HRA 05/03/2018 May 3,2018
HRA Meeting
Regular Meeting Agenda
7:00 p.m.
Call to order
Roll call.
Action Items
1. Approval of Expenditures
2. Approval of April 5, 2018 Meeting Minutes
3. Redevelopment Agreement—Sherman/NS Rail Station Site
4. Locke Park Pointe—RFP Phase 2
Informational Items
1. Housing Program Update
Adjournment
Friclley
HOUSING AND REDEVELOPMENT
AUTHORITY MEETING
OF MAY 3, 2018
7:00 p.m. — City Council Chambers
Sign-in Sheet
Please print name, address and item number you are interested in.
Print Name (Clearly) Address Item No.
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Check Report
IOWCity of Fridley, MN By Check Number
t rr ,, Date Range: 03/22/2018 -04/10/2018
Fridley
Vendor Number Vendor Name Payment Date Payment Type Discount Amount Payment Amount Number
Bank Code:APBNK-HRA-APBNK-HRA
PPT:107738 FRIDLEY HRA ICMA 401 03/23/2018 EFT 0.00 310.08 242
PPT:307066 FRIDLEY HRA ICMA 457 03/23/2018 EFT 0.00 126.92 243
PPT:107738 FRIDLEY HRA ICMA 401 04/06/2018 EFT 0.00 313.83 244
PPT:307066 FRIDLEY HRA ICMA 457 04/06/2018 EFT 0.00 126.92 245
hra-112 ANOKA,COUNTY OF 04/04/2018 Regular 0.00 700.69 30123
hra-311 CENTER FOR ENERGY&ENVIRONMENT 04/04/2018 Regular 0.00 225.00 30124
hra-623 FRIDLEY,CITY OF 04/04/2018 Regular 0.00 1,004.27 30125
HRA-2621 JOHNSON,GREG 04/10/2018 Regular 0.00 5,785.00 30126
HRA-2623 STIMEY ELECTRIC INC 04/10/2018 Regular 0.00 3,200.00 30127
hra-623 FRIDLEY,CITY OF 04/10/2018 Regular 0.00 59,250.82 30128
Bank Code APBNK-HRA Summary
Payable Payment
Payment Type Count Count Discount Payment
Regular Checks 11 6 0.00 70,165.78
Manual Checks 0 0 0.00 0.00
Voided Checks 0 0 0.00 0.00
Bank Drafts 0 0 0.00 0.00
EFT's 4 4 0.00 877.75
15 10 0.00 71,043.53
Page 1 of 2
4/10/2018 11:17:38 AM
Check Report Date Range:03/22/2018-04/10/2018
All Bank Codes Check Summary
Payable Payment
Payment Type Count Count Discount Payment
Regular Checks 11 6 0.00 70,165.78
Manual Checks 0 0 0.00 0.00
Voided Checks 0 0 0.00 0.00
Bank Drafts 0 0 0.00 0.00
EFT's 4 4 0.00 877.75
15 10 0.00 71,043.53
Fund Summary
Fund Name Period Amount
099 Pooled Cash-HRA 3/2018 437.00
099 Pooled Cash-HRA 4/2018 70,606.53
71,043.53
4/10/2018 11:17:38 AM Page 2 of 2
Check Report
gair City of Fridley, MN By Check Number
: '- c,�;,r,t Date Range: 04/11/2018- 04/16/2018
Fidley
Vendor Number Vendor Name Payment Date Payment Type Discount Amount Payment Amount Number
Bank Code:APBNK-HRA-APBNK-HRA
hra-112 ANOKA,COUNTY OF 04/16/2018 Regular 0.00 77,236.39 30129
hra-311 CENTER FOR ENERGY&ENVIRONMENT 04/16/2018 Regular 0.00 8,000.00 30130
Bank Code APBNK-HRA Summary
Payable Payment
Payment Type Count Count Discount Payment
Regular Checks 3 2 0.00 85,236.39
Manual Checks 0 0 0.00 0.00
Voided Checks 0 0 0.00 0.00
Bank Drafts 0 0 0.00 0.00
EFT's 0 0 0.00 0.00
3 2 0.00 85,236.39
Page 1 of 2
4/16/2018 10:29:50 AM
Check Report Date Range:04/11/2018-04/16/2018
All Bank Codes Check Summary
Payable Payment
Payment Type Count Count Discount Payment
Regular Checks 3 2 0.00 85,236.39
Manual Checks 0 0 0.00 0.00
Voided Checks 0 0 0.00 0.00
Bank Drafts 0 0 0.00 0.00
EFT's 0 0 0.00 0.00
3 2 0.00 85,236.39
Fund Summary
Fund Name Period Amount
099 Pooled Cash-HRA 4/2018 85,236.39
85,236.39
4/16/2018 10:29:50 AM Page 2 of 2
Check Report
M City of Fridley, MNi (,,,,
By Check Number
-04/20/2018
Date Range: 0
Fridley
Vendor Number Vendor Name Payment Date Payment Type Discount Amount Payment Amount Number
Bank Code:APBNK-HRA-APBNK-HRA
PPT:107738 FRIDLEY HRA ICMA 401 04/20/2018 EFT 0.00 310.08 246
PPT:307066 FRIDLEY HRA ICMA 457 04/20/2018 EFT 0.00 126.92 247
hra-623 FRIDLEY,CITY OF 04/18/2018 Regular 0.00 866.49 30131
hra-1113 MONROE MOXNESS BERG PA 04/20/2018 Regular 0.00 15,767.60 30132
HRA-2622 LANDFORM PROFESSIONAL SERVICES 04/20/2018 Regular 0.00 4,357.63 30133
HRA-2627 WENCK ASSOCIATES INC 04/20/2018 Regular 0.00 3,365.50 30134
hra-505 EHLERS&ASSOCIATES,INC 04/20/2018 Regular 0.00 960.00 30135
Bank Code APBNK-HRA Summary
Payable Payment
Payment Type Count Count Discount Payment
Regular Checks 7 5 0.00 25,317.22
Manual Checks 0 0 0.00 0.00
Voided Checks 0 0 0.00 0.00
Bank Drafts 0 0 0.00 0.00
EFT's 2 2 0.00 437.00
9 7 0.00 25,754.22
Page 1 of 2
4/20/2018 11:00:07 AM
Check Report Date Range:04/17/2018-04/20/2018
All Bank Codes Check Summary
Payable Payment
Payment Type Count Count Discount Payment
Regular Checks 7 5 0.00 25,317.22
Manual Checks 0 0 0.00 0.00
Voided Checks 0 0 0.00 0.00
Bank Drafts 0 0 0.00 0.00
EFT's 2 2 0.00 437.00
9 7 0.00 25 754.22
Fund Summary
Fund Name Period Amount
099 Pooled Cash-HRA 4/2018 25,754.22_
25,754.22
4/20/2018 11:00:07 AM Page 2 of 2
CITY OF FRIDLEY
HOUSING AND REDEVELOPMENT AUTHORITY COMMISSION
April 5, 2018
Chairperson Gabel called the Housing and Redevelopment Authority Meeting to order at 7:00
p.m.
MEMBERS PRESENT: Pat Gabel
William Holm
Stephen Eggert
Kyle Mulrooney
Gordon Backlund
OTHERS PRESENT: Paul Bolin, HRA Assistant Executive Director
Wally Wysopal, City Manager
Jim Casserly, Development Consultant
Action Items:
1. Approval of Expenditures
MOTION by Commissioner Holm to approve the expenditures. Seconded by Commissioner
Mulrooney.
UPON A VOICE VOTE, ALL VOTING AYE, CHAIRPERSON GABEL DECLARED
THE MOTION CARRIED UNANIMOUSLY
2. Approval of February 1, 2018 Meeting Minutes
MOTION by Commissioner Holm to approve the minutes as presented. Seconded by
Commissioner Backlund.
Chairperson Gabel asked on page 3, 9th paragraph, 2"d sentence to read "In the event the
redeveloper would fringe infringe on the agreement,
UPON A VOICE VOTE, ALL VOTING AYE, CHAIRPERSON GABEL DECLARED
THE MOTION CARRIED AND THE MINUTES APPROVED AS AMENDED
3. Resolutions of Support— Grant Applications—Northern Stacks VIII
Paul Bolin, HRA Assistant Executive Director, stated that the building at 5101 Industrial Blvd is
currently owned by All Temp Storage and leased to Murphy Trucking. Prior to being used as a
warehouse, the property was owned by a printing and binding company. The binding required
the use of solvents for cleaning glue from equipment and prior to the stricter environmental
standards, the solvent was often times dumped out of the back door. The testing done on the site
Housing and Redevelopment Authority Meeting of April 5, 2018 2
indicates that there is quite a bit of environmental cleanup necessary. To assist with these
extraordinary costs, Hyde is seeking grants from Met Council and DEED. Additionally, Hyde
will be asking the Authority to create a Soils TIF District to provide an additional $600,000 to
assist with the cleanup.
Mr. Bolin said that this application is seeking $432,000 to assist in soils investigation, soil
cleanup and RAP reporting. At this time, Hyde Development has a deadline of May 1St to apply
for this grant. If Hyde is successful in obtaining grant and TIF funds to assist with these
extraordinary cleanup costs, they anticipate closing on the property in July.
Mr. Bolin noted that DEED's Contamination Cleanup program assists with contamination
investigations and cleanup of contamination in accordance with the Minnesota Pollution Control
Agency approved response action plan (RAP). This program provides funding to sites that will
be redeveloped in the very near future and its goal is to clean up contamination in order to allow
a site to retain and create new jobs. This project has more than proven that it can meet the goals
of the program. Staff recommends approval of this resolution supporting Hyde Development's
application for grant through DEED's Contamination Cleanup Grant Fund.
Paul Hyde, Developer, said that last week they signed a lease with LKQ Corporation for one of
the Stacks building consisting of 250,000 sq. ft. He is running out of space at the Stacks
development which is five years earlier than planned. While working on the Stacks project this
property came up for sale. He has a good relationship with the seller who wanted to see this
property become part of the Stacks project. He requested an extension to the purchase agreement
to allow time for the May 1St grant cycle. On this site we found that this was a printing and
binding company and there are solvents found under the slab. These vapors belong to this site,
so a soil vapor mitigation will take place. The building won't be torn down, but modifications
will be done to the building to remove the vapors. Debris fill was also found on the site and the
material looked much like what was found across the street. The cleanup plan includes
mitigating soil issues and vapor issues underneath the slab. The redevelopment plan is to fold
this development into the Northern Stacks development having the same color and look. The
rates for this building will be different as the building is not new. The current Murphy
warehouse tenant lease goes through November and they have been asked to stay longer. If they
choose to leave, there are others interested in the space. The plan is to get the cleanup approved
in time for the May 1st grants and to start redevelopment efforts the first week of July.
Commissioner Holm asked about the TIF District.
Jim Casserly, Development Consultant, replied that the TIF District is a soil condition district
and can only use the TIF as a part of the response action plan. There are limited use of funds and
the district has a maximum of 20 years. The current building and land has a value of$6.5m and
the increment only comes from valuation above the $6.5m. A budget will be put together to
show the sources and how the funds will be used.
Chairperson Gabel asked if this soil district would be the same as the HSS.
