriminate by reason of age, race, religion, color, sex, national origin, or handicap unrelated to the duties of a position, of applicants for employ- ment or employees as to terms of employment, promotion, demotion or transfer, recruitment, layoff or termination, compensation, selection for training, or participation in recreational and educational activities. G. EQUAL OPPORTUNITY During the performance of this Contract, the CONSULTANT, in compliance with Executive Order 11246, as amended by Executive Order 11375 and Department of Labor regulations 9.06 Page 33 41 CFR Part 60, shall not discriminate against any employee or applicant for employment because of race, color, religion, sex or national origin. The CONSULTANT shall take affir- mative action to insure that applicants for employment are employed, and that employees are treated during employment, without regard to their race, color, religion sex or national origin. Such action shall include but not be limited to, the following: employment, upgrad- ing, demotion, or transfer; recruitment or recruitment advertising; layoff or termination, rates of pay or other forms of compensation; and selection for training, including apprenticeship. The CONSULTANT shall post in conspicuous places available to employees and applicants for employment notices to be provided by the Government setting forth the provisions of this nondiscrimination clause. The CONSULTANT shall state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. The CONSULTANT shall incorporate the foregoing requirements of this paragraph in all of its subcontracts for program work, and will require all of its subcontrac- tors for such work to incorporate such requirements in all subcontracts for program work. H. TERM, TERMINATION, SUCCESSORS. ASSIGNS 1. The Term of this agreement shall be concurrent with the work authorized and shall be in accordance with the schedule to be established between the CITY and the CONSULTANT. 2. Termination may be accomplished at any time by written notice ten (10) days prior to termination. This shall not relieve the CITY of its obligation to pay for the full value of the services performed to the date of termination. 3. Neither the CITY nor the CONSULTANT shall assign, sublet or transfer its interest in this Agreement without the written consent of the other. 4. The time schedule shall not apply and/or time extensions will be allowed for any circum- stances beyond the control of the CONSULTANT. 5. This Agreement shall be governed by the laws of the State of Minnesota. In the event the CITY and CONSULTANT are unable to reach agreement under the terms of this contract, disputes shall be resolved using alternative dispute resolution (ADR). J. SUBSTITUTIONS No substitution of equipment, materials or products shall be permitted without the express written approval of the CONSULTANT. K. REVOCATION If this Agreement is not signed and accepted by both parties within 90 days of the con- tract date, it shall become null and void. 9.07 , Page 34 L. AUTHORIZATION IN WITNESS WHEREOF, the CITY and the CONSULTANT have made and executed this Agreement for Professional Services, This day of , 1998. CITY OF FRIDLEY Attest: Name HOISINGTON KOEGLER GROUP INC. Title R. Mark Koegler, Senior Vice President Fred L. Hoisington, President i 9 ■08 I page 0z:£T es. Ez Mr Attachment A HOISXNGTON KOEGLER GROUP INC. 1998 HOURLY RATES Senior PriDcipal .............. ............................... $85- 115/hr Principal........................... ............................... $70 -75/hr Professional 11 .................. ............................... $52 -54/hr Professional I .................... ............................... $38 -48/hr Technical.......................... ............................... $26 -38/hr Secretarial............................... ............................... $3 8/hr Testimony............................. ............................... $150/hr * 5% discount for retainer services Color Plotting ................ ............................... Incidental Expenses: Mileage................................. .............................31 f /mile Photocopying ......................... ............................150 /page OutsidePrinting ............. ............................... Actual Cost Diazo Printing ............... ............................... Actual Cost Draft Plotting ................... ............................... $5.00 each Vel I um Plotting ............. ............................... $10.00 each Color Plotting ................ ............................... $20.00 each Z0d STG I 9.09' ?S -830>1 NOISN I S I OH 9£898££ -ZT9 e d Attachment B Work Program The RFP requested that "value added services" be identified in the proposal response. The HKGi project team has identified a number of clarifications in the work program and a number of value added services. Clarifications are not work elements that involve additional fee but simply elaboration on our understanding of a specific task Value added services are in all cases, planning process suggestions or alternatives that will lead to an improved process and wider support for the plan. They are specifically noted as value added 'services and are emphasized in bold, italics type. Elaboration on identified elements is stated in bold type. I. Work Products a. Draft of eight chapters which will be the basis for full plan to be submitted to Met Coun- cil (the City will print the Canal copy and publish in a three ring binder) I. Plan Overview 2. Land Use 3. Housing 4. Transportation 5. Sewer and Water 6. Parks and Open Space 7. Aviation 8. Implementation b. Executive Summary no more than 25 pages with key maps c. Potential additional contract to complete Human Services Chapter and Stormwater Man. agement Chapter 11. Contents of Full Plan a. Overview of Plan 1. Brief description of community history 1.1 Review History file from Community Development Department 2. Identification of trends affecting the City 2.1 Identify external economic and market trends 9. la 0Z :£Z 86, £Z -M £0d St6 83 -830>1 N019NISIOH 8£898££ -Z19 A. Identify regional and national economic trends affecting the City now and in the future. Identify items such as: • Projected business expansion by industry • Employment/labor trends • Technology • Consumer culture • Infrastructure developments (light rail) B. Identify regional and national market trends that will have an impact on Fridley in the future. Identify items such as: • Shifts in consumer behavior • Household mobility • Owner /renter propensity • Propensity for different types of housing • Shifts in employment environments (home -based businesses, etc.) • Effects of technology on the consumer in the marketplace as it of fects housing 2.2 Review demographic information from Census, Met Council, or other reliable source 2.3 Review Met Council projections and estimates 2.4 Create table of population, employment, and household history 3. Provide summary of how city projections relate to Met Council projections for popula- tion, employment, and household projections for 2000, 2010, and 2020. 4. Identification of relevant issues facing the City: 4.1 Review 1982 Comprehensive Plan 4.2 Review report/memo on outcome of Vision meeting process 4.3 Relate Vision outcomes to relevant issues facing City to 2020 4.4 Discuss plan directions, goals, guiding principles, and expected outcome of ac- tivities identified in plan; what does the City want to be in 2010 and 2020? S. Conduct a meeting with all City department heads including representatives of the Fridley Police and Fire Departments in order to identify and discuss issues that are likely to impact the City. Comment: Past practice has shown that an issues meeting up front with all department heads is a good way for the consultants to get a first hand accounting of issues that may impact the plan or need to be addressed in the plan. The meeting allows key staff members to have access to the planning process allowing them to contribute to it from the beginning. Because the City's work program included indi- vidual department head contacts, this item does not involve an additional fee. 6. Conduct interviews of key "community leaders" in Fridley (up to I2). Community leaders could be either public or private sector individuals who reside in or do business in Fridley. Potential parties for involvement might include school district representatives, k y em- ployers such as Medtronic or Onan, or the operators of business establishments in loca- tions such as Moon Plaza. Commeet. Community leaders react differently to a consultant 9.111 T Z : £T 861 £Z X11!' bed S T 6 83 -73071 NOISN I S I OH 8£898££ —Z T9 than they do to City staff. In planning projects recently in Inver Grove Heights and Hopkins, we found that information provided to HKGi was felt to be more candid and objective because we were looked at as a third party in the process rather than a "repre- sentative" of the City. (Value Added Service) b. Land Use Chapter 1. Identify Goals, Objectives, and Strategies 1. l Review outcomes from visioning process to write new or revise existing G /O /S. 2. Prepare Land Use Data: 2.1 Meet with City staff regarding land use development history 2.2 Review aerials and building permit statistics since 1980 2.3 Obtain public land map from City GIS 2.4. Obtain acreage of vacant land and zoning areas from City GIS system 2.5 Conduct field inspections for nonconforming land uses or verify uses 2.6 Verify acreage of all land uses 2.7 Create a working map showing differences between zoning and land uses 2.8 Create comparative table showing current acreage versus table in existing plan 2.9 Create working "existing land use" map 2.10 Create working map of environmentally sensitive areas (City to provide wetland map, flood plain maps, Critical Area map; and other natural resource informa- tion) 2.11 Use "Worksheet A ", " Existing Land Use" form 2.12 Review City's 1994 Redevelopment Priority Analysis 2.13 Create working map showing remaining vacant land, both developable and un- developable 2.14 Obtain and review historical property value map from City GIS 2.15 Interview City Assessor regarding property value and market history 3. Identify lands affected by Critical Area statutes adjacent to Mississippi River 3.1 Review 1979 Critical Area Plan 3.2 Review DNR assessment of City's plan and ordinance to MNRRA plan 3.3 Review MNRRA Implementation guides (the original and supplement) 3.4 Meet with appropriate agencies to determine out of date issues versus current MNRRA plan 3.5 Review relationship of other natural resources to Mississippi River (tributary creeks, flood plain areas, etc.) 3.6 Determine if there are potential projects or issues which the City should address regarding the river in order to address the City's vision 3.7 Conduct a public meeting focusing on the river corridor and the application of MNRRA policies. Comment: The Metropolitan Council, DNR and UNRRA staff suggest that communities obtaining MNRRA grant funds conduct separate 9.12; i:Z : £i 86 . £Z -inr 90d S 16 83 -830A NOISN I S I OH 8£898££ -M meetings to inform the public about MNRRA and to seek their input. From our experience in preparing iVINRRA plans in Newport, Inver Grove Heights and Ramsey, we have found that public MNRRA meetings can be valuable if every effort is made to invite a broad cross section of residents and interested parties. If only owners of property abutting the river are invited to such sessions, the discussion becomes one sided and predictable. Absent a variety of interests, the comments will be limited to standard "not in my backyard" rhetoric and possible creative ideas will not be heard (Value Added Service) 3.8 Interrelate identified issues with other plan topic areas including land use, parks and open spaces, housing, and transportation 4. Review 1996 Park Study and analyze impact of proposed new parks: 4.1 Meet with Park and Recreation Director regarding need for expanded existing parks or new parks 5. Analyze developable land areas and redevelopment areas in terms of projected popu- lation, household, and employment numbers for 2000, 2010, 2020 5.1 Create "Worksheet B ", "Projecting Future Land Use" form 5.2 Review existing vacant and redevelopment areas and determine potential for ad- ditional redevelopment projects 5.3 Identify any new redevelopment area 5.4 Determine range of residential densities 5.5 Create working map of potential areas for redevelopment by land use 5.6 Create chart on projected 2000, 2010, 2002 population, household, and employ- ment projections 5.7 Identify potential ill redevelopment staging 5.8 Interrelate existing transit use with proposed strategy 5.9 Develop at least 3 alternative land use and transportation concepts which Was - irate potential development and redevelopment of commercial, industrial, resi- dential and park and open space sites and the ways in which these areas can be serviced by transportation systems. These will be general concepts developed to illustrate the range of policy options the City may wish to consider in formuisting the Comprehensive Plan. They will address xWor issues areas identified from the Visioning Sessions and the Plan Overview tasks. (Value Added Service) 5.10Formulate significant policy directions that correlate to each development sce- nario. This task will likely include the 15 to 20 most significant policies that the City will need to address in preparing the Comprehensive Plan. (Value Added Service) 5.11 Hold a series of neighborhood meetings (up to 7) to present the concepts and solicit public input. Comment. ,Establishing a sense of ownership in the plan requires communication at the neighborhood level, The meeting will allow people to examine the land use and transportation alternatives and provide their com- ments. The sessions can also be used to present the outcome of the visioning sessions and receive feedback on the mayor policies that may ultimately be the 9.13 ZZ :£I 86, £Z 7nr 90d Si6 83 -830>1 NOISNISIOH G£89G££ -ZZ9 basis of the comprehensive plan. The purpose of these sessions is to take input while the plans are still in the formative concept stage. (Added Value Service) 6. Create working maps-of future land uses in five year increments to 2020 These work- ing maps will result from the three concepts that are identified in 5.9 above. After review and comment by the public, the Planning Commission will need to agree on the concept or mixture of concept components that will constitute the Future Land Use Plan. 7. Formulate a place appropriate urban design framework that applies urban design principles to the entire community in order to create a sense of "connectedness ", a "sense of place" that is uniquely and distinctly Fridley. Comment: The framework will build on the City's already present natural, historic and cultural character. This element will include the exploration and application of urban design concepts and ideas which build on a framework of central place, edges, nodes, landmarks, viewsheds, gateways, paths and districts and how a more unified and meaningful identity can be achieved throughout the City. It will include graphic illustrations of concepts for patterns and key features that reflect 14}idley's spirit and character in both built and natural elements. (Value Added Service) c. Housing Chapter 1. identify Goals, Objectives, and Strategies 2. Review existing Housing Action Plan and identify statistics to update: 2.1 Create Housing Supply tables or amend tables from Action Plan Update statistics on: • Population, household and employment • Projected age distribution • Household tenure • Household Income • Age of housing stock • Housing values/cost 3. Identify housing life cycle needs 3.1 Review Met Council Benchmarks (affordable and market rate housing) 3.2 Review City GIS map of location of "affordable" rental units 3.3 Conduct field inspection to determine condition. Focus primarily on multifam- ily and mobile home units. Review City's 1994 assessment of single - family housing condition and incorporate findings into overall housing condition. 3.4 Survey landlords for current rental rates (478 landlords; 308 owners); please identify cost for this activity alone in relation to cost for this chapter 3.5 Review demographic trends 9.14 £z:£t 86, £z -lnr Led 06 N3 -830A N019NISIOH 8£898££ -ZI9 3.6 Determine what is missing from the City's supply of rental housing 3.7 Review mix of owner occupied housing types 3.8 Determine what it; missing from City's supply of owner occupied housing 3.9 Review current location of "affordable' housing using City G1S map 3.10 Identify concentrations of "affordable" housing by neighborhood 3.11 Utilizing updated demographic and housing data, match existing demographic situation to current housing supply. 