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HomeMy WebLinkAboutContract 20342034 COTd"I' CT I'OIa P VAZ'E I3EVEI,OPlVIE1~1'I' By and Between COI_,LTI~IBIA IG TS ECONOMIC DEVELOP NT AIJ'I'O T~' COI..IT IA IIEIGI-I'TS, MIll~NESO'I'f4 and G A'I'ER 1YIE'I'I~OPOLITAl'~ OIJSIl~IG CO O 'I'IOI~1 Dated as of: ~ ' ~~P~! , 2007 Tlus dociunent was drafted by: KENNEDY & GRAVEN, Chartered (MTN) 470 US Bank Plaza 200 South Sixth Street Minneapolis, Mimlesota 55402 Telephone: (612) 337-9300 324344v3 SJB CL205-43 'TABLE >~+' C®1'~TEl~t'TS PREAMBLE ............................................................................................................................1 ARTICLE I Definitions Section 1.1. Definitions ..........................................................................................................2 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority ................................................ .......................4 Section 2.2. Representations and Warranties by the Redeveloper .................. .......................4 ARTICLE III Acquisition and Conveyance of Property Section 3.1. Status of Redevelopment Property .............................................. 6 ....................... Section 3.2. Enviromnental Conditions .......................................................... .......................6 6 Section 3.3 Authority Assistance ................................................................... ....................... 7 Section 3.4 Look-Back Participation ............................................................. ....................... 7 5 Section 3 Place of Document Execution ..................................................... ....................... . Section 3.6. Records ....................................................................................... .......................8 ARTICLE IV Construction of M1ri11Tl1ll11 Improvements and Public Improvements Section 4.1. Construction of Minimum Improvements and Public Improvements ...............9 Section 4.2. Construction Plans .............................................................................................9 Section 4.3. Completion of Construction .............................................................................10 Section 4.4. Certificate of Completion ................................................................................10 ARTICLE V Insurance Section 5.1. Insurance ..........................................................................................................12 Section 5.2. Subordination ...................................................................................................13 Section 5.3. Qualifications ...................................................................................................13 ARTICLE VI Taxes Section 6.1. Right to Collect Delinquent Taxes ...................................................................14 Section 6.2. Review of Taxes ..............................................................................................14 324344v3 SJB CL205-43 1 ARTICLE VII Financing Section 7.1. Mortgage Financing .........................................................................................15 ARTICLE VIII Prohibitions Against Assiglunent and Transfer; Indemnification Section 8.1. Representation as to Redevelopment ........................ Section 8.2. Prohibition Against Redeveloper's Transfer of Red. Assignment of Agreement ....................................... Section 8.3. Release and Indennification Covenants .................. ARTICLE IX Events of Default .......................................16 ~velopment Property and .......................................16 .......................................17 Sectio119.1. Events of Default Defined ...............................................................................19 Section 9.2. Remedies on Default ........................................................................................19 Section 9.3. No Remedy Exclusive ......................................................................................20 Section 9.4. No Additional Waiver Implied by ®ne Waiver ...............................................20 Section 9.5. Attorney Fees ...................................................................................................20 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; Authority Representatives Not Individually Liable.......21 Section 10.2. Equal Employment Dpportunity ............................... .......................................21 Section 10.3. Restrictions on Use ................................................... .......................................21 Section 10.4. Provisions Not Merged With Deed ........................... .......................................21 Section 10.5. Titles of Articles and Sections .................................. .......................................21 Section 10.6. Notices and Demands ............................................... .......................................21 Section 10.7. Counterparts .............................................................. .......................................22 Section 10.8. g .................................................................. Recordin 22 ....................................... Section 10.9. Alilendlnent ............................................................... .......................................22 Sectiorl 10.10. Authority or City Approvals ..................................... .......................................22 Section 10.11. Termination ............................................................... .......................................22 EXHIBIT A Legal Description of Redevelopment Property EXHIBIT B Concept Materials for Redevelopment Property EXHIBIT C Certificate of Completion 324344v3 SJB CL205-43 11 C®I®1T C'I' F~I2 P VATS DELI.®Pl~EI~1'T THIS AGREEMENT, made on or as of the day of , 2007, by and between COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY, COLUMBIA HEIGHTS, MINNESOTA, a public body corporate and politic (the "Authority''), established pursuant to Minnesota Statutes, Sections 469.090 to 469.1081 (hereinafter referred to as the "Act"), and GREATER METROPOLITAN HOUSING CORPORATION ("GHMC"), a Minnesota non-profit corporation (the "Redeveloper"). WITNESSETH: WHEREAS, the Authority was created pursuant to the Act and was authorized to transact business anal exercise its powers by a resolution of the City Council of the City of Columbia Heights ("City"); and WHEREAS, the City and the Authority (as successor to the Housing and Redevelopment Authority in and for the City of Columbia Heights) have undertaken a program to promote redevelopment of land which that is characterized by blight and blighting factors within the City pursuant to Minnesota Statutes, Sections 469.001 to 469.047 (the "HRA Act"); and WHEREAS, pursuant to the Act and the HRA Act, the Authority is authorized to undertake certain activities to facilitate the redevelopment of real Redevelopment Property by private enterprise; and WHEREAS, the Authority believes that the redevelopment of the Redevelopment Property pursuant to this Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable State and local laws and requirements wider which the Project has been undertaken and is being 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: 324344v3 SJB CL2d5-43 1 AR`TICI.IJ+ I De~xitions Section 1.1. Definitions. In this Agreement, unless a different meaiung clearly appears from the context: "Act" means the Economic Development Authority Act, Minnesota Statutes, Sections 469.090 to 469.108, as amended. ``Agreement" means this Agreement, as the same may be from