Housing and Redevelopment Authority Meeting of April 5, 2018 3
Mr. Casserly replied yes, it is the same. The Hazardous Substance Subdistrict didn't take away
any of the current property tax base. The HSS is unique because the existing market value is
used to fund various improvements. The only use for increment is from the increase in value.
Commissioner Holm asked what kind of assistance the HRA was obligated to provide the
developer over and above the cleanup funds.
Mr. Casserly replied that the developer is taking the risk. If the HRA recommends to the
Council to create a district, the developer spends the money and gets reimbursed from the future
increase in the value of the project. It is difficult to know on a project like this how much
increase in market value you will have to reimburse the developer for funds they have spent on
the project.
Commissioner Holm asked if there isn't any increase in market value if the developer is stuck
with the shortfall.
Mr. Casserly replied that is correct, he would continue to cleanup and mediate the
environmental issues.
Commissioner Holm asked if there would be any changes in the roadwork.
Mr. Hyde replied not at this time.
_ Chairperson Gabel asked when they would need the funds from the Authority.
Mr. Hyde replied that tonight is about the resolution to support the grant applications and later
there will be talk about the tax increment which will need to be complete by the first week of
July 2018.
Commissioner Backlund asked if the vapors under the floor were water soluble.
Mr. Hyde replied that they will inject air underneath the slab to remove the mass. The same
method was used in the BAE building.
Commissioner Backlund asked how the stuff dumped on the soil would be cleaned up.
Mr. Hyde replied that the debris will be moved off site unless the soils meet the industrial
standard, then it can be buried under the parking lot. The building will be usable while this is
being done.
Chairperson Gabel asked when construction would start and when it would finish.
Mr. Hyde replied that it depends on how the leasing goes. The hope is to start in July and
maybe finish 4th quarter of this year.
Housing and Redevelopment Authority Meeting of April 5, 2018 4
MOTION by Commissioner Holm to approve the MN DEED Contamination Cleanup Grant
Application. Seconded by Commissioner Backlund.
UPON A VOICE VOTE, ALL VOTING AYE, CHAIRPERSON GABEL DELCARED
THE MOTION CARRIED UNANIMOUSLY
MOTION by Commissioner Backlund to approve the Metropolitan Council TBRA Grant
Application. Seconded by Commissioner Mulrooney.
UPON A VOICE VOTE, ALL VOTING AYE, CHAIRPERSON GABEL DELCARED
THE MOTION CARRIED UNANIMOUSLY
Informational Items:
1. Housing Programs Update
Paul Bolin, HRA Executive Assistant Director, reported that in March there was one Loan
Closed, one Remodel Advisor Visit and 8 Home Energy Squad Visits.
Adjournment:
MOTION by Commissioner Backlund to adjourn. Seconded by Commissioner Mulrooney.
UPON A VOICE VOTE, ALL VOTING AYE, CHAIRPERSON GABEL DECLARED
THE MOTION CARRIED UNANIMOUSLY AND THE MEETING ADJOURNED AT
7:28 P.M.
Respectfully submitted,
Krista Peterson
Recording Secretary
ACTION ITEM
F°fdi� HRA MEETING OF MAY 3, 2018
To: Wally Wysopal, Executive Director of HRA
Jeti
From: Paul Bolin, Assistant Executive Director
Date: April 26, 2018
Re: Resolution Authorizing Application for LCDA Grant Funds
Though unsuccessful in last year's round of housing tax credits, the Sherman Group would like to move
forward with developing the Fridley Northstar Station site. The project is still planned to have three buildings
totaling 248 units. Construction would start in the spring of 2019.
Discussions with Metro Transit have reduced the required number of parking stalls dedicated to Northstar from
320 down to 80. This provides more flexibility in the design and allow for additional green space. Staff and
legal counsel have been working with Metro Transit to identify all of the documents that will need to be
amended to allow this change to the original lease agreement. We anticipate this may take until sometime this
fall to gather all of the approvals and signatures needed.
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Attached to this cover memo is a detailed memorandum from Attorney Casserly, a copy of the contract for
private development and an analysis of the tax increment both generated and needed for this development.
Staff,Attorney Casserly and Shane LaFave from the Sherman Group will be available to answer questions you
may have on Thursday night.
41 MONROE
MOXNESS
BERG
TO: City of Fridley HRA
Attn: Wally Wysopal, Executive Director
Paul Bolin, Assistant Executive Director
FROM: James Casserly, Esq.
Vickie L. Loher-Johnson, Esq.
SUBJECT: Redevelopment Contract between Fridley HRA and Sherman Associates
FILE NO.: 9571-85
DATE: April 25, 2018
INTRODUCTION
Attached you will find a Contract for Private Redevelopment (the "Contract") by and between the
Housing and Redevelopment Authority in and for the City of Fridley, Minnesota (the "Authority")
and Sherman Associates Development LLC (the"Redeveloper"). The Authority is being asked to
adopt a resolution authorizing the execution of this Contract.
HISTORY
In January of 2017, the Redeveloper proposed a three-phase development on the east side of
the Fridley Commuter Rail Site (the "Site") as shown on the Master Plan as Schedule E of the
Contract and attached to this Memo (the Master Plan has not changed from its original
presentation). This first proposal included three phases: 71 units of mixed income; a market rate
senior project of 90 units; and a market rate project of 87 units. Initially, the goal was to construct
the mixed income product first, but this required getting approval from the Minnesota Housing
Finance Agency ("MHFA") for tax credits so that financing could be secured. Approximately a
year ago, the Authority approved a redevelopment contract with the Redeveloper which provided
for the construction of the mixed income project if the tax credits were approved and further
provided for an option to develop the remaining two phases on the Site. In late Fall, Sherman
and the Authority learned that tax credits would not be forthcoming so the 2017 contract with
Sherman expired by its own terms.
In December of 2017, Sherman approached the Authority and the City to construct the two market
rate projects comprising 177 units and to have an option on the 71-unit mixed income project.
The Authority, staff and consultants have been reviewing this project for a number of months and
have negotiated extensively with the Redeveloper regarding terms and assistance. The attached
Contract reflects the results of those negotiations.
TAX INCREMENT ANALYSIS
Financing for the mixed income project still requires the use of investment tax credits which MHFA
must approve. The amount of tax increment assistance needed to support the mixed income
April 25, 2018
Page 2
project is$628,000 and has not changed between the 2017 Contract and this 2018 Contract. We
will not know if the tax credits are available until November of this year.
Attached is a Tax Increment Analysis for the 177 units of the market rate senior and market rate
projects. This analysis is labeled 3-A through 3-D and the important assumptions are circled.
The estimated market value per unit is$132,268, the inflation rate is 2.5%,the present value rate
is 5% and commences 12/01/2020. The District runs until 2042 and the present value of the tax
increment is $5.56M.
As we know from our previous and currently proposed rental projects in Fridley,this type of project
cannot be financed without substantial tax increment assistance. The assistance needed for
these projects has a present value of$5.4M, which is supported by the projected tax increment.
Since the property is currently tax exempt, there will be an immediate benefit to the taxing
jurisdictions once the property is conveyed to the Redeveloper. The base of these parcels will be
adjusted to reflect their current market value. Only the increase or captured tax capacity over the
base will be tax increment.
THE CONTRACT
The Contract is both a purchase agreement for the sale of the Site and a redevelopment contract
governing the ongoing obligations of the parties and controlling the amount of assistance to be
provided. The Contract contemplates three phases as mentioned above: 87 market rate rental
units; 90 market rate senior rental units; and 71 mixed income rental units (see definitions in
Section 1.1). 177 market rate rental units are frequently referred to as Phase 1 and the mixed
income rental units are referred to as Phase 2. Phase 2 is the option property and its development
is contingent upon receiving approval of tax credits from MHFA. Tax increment is carefully defined
as only that increment resulting from the Minimum Improvements which is remitted to the Authority
as Tax Increment from the Tax Increment District. Article 2 contains the normal representations
by the Authority and the Redeveloper.
Article 3 is the most substantive article since it provides for the conveyance of the Redevelopment
Property, the payment and the issuance of Notes.
The time of conveyance is specified in Section 3.1(b) and indicates that the first closing shall
occur on or before May 1, 2019. Section 3.1(c)defines the price which is $500,000 for Phase 1A
and $500,000 for Phase 1B and $400,000 for Phase 2. The payments for Phases 1A and 1B are
cash at closing and the payment for Phase 2 will be a deferred, no interest note with a mortgage
or some other form of security acceptable to the Authority. This is a change from the Contract of
2017 in which the Authority was to receive $400,000 cash at closing. The passage of the recent
Tax Act has made investment tax credits less valuable and requires the Authority to provide this
level of assistance for the project to proceed.
The provisions in Section 3.2, Conditions Precedent to Conveyance, are extensive because of
the continuing work that needs to be done with the Metropolitan Council and Anoka County
Regional Rail Authority (the "ACRRA")to amend the existing lease of the site to the Met Council
and the current declaration to ACRRA.
Section 3.4 references the Notes that may be issued assuming that the terms of the Contract
have been performed by the Redeveloper. Section 3.4(a) indicates that the Phase 1 Notes will
April 25, 2018
Page 3
be the amount of $29,950 per unit multiplied by the number of units in each phase for an
approximate total of$5.3M. The Note for Phase 2 will be$8,850 per unit multiplied by the number
of units in that phase for an approximate total of $628,000. The Phase 2 Note is substantially
smaller because the amount of tax increment generated by the mixed income units is substantially
less(a lower class rate is applied). The balance of the Contract contains terms that we have used
in previous redevelopment contracts. Schedule F describes the Site Improvements that the
Redeveloper must construct and Schedule H is the Note. Most likely there will be three Notes
issued because when the Site is fully constructed, there will be three separate projects with three
separate owners.
ADDITIONAL WORK
Additional work needs to be performed in order to allow the sale of the Site and its development
as contemplated by the Contract. The Authority must get an amendment to the existing Ground
Lease between the Authority and the Metropolitan Council and amend the Declaration of
Covenants and Restrictions between the Authority and ACRRA. HRA Authority staff and
consultants have been working with the Metropolitan Council to obtain the appropriate
amendments. Met Council staff are supportive and very much want to see the development of
the Site. Several issues need to be resolved including actual ownership of the Site, location of
the parking stalls, maintenance of the stalls and any necessary easements. We anticipate a
resolution of these issues over the next several months.
CONCLUSION
22 years of Tax Increment from Tax Increment District No. 22 will be pledged for the necessary
assistance. If the valuations are higher,then it may be possible to have less than the full 22 years.
In addition, the Authority is receiving $500,000 at closing for Phase 1A and Phase 1B for a total
of $1 M. And, as mentioned above, the taxing jurisdictions will receive an immediate benefit for
having the property conveyed to the private sector so that any taxes generated by the market
valuation of the base will be shared by them.
This project will provide a number of benefits to the Authority and the City and helps realize a
number of long-term goals.
If the Authority wishes to proceed with the project, then it needs to adopt the resolution which is
attached.