3.12 Review existing housing stock, rental and owned. Assess matches and mis- matches in the housing supply for both owned and rental housing based on affordable housing guidelines and providing for appropriate benchmarks for life -cycle housing needs. 3.13 Determine how lifecycle needs can be incorporated into redevelopment/infill areas 3.14 Determine development/redevelopment densities 3.15 Analyze relationship of housing needs with employment projections 3.16 Review 1994 Housing Condition survey information 3.17 Create working map of areas to concentrate housing rehab /redevelopment re- sources 3.18 Compare selected housing statistics with other communities in market area Com- pare Fridley's projected growth, housing mix, tenure, and age of housing stock with other communities in its market area including but not limited to Columbia Heights, New Brighton, Spring Lake Park, Coon Rapids, Blaine and Mounds View. 3.19 Discuss City's housing stock and strategies in relation to regional plans and poli- cies 3.20 Meet with Housing Coordinator and Planning Staff on housing policies on resi- dential land use control, local housing implementation activities, and housing maintenance and/or rehabilitation 4. Identify gaps between supply and demand; evaluate future market and trend informa- tion 4.1 Identify potential gaps between housing supply and demand 4.2 Evaluate potential gaps in light of demographic and market trends. 4.3 Identify potential areas for redevelopment/rehabilitation to meet projected market needs and an appropriate supply of 6fecycle housing. 5. Identify strategies to meet housing needs 5.1 List existing housing programs; identify programs that are designed to work with specific types of developments 5.2 Suggest potential housing programs to fill unmet needs 5.3 Identify existing local controls 5.4 Suggest potential housing controls to further enhance the overall quality of the City's housing mix and condition 5.5 Identify existing and future fiscal devices to achieve lifecycle development 6. City to create appropriate GIS maps from existing base of Housing Action Plan 9.15 bZ :£1: 66, £Z illr Bed SI6 83-530A NOISNISIOH 8£898££ -zt9 d. Transportation Chapter 1. Identify G /O/S 2. Review traffic studies from Lake Ponte site, 571" Avenue, Anoka County Transporta- tion Plan, and others as on file (the 57th Avenue and lake Pointe projects will be under construction in 1998 and 1999 3. Interview Public Works Director 4. Review land use analysis and determine need for any improvements 5. Review TAZ data and allocate population, household, and employment growth in ap- propriate areas 6. From land use projections above analyze the need to create traffic forecast for the year 2010 and 2020; provide separate costs in addition to cost for the chapter for a traffic study. Given the maturity and location of Fridley, it would not appear likely that computerized modeling will be necessary in order to complete future year volume estimates. Historic data, bInDOT projection factors, and the results of the Metro- politan Council's regional model will be used to provide future volume projections. 7. Existing conditions volume /capacity ratios and volume/capacity ratios for year 2010 and 2020.will be prepared for primary roadway segments 8. Analyze impacts of projects forecasts of surrounding road systems; determine how the City will be affect by traffic that flows through Fridley 9. Create working highway and street map identifying respective functional classifica- tions 10. Create table or chart of primary streets, number of lanes, ROW widths, current vol- umes, projected 2020 volumes, and functional classifications 11. Determine need for changes in functional classifications, road construction, or other issues 12. Identify existing transportation problems and anticipated transportation problems 13. Identify future right -of -ways for streets and transit corridors; determine if the City com- plcte an `official map" 14. Transit 14.1 Description of existing transit services and transit routes 14.2 Create working map of existing routes, transit hubs, and park and ride lots in and around Fridley as well as proposed transit services from regional plan .9-16 tpZ : £T 196, £Z -inr 60d ST6 83 -830>1 NOISN I S I OH 8£898££ -ZT9 14.3 Create working map of corridors where HOV lanes or transit ways are proposed 14.4 Identify future transit services related to land use and housing needs 14.5 Review City files on bikeway /walkways 14.6 Interview Park and Recreation Director regarding bikeways /walkway 14.7 Create working map showing existing and proposed bicycle and walkway fa- cilities 14.8 Identify future improvements for bikeways/walkways 14.9 Discuss how routes interrelate to other communities and create a working map 14.10 Discuss LRT plan and route status 14.11 Discuss Northstar Corridor plan and route status 14.12 Discuss park and ride locations for both LRT and rail routes 14.13 Discuss and recommend relationships to redevelopment projects and areas 14.14 Suggest guidelines for park and rides, kiss and rides, and other related facilities e. Sewer and Water Chapter I. Identify G /O /S 2. The City adopted an updated Chapter in 1994; review City file 3. Update sewer flows to reflect revised population, household, and employment projec- tions. Existing wastewater flows and current population will be used to determine per capita wastewater generation. When multiplied by future population, the per capita wastewater generation figures wiU predict future wastewater flow. The fu- ture wastewater flow projection will then be adjusted downward by anticipated reductions in infiltration/inflow. Wastewater flow rates will also be adjusted upward or downward based on antici- pated increases or decreases resulting from increased or decreased water usage for commercial, industrial and institutional purposes. The wastewater flow projec- tions will meet Metropolitan Council Tier 1 requirements. 4. Interview Public Works Director to quantify the likely extent of future infiltration/ inflow efforts. The findings of the infiltratlonfidtlow analysis to date indicate that a portion of the perceived infiltrationfintlow is really an over - billing on the part of the MCES. After corre don for this, the infiltrationrnflow problem is not as great as was originally thought. 5. Interview consultant (Bonestroo, Rosene, and Anderlik) regarding ongoing I dt I study and include narrative relating to City's' programs and policies: 5.1 Requirements and standards for minimizing III and illegal sump pump connec- tions 5.2 Extent, source, and significance of existing I/I problems and analysis of costs for remediation 5.3 Program strategy, priorities, scheduling, regulations, and financing mechanisms 9.17 SZ:£T 86, £Z -nr Old ST6 213-MOA NOANISIOH 8£898££—ZT9 for reducing and preventing the problem. The City has already completed a sump pump inspection/removal program for selected areas- In addition, cor- roded corrugated metal pipe (CMP) sanitary sewer has been replaced or lined to reduce infiltration/inflow. The MCES has installed new continuous record - Ing meters at Meters 108 and 109. The new meters have eliminated over. billing and reduced the perceived volume of infiltration/inflow. Infiltration/ inflow sources identified during the infiltration /inflow analysis will be evalu. ated to determine cost of remediation. In, conjunction with the previous task, infiltrationfinflow sources will be designated for remediation and the associ- ated costs and flow reductions calculated. 6. Create working map showing the interceptor service areas and staging in five -year increments to 2020, based on the forecasts 7. Identify projected flows for the total areas to be served and for each metropolitan inter- ceptor service area for five -year increments. Eadsting flows will be estimated for each of the three MCES interceptor service areas. Increases in flows due to additional development or re- development in each of the service areas will be estimated and added to existing flows to project future flows. The future flows will be projected in five-year increments to the year 2020. Working maps will be created to depict the interceptor service areas and five -year increments. The flow projections will sat- isfy Metropolitan Council Tier 1 requirements. 8. Review 1994 Water Supply information and update to reflect revised population, house- hold, and employment forecasts and meet requirements for Water Supply plan. The water consumption data in the 1994 Water supply Plan will be evaluated in con- junction with 1995 through 1997 data to determine current water consumption. Per capita water consumption when multiplied by future population projections will determine average day water consumption. Maximum day water consumption though, not average day consumption, dictates total water supply requirements. Peak day ratios- (ratio of maximum day to average day) for the years 1994, 1995, 1996, and 1997 will be evaluated to quantify whether the City's public education program and water conservation plan is succeeding in lowering maximum day wa- ter demand. This is typically caused by non - essential water uses such as car wash- ing, lawn sprinkling, and garden watering. Potential changes in water demand due to increased or decreased water usage for commercial, industrial and institutional purposes will also be evaluated. 9. Review 1995 Water Conservation and Emergency Plan and update as appropriate. The 1995 Water Conservation and Emergency Plan evaluated water consumption data for 1986 through 1994. Data for this period showed a downward trend. Water con- sumption for 1995, 1996, and 1997 will be gathered to determine if this trend has continued. Of particular interest is the effect of implementation of the City's public education program and water conservation plan. The City's Water Superintendent, Jim Saeike, will be interviewed to determine if additional water consumption rpAnMnn Can be anticipated through leak detec- 9.18. 9Z :£T 86. £Z -nr TTd ST6 b3 -]30A N019NISIOH 8£898££ -ZT9 tion and correction, or the increased use of meters. Mr. Saeflce will also be interviewed to determine his thoughts on the probable reduction in water con- sumption through the City's public education and water conservation efforts. The 1995 Water Conservation and Emergency Plan will be updated to reflect 1995, 1996, and 1997 water consumption data. The update will reflect improvements to the water supply system made since 1995, such as Water Plant No. 3, the Marion Hills Booster Station rehabilitation, etc., and any other pertinent changes. f. Parks and Open Space 1. Identify G /O /S 2. Review 1996 and 1997 park study 3. Review Anoka County, MnDOT, and current City plans for bikeway /walkways and identify gaps or problems as discussed in Transportation chapter 4. Create working map to show existing and proposed system as disctssed in Transpor- tation chapter. The map will delineate existing and proposed trail segements. 5. Create working park map identifying private, local, and regional facilities 6. Create table or chart identifying existing park facilities 7. Narrative description of community recreational space .needs to accommodate the 2020 population, household, and employment forecasts 8. Identify five -year capital improvement program to meet needs 9. Narrative description of how local parks relate to regional system and how regional system meets local needs 10. Describe policies, programs, and ordinances to protect regional and local park and open spaces 11. Describe local controls to protect future areas for park needs or trail needs g. Implementation 1. Conduct a community open house to review the major elements of the draft compre. hensive plan. mme : It is important to allow an opportunity for the public to review the Outcome of the planning process before a public hearing(s) is held by the Planairag Commission and/or City Council (Value Added Service) 2. Compile Strategies from above chapters 3. Meet with City Staff regarding Capital Improvement Plan 9.19; LZ :£I 86, £Z -nr ZSd SZ6 83-830>1 N019NISIOH 8£898££ —ZS9 e 4. Create implementation methods in official controls, capital improvement budgets, gen- eral operating budgets, and include timefmmes. Implementation should consider the key action steps identified in the Visioning Process. S. Participate in Planning Commission Meetings (2) and City Council Meetings (2). h. Aviation I. Comply with statutory requirement to relate the Met Council's Aviation issues to Fridley 2. Complete research as necessary III. Existing Resources to be used by Consultant, all will be available to review at June 25, 1998 meeting: a. Park Service Study (1996- 1997); lack Kirk, Parks and Recreation Director, 572 -3575 b. Housing Action Plan (1996); Barbara Dacy, Community Development Director, 572 -3590 c. 1994 Redevelopment Priority Analysis and Housing Condition Study d. Bikeway /walkway subcommittee files e. Traffic studies on file f. 1991 Housing Study g. Water Conservation Plan and Amcnded Sewer and Water Plan h. Community surveys and business surveys i. Southern Anoka County Community Consortium (SACS) demographic analysis j. Watershed plans k. Anoka County Transportation Plan 1. Northstar Corridor Development Agency file regarding rdil proposal to St. Cloud IV. Miscellaneous a. Include cost for five public meetings b. Include hourly rate for public meetings c. "Working Maps" mean graphics the consultant would prepare for staff to present to public meetings or to give to GiS staff to develop final maps; assume maps are in color 9.20 i Lzc£Z 86. 0 ME £Td GIs 83-MON NOISNISIOH 8£898££ —ZZ9 a D i Preliminary Project Schedule FRIDLEY COMPREHENSIVE PLAN WORK PROGRAM Program Elements Aug Sep Oct Nov Dec Jan Feb Mar Apr Ma 1 Plan Overview 2 Land Use 3 Housing 4 Transportation 5 Sewer and Water 6 Parks and Open Space 7 Aviation 8 Implementation Executive Summary (Draft) Public Hearing 8Z :£T 86. £Z 7W bTd ST6 9.21 NS -830>i NOISNISIOH 8£898££ —ZT9 Fees Basic Services Based on the work program prepared by the City of Fridley, the Hoisington Koeglcr Group Project Team will complete the basic services component of the comprehensive plan for a total fee not to exceed $62,750. The fees for Value Added Services identified in this proposal are noted separately. II.a. Plan Overview $ 2,250.00 U.b. Land Use Chapter 19 300.00 II.c. Housing Chapter 12,000.00 IIA. Transportation Chapter 6,500-00 n•c• Sewer and Water Chapter 6,000.00 ll.f. Parks and Open Space Chapter 4,200.00 II-g. Implementation 9,00000 I1.11. Aviation Chapter 500.00 I.b. Executive Summary _ 3000 TOTAL $62,750.00 NOTE: The Housing Chapter fee listed above includes $2,000.00 to conduct the telephone survey of landlords and/or owners. Value Added ServiW II.a.6 "Community Leaders" Meetings $ 1,450.00 II.b.3.7 MNRRA Public Meeting $ 2,100.00 II.b.5.9 Develop Alternative Land Use Concepts $ 2,150.00 II.b.5.10 Formulate Specific Policy Directions $ 900.00 Il.b.5.11 H.b.7 Neighborhood Meetings $ 650.00 per meeting Urban Design Framework $ 4,500.00 Il.g.l Community Open House $ 1,000.00 Cost for Public Meeting The scope of work and fee for basic services includes five public meetings. The cost of additional public meetings is identified below. Meeting costs are stated in a range to accommodate various Personnel classifications that may be included in project meetings. Hoisington Koegler Group Inc. $175.00 — 300.00 per meeting Bonestroo Rosene Anderlik Associates $300.00 per meeting Maxfield Research Group $200.00 — 300.00 per meeting 19.22; i 8Z : £i 86, £Z 7rLf Sid S i 6 83 -130>1 N019N I S I OH 8£898££ —Zi 9 DOF ERTY RUMBLE &B R FROFESSIO \.AL ASSOCIATION Attorneys at Law July 27, 1998 s 3500 Fifth Street Towers 150 South Fifth Street Minneapolis, Nfinnesota ;5402 -1235 Telephone (612) 340 -555; FAX (612) 310 -5581 Writer's direct dial number: Mr. Jim Casserly Krass Monroe, P.A. Suite 1100, Southpoint Office Center 1650 West 82'd Street Bloomington, MN 55431 -1447 Ms. Barbara Dacy City of Fridley 6431 University Avenue NE Fridley, MN 554324383 2800 Minnesota World Trade Center 30 East Seventh Street Saint Paul, Minnesota 551014999 Telephone (612) 291 -9333 FAX 1612) 291 -9313 Re: Staybridge Hotel — Form of Contract Dear Jim and Barbara: 340 -5571 1101 New York .avenue, N.W. Suite 1100 Washington, D.C. 20005 Telephone (202) 393 -2551 F.