time to time modified, amended, or supplemented. "Authority" means the Columbia Heights Economic Development Authority, or any successor or assign. ``Authority Representative" means the Executive Director of the Authority, or any person designated by the Executive Director to act as the Authority Representative for the purposes of this Agreement. "Business Day" means any day except a Saturday, Sunday, legal holiday, a day on which the City is closed for business, or a day on which banking institutions in the City are authorized by law or executive order ±o close. "Certificate of Completion" means the certification provided to the Redeveloper, or the purchaser of any part, parcel or unit of the Redevelopment Property, pursuant to Section 4.4 of this Agreement. "City" means the City of Columbia Heights, Minnesota. "Construction Plans" means the plans, specifications, drawings arld related doclunents on the construction work to be performed by the Redeveloper on the Redevelopment Property which a) shall be as detailed as the plans, specifications, drawings and related documents which are submitted to the appropriate building officials of the City, acid (b) shall include at least the following for each building: (1) site plan; (2) foundation plan; (3) basement plans; (4) floor plan for each floor; (5) cross sections of each (length and width); (6) elevations (all sides}; (7) landscape plan; and (8) such other plans or supplements to the foregoing plans as the Authority may reasonably request to allow it to ascertain the nature and quality of the proposed construction work. "County" means the County of Anoka, Mimiesota. "Event of Default" means an action by the Redeveloper listed in Article IX of this Agreement. 324344v3 S7B CL205-43 2 "Holder" means the owner of a Mortgage. "Minimum Improvements" means the division of the Redevelopment Property into two lots and the construction of a single family home on each lot with associated amenities. "Mortgage" means any mortgage made by the Redeveloper which is secured, in whole or in part, with the Redevelopment Property and which is a permitted encumbrance pursuant to the provisions of Article VIII of this Agreement. "Redevelopment Property" means the Redevelopment Property so described on Exhibit A. "Redeveloper" means Greater Metropolitan Housing Corporation or its permitted successors and assigns. "State" means the State of Minnesota. "Tax ®fficial" means any County assessor; County auditor; County or State board of equalization, the connnissioner of revenue of the State, or any State or federal district court, the tax court of the State, or the State Supreme Court. "Termination Date" means the last date the Redeveloper closes on sale of all the Minimum Improvements to third parties. "Transfer" has the meaning set forth in Section 8.2(a) hereof. ``Unavoidable Delays" means delays beyond the reasonable control of the party seeking to be excused as a result thereof which are the direct result of war, significant weather conditions such as floods, tornadoes, or the like, terrorism, strikes, other labor troubles, fire or other casualty to the Minumm~ Improvements, litigation connnenced by third parties which, by injunction or other similar judicial action, directly results in delays, or acts of any federal, state or Local governmental unit (other than the Authority in exercising its rights under this Agreement} which directly result in delays. Unavoidable Delays shall not include delays in the Redeveloper's obtaining of permits or govermmental approvals necessary to enable construction of the Minimlun Improvements by the dates such construction is required under Section 4.3 of this Agreement. 324344v3 SJB CL205-43 AIaT'ICI.E II iget~resentatimns and Warranties Section 2.1. Representations by the Authority. The Authority makes the following representations as the basis for the undertaking on its part herein contained: (a) The Authority is an economic development authority 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 activities of the Authority are undertaken to foster the redevelopment of certain real Redevelopment Property which far a variety of reasons is presently underutilized, to eliminate current blighting factors and prevent the emergence of further blight at a critical location in the City, to create increased tax base in the City, to stimulate further development in the City as a whale. Section 2.2. Representations and Warranties b~ the Redeveloper. The Redeveloper represents and warrants that: (a} The Redeveloper is anon-profit corporation duly organized and in good standing under the laws of the State of Minnesota, is not in violation of any provisions of its articles of irlcoiporation or the laws of the State, is duly authorized to transact business within the State, has power to enter into this Agreement and has duly authorized the execution, delivery and performance of this Agreement by proper action of its governing body. (b) Upon acquisition of the Redevelopment Property, the Redeveloper will cause the Minimum hmprovements to be constructed in accordance with the terns of this Agreement and all applicable local, state and federal laws and regulations (including, but not limited to, enviromnental, zoning, building code and public health. laws and regulations). (c} The Redeveloper has received no notice or coimnuaucation from. any local, state or federal official that the activities of the Redeveloper or t11e Authority may be or will be in violation of any environmental law or regulation (other than those notices or communications of which the Authority is aware). The Redeveloper is aware of no facts the existence of which would cause it to be in violation of or give any person a valid claim under any local, state or federal environmental law, regulation or review procedure. (d) The Redeveloper will cause the Milliinum Improvements to be constructed in accordance with all local, state or federal energy-conservation laws or regulations. (e) The Redevelaper will obtain or cause to be obtained, in a timely mamler, all required permits, licenses and approvals, and will meet, in a timely maiuler, 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. 324344v3 SJB CL205-43 ~} (f) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the teens and conditions of this Agreement is prevented, linuted by or conflicts with or results in a breach of, the terms, conditions or provisions of any corporate restriction or any evidences of 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. (g) The Redeveloper shall promptly advise the Authority in writing of all litigation or claims affecting any part of the Minimum Improvements and all written complaints and charges made by any governmental authority materially affecting the Minimum Improvements or materially affecting Redeveloper or its business which may delay or require changes in construction of the Minimum Tii~provements. 