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3 A Page 1
5. c6 Irl
CITY OF FRIDLEY
, Station Village(TIF#22)-Phase 1 Only-177 Units
ASSUMPTIONS
i Area of Parcel 2016 EMV/Pay 2017
Original Market Values Current Use Development (Acres) (Sq.Feet) Land Building Total
{
1 22-30 2411-0024 i Vacant land Phase 2A North - 0
-2 22-30-24.11-0022 Parking lot/station Phase 2A - 0
3 22-30-24-11-0023 Parking lot Phase 28 0
4 22-30-24-11-0021 Vacant land Phase 28 0
5 22-30-24-11-0020 Vacant land Phase 1,28 South 3.38 147,233 621,300 0 621,300
Totals TOTAL 3.38 147,233 $ 621,300 $ - $ 621,300
_ - 4.22 per sq.ft
_ Percent of Site __
Original Tax Capacity Class Rate 7,766
_ I Commercial/Retail 0 , @ 2.00%_ 0
Rental-Low/Mod Income 4d - 0.0% 0! @ 0.75%= 0
4 Rental 100.0% 621,300 ' @ _ 1-25% 7,766 �
Owner Occupied 0.0% 0 @- 1.00%= 0
1
100.0% 621,300'
0
Phase 1 YEAR __ ----.
!Estimated Market Value* Built-2019 89 units a $132,268 a .per unit $11,705,718
Estimated Tax Capacity 2020 0 Isq.ft. 146,321
i !Estimated Taxes 2021 228,040 _
Estimated Tax Increment 194,867 _
Phase 2(combined) _ +
� Estimated Market Value' Built-2020 177 units @ $132,268 avg per unit 23,411,436
Estimated Tax Capacity 2021 0 sq.ft. 292,643
Estimated Taxes 2022- - 456,079
Estimated Tax Increment 400,656
Phase 3(com+bined)' I
Estimated Market Value' Built-2021 177 units @ $132,268 avg per unit 23,411,436 -
Estimated Tax Capacity 2022 0;sq.ft- 292,643-
Estimated Taxes 2023 456,079
Estimated Tax Increment 400,656
Phased{combined)„, f --------___..___-
Estimated Market Value• Built-2022 177 Iunits @ $135,575 avg per unit 23,996,775
Estimated Tax Capacity 2023 0 sq.ft. 299,960
Estimated Taxes 2024 467,482
Estimated Tax Increment 410,946
Phase 5(combined) '-
Estimated Market Value' Built-2023 177 =units @ $138,964 avg per unit 24,596,628
Estimated Tax Capacity 2024 0 0 307,458
_ 4 Estimated Taxes - - 2025 - -_. -__ 479,168 __
Estimated Tax Increment 421,492 I
Phase 6(combined)': _ 1 I
Estimated Market Value• Built-2024 177 units @ $142,438 avg per unit - 25,211,526 40.6 times incr.in MV
Estimated Tax Capacity 2025 0 0 315,144 __
Estimated Taxes 2026 491,147
Estimated Tax Increment ' _ 432,302 88.0%of total taxes
a
Local Tax Rate- 1-Pay2018 ISD#14MWO-230141 1.41150 (Used for Projections
.. I I
Frozen Tax Rate- ;Pay 2013 ISD#14MWO-230141 1.52591 {Frozen Rate
Market Value Referendum Taxes 0.18373%lPay 2018
Admin Fees 10.00%'
State Auditor Fee 0.360° -
Inflation { (after 2 yrs of full value) .50°/
+Present Value Rate 12/1/2020 5.00%
1 1
Station Village-Phase 1 Only 2018d.xlsx Prepared by Greg Johnson 4/16/2018
3 _ ( Page 2
CITY OF FRIDLEY (� _
Station Village(TIF#22)-Phase 1 Only-177 Units _—__-_ _—..
ASSUMPTIONS
PHASE 1 ___ _ _
Total Estimated Market Value _ $11,705,718
—' Commercial/Retail 0_
'Commercial-Site A(Citgo) 0 sq.ft.@ T_— 125 /sq.ft = 0
!Commercial-Site B(Sinclair) 0 j sq.ft.@ 125 /sq.ft.= 0 _—
Office/Retail 0 I sq.ft.@ 125 /sq.ft.= 0
_ __ _ Retail-service 0 sq.ft.@ 125 /sq.ft.= 0
Restaurant/entertainment 0 sq.ft.@ 125 /sq.ft.= 0
_ Other. 0 , sq.ft.@ 125 /sq.ft.= 0
Rental 11,705,718
, IIIPh 1-Mixed Income 100.0% 0 units @ 132,268 /unit= _ 0
Ph 1-Market Rate 50.0% 89 units @ 132,268 _/unit= — 11,705,718
Ph 2-Market Rate 0.0% 0 units @ 125,000 _/unit= 0
, * EN Owner Occupied 0
4 A:Single Family Homes 0.0% 0 units @ 200,000 /unit= r 0
B'Townhomes-Year 1 0.0% 0 units @ 140,000 /unit= 0
C Townhomes-Year 2 0.0% 0 units @ 140,000 /unit 0
D'`Townhomes-Year 3 0.0% 0 units @ 140,000 /unit= 0
80 ,units
0 sq.ft.
Total Estimated Tax Capacity 146,321
-_
Commercial/Retail 0
-- Commercial-Site A(Citgo) • ' 2.00% 0
Commercial-Site B(Sinclair)_ _ — 2.00% 0
Office/Retail 2.00% _ 0
Retail-service — J 2.00% 0
Restaurant/entertainment 2.00% 0
Other 2.00% 0
Rental 146,321
1Ph 1-Mixed Income 0.75% 0 _
— 'Ph 1-Market Rate j 1.25% 146,321
IPh 2-Market Rate 1.25% 0
Owner Occupied _ �� 0
�— AiSingle Family Homes j 0
<= 500,000` 1.00% 0
> 500,000{ 1.25% 0 _
BTownhomes Year 1 0- -__---____
<= 500,000 , 1.00% 0
>, 500,000 , 1.25% 0 I
C Townhomes-Year 2 0
<= 500,000 1.00% 0
> 500,000 1.25% 0 '
D Townhomes-Year 3 r--- 0
—�_— <= 500,000, 1.00% 0
> 500,000 1.25% 0-t
Total Estimated Taxes 228,040
___
Commercial/Retail _ 0 _
Commercial-Site A(Citgo) _ 0 ' sq.ft.@ 0.00 /sq.ft.= 0 —
— Commercial-Site B(Sinclair) I 0 sq.ft.@ 0.00 /sq.ft.= 0
:Office/Retail 0' sq.ft.@ 0.00 /sq.ft= 0
'Retail-service 0 sq.ft.0 0.00 /sq.ft.= 0
Restaurant/entertainment 0 sq.ft.@ 0.00 /sq.ft.= 0
Other' 0• sq.ft.@ 0.00 /sq.ft.= 0
Rental 228,040
Ph 1--Mixed Income 0units @ 0 /unit= 0
Ph 1-Market Rate 89' units @ 2,577 /unit= 228,040
Ph 2-Market Rate 0 units @ 0 /unit= 0
Owner Occupied 1 —_ _______0
ASingle Family Homes 0: units @ 0 /unit= 0 I —
_ _
— B-Townhomes-Year 1 0 1 units @ 0 /unit= 0
C Townhomes-Year 2 0! units @ 0 /unit= 0
D Townhomes-Year 3 0 1 units @ 0 /unit= 0
r—
Construction 2019' _
_ Full Valuation , 2020
Taxes Payable i 2021
1 ; I
Station Village-Phase 1 Only 2018d.xlsx Prepared by Greg Johnson 4/16/2018
3 _ Page 3
CITY OF FRIDLEY
Station Village(TIF#22)•Phase 1 Only•177 Units
ASSUMPTIONS
PHASES 1 8,2
Total Estimated Market Value T $23,411,436
_Commercial/Retail 0
_ Commercial-Site A(Citgo) 0 ; sq.ft.@ 125 /sq.ft.= 0 0
:Commercial-Site B(Sinclair) 0 ' sq.ft @ 125 /sq.ft.= _ 0
;Office I Retail 0 sq.ft.@ 125 /sq.ft.= 0
Retail-service 0 sq.ft.@ 125 /sq.ft.= _ 0
Restaurant/entertainment _ 0 sq.ft.@ 125 /sq.ft.= 0
Other _— 0 sq.ft.@ 125 /sq.ft.= 0
Rental _�
23,411,436
Ph 1-Mixed Income �� 100.0% _ 0 units @ 132,268 /unit= 0
Ph 1-Market Rate 100.0% 177 j units @ 132,268 /unit= 23,411,436 _
'
Ph 2-Market Rate 0.0% 0, units @ 125,000 /unit= _ 0
Owner Occupied 0
A•Single Family Homes 0 0,0%
° units @ 200,000_ /unit= 0
B'Townhomes-Year 1 100.0% 0 units @ 140,000 /unit= _ 0
C'Townhomes-Year 2 0.0% 0 j units @ 140,000 /unit= 0
D Townhomes-Year 3 0.0% 0 I units @ 140,000 /unit= _ 0
177 units _
0'sq.ft.
Total Estimated Tax Capacity 292,6.43
Commercial/Retail ` y'0
0
Commercial-Site A(Citgo) 2.00% 0
Commercial-Site B(Sinclair) 2.00°k 0
Office/Retail 1 2.00% 0
Retail-service 2.00%i 0
Restaurant/entertainment , 2.00% 0
Other 2.00%' 0
_ Rental 292,643
Ph 1-Mixed Income 0.75% , 0
Ph 1-Market Rate 1.25% , 292,643
Ph 2-Market Rate — i 1,25% 0
Owner Occupied 0
.11A;Single Family Homes I 0
<= 500,000 1.00% 0
> 500,0001 1.25% 0
B"Townhomes-Year 10
<= 500,000 1.00% 0
1 j > 500,000 1.25% 0
C!Townhomes-Year 2 0
<= 500,000 j 1.00% 0 ' _ _
> 500,000 j 1.25% 0
D Townhomes-Year 3 - 0
<= 500,000 1.00% , 0
! > 500,000 1.25% 0
I
Total Estimated Taxes # 456,079
Commercial/Retail i " 0
_ __ ;Commercial-Site A(Citgo) 0 1 sq.ft.@ 0.00 , /sq.ft.= 0
!Commercial-Site B(Sinclair) 0 sq.ft.@ 0.00 /sq.ft,= ' 0
Office/Retail 0 i sq.ft.@ 0.00 /sq.ft.= 0
;Retail-service 0 1 sq.ft_@ 0.00 /sq.ft._ --i--- 0 iii.