-\X (202) 393 -3131 2100 One Tabor Center 1200 Seventeenth Street Denver, Colorado 30202 -5824 Telephone (303) 3; 2 -6200 FAX (303) 5:2-o203 Reply to -Minneapolis office Selled@drblaw.com I enclose a discussion draft of form of Contract for the possible Staybridge Hotel. This document highlights the changes made to the Phase I contract which was never signed due to Medtronic's appearance on the scene. I have provided a copy of it to David Jellison and to John Livingston, the gentleman who seeks to develop the hotel. Duke and Mr. Livingston are discussing a letter agreement pursuant to which Duke would convey the site to Mr. Livingston's entity consistent with the terms of this draft Contract. Please relay questions or comments to David Jellison or to me. yours, David C. DCS /eka Enclosure cc: David Jellison (w/o enclosure) CONTRACT FOR PRIVATE REDEVELOPMENT M M M ff V THIS AGREEMENT, made on or as of the -{4tk}L=====J day of '(junel, 1998, by and between the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota (the "Authority"), a political subdivision of the State of Minnesota organized under the Constitution and laws of the State of Minnesota and Duke ., f Constru -c io L,r,: ±Pd Partnership. a limited partnership l organized under the laws of the State of Indiana. WITNESSETH: WHEREAS, the Board of Commissioners (the `Board") of the Authority has determined that there is a need for development and redevelopment within the corporate limits of the City to provide employment opportunities, to provide adequate housing in the City, including low and moderate income housing and housing for the elderly, to improve the tax base and to improve the general economy of the City and the State of Minnesota; WHEREAS, in furtherance of these objectives, the Authority has established, pursuant to Minnesota Statutes, Sections (469.001) 469 O1 et sea. (the "Act "), the redevelopment plan known as the Modified Redevelopment Plan for its Redevelopment Project No. 1 (the "Project Area") which plan, as amended, and as it may be amended, is hereinafter referred to as the "Redevelopment Plan" in the City to encourage and provide maximum opportunity for private development and redevelopment of certain property in the City which is not now in its highest and best use; WHEREAS, major objectives in establishing the Redevelopment Plan are to: 1. Promote and secure the prompt redevelopment of certain property in the Project Area, which property is not now in its highest and best use in a manner consistent with the City's Comprehensive Plan and with a minimum adverse impact on the environment, and thereby promote and secure the redevelopment of other land in the City. 2. Secure additional employment opportunities within the Project Area and the City for residents of the City and the surrounding area, thereby improving living standards, reducing unemployment and the loss of skilled and unskilled labor and other human resources in the City. 3. Prevent the deterioration of and secure the increase of commercial/industrial property subject to taxation by the City, Independent School Districts, Anoka County, and the other taxing jurisdictions in order to better enable such entities to pay for governmental services and programs required to be provided by them. 4. Provide for the financing and construction for public improvements in and adjacent to the Project Area necessary for the orderly and beneficial redevelopment of the Project Area and adjacent areas of the City. BURNIS 559711.2 5. Promote the concentration of new desirable industrial, office, and other appropriate redevelopment in the Project Area so as to maintain the area in a manner compatible with its accessibility and prominence in the City. 6. Encourage local business expansion, improvement, and redevelopment, whenever possible. 7. Create a desirable and unique character within the Project Area through quality land use alternatives and design quality in new or remodeled buildings. 8. Encourage and provide maximum opportunity for private redevelopment of existing areas and structures which are compatible with the Project Area; and nxruffiREA following the acquisition of certain real property within the Proiect Area_ Duke ..� Construction Limited Partnership intends to sell such real nronertv to a third party wtuch will construct and operate it in a manner consistent with the Redevelopment Plan.l WHEREAS, in order to achieve the objectives of the Authority and City in creating the Project Area and adopting the Redevelopment Plan the Authority is prepared to provide assistance in accordance with this Agreement. WHEREAS, the Authority believes that the development and redevelopment of the Project Area pursuant to this Agreement, and fulfillment generally of the terms of this Agreement, are in the vital and best interests of the Authority and the health, safety, morals and welfare of its residents, and in accord with the public purposes and provisions of applicable federal, state and local laws under which the development and redevelopment are being undertaken and assisted; NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: BURMS 558711.2 2 ARTICLE I Definitions Section 1.1 Definite. In this Agreement, unless a different meaning clearly appears from the context: "Act" means the Minnesota Statutes, Sections 469.01 et seq. "Agreement" means this Agreement, as the same may be from time to time modified, amended, or supplemented. "Assessment Agreement" means an agreement, in the form of the agreement contained in Schedule H attached to and made a part of this Agreement, among the Redeveloper, the Authority, and the city assessor of the City, entered into pursuant to Section 10.2 of this Agreement. "Authority" means the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota. "Certificate of Completion" means the certification, in the form of the certificate contained in Schedule D attached to and made a part of this Agreement, provided to the Redeveloper, pursuant to Section 4.4 of this Agreement. "City" means the City of Fridley, Minnesota, or its successors or assigns. "Construction Plans" means the plans, specifications, drawings and related documents on the construction work to be performed by the Redeveloper on the Redevelopment Property which (a) shall be as detailed as the plans, specifications, drawings and related documents which are submitted to the building official of the City, and (b) shall include at least the following for each building: (1) site plan; (2) foundation plan; (3) floor plan for each floor; (4) elevations (all sides); (5) facade and landscape plan; and (6) such other plans or supplements to the foregoing plans as the City may reasonably request. "County" means the County of Anoka, Minnesota. "Date of Closing" means the date or dates set forth in Section 3.1(b). "Estimated Market Value" or "Market Valuation" means the market value of real property as determined by the city assessor of the City in accordance with Minnesota Statutes, Section 469.177, subd. 8 (or as finally adjusted by any assessor, board of equalization, commissioner of revenue, or any court). "Event of Default" means an action by the Redeveloper described in Section 7.1 of this Agreement. BUPIGS 559711.2 3 "Fridley Executive Center" means the area shown on Schedule I attached to this Agreement which the Authority (i (intends to redevelonl in accordance with the Revised Site Plan. "Minimum Improvements" means the improvements to be constructed by the Redeveloper on the Redevelopment Property which improvements consist of . 111tdd purpose flexible space fflex Space2'3 building 5e5fi of wifich wiH be firtisfied fbi office asage- The exterior fitish wiH be commercial bri* gins mvimck face masomy biwck in die interior loading arcat fa room extended stay hotell. The Minimum Improvements are further described in Schedule E. "Minnesota Critical Areas Act" means the statutes located at Minnesota Statutes, Section 116G.01 gt sea., as amended. "Minnesota Environmental Policy Act" means the statutes located at Minnesota Statutes, Sections 116D.01 etea., as amended. "Minnesota Environmental Rights Act" means the statutes located at Minnesota Statutes, Sections 116B.01 gt =., as amended. "MnDot" means the Minnesota Department of Transportation. "National Environmental Policy Act" means the federal law located at 42 U.S.C. Sub. Sect. 4331 et sea., as amended. "Party" means a party to the Agreement. "Plat" means a recordable plat in conformance with Minnesota Statutes [, Ch-a terl 505 of the Fridley Executive Center including the Redevelopment Property. "Preliminary Plans" means the Project Site Plan and the attachments to the Project Site Plan as approved by the Authority on f 1, 1998. Preliminary Plans also include a building floor plan, an elevation plan showing materials and colors, grading and stormwater retention plans, a landscaping plan, a lighting plan and a signage plan. "Processing Fee" means the sum of $15,000.061 [Fifteen Thousand Dollars ($15.000.0011 to be paid by the Redeveloper upon the execution of this Agreement. That portion of the Processing Fee that is used to pay any of the Authority's reasonable out of pocket expenses incurred subsequent to f February 5 1 LJuly 1 , 1998, is not refundable but the full Processing Fee will be deducted from the Purchase Price in accordance with this Agreement. "Project" means the Redevelopment Property and the Minimum Improvements. "Project Site Plan" means the plan attached hereto as Schedule E showing the proposed nature and location of the Minimum Improvements. BURMS 558711.2 4 "Public Improvements" means the public improvements to be constructed or are caused to be constructed by the Authority on or adjacent to the Redevelopment Property as shown on Schedule F. "Purchase Price" means fan amount equal to seventy -five percent _uAchtsive of of the market value of thel Redevelopment Property (as shown on the Stri vey s-i,eee,eee:e6jr [established by an independent appraiser selected by mutual agreement of the Authority and the Redeveloper, provided that the appraiser shall have determined the value within three (3) months prior to the Date of Closing Upon receipt of the appraisal the Authority and Redeveloper shall enter into a written acknowledgment of the exact amount of the Purchase Pricel. The Processing Fee shall be applied to the Purchase Price on the Date of Closing. The balance of the Purchase Price shall be paid in cleared funds on the Date of Closing. "Redeveloper" means Duke fRealty Investments, fn%,., a cat pot a [Construction Limited Partnership. a limited partner j— I organized under the laws of the State of Indiana, its successors or assigns. "Redevelopment Plan" means the Modified Redevelopment Plan adopted by the Authority in connection with its Redevelopment Project No. 1. "Redevelopment Property" means the real property upon which the Minimum Improvements are to be constructed, which real property is described on Schedule A of this Agreement. The Redevelopment Property is approximately #9.8 } acres but will be the least amount of land needed to accommodate the Minimum Improvements. "Redevelopment Property Deed" means a recordable quit claim deed or deeds, substantially in the form of the deed in Schedule B of this Agreement, used to convey the Redevelopment Property from the Authority to the Redeveloper. "Revised Site Plan" means the Revised Site Plan to be adopted by the Authority for the Fridley Executive Center. "Site Improvements" means the improvementsf inclusive of the Minimum Improvements.l to be constructed by the Redeveloper on the Redevelopment Property as shown on Schedule G. "State" means the State of Minnesota. "Storm Sewer Pond Agreement" means that agreement substantially in the form of Schedule K of this Agreement to be executed by the Redeveloper and the City. "Street Lighting" means the decorative street lights to be installed on the public right of ways in the Fridley Executive Center. "Survey" means a topographic survey of the Redevelopment Property provided by the Authority and acceptable to the Redeveloper and the Title Company. The Survey shall contain a BURNIS 558711.2 5 certificate in form and substance satisfactory to the Redeveloper and the Title Company and addressed to them, specifically verifying that ji the Survey was made on the ground of the Redevelopment Property, (ii) the Survey is correct, (iii) there are no improvements, visible or recorded easements or uses, encroachments, conflicts, gaps, overlaps or protrusions except as shown on the Survey; and (iv) no portion of the Redevelopment Property falls within any area designated as having special flood hazards as determined by any official of any federal, state or local government or any instrumentality thereof except if and as shown on the Survey. "Tax Increment" means that portion of the real estate taxes paid with respect to the Redevelopment Property which is remitted to the Authority as tax increment pursuant to the Tax Increment Act. "Tax Increment Act" means the Tax Increment Financing Act, Minnesota Statutes, Sections 469.174 to 469.179, as amended and as it may be amended. "Tax Increment District" means the Tax Increment District approved and adopted by the Authority and the City within the Redevelopment Project No. 1 pursuant to the Tax Increment Act. "Tax Official" means any City or county assessor, County auditor, City, County or State board of equalization, the commissioner of revenue of the State, or any State or federal district court, the tax court of the State, the State Court of Appeals or the State Supreme Court. "Termination Date" means the termination date of this Agreement which shall be the earlier of. (i) January 3, 2010, or (ii) the date on which this Agreement is terminated in accordance with the provisions contained in Articles VII and IX. "Title Insurance Company" means a title insurance company mutually acceptable to the Authority and the Redeveloper. "Unavoidable Delays" means delays which are the direct result of strikes or shortages of material; delays which are the direct result of casualties to the Minimum Improvements, the Redevelopment Property or the equipment used to construct the Minimum Improvements or; delays which are the direct result of governmental actions (except that the City may not create an Unavoidable Delay by virtue of its own action); delays which are the direct result of judicial action commenced by third parties; delays which are the direct result of citizen opposition or action affecting this Agreement or adverse weather conditions or acts of God. sURNIS 559711.2 6 ARTICLE II Representations and Warranties Section 2.1 Representations by the Authority. The Authority represents and warrants that: (a) The Authority is a public body duly organized and existing under the laws of the State. Under the provisions of the Act, the Authority has the power to enter into this Agreement and carry out its obligations hereunder. (b) The Authority has created, adopted and approved the Redevelopment Program m accordance with the terms of the Act. (c) The Authority has created, adopted and approved the Tax Increment District pursuant to the Tax Increment Act. (d) The Authority, subject to Unavoidable Delays, will convey the Redevelopment Property to the Redeveloper pursuant to Article III hereof for uses in accordance with the Redevelopment Program and this Agreement. (e) The Authority will cooperate with the Redeveloper with respect to any litigation commenced by third parties in connection with this Agreement. (f) The Authority makes no representation, guarantee, or warranty, either express or implied, and hereby assumes no responsibility or liability as to the Redevelopment Property or its condition (regarding soils, pollutants, hazardous wastes or otherwise), except to the extent that the Authority is a responsible party as to the hazardous substances described in Section 2.1(g) under State or federal law. (g) The Authority, to the best of its knowledge, is not aware of the presence of hazardous substances (as the same are described in the regulations promulgated under the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as-amended by the Superfund Amendments and Reauthorization Act of 1986, and/or in the environmental laws of the State of Minnesota, and specifically including petroleum and related hydrocarbons and their by products, asbestos, and polychlorinated biphenyls) in, on or under the Redevelopment Property, except as expressly set forth in the reports described in Schedule C, copies of which have been delivered by the Authority to the Redeveloper. (h) Public Improvements sufficient to serve the N4inimum Improvements are available at the perimeter or on the Redevelopment Property except as described in Schedule F. (i) The Authority will use its best efforts to develop the balance of the Fridley Executive Center to the standards (including building materials, landscaping, signage and lighting) that are equivalent to those being used for the Minimum Improvements. BURM8 558711.2 