324344v3 SJB CL205-43 5 AIZTICI~E III Acquisition acrd Conveyance of Property Section 3.1. Status of Redevelopment Property. (a) The Redeveloper has entered into a purchase agreement with a third party (the "Purchase Agreement") to acquire the Redevelopment Property for a purchase price of $105,000. The Redeveloper shall acquire the Redevelopment Property in accordance with the teens of the Purchase Agreement. Upon closing on such acquisition, Redeveloper shall deliver to the Authority a copy of the settlement statement showing the total net amount paid by Redeveloper. The Authority has no obligation to acquire title to the Redevelopment Property, but in lieu of direct acquisition will help finance Redeveloper's acquisition in accordance with the terms of this Agreement. (b} Before commencing construction of the Minimum Improvements, the Redeveloper shall obtain approval franc the City of a lot division of the Redevelopment Property, creating two lots in accordance with City ordinances alzd procedures and in accordance with the Concept Materials far Redevelopment Property attached as Schedule B. Section 3.2. Enviromnental Conditions. (a) The Redeveloper acknowledges that the Authority makes no representations or warranties as to the condition of the soils or environmental conditions an the Redevelopment Property or the fitness of such Redevelopment Property for construction of the Minimum Improvements or any other purpose for which the Redeveloper may make use of such Redevelopment Property, alld that the assistance provided to the Redeveloper under this Agreement neither implies any responsibility by the Authority or the City for any contamination of the Redevelopment Property nor imposes any obligation on such parties to participate in any cleanup of such Redevelopment Property. (b) Without limiting its obligations under Section 8.3 of this Agreement the Redeveloper further agrees that it will indemnify, defend, and hold harmless the Authority, the City, alld their govei-~ung body members, officers, and employees, from any claims or actions arising out of the presence, if any, of hazardous wastes ar pollutants existing an or in the Redevelopment Redevelopment Property and the activities of any contractor or agent in conducting its activities on the Redevelopment Property. The provisions of this Section 3.2(b) shall not become effective until the date on which Redeveloper acquires fee title to the Redevelopment Property. Section 3.3. Authority Assistance. (a) In order to facilitate construction of the Minimum Improvements, which will achieve approved goals and objectives of the Authority, the Authority will reimburse the Redeveloper for $86,647 of the cost of acquisition of the Redevelopment Property (the "Authority Assistance"), subject to all the terms and conditions of this Agreement. (b} The Authority Assistance shall be provided to the Redeveloper upon satisfaction of the followil~g conditions precedent: 324344v3 SJB CL205-43 6 (i) No Event of Default under this Agreement or event which would constitute such an Event of Default but for the requirement that notice be given or that a period of grace or time elapse, shall have occurred and be continuing; (ii) Redeveloper has submitted, and the Authority has approved, Construction Plans for the Minimum Improvements in accordance with Article IV hereof; (iii) Redeveloper has submitted to the Authority the Redeveloper's purchase evidence required under Section 3.1 hereof; (iv) Redeveloper has completed construction of the Minimum Improvements aild received the Certificate of Completion as provided in Section 4.4. of this Agreement; and (v} the Redeveloper has submitted and Authority has reviewed the Redevelopment Costs, and the Authority has determined whether any offset for Development Profits will be made under Section 3.5 hereof. Section 3.4. Business Subsidy. The parties agree and mlderstand that the financial assistance under this Agreement that benefits the Redevelopment Property does not constitute a business subsidy pursuant to Section 116J.993, subd. 3, clause (7} of the Business Subsidy Act because the assistance is provided for housing. The Redeveloper releases and waives any claim against the City and the Authority and their respective governing body members, officers, agents, servants and e,r~ployees thereof arising from application of the Business Subsidy Act to this Agreement, including without limitation any claim that the Authority failed to comply with the Business Subsidy Act with respect to this Agreement. Section 3.5 Look-Back Participation. (a) If Redeveloper's total development expenses axe less than $556,647 (which amount represents the projected acquisition, demolition and construction costs of the Redeveloper on the Redevelopment Property and is referred to as the "Redevelopment Costs"}, such cost savings {referred to as the "Development Profits"} shall be split equally by Redeveloper and the Authority. The Authority's share of Development Profits, if any, shall be deducted from the Authority Assistance under Section 3.3. (b) The parties agree that the Redeveloper intends to sell the homes constructed on the Redevelopment Property for the target price of $235,000 each (the ``Target Price"). If a home is sold for a purchase price in excess of the Target Price (the "Excess Profit"), the Excess Profit shall be split equally by Redeveloper and the Authority. Promptly upon execution of each purchase agreement for sale of a home to a third party, Redeveloper shall deliver a copy of the purchase agreement to the Authority. The Redeveloper shall pay the Authority's share of any Excess Profit to the Authority at closing on sale of the relevant home to a third party. (c) The total look-back participation of the Authority (collectively, the Excess Profits and the Development Profits) shall not exceed the amount of Authority Assistance ($86,647). The Redeveloper shall provide documentation sufficient in the judgment of the Authority to verify the Redeveloper's Redevelopment Costs and sale price of each home. The Authority shall 324344v3 SJB CL205-43 7 not be responsible for any deficit incurred by the Redeveloper in the acquisition, construction and sale of the Minimum I111provements. The provisions of this Section 3.5 shall survive the Certificate of Completion for any portion of the Minimum Improvements and the sale and issuance of any deed thereof to a subsequent purchaser. Section 3.6. Records. The Authority or its representatives shall have the right at all reasonable times after reasonable notice to inspect, examine and copy all books and records of Redeveloper relating to construction of the Minimum Improvements. 324344v3 SJB CL205-43 $ AIZT'ICI.E I~ Construction of Minimum Iui~rovements and Public Iin~roveYnents Section 4.1. Construction of Minimum Improvements aild Public Improvements. The Redeveloper agrees that, upon acquisition of the Redevelopment Property, it will construct or cause construction of the Minmum Improvements on the Redevelopment Property, in substantial compliance with the Redeveloper's pro forma submitted to the staff of the Authority, the Concept Materials for Redevelopment Property attached as Schedule B, and the approved Construction Plans, and at all times while Redeveloper owns the Redevelopment Property, will operate and maintain, preserve and keep the respective components of the Minimum Improvements or cause such components be maintained, preserved and kept with the appurtenances and every part and parcel. thereof, in good repair and condition. Section 4.2. Construction Plans. (a) Before commencement of construction of the Minimum Improvements the Redeveloper shall. submit to the Authority the Construction Plans. The Construction Plans shall provide for the construction of the Minimum hnprovements and shall be in conformity with this Agreement and all applicable State and local laws and regulations. The Authority Representative will approve the Construction Plans in writing if: (i) the Construction Plans conforn to the teens and conditions of this Agreement, including the Concept Materials for Redevelopment Property attached as Schedule B; (ii) the Construction Plans conform to the goals and objectives of the Redevelopment Plan; (iii) the Construction Plans conforn to all applicable federal, state and local laws, ordinances, rules and regulations; (iv) the Construction Plans are adequate to provide for construction of the Minimum Improvements; (v) the Construction Plans do not provide for expenditures in excess of the funds available to the Redeveloper from all