_ I Restaurant/entertainment 0 ! sq.ft.@ 0.00 /sq.ft.= 0
-- !Other' 0 sq.ft.@ 0,00 /sq.ft= 0
Rental 456,079
Ph 1-Mixed Income 0 j units @ , 0 /unit= 0
Ph 1-Market Rate 177 l units @ 2,577 /unit= 456,079
__Ph 2-Market R_ate_ _ __ 0 units @ 0 /unit= 0, _
Owner Occupied 0
A.Single Family Homes 0 ' units @ 0 /unit= 0
BlTownhomes-Year 1 0 units @ 0 /unit= 0 _
C:Townhomes-Year 2 0 � units @ 0 /unit= 0
D j Townhomes-Year 3 0 units @ 0 /unit= 0
Construction 2020 100.00% _
Full Valuation 2021
Taxes Payable i 2022 j ,
Station Village-Phase 1 Only 2018d.xlsx Prepared by Greg Johnson 4/16/2018
�- _ �\
\ u.�
CITY OF FRIDLEY Page 4
Station Village(TIF#22)'Phase 1 Only-177 Units
CASHF��VV��oPRE�EmT��LgE�hW����|�
____
< ANNUAL > «'---'--- -'-'------- SEMI- -- >
(a) (b) (c) (d) (e) _ (f) (Q) (i) (j) _
Original Estimated Captured Est.T�i Less: Available Cumulative < Present >
---- TaxAdmin /��|�T Semi
�i����-
Tax Tax | <d>xTax AnnualCumulative
Date Capacity Capacity ! Capacity 1.41150 Fees Increment Increment Balance Balance
Mil (000axsum,duno c - b St. Aud. FAIR= e - of RV • 4,",,,msi..'W& i
2.5% Inflation (prey. year) 0.3e0% 10.04% in 5.00% 12/01/20
-- �T�0�/1O - 0 0 V O
� �� ~~_�
1nOm1�7� '- 0 0 -b O O
� --/12�1/17 --�- --- '------'--- �--�-�- -��-�n ------0 j ��-- Vn
0In 0
0DO1/18 �������� | 0 0 0It
12/01/18O 0 O 0 0
06/01/19 ` ---' 0 b 0
0 0
12X01/19 0 0 0 0 0
| 06/01/207,766 146,321i 0 0 0 0 0
12/01/20 7,766 146,321 | ��������� 0 0 0 0 0
06/01/21 7,766 292,643 138,555 97,433 9,743 87,690 87,690 II 85,551 85,551
IIII 12/01/21 7� 292,643 � 138,555 97,433 9,743 87,690 1 � 83,465 169,016
' ' '-
6 0001/22 7.766 292,643 / 28487/ 200,328 20,033 180,285 355,675 111167,422 336,438
| II 12/01/22 7,766 292,643 | 284,877 200,328 20,033 180,295 535,970 I 163.339 499,776
--
0��3 7,766 299,960 ! 284,877 200,328 20,033 180,295 716,265 I 159,355 659,131
12/01/23 7.766 289.960 / 284,877 200328 20,033 180,295 896.581 155,468 814,599
I U6/01/2* 7,766 307.458 292,193 205,473 20.547 184'926 1.881.486 I 155,572 970.171
12/01/24 7,766 307.458 292,193 205.473 20.547 184,926 1,266,412 II 151,777 1,121,948
9 06/01/25 7.766 315,144299,692 210.746 21.075 189,671 1.458.084 II 151.875 1,273,823
12/01/25 7766 315,144 239.632 210.740 21,075 189.671 1,645,755
7�� 148,171 1,421.994
10
06/01/26 7,766 323.o2�[ 307'378 216.151 21.615 194,536 1,840,291 148,264 1,570.258
1201/26 7,786 323.023 I 307.378 216,151 21,615 194,536 2,034,827 144.648 1.714.907
11 0601/27 7,766 331.098 I 315,256 221,691 22,169 199,522 2,234,349 144.7371.858.644
NE 12/01/27 7,766 531.098 [ 315,256 221,691 22,169 199.522 2.483.871 141,207
2'000'851
Ei 06/01/28 7,766 339,376 � 323,332 227,370 204,633 2.638.504 I --�141,292 I-�=- 2,142,143
12/01/28 389.37�' 323,332 227.370 204,633 2,843,137 137,846
2,279,989
O001�9 7�6G34�8GD��_- 331.8O0 233,191 23,319 209.872 3.053.009 137,927 2.417.916
1112/01/29 7.756 347,860 351.009 233,191 23,319 209,872 3.262.880 I
184.563 / 2.552.479
14 06/0100 7.766 356,557 340.094 239,157 23,916 215,241 3,478,122 134.639 2.687.118
• 12/01/3U ---7.766 356,557 340.094 239,157 23.916 215,241 3.893.363 I 131,356 2,818,474
T5 0-6/01/31 7.766 365,471 348.790 245,273 24,527 220.745 3.914.109 I 131.429 2.949.902
1111 12/01/31 7,766 365,471 3*8.780 245,273 24.527. 220.745 4.134.854 128,223 3.078.120
III06/01/32 7.766 874.607 | 357.704 251,541 25,154 226.387 4.361.241 I 128,293 3.200.418
12/01/32 7,766 374.607 '_ 357,704 251,541 25,154 226.387 4.507.628 125,164 3.331.582
Eli 06/01/38 7.766 383,972 1 366,841 257.966 25,797 232,169 4.813.797 I 125,230 3.456.812
El 12/01/33 7.766 303.972 / 366,841 257.066 25.797 232.169 5.051.867 I 122,176 3.578.988
18 V��1/84 7,766 393,572 ' 376,206 26�552 26,455 23 2 V 122,239 D7O122O
__- � ==== - � '
12/01/34 7,766 393.572 -'37�206 -- 284552' - 26,455 --238,697-- -5.52O.1GO 119,257 3.820.484
19 06/01/35 7,766 403.411 385806 271,302 27.130 244,172 5,772,332 III119,317 3.939.801
12/01/35 7.766 403.411 ' 385.806 271.302 27.130 244,172 6.016.503 118.407 4.056.208
20 06x0188 7,766 413,496 385.645 278.221 27.822 250.889 8.286.902 116.464 4.172.672
12/01/36 7.706 413.496 335.645 278,221 27,822 250.399 0.517.301 113.824 4,286.296
86/01/37 7,766 423.O34 / 405.730 285,313 28,531 250.782 6.774.083 113,678 4.399`974
12/01/37
7,766 423,834 405.730 285,313 28,531 256.782 7.030.885 110j305 4.510.880
06/01/38
7,766 434.430 | 410.087 282.583 29,258 263.324 7,294,189 110.857 4,621,837
12/01/387.75O 434,430 416.067 232.583 29.250 263.324 7.557.514 108,251 4.730.088
N�� 06/01/39 7,766 4*5.290 / 426.663 300.034 30.003 270.030 7,827,544108,300 4.838.388
0�� 12/0189 7,766 445.290 i 426.663 300.034 30.003 270.030 8.097.574 111 105.659 4.944.047
24 0V01/40 7,766 456.423 ! 437,524 307,671 30.767 276.904 8,374,478 I 105.7065.049.758
IIII 12/01/40 7.766 456.423 ' 437,524 307.671 30.757 276,904 8.651.382 I 103127
- 5.152.880
BB 06/01/41 7.786 467.833 ' 448.658 315.499 31.550 283.949 8.835.331 II103,172 5.256.052
IN 12/01/41 7,766 467,833 448.656 315,499 31,550 283.949 9,219,281 N100,656 5.356.708
26 06/01/42 7,766 479.529 / 480.007 323,523 IIIEM 291.171 9.510.*52 II 100.898 5457406
_ 12/0_1/42 7766 ____479,529L46n^P67 - .291,171 9^801,623 NN 98,242 11110M79. I:
10.890.692 1.009.069 9.801.023 9'801.623 5,555,648 r 5,555,648
HOUSING AND REDEVELOPMENT AUTHORITY
IN AND FOR THE
CITY OF FRIDLEY
COUNTY OF ANOKA
STATE OF MINNESOTA
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 SHERMAN ASSOCIATES DEVELOPMENT LLC
BE IT RESOLVED by the Board of Commissioners (the "Board") 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 Sherman Associates Development LLC, a
Minnesota limited liability company (the "Redeveloper").
Section 2. Findings.
2.01. The Authority hereby finds that it has approved and adopted a
development program known as the Redevelopment Plan for its Redevelopment Project
No. 1 (the "Redevelopment Program") pursuant to Minnesota Statutes, Section 469.001
et seq., as amended and supplemented from time to time.
2.02 The Authority hereby finds that the Contract promotes the objectives set
forth in its Redevelopment Program.
Section 3. Authorization for Execution and Delivery.
3.01. The Chairperson and the Executive Director of the Authority (the
"Officers") are hereby authorized to execute and deliver the Contract when the following
conditions are met:
Substantial conformity of the Contract to the form of Contract presented to
the Authority as of this date, with such additions and modifications as the
Officers may deem desirable or necessary as evidenced by their
execution of the Contract.
PASSED AND ADOPTED BY THE HOUSING AND REDEVELOPMENT AUTHORITY
IN AND FOR THE CITY OF FRIDLEY this day of , 2018.
Chairperson
ATTEST:
Executive Director
4848-3724-9379,v. 1
2
DRAFT: April 26, 2018
CONTRACT
FOR
PRIVATE REDEVELOPMENT
By and Between the
HOUSING AND REDEVELOPMENT AUTHORITY
In and For
THE CITY OF FRIDLEY, MINNESOTA
And
SHERMAN ASSOCIATES DEVELOPMENT LLC
This document was drafted by:
James R. Casserly, Esq.
Vickie Loher Johnson, Esq.
Monroe Moxness Berg PA
7760 France Ave South, Suite 700
Minneapolis, MN 55435
952-885-5999
CONTRACT FOR PRIVATE REDEVELOPMENT
THIS AGREEMENT, made as of the day of , 2018, 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 Sherman Associates
Development LLC (the "Redeveloper"), a Minnesota limited liability company organized
under the laws of the State of Minnesota.
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, 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 connection with the Project Area, Tax Increment Financing District
No. 22 (the "Tax Increment District") has been approved by the Authority and the City and
the Tax Increment Financing Plan has been certified by Anoka County and filed with the
State, pursuant to the Minnesota Tax Increment Financing Act contained in Minnesota
Statutes, Section 469.174 to 469.1799;
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.
5. Promote the concentration of new desirable housing, retail, 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; and
8. Encourage and provide maximum opportunity for private redevelopment of
existing areas and structures which are compatible with the Project Area.
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; 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:
2
ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement, unless a different meaning clearly
appears from the context:
"Act" means the Minnesota Statutes, Sections 469.001 to 469.047, as amended.
"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.
"Available Tax Increment" means 90% of the Tax Increment.
"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 shall be as detailed as the plans, specifications, drawings
and related documents which are submitted to the building official of the City and which
includes 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 county assessor of the County 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.
"Master Plan" means the Fridley LRT Station Full Phase Master Plan dated April
23, 2018, attached as Schedule E.
3
"Minimum Improvements" means the Site Improvements and improvements to be
constructed by the Redeveloper in three Phases on the Redevelopment Property which
improvements consist of approximately the following: 87 market rate rental units (Phase
1A); 90 units of market rate rental senior (Phase 1B) both as shown on the Master Plan;
and 71 mixed-income rental units (Phase 2) as shown on the Master Plan, subject to
modifications as approved by the City and Authority.
"Minnesota Critical Areas Act" means the statutes located at Minnesota Statutes,
Section 116G.01 et seq., as amended.
"Minnesota Environmental Policy Act" means the statutes located at Minnesota
Statutes, Sections 116D.01 et seq., as amended.
"Minnesota Environmental Rights Act" means the statutes located at Minnesota
Statutes, Sections 116B.01 et seq., as amended.
"National Environmental Policy Act" means the federal law located at 42 U.S.C.
Sub. Sect. 4331 et seq., as amended.
"Note" means a Limited Revenue Tax Increment Note, substantially in the form of
Schedule H attached to and made a part of this Agreement, and to be made by the
Authority payable to the order of the Redeveloper in accordance with Article III of this
Agreement. Interest on the Note shall be 5.0% commencing on the date the Certificate
of Completion is issued and the principal shall be as calculated in Section 3.4.