7 0) The Project is a permitted use under the City's Zoning Code, is authorized for construction pursuant to a valid Indirect Source Permit under Minnesota Rules, Parts 7001.0010 to 7001.0210, and 7023.9000 to 7023.9050 and may be constructed without further environmental review under Chapter 4410 of Minnesota Rules. (k) The Authority has received approval of storm water drainage plans from the watershed districts with the appropriate jurisdiction. As other development occurs in the Fridley Executive Center, that development will be responsible for the run off it creates and the Redevelopment Property shall not be assessed for the expense of other development complying with the storm water drainage plans. Section 2.2 Representations and Warranties by the Redeveloper. The Redeveloper represents and warrants that: (a) The Redeveloper will purchase the Redevelopment Property from the Authority pursuant to Article III hereof and in the event the Redevelopment Property is conveyed to the Redeveloper, then the Redeveloper will construct the Minimum Improvements in accordance with the terms of this Agreement, the Redevelopment Program and all local, state and federal laws and regulations (including, but not limited to, environmental, zoning, building code and public health laws and regulations). (b) At the time of construction of and with respect to the Minimum Improvements, the Redeveloper will have complied with all applicable local, state and federal environmental laws and regulations, and will have obtained any and all necessary environmental reviews, licenses or clearances under (and is in compliance with the requirements of) the National Environmental Policy Act, the M111nesota Environmental Policy Act, and Minnesota Critical Areas, Act of 1973. As of the date of execution of this Agreement, the Redeveloper is aware of no facts, the existence of which would cause it to be in violation of any local, state or federal environmental law, regulation or review procedure or which would give any person a valid claim under the Minnesota Environmental Rights Act. (c) The Redeveloper will construct the Minimum Improvements in accordance with all applicable local, state or federal energy - conservation laws or regulations. (d) The Redeveloper will obtain all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state and federal laws and regulations which must be obtained or met before the Minimum Improvements may be lawfully constructed. (e) The Redeveloper is a f cotporatiord (limited partnership l organized under the laws of the State of Indiana, is authorized to transact business and is in good standing in the State, has duly authorized the execution of this Agreement and the performance of its obligations hereunder, and neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, indebtedness, BURNIS 559711.2 8 agreement or instrument of whatever nature to which the Redeveloper is now a party or by which it is bound, or constitutes a default under any of the foregoing. (fl The Redeveloper agrees that it will cooperate with the Authority with respect to any litigation commenced by third parties in connection with this Agreement. (g) Whenever any Event of Default occurs and the Authority shall employ attorneys or incur other expenses for the collection of payments due or to become due or for the enforcement or performance or observance of any obligation or agreement on the part of the Redeveloper under this Agreement and the Authority prevails in such efforts, the Redeveloper agrees that it shall, within ten (10) days of written demand by the Authority, pay to the Authority the reasonable fees of such attorneys and such other expenses so incurred by the Authority. (h) The financing arrangements of the Redeveloper to finance construction of the Minimum Improvements will be sufficient to enable the Redeveloper to successfully complete the Minimum Improvements as contemplated in this Agreement. (i) , For the construction of the Minimum Improvements the Redeveloper will pay wages in accordance with the prevailing wage rate as that term is defined in Ordinance No. 1095 of the City's Code. 0) The Redeveloper shall not allow any use or occupancy of the Project by a "Sexually Orientated Business" as defined in Ordinance No. 965 of the City's Code. (k) If the Redeveloper acquires and develops all of the Fridley Executive Center, it will accept a recordable quit claim deed from the Authority for the outlots used for stormwater areas servicing the Fridley Executive Center. Concurrent with conveyance of such outlots, the Redeveloper will execute the Storm Sewer Pond Agreement with the City. The Redeveloper shall be permitted to utilize the entirety of such outlots for stormwater, and in that regard may reshape, enlarge, or deepen the existing storm ponds or basins at any time to enhance their efficiency for water quality and water quantity management, in such event, based on standard engineering analytical and construction methods, the outlot ponds may substitute wholly or partially for stormwater ponds on the developed lots. If the Redeveloper does not acquire and develop all of the Fridley Executive Center, then ownership of the outlots may be allocated by the Authority to the owner of the developed lot or lots in closest proximity to a particular outlot. The respective owner of each such outlot shall perform all required maintenance and shall execute the Storm Sewer Pond Agreement with the City. If such circumstances, together with shared stormwater benefits among the respective redevelopers, warrant the apportionment of maintenance costs, then such costs shall be apportioned on the basis of the relationship of gross square feet of each owner's buildings to the total gross square feet of buildings located on lots which drain stormwater to the particular outlot. BUPURS 558711.2 9 ARTICLE III Conveyance of Pro ee _ Section 3.1 Conveyance of the Redevelopment Property. (a) Title. The Authority shall convey marketable title to and possession of the Redevelopment Property to the Redeveloper under a quit claim deed in the form of the Redevelopment Property Deed contained in Schedule B of this Agreement. The conveyance of title to the Redevelopment Property pursuant to the Redevelopment Property Deed and the Redeveloper's use of the Redevelopment Property shall be subject to all of the conditions, covenants, restrictions and limitations imposed by this Agreement and the Redevelopment Property Deed. At its expense, the Authority agrees to obtain and shall deliver to the Redeveloper on or before (Junco) fthe earlier of September 11, 1998, or within f3-&J thi 30 days of the date of this Agreement a commitment for an owner's title insurance policy (ALTA Form B -1970) issued by a title insurance company acceptable to the Authority and Redeveloper, naming Redeveloper as the proposed owner - insured of the Redevelopment Property in the amount of the Purchase Price (the "Commitment "). The Commitment shall have a current date as its effective date and shall commit to insure marketable title in Redeveloper, free and clear of all mechanics" lien claims, questions of survey, unrecorded interests, rights of parties in possession or other exceptions. The Commitment shall set forth all levied real estate and special assessments. Said commitment shall have attached copies of all instruments of record which create any easements or restrictions which are referred to in Schedule B of the-title commitment. Redeveloper will be allowed {20} ftwenty (20)1 days after receipt of the Commitment to make an examination thereof and to make any objections to the marketability of the title to Redevelopment Property, said objections to be made by written notice or to be deemed waived. If the title to the Redevelopment Property, as evidenced by the Commitment and a Survey, as provided by the Authority, together with any appropriate endorsements, is not good and marketable of record in the City and is not made so by the Date of Closing, Redeveloper may either: (i) Terminate this Agreement by giving written notice to the Authority in which event this Agreement shall become null and void and neither party shall have any further rights or obligations hereunder except for the return of the Processing Fee as provided in Section 9.2; or (ii) Elect to accept the title in its marketable condition by giving written notice to the Authority, in which event the Redeveloper shall hold back adequate funds from the portion of the Purchase Price payable at the closing to cure the defects and apply said holdback funds of the cost of curing such defects, including attorneys' fees, and pay the unexpended balance to the Authority. (If the amount of said holdback cannot be mutually agreed to by the Authority and the Redeveloper, the issuer of the Commitment shall determine the amount of said holdback.) BuRNLS 559711.2 10 (b) Time of Conveyance. The Authority shall execute and deliver to the Redeveloper the Redevelopment Property Deed for the Redevelopment Property [one hundred twenty (12011 days of the date of execution of this Agreement , (36) days hi Schedule Ft or on such other date as the Authority and the Redeveloper shall mutually agree in writing (the' Date of Closing "). (The Redevelope, may elect to clos the dates iesetibed 1—,1999 and the Redevelo1^1 ims not ek-Ited to close P1 iOL the, eto, then this fti eernent shaf! bec e The Redeveloper shall take possession of the Redevelopment Property on the Date of Closing. (c) Price and Payment. The Authority agrees to sell and the Redeveloper agrees to purchase the Redevelopment Property for the Purchase Price on the Date of Closing. Unless otherwise mutually agreed by the Authority and the Redeveloper, the execution and delivery of all deeds and the payment of the Purchase Price shall be made at the offices of the Title Insurance Company. The Redevelopment Property Deed shall be in recordable form and shall be promptly recorded. The Redeveloper shall pay all costs for such recording. Each Party shall pay one -half of the closing costs. (d) Taxes. Real estate taxes due and payable prior to the year of closing shall be paid by the Authority. Real estate taxes due and payable in the year of closing shall be prorated as of the Date of Closing based upon the Parties' respective period of ownership in the year of closing. Real estate taxes due and payable in the years subsequent to the closing shall be paid by the Redeveloper. On or prior to the Date of Closing, the Authority shall pay all pending or levied special assessments. (e) or before _ Agreement. Survey_. At its expense, the Authority shall deliver the Survey to the Redeveloper on , or within thirty (30) days of the date of this (f) Inspectio . At Redeveloper's expense, Redeveloper, its agents and designees, are hereby granted the right at any time or times after the date hereof to inspect, analyze, and test the Redevelopment Property. Redeveloper shall hold Authority harmless from any liability resulting solely from the entering upon the Redevelopment Property or the performing of any of the tests or inspections referred to in this Section by Redeveloper, its agents or designees. (g) Plat Preparation. The Authority shall plat the Redevelopment Property and the Fridley Executive Center and shall pay for the plat preparation and recording costs. Section 3.2 Conditions Precedent to Conveyance. The obligations of the Authority to convey and the obligations of the Redeveloper to purchase the Redevelopment Property shall be subject to the following conditions precedent: BLMMS 559711.2 11 (a) [The Authority shall not have entered into a binding written agreement for the sale of the Redevelopment Property to Medtronic Corporatio& on or before November 30, 1998, that obligates Medtronic Corporation to redevelop the Redevelopment Property in a manner consisten with the Redevelopment Plan. (b On the Date of Closing, the Redeveloper shall be in material compliance with all of the terms and provisions of this Agreement; f " "c The Redeveloper shall have provided evidence satisfactory to the Authority that it is capable of financing or has obtained financing or a commitment for financing sufficient to finance the construction of the Minimum Improvements for the Redevelopment Property. -{(c)t (mod The Authority shall have approved the Construction Plans and shall have held a public hearing on the sale of the Redevelopment Property on or before (June 4) [October 301, 1998. In the event the sale is not approved then this Agreement shall become null and void and neither party shall have any further rights or obligations hereunder except for the return of the Processing Fee as provided in Section 9.2. ff d} }"e The Redeveloper shall have received the appropriate permits for the construction of the Minimum Improvements; # (e)%M The Redeveloper shall have paid the Purchase Price. #fib} The Redeveloper shall have executed the Assessment Agreement. f {g}}"h The board of directors of the Redeveloper shall have approved by f f* H) [October 11, 1998 the acquisition of the Redevelopment Property in accordance with the terms and provisions of this Agreement. If the board of directors has not provided the required approval and has not notified the Authority by 5:00 p.m. (iuiy i 5) e 1 , 1998, then this Agreement shall become null and void and neither party shall have any further rights or obligations hereunder except for the return of the Processing Fee as provided in Section 9.2. -{ f UM The Redeveloper shall have satisfied itself that the soil conditions are suitable for the construction of the Minimum Improvements. # f La The Redeveloper shall have satisfied itself that there are no hazardous substances, as defined in ection 2.1(g) of this Agreement, which would prohibit the construction and financing of the Minimum Improvements on the Redevelopment Property. [(k) The Redeveloper shall have entered into a binding agreement for the sale of the Redevelopment Property to Cognoscenti Limited Liability Partnership.) Section 3.3 No Special Assessments. The City shall not assess the Redevelopment Property for the Public Improvements or the Site Improvements Pte`) [inclusive ofl the Street Lighting. Street Lighting shall be installed [by the City of the Authority) on the right of ways adjacent to the Redevelopment Property by the date the City issues a certificate of occupancy for the Minimum BURMS 559711.2 12 Y man • • ,� ■ • J I I r, I WM. I • • • r r • • r • • • • it �� Section 3.4 Site Improvements. The Redeveloper shall construct and pay for all Site Improvements described in Schedule G. Section 3.5 Documents at Closing. (a) At the closing, the Authority shall deliver to the Redeveloper: (i) The Redevelopment Property Deed. (ii) All certificates, instruments and other documents necessary to permit the recording of the Redevelopment Property Deed. (iii) A standard Seller's Affidavit with respect to judgments, bankruptcies, tax liens, mechanics liens, parties in possession, unrecorded interests, encroachment or boundary line questions, and related matters, properly executed on behalf of the Authority. (iv) If applicable, the owner's duplicate certificate of title to the Redevelopment Property. The Authority shall not provide an abstract of title if the property is classified as abstract property, but the city shall provide, at its expense, the commitment as described in Section 3.1 of this Agreement. (v) An affidavit of the City in form and content satisfactory to the Redeveloper stating that the City is not a "foreign person" within the meaning of Section 1445 of the Internal Revenue Code. (vi) The Plat. (b) At the closing the Redeveloper shall deliver to the City: (i) The Purchase Price described in Section 3.3(c). (ii) The Assessment Agreement. Section 3.6 Real Estate Brokerage Commission. Each Party represents to the other that it has not authorized any broker or finder to act on its behalf in connection with the sale and purchase of the Redevelopment Property and that it has not dealt with any broker or finder purporting to act on behalf of the other Party. Each Party agrees to indemnify and hold harmless the other Party from and against any and all claims, losses, damages, costs or expenses of any kind or character arising out of or resulting from any agreement, arrangement or understanding alleged to have been made by such Party or on its behalf with any broker or finder in connection with this Agreement. BUPMS 338711.2 13 e ARTICLE IV Construction of Minimum Improvements Section 4.1 Construction of Minimum Improvements. The Redeveloper agrees that it will construct the Minimum Improvements on the Redevelopment Property in accordance with this Agreement, the Revised Site Plan and the approved