sources (including Redeveloper's equity) for construction of the Minimum Improvements; and (vi) no Event of Default has occurred. Approval may be based upon a review by the City's Engineer alzd Building Official of the Construction Plans. No approval by the Authority Representative shall relieve the Redeveloper of t11e obligation to comply with the teens of this Agreement or of the Redevelopment Plan, applicable federal, state and local laws, ordinances, rules and regulations, or to construct the Minimum hnproveanents in accordance therewith. No approval by the Authority Representative shall constitute a waiver of an Event of Default. If approval of the Construction Plans is requested by the Redeveloper in writing at the time of submission, such Construction Plans shall be deemed approved unless rejected in writing by the Authority Representative, in whole or in part. Such rejections shall set forth in detail the reasons therefore, and shall be made within 15 days after the date of their receipt by the Authority. If the Authority Representative rejects any Construction Plans in whole or in part, the Redeveloper shall submit new or corrected Construction Plans within 15 days after written notification to the Redeveloper of the rejection. The provisions of this Section relating to approval, rejection and resubmission of corrected Construction Plans shall continue to apply until the Construction Plans have been approved by the Authority. The Authority Representative's approval shall not be unreasonably withheld, delayed or conditioned. Said approval shall constitute a conclusive determination t11at the Construction Plans (and the Minmum Improvements to be constructed in accordance with said plans) comply to the Authority's satisfaction with the provisions of this Agreement relating thereto. 324344v3 SJB CL205-43 9 (b} If the Redeveloper desires to make any material change ill the Construction Plans after their approval by the Authority, the Redeveloper shall submit the proposed change to the Authority for its approval.. If the Construction Plans, as modified by the proposed change, conform to the requirements of Section 4.2 of this Agreement with respect to such previously approved Construction Plans, the Authority shall approve tl~-e proposed change and notify the Redeveloper iii writing of its approval. Such change in the Construction Plans shall, is1 any event, be deemed approved by the Authority unless rejected, in whole or in part, by written notice by the Authority to the Redeveloper, setting forth in detail the reasons therefor. Such rejection shall be made withisi 15 days after receipt of the notice of such change. The Authority's approval of any such change in the Construction Plans will not be unreas e y withheld. ~ Section 4.3. Completion of Construction. (a} Subject to Unavoidable Delays, the Redeveloper must continence construction of the Minimui~i Improvements by May 1, 20 and ', Ins rovements b December 1, ~~. must substantially complete construction of the Mmimum p y All work with respect to the Minimum Improvements to be constructed ar provided by the Redeveloper on the Redevelopment Property shall be u1 substantial conformity with the Construction Plans as submitted by the Redeveloper and approved by the Authority and the City. If the Redeveloper is making substantial progress with respect to the redevelopment project, and is unable to meet one or mare of the above-referenced deadl>sies, the Authority and the Redeveloper shall negotiate in good faith for a reasonable period to extend the time in which necessary action(s) must be taken or occur, the Lapse of which time would otherwise coitistitute a deiauht uiider tliiS Yigiieement. (b) The Redeveloper agrees for itself, its successors and assigns, and every successor m interest to the Redevelopment Property, or any part thereof, that the Redeveloper, and such successors and assigns, shall promptly begin and diligently prosecute to completion the redevelopment of the Redevelopment Property through the construction of the Miiumuin Improvements thereon, and that such constitiiction shall in any event be commenced and completed subject to Unavoidable Delay within. the period specified in this Section 4.3 of this Agreement. Subsequent to conveyance of the Redevelopment Property, or any part thereof, to the Redeveloper, and until construction of the Miniinuin Improvements has been coinpheted, the Redeveloper shall make reports, in such detail and at such times as may reasonably be requested by the Authority, as to the actual progress of the Redeveloper with respect to such construction. Section 4.4. Certificate of Completion. (a) Proinpthy after substantial completion of the Minunum Ztnprovements in accordance with those provisions of the Agreement relating solely to the obligations of the Redeveloper to construct the Minimum Iizsproveinents (including the dates far completion thereof}, the President and Executive Director of the Authority shall furnish the Redeveloper with a Certif Cate of Completion in substantially the form attached as Exhibit C. Such certification shall be a conclusive detenzlination of satisfaction and termination of the agreements and covenants in the Agreement with respect to the obligations of the Redeveloper, and its successors and assigns, to construct the relevant component of the Minimum Improvements and the dates far the completion thereof. Such certification and such detenniization shall not constitute evidence of compliance with or satisfaction of any obligation 324344v3 SJB CL205-43 10 of the Redeveloper to any Holder of a Mortgage, or any insurer of a Mortgage, securing money loaned to finance the Minimum Improvements, or any part thereof. (b) The Certificate of Completion provided for in this Section 4.4 of this Agreement shall be in such fonzl as will enable it to be recorded in the proper office for the recordation of deeds and other instruments pertaining to the Redevelopment Property. If the President a11d Executive Director of the Authority shall refuse or fail to provide any certification in accordance with the provisions of this Section 4.4 of this Agreement, the Authority shall, within thirty (30} 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 the Agreement, or is otherwise in default, and what measures or acts it will be necessary, in the opinion of the Authority, for the Redeveloper to take or perform in order to obtain such certification. (c} The construction of the Minimum Improvements shall be deemed to be substantially completed when the Redeveloper has received a certificate of occupancy for both homes from the City, and all site improvements have been substantially completed as reasonably determined by the Authority Representative. 