"Option" means the Redeveloper's Option to purchase the Option Property as
provided in Section 8.4 of the Agreement.
"Option Property" means that portion of the Redevelopment Property upon which
the Phase 2 Minimum Improvements are to be constructed.
"Party" means a party to this Agreement.
"Park Improvements" means the improvements and amenities as described more
specifically on the Site Plan.
"Phase"means a Phase of the Minimum Improvements including Phase 1A, Phase
1B and Phase 2. Phase 1A and Phase 1B may be referred to together as Phase 1 as the
context indicates. Phase 2 is to be constructed on the Option Property if the Option is
exercised.
"Project" means the Redevelopment Property and the Minimum Improvements.
"Purchase Price" means the sums described in Section 3.1(c).
"Redeveloper" means Sherman Associates Development LLC, a Minnesota limited
liability company, organized under the laws of the State of Minnesota, its permitted
successors or assigns, or an affiliated entity as described in Section 6.2(a).
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"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 or deeds, substantially
in the form of the deed in Schedule B of this Agreement, used to convey a Phase of the
Redevelopment Property from the Authority to the Redeveloper.
"Site Improvements" means the improvements to be constructed by the
Redeveloper on the Redevelopment Property as shown on Schedule F.
"State" means the State of Minnesota.
"Tax Increment" means only that portion of the real estate taxes paid with respect
to each Phase of the Redevelopment Property resulting from the Phase 1A, Phase 1B or
Phase 2 Minimum Improvements which is remitted to the Authority as tax increment from
the Tax Increment District 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 Financing District No. 22
approved and adopted by the Authority and the City within the Redevelopment Project
No. 1 pursuant to the Tax Increment Act and is required by the Tax Increment Act to be
decertified no later than December 31, 2042.
"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 date on which this Agreement is terminated in
accordance with the provisions contained in Articles VII or IX.
"Unavoidable Delays" means delays in the performance of a party's obligations
herein, which delays are outside the control of the party claiming its occurrence, and
which are the direct result of unforeseeable events or causes, including but not limited to
acts of God, act of war or terrorism, acts of the public enemy, acts of the state, federal
and local government (except that the Authority may not create an Unavoidable Delay by
virtue of its own action), acts of the other party, strikes, delay in condemnation
proceedings for the Property, other labor troubles, fire, floods, epidemics, quarantines,
restrictions, unavailability of power, unavailability of materials, delays due to damage or
destruction of the Minimum Improvements, discovery of hazardous materials or other
concealed site conditions or delays of contractors due to such discovery, acts of
governmental entities including legislative or administrative actions taken by entity,
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unusually adverse weather or delays of contractors due to such causes, unforeseen
environmental issues, and litigation commenced by third parties which by injunction or
other similar judicial action directly results in delays and other casualty to the Minimum
Improvements, the Redevelopment Property or the equipment used to construct the
Minimum Improvements.
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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 in 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 and subject 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 as described in Section 2.1(g).
(g) The Authority has no knowledge as to 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 byproducts, 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.
The Authority's representations and warranties shall survive the delivery of the
deed for the Redevelopment Property to the Redeveloper.
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
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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 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 Minnesota 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, subject to unavoidable delays, 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 limited liability company organized under the laws of
the State of Minnesota, is authorized to transact business 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, 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.
(f) 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 continues beyond the expiration
of any applicable cure period 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, the Redeveloper agrees that it shall, within thirty (30) days of
written demand by the Authority, pay to the Authority the reasonable fees of such
attorneys and such other reasonable expenses so incurred by the Authority.
(h) 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.
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(i) The construction of the Minimum Improvements in the opinion of the
Redeveloper, would not reasonably be expected to occur solely through private
investment within the reasonably foreseeable future without the assistance provided by
the Authority pursuant to this Agreement.
(j) The Redeveloper shall not allow any use or occupancy of the
Redevelopment Property or Minimum Improvements by a "Sexually Orientated Business"
as defined in Ordinance No. 965 of the City's Code.
(k) Once acquired by the Redeveloper, the Redevelopment Property shall not
become exempt from the levy of ad valorem property taxes, or any statutorily authorized
alternative, and any improvements of any kind constructed on the Redevelopment
Property shall similarly not become exempt until after the dissolution or other termination
of the Tax Increment District. The Redeveloper acknowledges and agrees that the
Declaration of Restrictive Covenants and Prohibition Against Tax Exemption attached
hereto as Schedule G ("Declaration") shall be recorded against the Redevelopment
Property on the Date of Closing.
(I) The Redeveloper agrees, notwithstanding the provisions of Article VI, that
it will not assign, convey or lease (except as set forth in the next sentence) any interest
of the Redevelopment Property or any portion thereof, or this Agreement or any portion
thereof, to any tax-exempt entity under the U.S. Internal Revenue Code of 1986, as the
same may be amended from time to time, without the prior written approval of the
Authority. A lease of an interest or portion of the Redevelopment Property shall not be
prohibited by this subparagraph unless it results in an exemption of the redevelopment
Property from ad valorem property taxes pursuant to subparagraph (k) above.
(m) The Redeveloper shall construct the Minimum Improvements pursuant to
the Construction Plans and the Master Plan approved by the City.
(n) The Redeveloper's representations and warranties shall survive the
delivery of the deed for the Redevelopment Property to the Redeveloper.
(o) If the Option is exercised, then until the Termination Date, the Redeveloper
will maintain the Phase 2 Minimum Improvements as rental housing for low and moderate
income individuals as described in Section 469.1761 of the Tax Increment Act and with
the following income and rent restrictions:
1. Income restrictions: One of the following income tests must be met; at least
20% of the units must be occupied by tenants whose income is 50% or less of the
area median income or 40% of the units are occupied by tenants with income of
60% or less of the area median income.
2. Rent restrictions: For the income restricted units, the rental rates must
minimally follow the maximum gross rents by family or bedroom size as
established by Minnesota Housing Finance Agency for the Section 42 Tax Credit
program.
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All apartment units comprising the Phase 2 Minimum Improvements will be leased,
rented, or available for lease or rental on a continuous basis to members of the
general public so that this representation and warranty is satisfied.
Prior to February 15th of each year commencing with the year following the year that the
Certificate of Completion has been issued, the Redeveloper shall provide an affidavit, on
a form used for the Section 42 Tax Credit Program, stating that the Phase 2 Minimum
Improvements have been maintained as rental housing for low and moderate income
individuals for the preceding year and that the applicable rent restrictions have been
satisfied.
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ARTICLE III
Conveyance of Property and Note
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, the Redevelopment Property Deed, the Ground Lease and the Declaration
of Covenants & Restrictions (the latter two are described in Section 3.2(i)).
The Authority 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, unrecorded
interests, rights of parties in possession or other standard title exceptions, including the
deletion of the survey exception should Redeveloper obtain the Survey (as such term is
defined herein). 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 thirty(30)days after receipt of the Commitment
and the Survey (as defined herein) to make an examination of the Commitment and to
make any objections to the marketability of the title to Redevelopment Property, said
objections to be made by written notice to the Authority in the manner set forth in Section
8.5(b) herein, or shall be deemed waived, and shall be included in the Redevelopment
Property Deed as a permitted encumbrance.
If the title to the Redevelopment Property, as evidenced by the Commitment and
a survey, as provided by the Redeveloper at Redeveloper's sole cost and expense (the
"Survey"), together with any appropriate endorsements, does not evidence good and
marketable title of record in the Authority and is not made so by the Date of Closing,
Redeveloper may, as its sole recourse, 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 Authority's
contribution of$2,500 toward the survey costs; or
(ii) Elect to accept the title in its then-existing condition by giving written
notice to the Authority, and proceed to Closing, with no reduction in the Purchase
Price.
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(b) Time of Conveyance. Dates of Closing for the Phase 1A, Phase 1B and
Phase 2 Redevelopment Properties are as follows (Date of Closing may refer to one or
all Phases as the context indicates).
(i) The Authority shall execute and deliver to the Redeveloper the
Redevelopment Property Deed for the Phase 1A Redevelopment on
May 1, 2019 or earlier as agreed to by the Parties (the "Phase 1A
Date of Closing").
(ii) The Authority shall execute and deliver to the Redeveloper the
Redevelopment Property Deed for the Phase 1B Redevelopment on
May 1, 2019 or earlier as agreed to by the Parties (the "Phase 1B
Date of Closing").
(iii) The Authority shall execute and deliver to the Redeveloper the
Redevelopment Property Deed for the Phase 2 Redevelopment
Property after both Phase 1A and Phase 1B closings and upon the
closing of the Development Loan (as defined in Section 7.8) and the
award of Housing Tax Credits by the Minnesota Housing Finance
Agency or on such later date as the Authority and the Redeveloper
shall mutually agree in writing, but not later than August 31, 2019
(the "Phase 2 Date of Closing").
The Redeveloper shall take possession of the Redevelopment Property on the
Date of Closing. The Authority will also execute any other documents reasonably required
by the Commitment.
(c) Price and Payment. The Authority agrees to sell and the Redeveloper
agrees to purchase a Phase of the Redevelopment Property for its Purchase Price.
(i) The Purchase Price for the Phase 1A Redevelopment Property and
the Phase 1B Redevelopment Property shall be $500,000 for each
Phase.
(ii) The Purchase Price for the Phase 2 Redevelopment Property shall
be $400,000, payable by the Redeveloper executing a promissory
note secured by a mortgage, or other form of security acceptable to
the Authority.
Unless otherwise mutually agreed by the Authority and the Redeveloper, the
execution and delivery of all documents 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 occur on the Date of Closing and be paid in immediately available U.S.
funds. The Redevelopment Property Deed shall be in recordable form and shall be
promptly recorded, along with the Declaration. The Redeveloper shall pay all costs for
such recording.
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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 Redeveloper
shall pay all pending or levied special assessments which will be a credit against the
Purchase Price.
(d) Inspection. At the Redeveloper's expense, the Redeveloper and its agents
are hereby granted the right following execution of this Agreement until October 1, 2018
(the "Feasibility Period") to inspect and test the Redevelopment Property. Any
investigations, testing and/or inspections initiated by the Redeveloper shall be undertaken
at the Redeveloper's sole cost and expense. After completing its investigation of the
Redevelopment Property, if Redeveloper elects to terminate this Agreement,
Redeveloper shall return the Redevelopment Property to substantially the same condition
as existing prior to the investigations, testing and/or inspections; provided that
Redeveloper shall not be responsible for any existing conditions on the Property that are
discovered as a result of such investigations, testing and/or inspections. The
Redeveloper shall hold the Indemnified Parties (as defined in Section 6.3) harmless from
and shall indemnify the Indemnified Parties for any liability resulting from the
Redeveloper's or its agents entrance upon the Redevelopment Property or any liability
resulting from the performance of any of the tests or inspections referred to in this Section;
provided that Redeveloper shall not be responsible for any existing conditions on the
Property that are discovered as a result of such investigations, testing and/or inspections.
The indemnification requirements set forth herein shall survive the Closing and the
termination of this Agreement.
(e) Plat; Covenants; Easements. The Redeveloper at its expense shall replat
the Redevelopment Property. The Redeveloper shall pay all costs for plats, replats, lot
splits, preparation of restrictive covenants, easements and any other documentation
necessary for the construction and sale of the Minimum Improvements and all costs of
recording any such documents.