Construction Plans and will maintain, preserve and keep the Minimum Improvements or cause the Minimum Improvements to be maintained, preserved and kept with the appurtenances and every part and parcel thereof, in good repair and condition and shall commence construction of the Minimum Improvements the later of (i) ) i 1, 1998W (ii) within {i5et [one hundred fifty Q 5QU days of the date of this Agreement or (iii) within sixty (60) days after MnDot commences construction of the Highway 65 Intersection Improvements as described in Schedule F. Section 4.2 Construction Plans. (a) Prior to the commencement of construction of the Minimum Improvements, the Redeveloper shall submit to the Authority the Preliminary Plans. The Preliminary Plans shall not be inconsistent with the Revised Site Plan, this Agreement or any applicable state and local laws and regulations, insofar as said consistency may be determined at said preliminary stage. The Authority shall approve or reject (in whole or in part) such Preliminary Plans in writing within forty (40) days after the date of receipt thereof. If no written rejection is made within said forty (40) days, the Preliminary Plans shall be deemed approved by the Authority. Any rejection shall• set forth in detail the reasons therefor. If the Authority rejects the Preliminary Plans, in whole or in part, the Redeveloper may submit new or corrected Preliminary Plans at any time after receipt by the Redeveloper of the notice of rejection. The Authority's approval of the Preliminary Plans shall not be unreasonably withheld. (b) Prior to the Redeveloper's commencement of construction of the Minimum Improvements, the Redeveloper shall submit to the Authority Construction Plans for the Minimum Improvements. The Construction Plans shall provide for the construction of the Minimum Improvements and shall be in conformity with this Agreement, the Revised Site Plan, the Preliminary Plans, and all applicable state and local laws and regulations. The Authority shall approve the Construction Plans in writing if. (i) the Construction Plans conform to the terms and conditions of the Preliminary Plans and this Agreement; (ii) the Construction Plans conform to all applicable federal, State and local laws, ordinances, rules and regulations: (iii) the Construction Plans are adequate to provide for the construction of the Minimum Improvements; and (iv) no Event of Default has occurred and is continuing. No approval by the Authority shall relieve the Redeveloper of the obligation to comply with the terms of this Agreement, the terms of the Redevelopment Plan, applicable federal, State and local laws, ordinances, rules and regulations, or to construct the Minimum Improvements in accordance therewith. No approval by the Authority shall constitute a waiver of any Event of Default. Upon Redeveloper's submittal of the Construction Plan to the Authority such Construction Plans shall be deemed approved unless rejected in writing by the Authority, in whole or in part. Such rejection shall set forth in detail the reasons therefor, and shall be made within twenty (20) days after the date of their receipt by the Authority. If the Authority rejects any Construction Plans in whole or in part, the Redeveloper shall submit new or corrected BUDO 558711.2 14 Construction Plans within thirty (30) days after written notification to the Redeveloper of the rejection. The provisions of this Section relating to approval, rejection and resubmission of corrected Construction Plans shall continue to apply until the Construction Plans have been approved by the Authority, provided, however, that in any event the Redeveloper shall submit Construction Plans which are approved no later than the Date of Closing of the Redevelopment Property. The Authority's approval . shall not be unreasonably withheld. Said approval shall constitute a conclusive determination that the Construction Plans (and the Minimum Improvements, if constructed in accordance with said plans) comply with the provisions of this Agreement relating thereto. The Construction Plans shall not be rejected due to any objection which could have been raised upon review of the Preliminary Plans and corrected more economically at that time.. (c) If the Redeveloper desires to make any material change in the Preliminary Plans or Construction Plans after their approval by the Authority, then the Redeveloper shall submit the proposed change to the Authority for its approval. If the Preliminary Plans or Construction Plans, as modified by the proposed change, conform to the requirements of this Section 4.2 of this Agreement with respect to such previously approved Construction Plans, the Authority shall approve the proposed change and notify the Redeveloper in writing of its approval. Such change in the Preliminary Plans or Construction Plans shall, in any event, be deemed approved by the Authority unless rejected, in whole or part, by written notice by the Authority to the Redeveloper, setting forth in detail the reasons therefore. Such rejection shall be made within twenty (20) days after receipt of the notice of such change. Section 4.3 Completion of Construction. (a) Subject to Unavoidable Delays, the Redeveloper shall have substantially completed the construction of the Minimum Improvements by en 10 months subsequent to the commencement of constructio , All work with respect to the Minimum Improvements to be constructed or provided by the Redeveloper on the Redevelopment Property shall be in conformity with the Construction Plans as submitted by the Redeveloper and approved by the Authority. (b) The Redeveloper agrees for itself, its successors and assigns, and every successor in interest to the Redevelopment Property, or any part thereof, and the Redevelopment Property Deed shall reference the covenants contained in this Section 4.3 and Section 7.3 of this Agreement, that the Redeveloper, and its successors and assigns, shall promptly begin and diligently prosecute to completion the redevelopment of the Redevelopment Property through the construction of the Minimum Improvements thereon, and that such construction shall in any event be completed within the period specified in this Section 4.3. Section 4.4 Certificate of Completion. (a) Promptly after completion of the Minimum Improvements in accordance with the provisions of this Agreement relating to the obligations of the Redeveloper to construct such improvements (including the date for completion thereof), the Authority will furnish the Redeveloper with a Certificate of Completion for the Minimum Improvements. The Certificate of Completion shall BURNIS 558711.2 15 be a conclusive determination and conclusive evidence of the satisfaction and termination of the agreements and covenants in this Agreement and in the Redevelopment Property Deed with respect to the obligations of the Redeveloper and its successors and assigns, to construct the 14inimum Improvements and the date for the completion thereof. (b) If the Authority shall refuse or fail to provide the Certificate of Completion in accordance with the provisions of this Section 4.4 the Authority shall, within twenty (20) days after written request by the Redeveloper, provide the Redeveloper with a written statement, indicating in adequate detail in what respects the Redeveloper has failed to complete the Minimum Improvements in accordance with the provisions of this Agreement, or is otherwise in default, and what measures or acts will be necessary, in the opinion of the Authority, for the Redeveloper to take or perform in order to obtain a Certificate of Completion. (c) The construction of the Minimum Improvements shall be deemed to be completed when the City has issued a Certificate of Occupancy for the Minimum Improvements. BuRNIS 559711.2 16 ARTICLE V Insurance and Condemnation Section 5.1 Insurance. (a) The Redeveloper will provide and maintain at all times during the process of constructing the Minimum Improvements and, from time to time at the request of the Authority, furnish the Authority with proof of payment of premiums on: (i) builder's risk insurance, written on the so- called `Builder's Risk — Completed Value Basis," in an amount equal to one hundred percent (100 %) of the insurable value of the Minimum Improvements at the date of completion, and with coverage available in nonreporting form on'the so -called "all risk" form of policy. The interest of the Authority shall be protected in accordance with a clause in form and content reasonably satisfactory to the Authority; (ii) comprehensive general liability insurance together with an Owner's Contractor's Policy with limits against bodily injury and property damage of not less than $2,000,000 for each occurrence (to accomplish the above - required limits, an umbrella excess liability policy may be used); and (iii) workers' compensation insurance, with statutory coverage.. (b) All insurance required in this Article V shall be taken out and maintained in responsible insurance companies selected by the Redeveloper which are authorized under the laws of the State to assume the risks covered thereby. The Redeveloper will deposit with the Authority policies evidencing all such insurance, or a certificate or certificates or binders of the respective insurers stating that such insurance is in force and effect. Unless otherwise provided in this Article IX of this Agreement each policy shall contain a provision that the insurer shall not cancel nor modify it without giving written notice to the Redeveloper and the Authority at least thirty (30) days before the cancellation or modification becomes effective. Not less than fifteen (15) days prior to the expiration of any policy, the Redeveloper shall furnish the Authority evidence satisfactory to the Authority that the policy has been renewed or replaced by another policy conforming to the provisions of this Article IX of this Agreement, or that there is no necessity therefor under the terms hereof. In lieu of separate policies, the Redeveloper may maintain a single policy, blanket or umbrella policies, or a combination thereof, having the coverage required herein, in which event the Redeveloper shall deposit with the Authority a certificate or certificates of the respective insurers as to the amount of coverage in force upon the Minimum Improvements. Section 5.2 Condemnation. If any condemnation proceedings affecting the Redevelopment Property, or any part thereof, shall be commenced or threatened prior to the Date of Closing, the Redeveloper may, at its option, (i) terminate this Agreement by notice in writing to the Authority and receive the #processing} r es in Fee as provided in Section 9.2, or (ii) proceed to close this transaction and receive at the Date of Closing an assignment from the Authority of all condemnation proceeds or awards or Purchase Price in lieu of condemnation payable to the Authority. BUMS 559711.2 17 Section 5.3 Subordination. Notwithstanding anything to the contrary contained herein, the rights of the Authority with respect to the receipt and application of the proceeds of insurance shall be subject to and subordinate to the rights of any holder of any Mortgage with respect to the Redevelopment Property as of the date hereof or any Mortgage which is permitted by this Agreement. BURMS 558711.2 18 ARTICLE VI Prohibitions Against Assignment and Transfer• Indemnification Section 6.1 Earesentation as to Redevelopment. The Redeveloper represents and agrees that its purchase of the Redevelopment Property, and its other undertakings pursuant to this Agreement, are, and will be used, for the purpose of redevelopment of the Redevelopment Property and not for speculation in land holding. The Redeveloper further recognizes that, in view of (a) the importance of the redevelopment of the Redevelopment Property to the general welfare of the Authority; (b) the substantial financing and other public costs that have been incurred by the Authority for the purpose of making such redevelopment possible; and (c) the fact that any act or transaction involving or resulting in a significant change in the identity of the parties in control of the Redeveloper or the degree of their control is for practical purposes a transfer or disposition of the property then owned by the Redeveloper, the qualifications and identity of the Redeveloper are of particular concern to the Authority. The Redeveloper further recognizes that it is because of such qualifications and identity that the Authority is entering into this Agreement with the Redeveloper, and, in so doing, is further willing to accept and rely on the obligations of the Redeveloper for the faithful performance of all undertakings and covenants hereby by it to be performed. Section 6.2 Prohibition Against Transfer of Property and Assignment of Agreement. Also, for the foregoing reasons the Redeveloper represents and agrees that prior to the issuance of the Certificate of Completion: (a) Except for the purpose of obtaining financing necessary to enable the Redeveloper or any successor in interest to the Redevelopment Property, or any part thereof, to perform its obligations with respect to constructing the Minimum Improvements under this Agreement, and any other purpose authorized by this Agreement, the Redeveloper 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 Redevelopment Property or any part thereof or any interest therein, or any contract or agreement to do any of the same, without the prior written approval of the Authority unless the Redeveloper remains liable and bound by this Redevelopment Agreement in which event the Authority's approval is not required. Any such transfer shall be subject to the provisions of this Agreement. Notwithstanding the foregoing, the Redeveloper may transfer the Redevelopment Property to any corporation, partnership, or limited liability company controlling, controlled by, or under common control with the Redeveloper. (b) Notwithstanding Section 6.2(a), the Redeveloper may assign the Redevelopment Property to a "qualified intermediary" as defined in Treasury Regulations Section 103 1 (k)- I (g)(4). The Redeveloper may elect to effect a like -kind exchange pursuant to Section 1031 of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder, with respect to any or all of the Redevelopment Property (a "Like -Kind Exchange "). In order to effect a Like -Kind Exchange, the Authority shall cooperate and do all acts as may be reasonably required or requested by the Redeveloper with regard to effecting the Like -Kind Exchange, including, but not limited to, permitting the Redeveloper to assign its rights under this Agreement to a qualified intermediary of the Redeveloper's choice in accordance with Treasury Regulations fft i n 1031(k)- 1(g)(4), BURNIS 558711.2 19 pursuant to a document in substantially the form of Assignment of Rights and Notification attached hereto as Schedule J, provided, however, the Authority shall incur no expense in connection with such Like -Kind Exchange, and the Authority's receipt of the Purchase Price will not be delayed by reason of any such Like -Kind Exchange, and the Authority shall not be required to take title to another property. (c) In the event the Redeveloper, upon transfer or assignment of the Redevelopment Property or any portion thereof, seeks to be released from its obligations under this Agreement, the Authority shall be entitled to require, except as otherwise provided in this Agreement, as conditions to any such release that: (i) Any proposed transferee shall have the qualifications and financial responsibility, in the reasonable judgment of the Authority, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Redeveloper. (ii) Any proposed transferee, by instrument in writing satisfactory to the Authority and in form recordable among the land records, shall, for itself and its successors and assigns, and expressly for the benefit of the Authority, have expressly assumed all of the obligations of the Redeveloper under this Agreement and agreed to be subject to all of the conditions and restrictions to which the Redeveloper is subject; provided, however, that the fact that any transferee of, or any other successor in interest whatsoever to, the Redevelopment 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 Authority) deprive the Authority of any rights or remedies or controls with respect to the Redevelopment Property 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 Redevelopment 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 Authority of or with respect to any rights or remedies or controls provided in or resulting from this Agreement with respect to the Minimum Improvements that the Authority would have had, had there been no