324344v3 S7B CL205-43 I AI~TI[CLE V Insurance Section 5.1. Insurance. (a) The Redeveloper will provide and maintain at all times during the process of constructing the Minimum Improvements an All Risk Broad Form Basis Insurance Policy and, from time to time during that period, at the request of the Authority, fun7ish the Authority with proof of payment of premiums on policies covering the following: (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 Minmum hmprovements at the date of completion, and with coverage available in non-reporting form on the so-called "all risk" form of policy. The interest of the Authority shall be protected in accordance with a clause ill form and content satisfactory to the Authority; (ii) Comprehensive general liability insurance (including operations, contingent liability, operations of subcontractors, completed operations and contractual liability insurance} together with an owner's Contractor's Policy with limits against bodily injury and Redevelopment Property damage of not less than $1,000,000 for each occurrence (to accomplish the above-required limits, an umbrella excess liability policy may be used); (iii) Automobile liability insurance to cover claims for damages because of bodily injury or death of any person or Redevelopment Property damage arising out of the ownership, maintenance or use of any motor vehicle of not less than $1,000,000; gild (iv) 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, and shall name the Authority, the City and any Mortgagee as an additional named insured thereunder. Upon request, the Redeveloper will deposit aimualhy with the Authority policies evidencing all such insurance, or a certificate or certificates or binders of the respective insurers stating that such illsLirance is in force and effect. Unless otherwise provided in this Article V of this Agreement each policy shall contain a provision that the insurer shall not cancel nor modify it in such a way as to reduce the coverage provided below the amounts required herein without giving written notice to the Redeveloper and the Authority at least thirty (30) days before the cancellation or modification becomes effective. 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. 324344v3 SJB CL205-43 12 (c) The Redeveloper agrees to notify the Authority immediately in the case of damage exceeding $100,000 in amount to, or destruction of, the Minimum Improvements or any portion thereof resulting from fire or other casualty. In such event the Redeveloper will forthwith repair, reconstruct and restore the Minimum Improvements to substantially the same or an improved condition or value as it existed prior to the event causing such damage and, to the extent necessary to accomplish such repair, reconstruction and restoration, the Redeveloper will apply the net proceeds of any insurance relating to such damage received by the Redeveloper to the payment or reimbursement of the costs thereof. The Redeveloper shall complete the repair, reconstruction and restoration of the Minimum Improvements, whether or not the net proceeds of insurance received by the Redeveloper for such purposes are sufficient to pay for the same. AJZy net proceeds remaining after completion of such. repairs, construction and restoration shall be the Redevelopment Property of the Redeveloper. (d) The Redeveloper and the Authority agree that all of the insurance provisions set forth in this Article V shall terminate on the Termination Date. Section 5.2. Subordination. Notwithstanding anything to the contrary contained in this Article V, the rights of the Authority with respect to the receipt and application of any proceeds of insurance shall, in all respects, be subject and subordinate to the rights of any lender under a Mortgage approved pursuant to Article VII of this Agreement. Section ~.3. qualifications. Notv~ithstanding anything herein to the contrary, the parties acknowledge and agree that: (a} Upon transfer of t11e Redevelopment Property or portion thereof to another person or entity, the Redeveloper will remain obligated under Section 5.1 hereof relating to such portion transferred, unless the Redeveloper is released from such obligations in accordance with the terms and conditions of Section 8.2(b), (c), or 8.3 hereof. 324344v3 SJB CL205-43 13 A'I'ICL.E VI 'T'axes Section 6.1. Right to Collect Delinquent Taxes. The Redeveloper acknowledges that the Authority is providing financial assistance in furtherance of the redevelopment described il~ this Agreement, and that part of the consideration for such assistance is the improvement of tax base in the City. To that end, the Redeveloper agrees for itself, its successors aid assigns, in addition to the obligation pursuant to statute to pay real estate taxes, that it is also obligated by reason of this Agreement to pay before delinquency all real estate taxes assessed against the Redevelopment Property and the Minimum Improvements. The Redeveloper acl~~owledges that this obligation creates a contractual right prior to the Ternlination Date to sue the Redeveloper or its successors and assigns to collect delinquent real estate taxes and any penalty or interest thereon and to pay over the same as a tax payment to the county auditor. In any such suit, the Authority shall also be entitled to recover its costs, expenses and reasonable attorney fees. Section 62. Review of Taxes. The Redeveloper agrees that prior to the Termination Date, it will not cause a reduction in the real Redevelopment Property taxes paid in respect of the Redevelopment Property through: (A} willful destruction of the Redevelopment Property or any part thereof; or (B) willful refusal to reconstruct damaged or destroyed Property pursuant to Section ~.l of this Agreement. The Redeveloper also agrees that it will not, prior to the Termination Date, apply for a deferral of Redevelopment Property tax on the Redevelopment Property pursuant to aiiy law, or transfer or permit transfer of the Redevelopment Property to any entity whose ownership or operation of the Redevelopment Property would result in the Redevelopment Property being exempt from real estate taxes under State law (other than any portion thereof dedicated or conveyed to the City or Authority in accordance with this Agreement}. 324344v3 SJB CL20~-43 1 ~ ARTICLE III I+ ananein~ Section 7.1. Mortgage Financing. (a) The Redeveloper shall obtain one or more commitments for financing which, together with committed equity for such construction, is sufficient for payment of the Construction Costs for the M1nlmUln Improvements. Such commitments may be short ternz financing, long term mortgage financing, a bridge loan with a long terns take-out financing conunitment, or any combination of the foregoing. (b} In the event that there occurs a default under any Mortgage obtained by the Redeveloper pursuant to Section 7.1 of this Agreement, the Redeveloper shall cause the Authority to receive copies of any notice of default received by the Redeveloper fiom the holder of such Mortgage. Thereafter, the Authority shall have the right, but not the obligation, to cure any such default on behalf of the Redeveloper within such cure periods as are available to the Redeveloper under the Mortgage documents. In the event there is an event of default under this Agreement, the Authority will tra3ismit to the Holder of any Mortgage a copy of any notice of default given by the Authority pursuant to Article IX of this Agreement. (c) In order to facilitate the securing of other financing, the Authority agrees to subordinate its rights under this Agreement provided that such subordination shall be subject to such reasonable teens and conditions as the Authority and Holder mutually agree in writing. 