Section 3.2. Conditions Precedent to Conveyance. The obligations of the
Authority to convey a Phase of 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) For the Phase 2 closing, low income housing tax credits shall have been
awarded to the Project by the Minnesota Housing Finance Agency;
(c) The Development Loan, as defined in Section 7.8, to finance the
construction of the Minimum Improvements and the Site Improvements will be closed
contemporaneously with the conveyance of title;
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(d) The Redeveloper shall have submitted Construction Plans to the Authority
and the Authority shall have approved the Construction Plans for pursuant to the terms
of Section 4.2(b);
(e) The Redeveloper shall have received the appropriate City permits for the
construction of the Minimum Improvements;
(f) The Development Loan documents associated with the acquisition and
Development Financing meet the criteria set forth in Section 7.8;
(g) The Authority shall have recorded in the office of the Anoka County
Registrar of Titles and the office of the Anoka County Recorder the Declaration in the
form attached hereto as Schedule G;
(h) The Redeveloper shall have executed any required agreements and
declarations with the City required for replatting and construction of the Minimum
Improvements including drainage, stormwater ponds, irrigation and construction in right
of ways;
(i) The Authority shall have executed amendments to the Ground Lease
(between the Authority and the Metropolitan Council) and the Declaration of Covenants
and Restrictions (between the Authority and the Anoka County Regional Rail Authority)
that will allow the Redeveloper to construct the Minimum Improvements in approximately
the format as shown on the Site Plan. These amendments shall be executed not less
than 180 days before the Date of Closing and recorded on or before the Date of Closing
at the Authority's expense; and the Parties, if necessary, shall have executed documents
providing for the ownership, maintenance and control of the parking stalls and public
spaces described on Schedule F;
(j) For the Phase 2 closing, the Redeveloper shall deliver a promissory note in
the amount of$400,000 bearing no interest and maturing thirty(30)years from the Phase
2 Date of Closing. The promissory note shall be secured by a mortgage subordinate to
any financing necessary for the construction of the Phase 2 Minimum Improvements.
This mortgage shall be recorded at Redeveloper's expense on the Phase 2 Date of
Closing; and
(k) The Redevelopment Property shall have been replatted to provide the legal
descriptions described in Schedule A.
Section 3.3. Payment of Purchase Price. The Payment of the Purchase Price
shall be made on the Date of Closing.
Section 3.4. Note. Upon the delivery of the Certificate of Completion for a Phase,
the Authority shall issue and deliver its Note to the Redeveloper for that Phase.
(a) For Phase 1A and Phase 1B, the Note's principal shall be the sum of
$29,950/unit multiplied by the number of units included in the final Certificate of
Occupancy for that Phase.
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(b) For Phase 2 the Note principal shall be the sum of$8,850/unit multiplied by
the number of units included in the final Certificate of Occupancy.
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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 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. The Redeveloper agrees that
subject to Unavoidable Delays, it shall commence construction of the Phase 1 Minimum
Improvements on or before June 1, 2019 and the Phase 2 Minimum Improvements within
sixty (60) days of the Date of Closing.
Section 4.2. Construction Plans.
(a) Sixty (60) days prior to the commencement of construction of the Minimum
Improvements, the Redeveloper shall submit to the Authority "Preliminary Plans,"
consisting of typical floor plans and sketches of the typical exterior and interior of the
proposed Minimum Improvements which illustrate the size and character of the proposed
improvements. The Preliminary Plans shall not be inconsistent with the Site Plans, this
Agreement or any applicable state and local laws and regulations, insofar as said
consistency may be determined at said preliminary stage. If approval of the Preliminary
Plans is requested in writing by the Redeveloper at the time of submission thereof to the
Authority, the Authority shall approve or reject(in whole or in part) such Preliminary Plans
in writing within twenty (20) days after the date of receipt thereof. If no written rejection
is made within said twenty(20)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 the 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
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; (iv)the Construction Plans do not provide for
expenditures in excess of the funds available to the Redeveloper for the construction of
the Minimum Improvements; and (v) 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, applicable federal, State and local laws, ordinances,
rules and regulations, or to construct the Minimum Improvements in accordance
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therewith. No approval by the Authority shall constitute a waiver of any Event of Default.
If approval of the Construction Plans is requested in writing by the Redeveloper at the
time of submission thereof to the Authority, the Authority shall approve or reject (in whole
or in part) such Construction Plans in writing within twenty (20) days after the date of
receipt thereof. If no written rejection is made within said twenty (20) days, the
Construction Plans shall be deemed approved by the Authority. Any rejection shall set
forth in detail the reasons therefor. If the Authority rejects the Construction Plans, in
whole or in part, the Redeveloper shall submit new or corrected Construction Plans within
thirty(30)days after receipt by the Redeveloper of the notice of rejection. The Authority's
approval of the Construction Plans shall not be unreasonably withheld. 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. Receipt of written approval by the Authority of the Construction Plans 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, unless said objection relates to compliance with
local, state and federal laws and regulations (including, but not limited to, environmental,
zoning, building code and public health laws and regulations).
(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 written request for approval of such change.
Section 4.3. Completion of Construction.
(a) Subject to Unavoidable Delays and Section 3.2(b), the Redeveloper shall
have completed the construction of all Phases of the Minimum Improvements and
received the Certificates of Occupancy on or before December 31, 2020.
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
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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 periods
specified in this Section 4.3.
Section 4.4. Certificate of Completion.
(a) Promptly after verification of the 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 in recordable
form. 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. The Redeveloper shall, at its sole
cost and expense, record the Certificate of Completion in the property records of and for
the County.
(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, 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 eligible for review
for the issuance of a Certificate of Completion by the Authority when the City has issued
a Certificate of Occupancy for a Phase of the Minimum Improvements and the completion
of the Site Improvements.
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ARTICLE V
Real Property Taxes, Insurance and Tax Increment
Section 5.1. Real Property Taxes. Prior to the Termination Date, 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;
(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 Article 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 the Redeveloper will use commercially reasonable efforts to require that such
policy 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 V 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.
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(c) The Redeveloper shall, from time to time, provide the Authority with
evidence satisfactory to the Authority that Redeveloper's contractors are maintaining
workers compensation insurance with statutory coverage.
Section 5.3. Tax Increment Certification.
(a) Pursuant to the Plan, the Authority has pledged and shall appropriate the
Available Tax Increment to the payment of the principal of and interest on the Notes, said
payment to be made in accordance with the terms and provisions as stated in the Notes.
(b) Because the Tax Increment District contains a number of parcels, the
Parties agree that the Authority, in consultation with the Redeveloper, shall calculate the
Available Tax Increment and allocate it to the Notes.
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ARTICLE VI
Representation as to Redevelopment; Prohibitions Aqainst
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
City 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. Prior to the earlier of the issuance of the Certificate of Completion or the
Termination Date, the Redeveloper represents and agrees:
(a) That except for the purpose of obtaining financing necessary in the manner
authorized by this Agreement to enable the Redeveloper or any successor in interest to
the Redevelopment Property, or any part thereof, to perform its obligations with respect
to making 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 original 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 which is formed to facilitate the sale
of low income housing tax credits for the Redevelopment Property in whichthe interest
of the Redeveloper or a related entity is at least 0.01% (an "Affiliate"). Any Affiliate shall
be subject to the provisions of this Agreement, and the original Redeveloper entity shall
remain liable and bound hereby.
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(b) 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 met to the satisfaction of the Authority, in
its reasonable discretion,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.
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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
(collectively"Indemnified Parties") shall not be liable for and agrees to indemnify and hold
harmless the Indemnified Parties against any loss or damage to property or any injury to
or death of any person occurring at or about or resulting from any defect in the Minimum
Improvements, and any claim, demand, suit, action or other proceeding whatsoever by
any third party arising or purportedly arising therefrom, except for any loss resulting from
negligent, willful or wanton misconduct of the City or the Authority or the Indemnified
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 Indemnified Parties, the Redeveloper agrees to defend the
Indemnified Parties, now or forever, against any claim, demand, suit, action or other
proceeding whatsoever by any person or entity 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 on or 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.
(e) Nothing in this section or this Agreement is intended to waive any municipal
liability limitations contained in Minnesota Statutes, particularly Chapter 466.
Section 6.4. Assignment of Note. The Redeveloper may assign and pledge a
Note to a lender to be held by that lender to secure any construction or permanent loan
and may transfer a Note to any entity controlling, controlled by or under common control
with the Redeveloper. Otherwise, no Note shall be assignable nor transferable without
the prior written consent of the Authority; provided, however, that such consent shall not
be unreasonably withheld or delayed if: (a) the assignee or transferee delivers to the
Authority a written instrument acknowledging the limited nature of the Authority's payment
obligations under a Note, and (b)the assignee or transferee executes and delivers to the
23
Authority a certificate, in form and substance satisfactory to the Authority, pursuant to
which, among other things, such assignee or transferee represents that (i) the Note is
being acquired for investment for such assignee's or transferee's own account, not as a
nominee or agent, and not with a view to the resale or distribution of any part thereof,
(ii) the assignee or transferee has no present intention of selling, granting any
participation in, or otherwise distributing the same, (iii) the assignee or transferee is an
"accredited investor"within the meaning of Rule 501 of Regulation D under the Securities
Act of 1933, as amended, (iv) the assignee or transferee, either alone or with such
assignee's or transferee's representatives, has knowledge and experience in financial
and business matters and is capable of evaluating the merits and risks of the prospective
investment in the Note and the assignee or transferee is able to bear the economic
consequences thereof, (v) in making its decision to acquire the Note, the assignee or
transferee has relied upon independent investigations and, to the extent believed by such
assignee or transferee to be appropriate, the assignee's or transferee's representatives,
including its own professional, tax and other advisors, and has not relied upon any
representation or warranty from the Authority or the County, or any of their officers,
employees, agents, affiliates or representatives with respect to the value of the Note,
(vi) neither the Authority nor the County has made any warranty, acknowledgment or
covenant, in writing or otherwise, to the assignee or transferee regarding the tax
consequences, if any, of the acquisition and investment in the Note, (vii) the assignee or
transferee or its representatives have been given a full opportunity to examine all
documents and to ask questions of, and to receive answers from, the Authority and its
representatives concerning the terms of the Note and such other information as the
assignee or transferee desires in order to evaluate the acquisition of and investment in
the Note, and all such questions have been answered to the full satisfaction of the
assignee or transferee, (viii)the assignee or transferee has evaluated the merits and risks
of investment in the Note and has determined that the Note is a suitable investment for
the assignee or transferee in light of such party's overall financial condition and prospects,
(ix) the Note will be characterized as a "restricted security" under the federal securities
laws because the Note is being acquired in a transaction not involving a public offering
and that under such laws and applicable regulations such security may not be resold
without registration under the Securities Act of 1933, as amended, except in certain
limited circumstances, and (x) no market for the Note exists or is intended to be
developed.
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ARTICLE VII
Events of Default
Section 7.1. Events of Default Defined. Subject to Unavoidable Delays and
applicable cure periods, 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 this Agreement.