such transfer or change. In the absence of specific written agreement by the Authority to the contrary, no such transfer or approval by the Authority thereof shall be deemed to relieve the Redeveloper, or any other party bound in any way by this Agreement or otherwise with respect to the construction of the Minimum Improvements, from any of its obligations with respect thereto. (iii) Any and all instruments and other legal documents involved in effecting the transfer of any interest in this Agreement or the Redevelopment Property governed by this Article VI, shall be in a form reasonably satisfactory to the Authority. In the event the foregoing conditions are satisfied then the Redeveloper shall be released from its obligation under this Agreement, as to the portion of the Redevelopment Property that is transferred, assigned or otherwise conveyed. BURMS 559711.2 20 d) The foregoing notwithstanding. the Redeveloner_mav at any time sell, transfer or assign this Agreement and all of its interest in the Redevelopment Property (but not part) to Cognoscenti Limited Liability Partnership a Minnesota limited liability partnership ( "Coenoscenti ") provided Cognoscenti first agrees with the Authoft in an instrument acceptable to the AuthQr —iZ for itself and its successors and assigns, to be bound by and perform fully the terms and conditions of this Agreement. the Deed. the Assessment Agreement and the Plan, and not to sell, transfer. mortgage or otherwise assign any portion of the Redevelopment Property except as permitted herein In such event_ the Redeveloper shall be released from _anvobligation or liability hereunder. The Redeveloper may exercise its rights to assign under this paragraph only if there is no Event of Default he Redeveloper then existing. Section 6.3 Release and Indemnification Covenants. (a) The Redeveloper covenants and agrees that the City and the Authority and the governing body members, officers, agents, servants and employees thereof shall not be liable for and agrees to indemnify and hold harmless the City and the Authority and the governing body members, officers, agents, servants and employees thereof against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Minimum Improvements, except for any loss resulting from negligent, willful or wanton misconduct of any such parties, and provided that the claim therefore is based upon the acts of Redeveloper or of others acting on the behalf or under the direction or control of Redeveloper. (b) Except for any negligent or willful misrepresentation or any negligent, willful or wanton misconduct of the following named parties, the Redeveloper agrees to protect and defend the City, the Authority and the governing body members, officers, agents, servants and employees thereof; now or forever, and further agrees to hold the aforesaid harmless from any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from this Agreement or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the Minimum Improvements, except for the use of eminent domain if exercised by the Authority to acquire the Redevelopment Property, and provided that the claim therefore is based upon the acts of Redeveloper or of others acting on the behalf or under the direction or control of Redeveloper. (c) The City and the Authority and the governing body members, officers, agents, servants and employees thereof shall not be liable for any damage or injury to the persons or property of the Redeveloper or its officers, agents, servants or employees or any other person who may be about the Redevelopment Property or Minimum Improvements due to any act of negligence of any person, other than the negligence and misconduct of City or Authority employees or those employed or engaged by the City or Authority. (d) All covenants, stipulations, promises, agreements and obligations of the Authority contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the Authority and not of any governing body member, officer, agent, servant or employee of the Authority in the individual capacity thereof. BURNIS 558711.2 21 (e) Nothing in this section or this Agreement is intended to waive any municipal liability limitations contained in Minnesota Statutes, particularly Chapter 466. BUPMS 558711.2 22 ARTICLE VII Events of Default Section 7.1 Events of Default Defined. Subject to Unavoidable Delays, the following shall be "Events of Default" under this Agreement and the term "Event of Default" shall mean, whenever it is used in this Agreement (unless the context otherwise provides), any one or more of the following events: (a) Failure by the Redeveloper to pay when due all real property taxes assessed against the Redevelopment Property. (b) Failure of the Redeveloper to submit satisfactory Construction Plans in accordance with Section 4.2" of this Agreement. (c) Failure by the Redeveloper to commence or complete construction of the Minimum Improvements pursuant to the terms, conditions and limitations of Article IV of this Agreement. (d) Failure by the Redeveloper to substantially observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed hereunder. (e) The Redeveloper shall: (i) file any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief under the United States Bankruptcy Code or under any similar federal or state law; or (ii) make an assignment for the benefit of its creditors; or (iii) admit in writing its inability to pay its debts generally as they become due; or (iv) be adjudicated as bankrupt or insolvent; or if a petition or answer proposing the adjudication of the Redeveloper as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or State law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof, or a receiver, trustee or liquidator of the Redeveloper or of the Redevelopment Property, or part thereof shall be appointed in any proceeding brought against the Redeveloper and shall not be discharged within ninety (90) days after such appointment, or if the Redeveloper shall consent to or acquiesce in such appointment. Section 7.2 Remedies on Default. Whenever any Event of Default referred to in Section 7.1 of this Agreement occurs, the Authority may take any one or more of the following actions after providing sixty 60 days' written notice to the Redeveloper of the Event of Default, but only if the Event of Default has not been cured within said sixty 60 days, or if the Event of Default is by its nature incurable within said sixty [CE01 day period, and the Redeveloper fails to BLMMS 338711.2 23 provide the Authority with written assurances, deemed satisfactory in the reasonable discretion of the Authority, that the Event of Default will be cured as soon as reasonably possible: (a) Suspend its performance under this Agreement until it receives assurances from the Redeveloper, deemed adequate by the Authority, that the Redeveloper will cure its default and continue its performance under this Agreement. (b) Terminate this Agreement. (c) Withhold the Certificate of Completion. (d) Take whatever action, including legal, equitable or administrative action, which may appear necessary or desirable to the Authority, including any actions to collect any payments due under this Agreement, or to enforce performance and observance of any obligation, agreement, or covenant of the Redeveloper under this Agreement. Section 7.3 Revesting Title in Authorit -Upon Happening of Event Subsequent to Conveyance to Redeveloper. In the event that subsequent to conveyance of the Redevelopment Property to the Redeveloper and prior to the receipt by the Redeveloper of the Certificate of Completion: (a) subject to Unavoidable Delays, the Redeveloper fails to carry out its obligations with respect to the construction of the Minimum Improvements (including the nature and the date for the commencement and completion thereof), or abandons or substantially suspends construction work, and any such failure, abandonment, or suspension shall not be cured, ended, remedied or assurances reasonably satisfactory to the Authority made within ninety (90) days after written demand from the Authority to the Redeveloper to do so; or (b) the Redeveloper fails to pay real estate taxes or assessments on the Redevelopment Property or any part thereof when due, or creates, suffers, assumes, or agrees to any encumbrance or lien on the Redevelopment Property which is unauthorized by this Agreement and which has priority over the Assessment Agreement, or shall suffer any levy or attachment to be made, or any materialmen's or mechanics' lien, or any other unauthorized encumbrance or lien to attach, and such taxes or assessments shall not have been paid, or the encumbrance or lien removed or discharged or provision reasonably satisfactory to the Authority made for such payment, removal, or discharge, within ninety (90) days after written demand by the Authority to do so; provided, that if the Redeveloper shall first notify the Authority of its intention to do so, it may in good faith contest any mechanics' or other lien filed or established and in such event the Authority shall permit such mechanics' or other lien to remain undischarged and unsatisfied during the period of such contest and any appeal, but only if the Redeveloper provides the Authority with a bank letter of credit or other security in the amount of the lien, in a form satisfactory to the Authority pursuant to which the bank or other obligor will pay to the Authority the amount of any lien in the event that the lien is finally determined to be valid. During the course of such contest the Redeveloper shall keep the Authority informed respecting the status of such defense; or BURMS 559711.2 24 (c) there is, in violation of this Agreement, any transfer of the Redevelopment Property or any part thereof; or any change in the ownership or distribution thereof of the Redeveloper, or with respect to the identity of the parties in control of the Redeveloper or the degree thereof, and such violation shall not be cured within ninety (90) days after written demand by the Authority to the Redeveloper; Then the Authority shall have the right to re -enter and take possession of the Redevelopment Property and to terminate (and revest in the City) the estate conveyed by the Redevelopment Property Deed to the Redeveloper, it being the intent of this provision, together with other provisions of the Agreement, that the conveyance of the Redevelopment Property to the Redeveloper shall be made upon, and that the Redevelopment Property Deed shall contain a condition subsequent to the effect that in the event of any default on the part of the Redeveloper and failure on the part of the Redeveloper to remedy, end, or abrogate such default within the period and in the manner stated in such subdivisions, the Authority at its option may declare a termination in favor of the Authority of the title, and of all the rights and interests in and to the Redevelopment Property conveyed to the Redeveloper, and that such title and all rights and interests of the Redeveloper, and any assigns or successors in interest to and in the Redevelopment Property, shall revert to the Authority, but only if the events stated in Section 7.3(a) -(c) have not been cured within the time periods provided above. Notwithstanding anything to the contrary contained in this Section 7.3 of this Agreement, the Authority shall have no right to re -enter or retake title to and possession of any part of the Redevelopment Property for which a Certificate of Completion has been issued or if the Termination Date occurs. Section 7.4 Resale of Reacquired Property; Disposition of Proceeds. Upon the revesting in the Authority of title to any parcel of the Redevelopment Property or any part thereof as provided in Section 7.3, the Authority shall have no further responsibility to the Redeveloper hereunder with respect to that or any subsequent parcel and may sell or otherwise devote said parcels to such other uses as the Authority shall in its sole discretion determine, without reimbursement of any sums paid by the Redeveloper to the Authority under this Agreement except as provided below. From the proceeds of sale of the reacquired property, the Authority shall pay all costs of reacquiring, holding, marketing and disposing of such property and shall also retain the lost tax increment that would have been received had the Minimum Improvements been timely constructed. The remainder of any sums shall be paid to the Redeveloper. Section 7.5 No Remedy Exclusive. No remedy herein conferred upon or reserved to the Authority or Redeveloper 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. In order to entitle the Authority or the Redeveloper to exercise any remedy reserved to it it shall not be necessary to give notice, other than such notice as may be required in this Article VII. BURNIS 559711.2 25 Section 7.6 No Additional Waiver Implied One Waiver. In the event any agreement contained in this Agreement should be breached by either party and thereafter waived by the other party, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other concurrent, previous or subsequent breach hereunder. Section 7.7 Agreement to Pay Attorney's Fees and Expenses. Whenever any Event of Default occurs and the City shall employ attorneys or incur other expenses, such fees and expenses shall be paid in accordance with Section 2.2(h) of this Agreement. BUMS 559711.2 26 ARTICLE VIII Additional Provisions Section 8.1 Conflict of Interest: ; Authority Representatives Not Individually Liable. No member, official, or employee of the Authority shall have any personal interest, direct or indirect, in this Agreement, nor shall any such member, official, or employee participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership, or association in which he is, directly or indirectly, interested. No member, official, or employee of the Authority shall be personally liable to the Redeveloper, or any successor in interest, in the event of any default or breach by the Authority or for any amount which may become due to the Redeveloper or successor or on any obligations under the terns of this Agreement, except in the case of willful misconduct. Section 8.2 Equal Em llg=ent Opportuni . The Redeveloper, for itself and its successors and assigns, agrees that during the construction of the Minimum Improvements provided for in this Agreement that it will comply with all applicable equal employment opportunity and non - discrimination laws, ordinances and regulations. Section 8.3 Provisions Not Merged With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Redevelopment Property and any such deed shall not be deemed to affect or impair the provisions and covenants of this Agreement. Section 8.4 Titles of Articles and Sections. Any titles of the several parts, articles, and sections of this Agreement are inserted for convenience of reference only and shall be disregarded in construing or interpreting any of its provisions. Section 8.5 Notices and Demands. Except as otherwise expressly provided in this Agreement, a notice, demand, or other communication under this Agreement by either party to the other shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, transmitted by facsimile, delivered by a recognized overnight courier or delivered personally; and (a) in the case of the Redeveloper, is addressed to or delivered personally to the Redeveloper at: Duke . Construction Limited Partnershinl Suite 120 1550 Utica Avenue South Minneapolis, Minnesota 55416 Attention: David Jellison BtMMS 558711.2 27 with a copy to Duke Realty Investments, Inc. Suite 1200 8888 Keystone Crossing Indianapolis, Indiana 46240 -2182 Attention: Corporate Counsel (b) in the case of the Authority, is addressed to or delivered personally to the Housing and Redevelopment Authority in and for the City of Fridley at 6431 University Avenue N.E., Fridley, Minnesota, 55432, Attention: City Manager, or at such other address with respect to either party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Section 8.6 Counterpart s. This agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. Section 8.7 Time of the Essence. Time is of the essence of this Agreement. Section 8.8 Expiration. This Agreement shall expire on the Termination Date. Section 8.9 No Third -Party Beneficiaries. There shall be no third -party beneficiaries to this Agreement. More specifically, the Authority enters into this Agreement, and intends that the consummation of the Authority obligations contemplated hereby shall be, for the sole and exclusive benefit of the Redeveloper, and notwithstanding the fact that any other "person" may ultimately participate in or have an interest in the Project, or any portion thereof, the Authority does not intend that any party