324344v3 SJB CL205-43 15 AIa'TICI~E VIII Pro~aibiti®ns Against r~ssi~nment and 'T'ransfer; Indernnification Section 8.1. Representation as to Redevelopment. The Redeveloper represents and agrees that its purchase of the Redevelopment Property, a11d its other undertakings pursuant to the Agreement, are, and will be used, for the purpose of redevelopment of the Redevelopment Property and not for speculation in land holding. Section 8.2. Prohibition Against Redeveloper's Transfer of Redevelopment Property and Assi~nrllent of Agreement. The Redeveloper represents anal agrees that prior to issuance of the Certificate of Completion for the Minimum Improvements: (a} Except as specifically described in 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 t1-ust or power, or transfer in any other mode or form of or with respect to this Agreement or the Redevelopment Property or ally part thereof or any interest therein, or any contract or agreement to do any of the sanie, to any person or entity (collectively, a "Transfer"), without the prior written approval of the Authority's board of connnissioners. The term "Transfer" does not include (i) encumbrances made or granted by way of security for, and only for, the purpose of obtaining construction, interim or permanent financing necessary to enable the Redeveloper or any successor in interest to the Redevelopment Property oT to CoilStrt2ct the Miillinum i1npT©Vellleilts oT Colnpollent thereof; (ll) any lease, license, easement or similar arrangement entered into in the ordinary course of business related to operation. of the Minimum Improvements; or any (iii) sale of a single family home constituting a portion of the Minimum Improvements to a purchaser who will occupy such home as the purchaser's principal place of residence. (b) If the Redeveloper seeks to effect a Transfer prior to issuance of the Certificate of Completion, the Authority shall be entitled to require as conditions to such Transfer that: (i) any proposed transferee shall have the qualifications and financial responsibility, in the sole and reasonable judgment of the Authority, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Redeveloper as to the portion of the Redevelopment Property to be transferred; and (ii) Any proposed transferee, by instrument in writing satisfactory to the Authority and in form recordable in the public land records of Anoka County, Minnesota, 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 as to the portion of the Redevelopment Property to be transferred and agreed to be subject to all the conditions and restrictions to which the Redeveloper is subject as to such portion; 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 324344v3 SJB CL205-43 1C to i11 writing by the Authority) deprive the Authority of any rights or remedies or controls with respect to the Redevelopment Property, the Minimum Improvements or any part thereof or the construction of the Minimum Improvements; it being the intent of the parties as expressed in this Agreement that (to the fullest extent permitted at law and in equity and excepting only in the mamler and to the extent specifically provided otherwise in this Agreement) no transfer of, or change with respect to, ov~nzerslup 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 on controls provided ill or resulting from this Agreement with respect to the Redevelopment Property 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, such transfer or approval by the Authority thereof shall not be deemed to relieve the Redeveloper, or any other party bound in any way by this Agreement or otherwise with respect to the Redevelopment Property, from any of its obligations with respect thereto; anal (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 VIII, shall be in a form reasonably satisfactory to the Authority. (c} If the conditions described in paragraph (b) are satisfied in the sole judgment of the Authority, then the Transfer will be approved and the Redeveloper shall be released from its obligatioa:~ under this Agreement, as to the portion of tl~e Redevelopment Property that is transferred, assigned, or otherwise conveyed. The provisions of this paragraph (c) apply to all subsequent transferors, assuming compliance with the terms of this Article. (d) Upon issuance of the Certificate of Completion, the Redeveloper may transfer or assign the Minimum Improvements and/or the Redeveloper's rights and obligations under this Agreement with respect to such Redevelopment Property without the prior written consent of the Authority. Section 8.3. Release and Indennufication Covenants. (a) The Redeveloper releases from azld covenants and agrees that the Authority and the City anal the governing body members, officers, agents, servants and employees thereof shall not be liable for and agrees to indemnify aild hold harmless the Authority and the City and the governing body members, officers, agents, servants aizd employees thereof against any loss or damage to Redevelopment Property or any injury to or death of any person occurring at or about ar resulting from any defect in the Minimum Improvements, except for any such damages or injuries directly related to the gross negligence of the Authority or the City. (b) Except for any willful or negligent misrepresentation or any willful or wanton misconduct or negligence of the following named parties, the Redeveloper agrees to protect and defend the Authority and the City and the governing body members, officers, agents, servants and employees thereof (the "Indemnified Parties"), now or forever, and further agrees to hold the Indemnfied Parties harmless from any claim, demand, suit, action or other proceeding 324344v3 SJB CL205-43 17 whatsoever by any person or entity whatsoever arising or purportedly arising from this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the M1nimLUn hnprovements. (c) Except for any negligence of the Indemnified Parties (as defined in clause (b} above), and except for airy breach by any of the Indemnified Parties of their obligations under this Agreement, the Indemnified Parties shall not be liable for any damage or injury to the persons or Redevelopment Property of the Redeveloper or its officers, agents, servants or employees or any other person who may be about the Minimum Improvements or Public Improvements due to any act of negligence of any person. (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. 324344v3 SJS CL205-43 1$ 'I'ICI,E IX Events of I3efault Section 9.1. Events of Default Defined. The following shall be "Events of Default" under this Agreement and the term "Event of Default'' shall mea~1, whenever it is used in this Agreement, any one or more of the following events, after the non-defaulting party provides 30 days written notice to the defaulting party of the event, but only if the event has not been cured within said 30 days or, if the event is by its nature incurable within 30 days, the defaulting party does not, within. such 30-day period, provide assurances reasonably satisfactory to the party providing notice of default that the event will be cured and will be cured as soon as reasonably possible: (a} Failure by the Redeveloper or the Authority to observe or perform any material covenant, condition, obligation, or agreement on its part to be observed ar performed under this Agreement; (b) The Redeveloper: (i) files any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the United States Bai~lcruptcy Act or under any similar federal or State law; (ii) makes an assigmnent for benefit of its creditors; (iii) achilits in writing its inability to pay its debts generally as they become due; (iv) is adjudicated a bankrupt or insolvent; (v) attempts a Transfer without complying with the requirements of Article VIII of this Agreement Section 9.2. Remedies on Default. Whenever any Event of Default referred to in Section 9.1 of this Agreement occurs, the non-defaulting party may exercise its rights under this Section 9.2 after providing thirty days written notice to the defaulting party of the Event of Default, but only if the Event of Default has not been cured within said thirty days or, if the Event of Default is by its nature incurable within thirty days, the defaulting party does not provide assurances reasonably satisfactory to the non-defaulting party that the Event of Default will be cured and will be cured as soon as reasonably possible: (a) Take whatever action., including legal, equitable or administrative action, which may appear necessary or desirable to collect any payments due under this Agreement, or to enforce performance and observance of any abligation, agreement, or covenant tinder this Agreement. 324344v3 SJB CL205-43 1 } Section 9.3. 