(c) Failure by the Redeveloper to commence or complete construction of the
Minimum Improvements pursuant to the terms, conditions and limitations 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) If 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 thirty (30) days' written notice to the Redeveloper of the
occurrence of the Event of Default, but such action by the Authority may be taken only if
the Event of Default has not been cured by Redeveloper within said thirty(30)day period,
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or, if the Event of Default is by its nature incurable within said thirty (30) day period, the
Redeveloper fails to commence such cure within said thirty (30) day period and 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 to completion as soon
as reasonably possible, whereupon the Authority may:
(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 a Certificate of Completion; and/or
(d) Take whatever action, including legal, equitable or administrative action,
which may appear necessary 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 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 either the
receipt by the Redeveloper of the earlier of (i) Certificate of Completion or (ii) the
Termination Date:
(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 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 reasonably satisfactory to the Authority pursuant to which the bank or other
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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 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 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 time 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 default of the
Agreement has not been cured within the time periods provided herein.
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 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 the Redevelopment Property and may sell or
otherwise devote the Redevelopment Property 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, and without reimbursement of any
sum or costs incurred by Redeveloper with respect to improvements on such revested
Redevelopment Property.
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
27
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 Authority shall employ attorneys or incur other
expenses, such reasonable fees and expenses shall be paid in accordance with Section
2.2(g) of this Agreement.
Section 7.8. Acquisition and Development Financing. The Authority
recognizes that the Redeveloper will obtain financing from a commercial lender (the
"Lender") from time to time for the costs associated with the Site Improvements and the
Minimum Improvements (collectively referred to as the "Development Loan") and, that in
order to do so, the Lender may require a mortgage on the Redevelopment Property which
is prior to the rights of the Authority under this Agreement and that the Authority will have
to subordinate such rights(including, without limitation, the reverter rights in Section 7.3.).
The Authority will consent to a Development Loan and the subordination of its rights so
long as the terms of such Development Loan are materially consistent with this
Agreement, and agrees that the Lender of a Development Loan shall have the right, at its
option, to cure or remedy any breach or default of the Redeveloper, including any breach
or default with respect to construction of the Site Improvements and the Minimum
Improvements or payment of the Site Costs, provided the Lender has first expressly
assumed the obligations owed by the Redeveloper to the Authority by written agreement
reasonably satisfactory to the Authority, and agrees to complete in the manner provided
in the Agreement, the Site Improvements and the Minimum Improvements subject to the
lien of such mortgage. Upon written request of the Lender sent to the Authority in the
manner required by Section 8.5 herein, the Authority will agree to notify the Lender of any
default of the Redeveloper under the terms of this Agreement at the address of the Lender
set forth in such written notice. Upon written request of the Authority, the Lender will
agree to notify the Authority, at the notice address set forth herein, of any default of the
Redeveloper under the terms of the Development Loan. To the extent agreed to by the
Lender, the Authority shall have the right, at its option, to cure or remedy any breach or
default with respect to a Development Loan and shall have redemption rights in the event
of foreclosure of a Development Loan.
Additional conditions for the Authority subordinating its interests in this Agreement
and approving a mortgage on a Redevelopment Property for a Development Loan include
the following:
(a) All of the Development Loan proceeds will be used solely for the design and
preparation of the Redevelopment Property, construction of the Minimum Improvements,
28
the acquisition of the Redevelopment Property and costs of the Site Improvements, and
financing;
(b) Any Development Loan proceeds will be disbursed by a title company
pursuant to a Development Loan disbursing agreement or similar agreement among the
Redeveloper, the Lender and the title company will oversee the payment for all work on
the Redevelopment Property which may give rise to mechanics' liens;
(c) The Authority shall have the right to review any Development Loan
documents and the right to comment on the applicable provisions of such documents in
order to reasonably satisfy itself that sufficient funds are or will be available to complete
construction of the Minimum Improvements and to ensure that such Development Loan
documents are consistent with the terms and requirements of this Agreement.
(d) Upon Redeveloper's performing the above conditions, the Authority agrees
that at the time of the closing of the Development Loan, it will enter into a subordination
agreement consistent with and in accordance with this Section 7.8 in form and content
reasonably acceptable to the Authority and the Lender.
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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 terms of this Agreement,
except in the case of willful misconduct.
Section 8.2. Equal Employment 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 8.3. Prevailing Wage. 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 Minnesota Statutes, Section 177.42, Subdivision 6 and in
the City Resolution No. 25-2090. The City's Public Works Department shall be
responsible for monitoring Redeveloper's compliance with this requirement.
Section 8.4. Option. On or within sixty (60) days following the Phase 1 Date of
Closing, the Redeveloper shall notify the Authority of the Redeveloper's intent to purchase
the Phase 2 Redevelopment Property (the "Option") to construct the Phase 2 Minimum
Improvements. If the Redeveloper does not exercise the Option within the sixty(60)days
noted above, then the Option shall be deemed null and void. The Phase 2 closing shall
occur within thirty (30) days after notice of the exercise of the Option has been delivered
to the Authority.
Section 8.5. 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 8.6. 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 8.7. 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
30
(a) in the case of the Redeveloper, is addressed to or delivered personally to
the Redeveloper at Sherman Associates Development LLC, ATTN: Legal Department,
233 Park Avenue, Suite 201, Minneapolis, Minnesota, 55415;
(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 8.8. Counterparts. This agreement may be executed in any number of
counterparts, each of which shall constitute one and the same instrument.
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ARTICLE IX
Termination of Agreement
Section 9.1. Termination. This Agreement shall terminate upon the discharge
of all of the Authority's and Redeveloper's respective obligations hereunder including the
issuance of a Certificate of Completion for the Minimum Improvements, 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.
Section 9.2. Estoppel Certificate. Each party, respectively, agrees that at any
time and from time to time within ten (10) business days after receipt of a written request
by the other party, to execute, acknowledge and deliver to such party a statement in
writing certifying: (a) that this Agreement is unmodified and in full force and effect or, if
there have been modifications, that the same are in full force and effect as modified and
identifying the modifications; (b) that no party is in default under any provisions of this
Agreement or, if there has been a default, the nature of such default; (c) that all work to
be performed, under this Agreement or any related agreement has been performed or, if
not so performed, specifying the work to be performed; and (d) as to any other matter that
the requesting party or a prospective mortgagee or other lender shall reasonably request.
It is intended that any such statement may be relied upon by any person, prospective
mortgagee of, or assignee of any mortgage, upon such interest. Any such statement on
behalf of the Authority may be executed by the Executive Director without Authority Board
approval.
[The remainder of this page is intentionally blank]
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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.
Dated: , 2018
HOUSING AND REDEVELOPMENT
AUTHORITY IN AND FOR THE CITY
OF FRIDLEY, MINNESOTA
By
Its Chairperson
By
Its Executive Director
STATE OF MINNESOTA )
) ss.
COUNTY OF ANOKA )
On this day of , 2018 before me, a notary public,
personally appeared and ,
to me personally known who by me duly sworn, did say that they are the Chairperson 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
33
Dated: , 2018
SHERMAN ASSOCIATES DEVELOPMENT LLC
rt
By
By
STATE OF MINNESOTA )
ss.
COUNTY OF ANOKA )
On this day of , 2018 before me, a notary public,
personally appeared and
the and , respectively, of
Sherman Associates Development LLC, a Minnesota limited liability company, and
acknowledged the foregoing instrument on behalf of said company.
Notary Public
Redeveloper Signature Page - Contract for Private Redevelopment
4834-9729-7250 v.1
34
SCHEDULE A
DESCRIPTION OF REDEVELOPMENT PROPERTY
Lot 1, Lot 1A, Lot 2, Lot 2A and Lot 3, Fridley Northstar Station East,Anoka County,
Minnesota.
The above Lots will be replatted, which replatted legal descriptions will be utilized
for the development of the Phase 1A, Phase 1B and Phase 2 Minimum Improvements
and are referenced in this Agreement as the Phase 1A Redevelopment Property, the
Phase 1 B Redevelopment Property, and the Phase 2 Redevelopment Property.
35
SCHEDULE B
DEED
THIS INDENTURE, made this day of , 201_ 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 Sherman Associates
Development LLC, a limited liability company organized under the laws of the State of
Minnesota (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:
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, Minnesota and Sherman Associates Development LLC, dated
, 20 . 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 1 to this deed.
The Grantor certifies that the Grantor does not know of any wells on described real
property.
[SIGNATURES ON FOLLOWING PAGE]
36
IN WITNESS WHEREOF, the Grantor has caused this deed to be duly executed
in its behalf by its Chairperson and its Executive Director the day and year written above.
HOUSING AND REDEVELOPMENT
AUTHORITY IN AND FOR THE CITY
OF FRIDLEY, MINNESOTA
By
Its Chairperson
And by
Its Executive Director
STATE OF MINNESOTA )
) ss.
COUNTY OF ANOKA )
On this day of , 201_ 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 Chairperson 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:
37
EXHIBIT 1
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 Sherman Associates Development LLC,
a limited liability company organized under the laws of the State of Minnesota (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 as 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.
[SIGNATURES ON FOLLOWING PAGE]
38
Dated: , 201_
HOUSING AND REDEVELOPMENT
AUTHORITY IN AND FOR THE CITY
OF FRIDLEY, MINNESOTA
By
Its Chairperson
And by
Its Executive Director
STATE OF MINNESOTA )
) ss.
COUNTY OF ANOKA )
On this day of , 201_ 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 Chairperson 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
39
SCHEDULE C
ENVIRONMENTAL REPORTS
[CITY WILL PROVIDE]
40
SCHEDULE D
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 Sherman Associates Development LLC,
a limited liability company organized under the laws of the State of Minnesota (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 as 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.
[SIGNATURES ON FOLLOWING PAGE]
41
Dated: , 201
HOUSING AND REDEVELOPMENT
AUTHORITY IN AND FOR THE CITY
OF FRIDLEY, MINNESOTA
By
Its Chairperson
And by
Its Executive Director
STATE OF MINNESOTA )
) ss.
COUNTY OF ANOKA )
On this day of , 201_ 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 Chairperson 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
42
SCHEDULE E _,
MASTER PLAN ''
LRFSTAIION PARKING*3C SfiAtt-i
c
x kilIZAAMS1p, , ' inilIMINEgligtiiiiiam igwer, :i 1.1,-„ r. ,
1r �.r `
i milli"fa i .1*,, ,!,43„?..,'
14Trlirrri
I N
• ; tF1 \ L4' lai '1�- J 3 ' t i _ .,I
( i III t Ii .144
I . __ _ _# SR -.,. g t
t '+ 1 a nn 1. 1, ���F K.�t,r',
tic
`�131
" i .rt ,;
. i iia.. -,. 1Lv�[ a3 .M1 .i
}
,ate. , „.....4„(44,,,,---!1-,..,:-..,:,:
# �` it i 4 s V1
a Fr x ”+ t{tts 45440 ' ''_ t
sl I
1
} < 'I is
' ' t';11,,;.;,-, , — - —,..,..4„, .. .....•'', .1;
{x: -4 ,,..
_ � &S � ,, 'Tem
f-. y 4 - _ Z... .
/� y r mill..-4,4-,
aT S , -Fal ;'ase Master pion - ;
r y l X 60 ; 2 s
43
SCHEDULE F
SITE IMPROVEMENTS
1. Infiltration Ponds as shown on the Master Plan sufficient to accommodate
a full buildout of the Master Plan. The Infiltration Ponds will be part of the storm water
management plan to be approved by the City.