other than the Redeveloper shall have, as alleged third party beneficiary or otherwise, any rights or interests hereunder as against the Authority, and no such other party shall have standing to complain of the Authority's exercise of, or alleged failure to exercise, its rights and obligations, or of the Authority's performance or alleged lack thereof, under this Agreement. BURNIS 5597112 28 ARTICLE IX Termination of Agreement Section 9.1 Termination - General. "a This Agreement shall terminate upon its Termination Date and the discharge of all of the Authority's and Redeveloper's other respective obligations hereunder, but no such termination shall terminate any indemnification or other rights or remedies arising hereunder due to any Event of Default which occurred and was continuing prior to such termination. fSection 9.2 Ternfination — Specific. If the ciosing on the Redevelopment Pi opei ty has not f(bl UDOn anvl termination: (i) the Authority and the Redeveloper shall enter into an agreement in recordable form evidencing the cancellation of this Agreement; and (ii) the Authority shall account for its out of pocket expenses, including without limitation attorney's fees expended after (Feb, amy -ff Uuly 1 , 1998. To the extent of such accounted expenses, the Authority may reimburse itself out of the Processing Fee, and shall return the remainder, if any, of the Processing Fee to the Redeveloper. fExcent as set forth in this u secti n 9.1(bl_ upon termination of this Agreement neither Party shall have any liability to the other. Section 9.2 Termination —3 If the closing on the Redevelopment Property has not c ire by the Date of 1 smg then this Agreement shall automatically terminate Section 9.3 Termination by Redeveloper Th1S Agrggemgnt may ke terminate at ♦' hyva aaaaaacL�vu CL I. Q11Y Ulle the Redeveloner by written notice to the Authority if Redeveloper is in compliance with al Mateerial terms of this Agreement and no Event of Default by Redeveloper is then existing an d Comascenti Limit Uabilrtv Partnership refuses or becomes unable to complete the n lrchase of thRdevlopment Propey despite the best eff e ot d i n 9.4 Termination by Authority This Agreement may be terminated by the u h n written notice to Redeveloner on or before November 30 1998 if the Authority is i compliance with all m tenal terms of this Agreement and no Event of Default by the Authority is their existing. an the Authority has entered into a binding written agreement for the sale of the redevelopment PropeEty to Medtronic Corporation that obligates Medtronic Cqwratign t Ledevelw the Redevelopment Property 1n a manner consistent with the Redevelopment Plan 1 BURNIS 559711.2 29 ARTICLE X Real Prop=yames and Assessment Agreement Section 10.1 Real Property Taxes. (a) The Redeveloper shall pay when due, prior to the attachment of penalty, all real property taxes payable with respect to the Redevelopment Property subsequent to execution and delivery of the Redevelopment Property Deed. (b) The Redeveloper agrees that prior to the Termination Date, the Redeveloper will not take any of the following actions which would result in a reduction of the market valuation of the Redevelopment Property below the Assessor's Minimum Market Value (as such term is defined in Section 10.2: (1) seek administrative review or judicial review of the applicability of any tax statute determined by any Tax Official to be applicable to the Redevelopment Property or the Redeveloper or raise the inapplicability of any such statute as a defense in any proceedings, including delinquent tax proceedings; (ii) seek administrative review or judicial review of the constitutionality of any tax statute determined by any Tax Official to be applicable to the Redevelopment Property or the Redeveloper or raise the unconstitutionality of any such tax statute as a defense in any proceedings, including delinquent tax proceedings; (iii) cause a reduction in the Assessed Market Value of the Redevelopment Property below the Assessor's Minimum Market Value, as provided in Section 10.2", through: (A) willful destruction of the Redevelopment Property or any part thereof, (B) a request to the city assessor of the City or the county assessor of the County to reduce the Assessed Market Value of all or any portion of the Redevelopment Property; (C) a petition to the board of equalization of the City or the board of equalization of the County to reduce the Assessed Market Value of all or any portion of the Redevelopment Property (D) a petition to the board of equalization of the State or the commissioner of revenue of the State to reduce the Assessed Market Value of all or any portion of the Redevelopment Property, (E) an action in a District Court of the State or the Tax Court of the State pursuant to Minnesota Statutes, Chapter 278, or any similar State or federal law, seeking a reduction in the Assessed Market Value of the Redevelopment Property, (F) an application to the commissioner of revenue of the State requesting an abatement of real property taxes pursuant to Minnesota Statutes, Chapter 270, or any similar State or federal law; and (G) any other proceedings, whether administrative, legal or equitable, with any administrative body within the City, the County, or the State or with any court of the State or the federal government. The Redeveloper shall not, prior to the issuance of the Certificate of Completion, apply for a deferral of property tax on the Redevelopment Property pursuant to Minnesota Statutes, Section 469.181, or any similar law. Section 10.2 Assessment Agreement. The Redeveloper shall agree to, and with the Authority shall execute, as a condition precedent to the Authority's delivery of the Redevelopment Property Deed, the Assessment Agreement pursuant to the provisions of Minnesota Statutes, Section 469.177, Subdivision 8, specifying the Assessor's Minimum Market Value for the Redevelopment Property for calculation of real estate taxes. The aggregate amount of the Assessor's Minimum Market Value shall be calculated in accordance with Section 10.4 and shall be effective the later of January 2nd of the year following the year in which the Certificate of Completion is issued or January 2, (2066) 2001 , and for each January 2nd thereafter until the Termination Date. The BURNIS 558711.2 30 minimum market value set forth in the Assessment Agreement is herein referred to as the "Assessor's Minimum Market Value." Nothing in an Assessment Agreement shall limit the discretion of the assessor to assign a market value to the Redevelopment Property in excess of such Assessor's Minimum Market Value nor prohibit the Redeveloper from seeking through the exercise of legal or administrative remedies a reduction in such market value for property tax purposes, provided however, that the Redeveloper shall not seek a reduction of such market value below the Assessor's Minimum Market Value in any year so long as the Assessment Agreement shall remain in effect. The Assessment Agreement shall remain in effect until the Termination Date. Section 10.3 Tax Deficiency Guarantee. The Redeveloper shall be liable for and shall pay to the Authority any tax deficiency (the "Tax Deficiency ") resulting s le from the Assessor's Minimum Market Value being less than the amount provided for in Section 10.2. The Authority shall provide the Redeveloper with a notice of the Tax Deficiency - f 3$} thi 30 days prior to the time that real estate taxes are payable. The Authority need only provide a single notice, but the Redeveloper may pay the Tax Deficiency in equal installments at the times provided by law for the payment of real estate taxes. Failure of the Authority to provide notice shall not relieve the Redeveloper of the obligation imposed by this section. The Tax Deficiency for any calendar year (if any) shall be calculated as follows: if the market value for the Project assigned by the county assessor for the real estate taxes payable in such calendar year is less than the Assessor's Minimum Market Value, the Tax Deficiency shall equal the product of the difference times the class rates in effect in such calendar year times the tax rates of all of the tax jurisdictions in which the Project is located in effect for such calendar year. The guarantee imposed by this Section shall remain in effect through the tax payable year for which the Assessment Agreement is effective. Section 10.4 Calculation of Assessor's Minimum Market Value. The Project shall have an Assessor's Minimum Market Valuation of not less than 60t f$1 . A determination of the Assessor's Minimum Market Value will be made prior to the Date of Closing. IN WITNESS WHEREOF, the Authority has caused this Agreement to be duly executed in its name and behalf and the Redeveloper has caused this Agreement to be duly executed on or as of the date first above written. BUMS 559711.2 31 Dated: HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF FRIDLEY, MINNESOTA By Its Chairman And by STATE OF MINNESOTA ) ) ss COUNTY OF ANOKA ) Its Executive Director On this day of . 199_ before me, a notary public within and for Anoka County, personally appeared and to me personally known who by me duly sworn, did say that they are the Chairman and Executive Director of the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a political subdivision of the State of Minnesota, and acknowledged the foregoing instrument on behalf of said Authority. Notary Public Authority Signature Page - Redevelopment Contract BUMS 559711.2 32 Dated: DUKE , [CONSTRUCTION LIMITED PARTNERSHIP. Indiana limited partnership) (By )[L3y: Duke Realty Services Limited Partnership, an Indiana limited partnership. as General Partner) f ts-) [By: Duke Services. Inc.. as General nr By John R. Gaskin Its: Secretary) STATE OF ) )ss COUNTY OF ) On this day of , 199_ before me, a notary public within and for County, personally appeared (John R. Gaskinl, the ecr t of Duke #Realty fnvesftzmz* rv' , , Inc., an Indiana corporation, general partner of Duke Realty Services Limited Partnership. an Indiana limited partnership and general partner of Duke Construction Limited Partnership. an Indiana limited partnership.) and acknowledged the foregoing instrument on behalf of said corporation Land said limited partnerships). Notary Public Redeveloper Signature Page - Contract for Private Redevelopment BuRMS 559711.2 33 SCHEDULE A DESCRIPTION OF REDEVELOPMENT PROPERTY To be platted as Lot -{-t;}L====.J Block {-ffL= , Fridley Executive Center, Anoka County, MN (see Project Site Plan for approximate size and location) BURIM 559711.2 A-1 SCHEDULE B REDEVELOPMENT PROPERTY DEED THIS INDENTURE, made this day of , 199___., between the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a political subdivision of the State of Minnesota (the "Grantor"), and Duke fRealty Investments, fim—.,a [Construction Limited Partnership a limited partnership] organized under the laws of the State of Indiana (the "Grantee "). WITNESSETH, that Grantor, in consideration of the sum of One Dollar ($1.00) and other good and valuable consideration the receipt whereof is hereby acknowledged, does hereby convey and quit claim to the Grantee, its successors and assigns forever, all the tract or parcel of land lying and being in the County of Anoka and State of Minnesota described as follows: See Exhibit 1 Attached together with all hereditament and appurtenances belonging thereto, Grantor covenants and represents that: Grantee has committed to construct certain improvements and Grantor has a right of re -entry in accordance with Sections 4.3 and 7.3 respectively of the Contract for Private Redevelopment By and Between the Housing and Redevelopment Authority in and for the City of Fridley and Duke [Construction Limited Partnership] dated , 1998. The completion of the improvements and the release of the right of re -entry shall be evidenced by the recording of the Certificate of Completion and Release of Forfeiture attached as Exhibit 2 to this deed. The Grantor certifies that the Grantor does not know of any wells on described real property. BURMS 558711.2 B -1 IN WITNESS WHEREOF, the Grantor has caused this deed to be duly executed in its behalf by its Chairman and its Executive Director the day an year written above. HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF FRIDLEY, MINNESOTA By Its Chairman And by STATE OF MINNESOTA ) ) ss COUNTY OF ANOKA ) Its Executive Director On this day of . 199_ before me, a notary publi c within and for Anoka County, personally appeared and to me personally known who by me duly sworn, did say that they are the Chairman and Executive Director of the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a political subdivision of the State of Minnesota, and acknowledged the foregoing instrument on behalf of said Authority. Notary Public This instrument was drafted by: Krass Monroe, P.A (J.R.C.) Suite 1100 Southpoint Office Center 1650 West 82nd Street Minneapolis, MN 55431 BURNS 338711.2 B -2 LEGAL DESCRIPTION BURMS 558711.2 B -3 0 CERTIFICATE OF COMPLETION AND RELEASE OF FORFEITURE WHEREAS, the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a political subdivision of the State of Minnesota (the "Grantor"), by a Deed recorded in the Office of the County Recorder or the Registrar of Titles in and for the County of Anoka and State of Minnesota, as Deed Document Number(s) and , respectively, has conveyed to Duke f Reaf ty fn Y estments, fne., a co, pol a [Construction Limited Partnership, a limited partnership) organized under the laws of the State of Indiana (the "Grantee "), the following described land in County of Anoka and State of Minnesota, to -wit: WHEREAS, said Deed contained certain covenants and restrictions, the breach of which by Grantee, its successors and assigns, would result in a forfeiture and right of re -entry by Grantor, its successors and assigns, said covenants and restrictions being set forth in 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 have been performed by the Grantee therein and that the provisions for forfeiture of title and right to re -entry for breach of condition subsequent by the Grantor therein is hereby released absolutely and forever insofar is it applies to the land described herein, and the County Recorder or the Registrar of Titles in and for the County of Ramsey and State of Minnesota is hereby authorized to accept for recording and to record this instrument, and the filing of this instrument shall be a conclusive determination of the satisfactory termination of the covenants and conditions referred to in said Deed, the breach of which would result in a forfeiture and right of re -entry. BUPJM 559711.2 B4 Dated: , 199 HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF FRIDLEY, MINNESOTA By Its Chairman And by Its Executive Director STATE OF MINNESOTA ) ) ss COUNTY OF ANOKA ) On this day of , 199_ before me, a notary public within and for Anoka. County, personally appeared and to me personally known who by me duly sworn, did say that they are the Chairman and Executive Director of the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a political subdivision of the State of Minnesota, and acknowledged the foregoing instrument on behalf of said Authority. Notary Public BuRMS 559711.2 B -5 SCHEDULE C ENVIRONMENTAL REPORTS Environmental Site Assessment — Phase One 32.77 acre parcel, Northwest Quadrant of State Highway 65 and Interstate Highway I -694 Fridley, Minnesota Prepared for: City of Fridley, Minnesota December 1994 Prepared by: B.A. Liesch Associates, Inc. 13400 15'h Avenue North Minneapolis, Minnesota 55441 612 -559 -1423 2. Environmental Site Assessment — Phase Two Lake Point Development in Fridley, Minnesota Prepared for: City of Fridley, Minnesota February/March 1995 Prepared by: B.A. Liesch Associates, Inc. 13400 15'h Avenue North Minneapolis, Minnesota 55441 612 -559 -1423 3. Correspondence for MPCA dated May 4, 1995 directed to City of Fridley regarding Petroleum Tank Release/No Corrective Action Required. See attached pages C -1 and C -2. BuRMS 538711.2 C -1 Dated: . 