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 ar power or shall be construed to be a waiver thereof, but any such right and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the Authority 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 IX. Section 9.4. N_o 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 9.5. Attorne~Fees. Whenever any Event of Default occurs and if the Authority or Redeveloper shall employ attorneys or incur other expenses for the collection of payments due or to become due or for the enforcement of performance or observance of any obligation or agreement on the part of the Redeveloper or Authority under this Agreement, the non-prevailing party in any such action agrees that it shall, within 10 days of written demand by the prevailing parry, pay to the prevailing party the reasonable fees of such attorneys and such other reasonable expenses so incurred. 324344v3 S.1B CL205-43 20 T~c~~ ~ Additional Provisions Section 10.1. Conflict of Interest• Authority Representatives Not Individually Liable. The Authority and the Redeveloper, to the best of their respective k~iowledge, represent and agree that no member, official., or employee of the Authority shall have any personal interest, direct or indirect, in the 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 for any amount which may become due to the Redeveloper or successor or on any obligations under the terms of the Agreement. Section 10.2. Equal Employment Opportunity. The Redeveloper, for itself and its successors and assigns, agrees that during the construction of the Minimum hnprovements provided for in the Agreement it will comply with a1.1 applicable federal, state alld local equal employment and non-discrimination laws and regulations. Section 10.3. Restrictions on Use. The Redeveloper agrees that until the Termination Date, the Redeveloper, and such successors and assigns, shall devote the Redevelopment Property to, tl~e operation of the Minimu?n T,nprovements far uses described in the definition of such tern in this Agreement, and shall not discriiminate upon the basis of race, color, creed, sex or national origin in the sale, lease, or rental or in the use or occupancy of the Redevelopment Property or any improvements erected or to be erected thereon, or any part thereof. Section 10.4. 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 Praperty and any such deed shall not be deemed to affect or impair the provisions and covenants of this Agreement. Section 10.5. Titles of Articles a11d Sections. Any titles of the several parts, Articles, and Sections of the Agreement are inserted for convenience of reference only and shall be disregarded in construing or interpreting any of its provisions. Section 10.6. Notices and Demands. Except as otherwise expressly provided in this Agreement, a notice, demand, or other communication under the 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, or delivered personally; and (a) in the case of the Redeveloper, is addressed to or delivered personally to the Redeveloper at 15 South Fifth Street, Suite 710, Minneapolis, MN 55402, Attn: President; and 324344v3 SJB CL205-43 21 (b) in the case of the Authority, is addressed to or delivered personally to the Authority at 590 - 40`'' Avenue NE, Columbia Heights, Mimiesota 55421, Attn.: Executive Director; or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Section 10.7. Counterparts. Tlus Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. Section 10.8. Recording. The Authority may record this Agreement a11d any amendments thereto with the Anoka County recorder. The Redeveloper shall pay all casts for recording. Section 10.9. Amendment. This Agreement may be amended only by written agreement approved by the Authority and the Redeveloper. Section 10.10. Authority or City Approvals. Unless otherwise specified, any approval required by the Authority under this Agreement may be given by the Authority Representative. Section 10.11. Termination. This Agreement terminates on the Termination Date, except that ternlination of the Agreement does not terminate, limit or affect the rights of any party that arises before the Terminated Date, or as otherwise provided herein.. 324344v3 S7B CL205-43 22 IN WITNESS WHEREOF, the Authority has caused this Agreement to be duly executed in its name and behalf and its seal to be hereunto duly affixed and the Redeveloper has caused this Agreement to be duly executed in its name and behalf on or as of the date first above written. STATE OF MINNESOTA } ss. COUNTY OF ANOKA ) Its Executive ~D~ector-WaI`ter R. Fehst The foregoing instrument was acknowledged before me this -°"day of rr ~~ ~~~ ~~" 2007, by -~.~ ~-- . ~ ~-~'~~ar1d 1.~~° "" _ ~~~~~° ,the President and Executive Director of the Coiurnbia Teights Economic Developme~~t Authorit<,~, a public body politic a_7~d corporate, on behalf of the Authority. cttErm a » PlCSS~N PU~t.IC - MtN 1(31/3G12 ., RA0 CAPtit~ COLUMBIA HEICTHTS~~~ONOMIC DEVELOPMENT tJTHO~ZITY E ~` ___._ _. ---_--~r >-° ~ -- Its Presidei~Ciary L. Peterson Rv r ./..r ~ ""-`' Notar Public 324344v3 S7B CL205-43 s-1 STATE OF MIl~iNESOTA } } ss. COUNTY OF '_` 4 ; ~` '.~ ) The foregoing instrument was acknowledged before me this "~~ ~ ` day of ~~ .ti ~ ~ : ~~ 2007 by (~~, ; r. F ;,~; ~ ~ . { ~ ~`~ ~ ~ ~~ ~ ~ the ~~_ ~~~ ~ r ; ~~ , ~ ~ ~~~ of the greater Metropolitan Housing Corporation, a Minnesota non-profit corporation, on behalf of the corporation. ~`` is ~..~ ,~ ~~ i '4,~as- I~ ~ : }cam(! '~~'..-.~~' t Notary Public .~-,,:.-i,~~:i '-:Nl~ • 324344v3 SJB CL205-43 S-2 Concf Y ~,~. ~. {, Yom. ~ ;:;FT ~ `~~ ~ ~ ~~RY~ 1~ f' i ~~lY t M aN . - ~~ .~ -. vr-w=- r. EXHIBIT B . .. r , -- ,, ~~ ~, ` _,,: -~~ ~~. '~ 'a "H_ -~QJ ~IVC~J ~~t~CC f I~~s__~~e_vi~ i~uir~-t' i'~~ivi"!Tv B-1 GREATER i1diETROPOUTA[~ HOUSIiVG CORPORA~"~O~! -~ T '. Os 'i a S€~z.si~ F6f~@~r ~&~~e€. Sa.~t~ ~~Q ~ linrs~ _`,_ _,, ~~IC? ;-.: Kahane: ~Fi~~j 33~-d~cs~11 ®fcax: &~2-3~' ~-~~~6: b#e4a~ .esrnrnhc,arc~ ~ ~+aebsi#~: ~ .. r a ~j BUILDING FEA'T'URES: ~-2 }~° f1) cad Nf)FTTH PT{Qf~(?fiYY lll'~...7$~,1~ ,;r ~ ~ (I tn~~i` -- g~,,~. -~ ----~~ PORCH Fi9U9~ ~ ~~~~~ I ~~ ._. ~; r,. a ~ ,: -- - - ~ _ nrt~~fi~bvnm9m -- fustlii9ttedi~am axw,a },~ .a»m~i rs - gg~.,as_. ~,Y:'rrgg6YNx#I~aeax axitit3g ~~ u. ww _ ~ ,~ , ~' z E,r ~.... ;; ,~ ~„,;,,, ~,t;,;,„,rz J i a ~ ! ~} ~ _ _ i C ~~ m o ,_ ®OUtH PROPPR'PY LtNE::.t28.t6 ~ - ^.~J` .. ,36.~i _ PRELIA+IINARY LOT SPIiT SITE PLAN ~~(~~ 1Nb ~~"~~~.t: ~i:74tf~~lA Nif~~i~"~ NIN M XI~IBI'I' C CEI2TIFIC~iTE ®I+' C~ll~IPI..ETI®1~1 The undersigned hereby certifies that Greater Metropolitan Housing Corporation (the "Redeveloper") has fully complied with its obligations under Articles III and IV of that document titled "Contract for Private Redevelopment," dated November 28, 2006 between the Columbia Heights Economic Development Authority and the Redeveloper (the "Contract"}, with respect to construction of the Minimum Improvements in accordance with the Construction Plans, and that the Redeveloper is released and forever discharged from its obligations to construct the Minimum Improvements under Articles III and IV. Dated: , 2007 COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY By By Its President-Gary L. Peterson Its Executive Director=Walter R. Fehst STATE OF MINNESOTA ) ss. COUNTY OF ANOKA ) On this -day of , 2007, before me, a Notary Public within and for said Co~.ulty, personally appeared , to me personally known, who, being by me duly swonl, did say that (s)he is the President of the Authority named in the foregoing instrument; that the seal affixed to said instrument is the seal of said Authority; that said instrument was signed and sealed in behalf of said Authority by authority of its governing body; and said acknowledged said instrument to be the free act and