2. 80 parking stalls to accommodate parking including ingress, egress, a drop
off area, sidewalks, and signage for the Northstar Fridley Commuter Rail Station in
accordance with the First Amendment to Ground Lease to be executed by the Authority
and the Metropolitan Council.
3. Open space, park amenities and a Tot Lot as shown on the Master Plan.
44
SCHEDULE G
Declaration of Restrictive Covenants and Prohibition Against Tax Exemption
This Declaration is made and executed as of the day of , 20_ by
the Housing and Redevelopment Authority in and for the City of Fridley, Minnesota, a
political subdivision of the State of Minnesota ("Declarant").
RECITALS
A. Declarant is fee owner of the premises located in the County of Anoka, State
of Minnesota described on Exhibit A attached hereto (the "Property").
B. The Property is in a tax increment financing district and the Declarant will
use the tax increment generated from improvements to the Property to reimburse itself
for the costs of acquiring and preparing the Property for redevelopment.
NOW, THEREFORE, in consideration of the foregoing, Declarant, for itself and its
successors and assigns, does hereby declare that the Property shall be owned, used,
occupied, sold and conveyed subject to the following covenants and restrictions:
1. No part of the Property shall become tax exempt from the levy of ad valorem
property taxes, or any statutorily authorized alternative, until December 31, 2042.
2. The covenants and restrictions herein contained shall run with the title to
the Property and shall be binding upon all present and future owners and occupants of
the Property; provided, however, that the covenants and restrictions herein contained
shall inure only to the benefit of the Authority and may be released or waived in whole or
in part at any time, and from time to time, by the sole act of the Authority, and variances
may be granted to the covenants and restrictions herein contained by the sole act of the
Authority. These covenants and restrictions shall be enforceable only by the Authority,
and only the Authority shall have the right to sue for and obtain an injunction, prohibitive
or mandatory, to prevent the breach of the covenants and restrictions herein contained,
or to enforce the performance or observance thereof.
3. The covenants and restrictions herein contained shall remain in effect until
December 31, 2042 and thereafter shall be null and void.
4. If any one or more of the covenants or restrictions contained in this
Declaration are held to be invalid or enforceable, the same shall in no way affect any of
the other provisions of this Declaration, which shall remain in full force and effect.
[SIGNATURES ON FOLLOWING PAGE]
45
HOUSING AND REDEVELOPMENT
AUTHORITY IN AND FOR THE CITY
OF FRIDLEY, MINNESOTA
By
Its Chairperson
And by
Its Executive Director
STATE OF MINNESOTA )
) ss.
COUNTY OF ANOKA )
On this day of , 201_ 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 Chairperson 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
46
EXHIBIT A
LEGAL DESCRIPTION
47
SCHEDULE H
NOTE
US $ Fridley, Minnesota
, 20
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF ANOKA
HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE
CITY OF FRIDLEY, MINNESOTA
LIMITED REVENUE TAX INCREMENT NOTE
[NAME OF PHASE]
The Housing and Redevelopment Authority in and for the City of Fridley, Minnesota
(the "Authority"), hereby acknowledges itself to be indebted and, for value received,
promises to pay to the order of , a limited liability company
(the "Owner"), solely from the Available Tax Increment, to the extent and in the manner
hereinafter defined, the principal amount of this Note, being
($ )(the "Principal Amount"), together with interest of five percent(5.00%)
commencing from the date of issuance of the Note and payable on the dates described
below (the "Scheduled Payment Dates") and in the amounts as hereinafter defined (the
"Scheduled Payments").
The Scheduled Payment Dates are August 1, 2021, and on the 1st day of February
and August thereafter until and including February 1, 2043, unless earlier paid, in
accordance with the terms of this Note.
Upon 30 days' prior written notice from the Authority to the Owner, the Principal
Amount is subject to prepayment at the option of the Authority in whole or in part at any
time.
Any payments on this Note shall be applied first to accrued interest and the balance
to the reduction of principal.
Each payment on this Note is payable in any coin or currency of the United States
of America which on the date of such payment is legal tender for public and private debts
and shall be made by check or draft made payable to the Owner and mailed to the Owner
at its postal address within the United States which shall be designated from time to time
by the Owner.
The Note is a special and limited obligation and not a general obligation of the
Authority, which has been issued by the Authority pursuant to and in full conformity with
the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Section
469.178, subdivision 4, to aid in financing a project, as therein defined, of the Authority
48
consisting generally of defraying certain public redevelopment costs incurred and to be
incurred by the Authority within and for the benefit of its Redevelopment Project No. 1.
THE NOTE IS NOT A GENERAL OBLIGATION OF THE AUTHORITY, THE CITY
OF FRIDLEY (THE "CITY") OR THE STATE OF MINNESOTA (THE "STATE"), AND
NEITHER THE AUTHORITY, THE CITY, THE STATE NOR ANY POLITICAL
SUBDIVISION THEREOF SHALL BE LIABLE ON THE NOTE, NOR SHALL THE NOTE
BE PAYABLE OUT OF ANY FUNDS OR PROPERTIES OTHER THAN AVAILABLE TAX
INCREMENT AS ALLOCATED BY SECTION 3.4 OF THE AGREEMENT, AS DEFINED
BELOW.
The Scheduled Payment of this Note due on any Scheduled Payment Date is
payable solely from and only to the extent that the Authority shall have received as of
such Scheduled Payment Date the Available Tax Increment which is defined in the
Contract for Private Redevelopment By and Between the Authority and the Owner dated
as of , 20_ (the "Agreement") as allocated by Section 3.4 of the
Agreement. Defined terms, not otherwise defined in the Note, shall have the meaning
assigned to them in the Agreement.
The Authority shall pay on each Scheduled Payment Date to the Owner the
Available Tax Increment. On February 1, 2043, the maturity date of this Note, any unpaid
portion shall be deemed to have been paid in full.
This Note shall not be payable from or constitute a charge upon any funds of the
Authority, and the Authority shall not be subject to any liability hereon or be deemed to
have obligated itself to pay hereon from any funds except the Available Tax Increments,
and then only to the extent and in the manner herein specified.
The Owner shall never have or be deemed to have the right to compel any exercise
of any taxing power of the Authority or of any other public body, and neither the Authority
nor any director, commissioner, council member, board member, officer, employee or
agent of the Authority, nor any person executing or registering this Note shall be liable
personally hereon by reason of the issuance or registration hereof or otherwise.
The Authority makes no representation or covenant, express or implied, that the
revenues described herein will be sufficient to pay, in whole or in part, the amounts which
are or may otherwise become due and payable hereunder.
The Authority's payment obligations hereunder shall be further conditioned on the
fact that there shall not at the time have occurred and be continuing an Event of Default
under the Agreement, and, further, if pursuant to the occurrence of an Event of Default
under the Agreement the Authority elects to terminate the Agreement, the Authority shall
have no further debt or obligation under this Note whatsoever. Reference is hereby made
to the provisions of the Agreement for a fuller statement of the obligations of the
Redeveloper and of the rights of the Authority thereunder, and said provisions are hereby
incorporated by reference into this Note to the same extent as though set out in full herein.
The execution and delivery of this Note by the Authority, and the acceptance thereof by
49
the Redeveloper, as the initial Registered Owner hereof, shall conclusively establish this
Note as the "Note" (and shall conclusively constitute discharge of the Authority's
obligation to issue and deliver the same to the Redeveloper) under the Agreement.
IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things
required by the Constitution and laws of the State of Minnesota to be done, to have
happened, and to be performed precedent to and in the issuance of this Note have been
done, have happened, and have been performed in regular and due form, time, and
manner as required by law; and that this Note, together with all other indebtedness of the
Authority outstanding on the date hereof and on the date of its actual issuance and
delivery, does not cause the indebtedness of the Authority to exceed any constitutional
or statutory limitation thereon.
IN WITNESS WHEREOF, the Board of Commissioners of the Housing and
Redevelopment Authority in and for the City of Fridley, Minnesota, by its Commission
Members, has caused this Note to be executed by the manual signatures of the President
and the Treasurer of the Authority and has caused this Note to be dated
, 20 .
By By
Its Chairperson Its Treasurer
ATTEST:
Secretary
50
CERTIFICATE OF REGISTRATION
It is hereby certified that the foregoing Note, as originally issued as of the
day of , 20_, was on said date registered in the name of the Housing
and Redevelopment Authority in and for the City of Fridley, Minnesota, a public body
corporate and politic and that, at the request of said Registered Owner of this Note, the
undersigned has this day registered this Note as to principal and interest on the Note in
the name of such Registered Owner, as indicated in the registration blank below, on the
books kept by the undersigned for such purposes.
Name of Date of Signature of
Registered Owner Registration Secretary
, 20_
4834-9729-7250,v.3
51
1)11111. ACTION ITEM
Fridley HRA MEETING OF MAY 3, 2018
DATE: April 26, 2018
TO: Wally Wysopal, Executive Director of H
FROM: Paul Bolin, Assistant HRA Director
SUBJECT: Motion Rejecting Proposals - Locke Park Pointe Phase 2
Background:
The Authority issued RFP's for the second phase of the Locke Park Pointe
project in January and on February 16th, received proposals from the Pulte Group
and Alatus. After thoroughly reviewing both of the proposals it became apparent
that the Alatus project was not financially viable and that the Pulte project was
not architecturally appealing. After follow-up discussions with Pulte, it was
determined that they do not appear to have much flexibility in the design of their
townhome products and that the Authority should take some time to talk with
other townhome builders.
Authority and City Staff have met with a number of builders interested in the
property. We are waiting more detailed information from them and anticipate
bringing some very nice options to the Authority shortly.
Recommendation:
In order to officially close the book on the Phase 2 RFP process, Staff
recommends the Authority adopt a motion to "Not accept the responses made to
the Locke Park Pointe Phase 2 Request for Proposals".
Fridley HRA
Housing Program Summary
Cover Page
May 3, 2018 HRA Meeting
Report Description
Loan Summary Report Loan application activity (e.g. mailed
out, in process, closed loans) for year-
to-date.
Also shows the number of field
appointments scheduled and completed
for the Remodeling Advisor Services
administered by Center for Energy and
Environment.
Home Energy Squad E-mail detailing recent activity and year
to date.
e r-o.R-d-ei 0-T����ok7-
Fridley Loan Summary Report
Activity for Period 3/16/2018 -4/15/2018
cee:'
Center for Energy and Environment
Application packets requested/mailed: This period: 0 Year-to-Date: 0
Residential Advisor Visits: This period: 0 Year-to-Date: 2
Loans currently in process for residents in your City/Neighborhood: 3
Closed Loans This period: Year-to-Date:
Fridley Units Units
0 0
Closed End 0.00 0 36,984.00 2
Last Resort 0.00 0 0.00 0
Last Resort Emergency 0.00 0 0.00 0
Deferred
Mobile Home Closed End 0 0
Total 0.00 0 36,984.00 2
Leveraged Funds This period: Units Year-to-Date: Units
CEE 20,000.00 1 20,000.00 1
Total 20,000.00 1 20,000.00 1
Types of Improvements Financed YTD #of Projects %of Total Types of Properties Financed YTC # %of Total
Additions/Finishing off unused space 1 20.00 Commercial-Non-residential 1 25.00
Air Conditioning 1 20.00
Single Family Residence 3 75.00
Heating System 1 20.00
Lighting 1 20.00
Other Interior Improvements 1 20.00