199 HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF FRIDLEY, MINNESOTA Lo Its Chairman And by Its Executive Director STATE OF MINNESOTA ) ) ss COUNTY OF ANOKA ) On this day of , 199_ before me, a notary public within and for Anoka County, personally appeared and to me personally known who by me duly sworn, did say that they are the Chairman and Executive Director of the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a political subdivision of the State of Minnesota, and acknowledged the foregoing instrument on behalf of said Authority. Notary Public BURMH 558711.2 D_2 11: LEGAL DESCRIPTION OF REDEVELOPMENT PROPERTY BURMB 558711.2 D -3 SCHEDULE E PROJECT SITE PLAN See Aso) attached pages (E- through fE--3+ The building materials will consist of the following: BURNIS 559711.2 E -1 • ., .. ... Muft OWN" . r ., ..a • i 19 11 BURNIS 559711.2 E -1 SCHEDULE F PUBLIC IMPROVEMENTS Public Improvements to the Redevelopment Property shall include the following: 1. Water, available by Date of Closing 2. Streets in Fridley Executive Center, available by Date of Closing 3. Sanitary Sewer, available by Date of Closing 4. The Street Lighting shall be selected in consultation with the Redeveloper. The Authority shall further advise the Redeveloper as to the timing of the installation, number and location of the street lights and shall be installed by the time a certificate of occupancy is issued by the City for the Minimum Improvements. 5. Highway 65 Intersection Improvements To be completed in 1998 and 1999 by MN DOT which include the following: i. Realignment of Lake Pointe Drive into Highway 65 I Realignment of Central Avenue into Highway 65 iii. The addition of two left turn lanes northbound on Highway 65 at the Lake Pointe Drive intersection iv. The completion of the remodeling of the Highway 65/1694 ramps 6. Off site Storm Water Ponding as determined by the Storm Water Management Plan approved by the Six Cities Watershed District will be available by the Date of Closing BURNIS 559711.2 F -1 SCHEDULE G SITE IMPROVEMENTS Site Improvements for the Redevelopment Property include the following: 1. Construction of stormwater pond to National Urban Runoff Protection standards with a pond liner 2. Installation of ( I H trees, and shrubs around building 3. Construction of a retaining wall along front parking area along Lake Pointe Drive 4. Soil borings to confirm soil suitability ands it {5. Soil) corrections as needed 6} 5. Construction of an approximately #36}L=====J square foot monument sign on Lake Pointe Drive �} L6 . Construction of two 600 square foot project identifier signs at the West Moore Lake Drive entrance and in the Outlot on the south side of Lake Pointe Drive at Redeveloper's sole discretion If any of the improvements described in this Schedule G are to be dedicated or conveyed to the City, then those improvements shall be designed and inspected by the City engineer and/or a consulting engineer designated by the City. BURNIS 539711.2 G -1 SCHEDULE H ASSESSMENT AGREEMENT and ASSESSOR'S CERTIFICATION By and among the HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF FRIDLEY, MINNESOTA and CITY ASSESSOR OF THE CITY OF FRIDLEY This Document was drafted by: Krass Monroe, P.A. (J.R.C.) Suite 1100 Southpoint Office Center 1650 West 82nd Street Minneapolis, MN 55431 (612) 885 -1296 BUMS 558711.2 H -1 ASSESSMENT AGREEMENT THIS AGREEMENT, made on or as of the day of , 199 by and among the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota (the "Authority"), of the State of Minnesota, Duke [Construction Limited Partnership, a limited partnership] organized under the State of Indiana (the "Redeveloper "), and the City Assessor of the Authority of Fridley (the "Assessor"). WITNESSETH, that WHEREAS, on or before the date hereof the Authority and the Redeveloper have entered into a Contract for Private Redevelopment (the "Redevelopment Contract ") regarding certain real property located in the Authority of Fridley, legally described on Exhibit A attached hereto and made a part hereo% (the "Redevelopment Property "); and WHEREAS, it is pursuant to said Redevelopment Contract the Redeveloper has agreed to construct an officelwarehouse/ manufacturing facility (the "Minimum Improvements ") upon the Redevelopment Property; and WHEREAS, the Authority and Redeveloper desire to establish a minimum market value for said Redevelopment Property and the Minimum Improvements constructed thereon, pursuant to Minnesota Statutes, Section 469.177, Subdivision 8; and WHEREAS, the Authority and the Assessor have reviewed the preliminary plans and specifications for the NEnimum Improvements and have inspected the Redevelopment Property, NOW, THEREFORE, the parties to this Agreement, in consideration of the promises, covenants and agreements made by each to the other, do hereby agree as follows: The minimum market value as of January 2, which shall be assessed for the Redevelopment Property described in Exhibit A, with the Nfinimum Improvements constructed thereon, for ad valorem tax purposes, shall not be less than 0 A. 2. The minimum market value herein established shall be of no further force and effect and this Agreement shall terminate on the Termination Date of the Redevelopment Contract which is defined in Article I of the Redevelopment Contract and shall be no later than January 3, 2010. 3. This Agreement shall be promptly recorded by the Redeveloper who shall pay all costs of recording. 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the Redevelopment Contract between the Authority and the Redeveloper. suRMS 558711.2 H -2 5. This Agreement shall inure to the benefit of and be binding upon the parties hereto and the respective successors and assigns of the parties. 6. Each of the parties has authority to enter into this Agreement and to take all actions required of it, and has taken all actions necessary to authorize the execution and delivery of this Agreement. 7. In the event any provision of this Agreement shall be held invalid and unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. 8. The parties hereto agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements, amendments and modifications hereto, and such further instruments as may reasonably be required for correcting any inadequate, or incorrect, or amended description of the Redevelopment Property or the Mnumum Improvements, or for carrying out the ' expressed intention of this Agreement, including, without limitation, any further instruments required to delete from the description of the Redevelopment Property such part or parts as may be included within a separate assessment agreement. 9. Except as provided in Section 7 of this Assessment Agreement, this Agreement may not be amended nor any of its terms modified except by a writing authorized and executed by all parties hereto. 10. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 11. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. BURIMS 559711.2 H -3 0 Dated: HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF FRIDLEY, MINNESOTA By STATE OF MINNESOTA ) ) ss COUNTY OF ANOKA ) Its Its On this day of , 199_ before me, a notary public within and for Anoka County, personally appeared and to me personally known who by me duly sworn, did say that they are the Chairman and Executive Director of the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a political subdivision of the State of Minnesota, and acknowledged the foregoing instrument on behalf of said Authority. Notary Public Authority Signature Page - Assessment Agreement BURNIS 558711.2 H-4 Dated: DUKE , [CONSTRUCTION LIMITED PARTNERSHIP. an Indiana limited partnershipl #By-)By: Duke Realty Services Limited Partnership, an Indiana limited partnership. as General Partnerl (Its -) v: Duke Services. Inc.. as Genera per By John R. Gaskin Its: Secretarvl STATE OF ) )ss COUNTY OF ) On this day of jLj22====j before me, a notary public within and for County, personally appeared [John R Gaskinl, the f ecret , of Duke #Rralty investments} rvic , Inc., an Indiana corporation, [general partner of Duke Realty Services Limited Partnership. an Indiana limited partnership and general partner of Duke Construction Limited Partnership, an Indiana limited partnership.l and acknowledged the foregoing instrument on behalf of said corporation [and said limited partnershipsl. Notary Public Redeveloper Signature Page - Assessment Agreement BURNIS 559711.2 H -5 CERTIFICATION BY CITY ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the market value assigned to the land upon which the improvements are to be constructed, and being of the opinion that the minimum market value contained in the foregoing Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the above described property, hereby certifies that the market value assigned to such land and improvements upon completion of the improvements to be constructed thereon shall not be less than Dollars ($ ) until termination of this Agreement. City Assessor for the City of Fridley STATE OF MINNESOTA ) )ss COUNTY OF ANOKA ) The foregoing instrument was acknowledged before me this _ day of 199 , by , the City Assessor of the City of Fridley. Notary Public BuRMS 559711.2 H -6 11: LEGAL DESCRIPTION BURM 559711.2 H -7 SCHEDULEI FRIDLEY EXECUTIVE CENTER See attached pages I -1 through I4 BUR IM 558711.2 I -1 SCHEDULE J ASSIGNMENT OF RIGHTS AND NOTIFICATION THIS ASSIGNMENT OF RIGHTS (this "Assignment ") is entered into by and between DUKE CONSTRUCTION LIIVIIT'ED PARTNERSHIP, an Indiana limited partnership ("Duke "), and ( "Intermediary"). It shall constitute an assignment and notification pursuant to the requirements of Treasury Regulations Section 1. 103 1 (k)- 1 (g)(4)(v). WHEREAS, Duke has entered into that certain Contract for Sale and Redevelopment Agreement dated , 1998 (the "Purchase Agreement ") to buy from the ("Seller"), and agreed to purchase all interest in and to that certain property described therein (the "Property") from Seller, subject to Duke's right to effect an exchange qualifying as a deferred like -kind exchange under Section 1031(a) of the Internal Revenue Code of 1986, as amended; WHEREAS, Duke has entered into a "Deferred Exchange Agreement" dated , 1997 (the "Exchange Agreement ") with Intermediary and pursuant to such Exchange Agreement desires to exchange the Property for property of a like -kind and desires to assign to Intermediary its rights in and to the Purchase Agreement and Intermediary desires to accept such assignment; and WHEREAS, in its capacity as a "qualified intermediary" (as defined in the Exchange Agreement), Intermediary desires to Acquire the Property from Seller and to Transfer the Property to Duke (the terms "Acquire" and "Transfer" having the same meaning as provided in Treasury Regulations Section 1.1031(k)- 1(g)(4)). NOW, THEREFORE, in consideration of the foregoing, the parties hereto agree as follows: 1. Assignment of Rights. Duke hereby transfers and assigns to Intermediary all of its rights in and to the Purchase Agreement, and Intermediary hereby accepts such assignment of Duke's rights. 2. Qualified Intermediary. Intermediary, in accepting this Assignment, is acting hereunder solely in the capacity of a "qualified intermediary," as defined in Treasury Regulations Section 1.1031(k)- 1(g)(4). 3. Direct Tran sfer. In order to facilitate the Transfer of the Property from Seller to Intermediary to Duke, Intermediary directs Seller to execute the deed or assignment to the Property directly in favor ofDuke. It is understood the Intermediary shall be deemed to have Acquired the Property under this Assignment from Seller and shall be deemed to have transferred the Property under this Assignment to Duke, as provided in Treasury Regulations Section 1.1031(k)- 1(g)(4)(v). BLMNIS 338711.2 J -1 IN WITNESS WHEREOF, the parties hereto have executed this Assignment to be effective as of the day of 1998. DUKE CONSTRUCTION LMTED PARTNERSHIP Un Un SELLER'S ACCEPTANCE OF NOTIFICATION Seller hereby acknowledges receipt of a copy of this Assignment as notification to Seller as required by Treasury Regulations Section 1.1031(k)- 1(g)(4)(v) and Seller's signature hereon shall constitute acceptance of such notification. Seller's acceptance of this notification shall in no way be deemed to release Duke or Seller from any of their agreements, representations, warranties and/or indemnifications set forth in the Purchase Agreement, nor shall this Assignment be deemed to enlarge the rights, duties or obligations of any party under the Purchase Agreement. SELLER Its: Dated: BURNIS 559711.2 J -2 199 SCHEDULE K STORM SEWER POND AGREEMENT THIS AGREEMENT made and entered into this day of , , by and between a corporation, hereinafter referred to as "Owner" of the below described property; and the City of Fridley, a political subdivision of the State of Minnesota, hereinafter referred to as "City ". (PROPERTY DESCRIPTION) WHEREAS, the City has required the Owner to provide on -site detention ponding to accommodate storm water and the rate of flow of area run -off, and WHEREAS, the Owner agrees to construct a detention pond on the above described property and do all relating grading, slope work and restoration. Including installation of pipe as approved by City. NOW THEREFORE IT IS AGREED AS FOLLOWS: 1. The Owner assumes the full and sole responsibility for the condition, operation, repair, maintenance and management, at no cost to the City, for an on -site Detention/Retention Pond Storm Sewer System which meets generally accepted engineering standards for the purpose of receiving, retaining and transporting all storm sewer water which may be collected within the system. 2. The City shall not under any circumstances be responsible for the on -going physical performance of any repairs, changes or alterations whatsoever to the on -site pond and appurtenances and the City shall not be liable for the cost thereof. 3. The Owner agrees, at no cost to the City, to regularly: (1) maintain and cut all grass, (2) maintain and trim all other shrubs and vegetation, (3) remove all liter and debris, (4) repair or replace any grass or other vegetation, (5) maintain the outlet structure, (6) maintain any pipe system, and (7) take all other and further steps which would be reasonably necessary for the purpose of maintaining a quality level of landscape care consistent with a first class business park. 4. The Owner agrees to indemnify and hold harmless the City from any action and against any damages which the Owner may sustain as a result of the construction and maintenance of the Pond Storm Sewer System located on the Owner's property. 5. The Owner's obligation to indemnify and hold the City harmless in paragraph 4 above also includes an obligation on the part of the Owner to defend the City in any actions which may BURMS 5587111 K -1 a be brought against the City and as to which Owner has agreed to indemnify and hold harmless the City as set forth above. 6. In the event that the City believes that the Owner is not maintaining the Detention Pond improvement in a fashion consistent with this agreement, then the City shall give written notice to the Owner detailing the deficiency in the manner in which the Owner is maintaining the Pond. If ten (10) days after receipt of this notice the deficiency described in the notice has not been corrected by the Owner, then the City may without further notice take any steps which it deems reasonably necessary in order to correct the deficiency. The Owner agrees to then reimburse the City within thirty (30) days of receipt of invoice for all costs incurred, to include Administrative overhead, by the City in correcting the deficiency. Iflthis invoice is not paid within thirty (30) days of receipt, then Owner agrees that the City may assess the cost against the Owner's property. In the event that it becomes necessary for the City to assess the cost for correcting the deficiency as provided herein, then the City is authorized to direct the County Assessor to certify this assessment against the Owner's real property described above and the Owner waives any right to a public hearing which may be statutorily or constitutionally provided for. 7. That any notices required under this agreement shall be sent by certified mail, return receipt requested, or by personal service at the following address: (OWNER'S ADDRESS) FURTHER, IT IS AGREED that the provisions of this agreement shall be binding upon and enforceable against the parties hereto, their successors and assigns and all subsequent owners of the property here described. An executed copy of this agreement shall be filed with the Anoka County Recorder's Office and made a part of and be binding upon the above described property. IN WITNESS WHEREOF, the parties hereto have hereunto set their hands this day of sURNIS 5587111 K -2 CORPORATION By Its: CITY OF FRIDLEY LIM STATE OF MINNESOTA ) ss. COUNTY OF ANOKA ) Its: The foregoing instrument was acknowledged before me this day of , by the of , a Corporation under the Laws of , on behalf of the Corporation. (Signature of Person Taking Acknowledgment) STATE OF MINNESOTA ) ss. COUNTY OF ANOKA ) The foregoing instrument was acknowledged before me this day of , by ' of the City of Fridley, a political subdivision of the State of Minnesota, on behalf of the City of Fridley. (Signature of Person Taking Acknowledgment) BURNrs 558711.2 K -3