deed of said Authority. Notary Public C-1 STATE OF MINNESOTA ) ss. COUNTY OF ANOKA ) On this _ day of , 2007, before me, a Notary Public within anal far said County, personally appeared , to me personally known, who, being by me duly sworn, did say that (s)he is the Executive Director of the Authority named in the foregoing instrument; that the seal affixed to said instrument is the seal of said Authority; that said instrument was signed and sealed in behalf of said Authority by authority of its governing body; and said acknowledged said instrument to be the free act and deed of said Authority. Notary Public This instrument was drafted by: Keimedy ~i Graven, Chartered 470 US Bank Plaza 200 South Sixth Street Minneapolis, Minnesota 55402 C-2 SECOND AMENDMENT TOCONTRACT FOR PRIVATE REDEVELOPMENTTHIS AGREEMENT, made on or as of tn" fllauy or t,ltlf.t ,2070, by andbetween COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY, COLUMBIAHEIGHTS, MINNESOTA, a public body corporate and politic (the "Authority"), establishedpursuant to Minnesota Statutes, Sections 469.090 to 469.1081 (hereinafter referred to as the"Act"), and GREATER METROPOLITAN HOUSING CORPORATION ("GHMC"), aMinnesota non-profit corporation (the "Redeveloper"). WHEREAS, the Authority and Redeveloper entered into that certain Contract for Private Redevelopment dated as of November 27,2007 , as amended by a First Amendment thereto dated January 27,2009 (the "Contract") providing for the redevelopment of the property described in the Contract as the Redevelopment Property; and WHEREAS, in light of changing economic circumstance, the parties have determined to modify certain aspects of the redevelopment described in the Contract. 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: l. Section a3@) of the Contract is amended to change the required commencement of construction from May 12,2010 to May I ,2011; and to change the required completion date from December 31 ,2010 to December 3 1, 2011. 2. Schedule B of the Contract is amended to include an alternative housing style as part of Schedule B attached to the prior Contract. The alternate housing style may be used for one lot, not both. 3. The Contract remains in full force and effect and is not modified except as expressly provided herein. IN WITNESS WHEREOF, the Authority has caused this Agreement to be duly executedin its name and behalf and its seal to be hereunto duly affixed and the Redeveloper has causedthis Agreement to be duly executed in its name and behalf on or as of the date first above written.COLUMBIA HEIGHTSDAUTH B Its President By Its Executive STATE OF MINNESOTA COUNTY OF ANOKA The foregoing instrument was acknowledged before me this J#duy of {n,,.- 2010, by Gary Peterson and Walt Fehst, the President and Executive Director of the Columbia Heights Economic Development Authority, a public body politic and corporate, on behalf of the Authority. ) ) ) SS. (?"*,;Y\/\/*f (Notury PuUlic \t--L-I mmchv.[fl[coflz il$ffur.mrEm BTPilMfiTY Coilr STATE OF MINNESOTA GREATER METROPOLITAN HOUSINGCORPORATION before me this day of €0 the + he*iirh-,t of the a Minnesota non-profit corporation, on behalf of the N Public aIts COUNTY OF corporation. ,!,/0, ^ ,o^ SS. ) ) rJ The foregoing instrument 2010 by Housing nBrnm rcnHltftr.lilHn fiffionrylor.Ertl,ilt SCHEDULE BRevised Concept Materials for Redevelopment Property 9wL't-v I B ; ;;iE;E eEgE=EE * E=E EE Ei;E *E E EEE IE E gEE eE E EFE E? A EEg 5E' Ei' gE EE ,F F f;at a d E E $ o B = a 5)mz.mfr -!r =z.o-{m cJ) fi;eE tEFi iE*i EEEB iEEE EEEEstE4 EriE i; g; 9az= =SEEriSi *qE3 EE?3 EEii3E:* EEsEels* IrEE E( E !E;i!EAsft EiEiiieEE AcEISE;:eE!*948? E=g:f;;EE ;gEiE=Eg E i g;EgEE Eircda:E.;iilx=;E EEEEEE:E :=Er:;=; ;E;iEEEE;=.8 iEE: E5l$Pd;s iE,IEE;T 5;E;giEE EEEEEEEE gHH,E=EE z.O-C)m @ LOWER FLOOR AND ROOF PLANS SPLIT ENTRY 1.2G BMR ATACHED ffiAGE 8a 9g =B =3 E 6 I a f, e a a a It n 6 @ er =. 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SL Paul, MN.55101 p.1651) 221i99?; l.(651)221-1901 2 +YLr-t- Ena=-.-,GMHC RESIDENTIAL PRO FORMAREVISED Date: 5112110Property Address: 3805 2nd Street, Columbia Heights ProjectTotalModel: (2) Split-Entry,Single-Family Two Houses One HouseEstimated Construction Costs for Two HousesDemolition and Site Clearinq $15,000 7,500Contractor base price $294,000 147,000 GMHC Sewer / Water lnstallation / Paving $6,000 3,000 Tree Removal $3,000 1,500 GMHC apoliance packaqe $o 0 GMHC lumber packaqe $0 0 GMHC cabinets and tops $0 0 GMHC security system ( NIC )$0 0 Continqency $10,000 5,oqQ Total Construction Costs w/ Contingency $328,000 164,000 Estimated Soft Costs Financing interest $12,000 6,000 Property taxes $2,000 1,000 Outstanding Assessments $2,000 1,000 lnsurance $1,000 500 Title and recordinq $1,000 500 Survey $2,400 1,200 Itlarketinq 5%$20,500 10,250 Closinq Costs $2,400 1,200 Utilities $1,200 600 Property management (est. 3 months)$3,000 '1,500 Architect fees / Printing / Advertisement $4,000 2,000 Soil Testinq $1,500 750 Leqal $a 0 Total Soft Costs $53,000 26,500 Land Acquisition Costs $105,000 52,500 GMHC Developer fee $24,000 12.000 Total Development Costs $510,000 #255,000 Estimated Sale Price $410,000 205,000 GAP $86,647 $43,323 Total lncome = Sale + Gap 496,646 248,323 Net Loss 13,354 6,677 I I GMHC RESIDENTIAL PRO FORMAREVISED Date: 5112110Property Address: 3805 2nd Street, Columbia Heights ProiectTotalModel: ( 2 ) Two-Story, Single-Family Two Houses One HouseEstimated Construction Costs for Two HousesDemolition and Site Clearing $15,000 7,500Contractor base price $350,000 175,000 GMHC Sewer / Water lnstallation / Paving $6,000 3,000 Tree Removal $3,000 1,500 GMHC appliance packaqe $o 0 GMHC lumber package $0 0 GMHC cabinets and tops $0 0 GMHC securitv system ( NIC )$o 0 Contingency $10,000 5,000 Total Construction Costs w/ Contingency $384,000 192,000 Estimated Soft Costs Financing interest $12,000 6,000 Property taxes $2,000 1,000 Outstandinq Assessments $2,000 1,000 lnsurance $1,000 500 Title and recording $1,000 500 Survey $2,400 1,200 Marketinq 5%$20,500 10,250 Closinq Costs $2,400 1,200 Utilities $1,200 600 Property management (est. 3 months)$3,ooo 1,500 Architect fees / Printinq / Advertisement $4,000 2,000 SoilTestinq $1,500 aEi Leqal $0 0 Total Soft Costs $53,000 26,500 Land Acquisition Costs $105,000 52,500 GMHC Developer fee $24,000 12.000 Total Development Costs $566,000 #283,000 Estimated Sale Price $430,000 215,000 GAP $86,647 $43,323 Total lncome = Sale + Gap 516,646 258,323 Net Loss 49,354 24,677 q I GMHC RESIDENTIAL PRO FORMAREVISED Date: 5112110Propedy Address: 3805 2nd Street, Columbia Heights ProiectTotalModel: (2) Two-Story,Single-Family Two Houses One HouseEstimated Construction Costs for Two HousesDemolition and Site Clearing $1s,000 7,500Contractor base price $350,000 '175,000GMHC Sewer / Water Installation / Pavinq $6,000 3,000 Tree Removal $3,000 1,500 GMHC appliance package $o 0 GMHC lumber packaqe $0 0 GIMHC cabinets and tops $o 0 GMHC security system ( NIC )$o 0 ContinqencV $10,000 5,000 Total Gonstruction Costs w/ Contingency $384,000 192,000 Estimated Soft Costs Financinq interest $12,000 6,000 Property taxes $2,000 1,000 Outstandinq Assessments $2,000 1,000 lnsurance $1 000 500 Title and recording $ 1 ,000 500 Survev $2,400 1,200 Marketino 5%$20,500 10,250 Closing Costs $2,400 1,200 Utilities $1,200 600 Property manaqement (est. 3 months)$3,000 1,500 Architect fees / Printing / Advertisement $4,000 2,000 SoilTestinq $1,500 750 Legal $q 0 Total Soft Costs $53,000 26,500 Land Acquisition Costs $105,000 52,500 GMHC Developer fee $24,000 12,000 Total Development Costs $566,000 !tf 283,000 Estimated Sale Price $430,000 215,000 GAP $85,647 $43,323 Total lncome = Sale + Gap 516,646 258,323 Net Loss 49,354 24,677 q-\ I I I I