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Home My WebLink AboutContract No. 2013 2511 . �1111111u1111111 ll1ll Illll lull Il1111111 llll Record ID 2458280 2020350 . 011 AGREEMENT FOR ASSIGNMENT AND RELEASE OF OBLIGATIONS,AND AMENDMENT OF AMENDED AND RESTATED CONTRACT FOR PRIVATE REDEVELOPMENT BY AND BETEWEEN COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY COLUMBIA HEIGHTS MINNESOTA AND THE CITY OF COLUMBIA HEIGHTS MINNESOTA AND 37`h AND CENTRAL LLC I. Recitals. 1.1 The Effective Date of this Agreement is December, 2011. 1.2 The Parties to this AGREEMENT FOR ASSIGNMENT AND RELEASE OF OBLIGATIONS, AND AMENDEMENT OF AMENDED AND RESTATED CONTRACT FOR PRIVATE REDEVELOPMENT BETWEEN COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY COLUMBIA HEIGHTS MINNESOTA AND THE CITY OF COLUMBIA HEIGHTS MINNESOTA AND 37`h AND CENTRAL LLC (the "Agreement"), are the COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic under the laves of Minnesota (the "Authority"), the CITY OF COLUMBIA HEIGHTS, a Minnesota municipal corporation (the "City"), 37th and CENTRAL LLC., a Minnesota limited liability company (the "Redeveloper") and O'REILLY AUTOMOTIVE STORES, INC., a Missouri corporation "Successor Redeveloper"). 1.3 The Authority, City and Redeveloper are parties to that certain Contract for Private Redevelopment dated June 24, 2008, as amended by a First Amendment thereto dated April 28, 2009, and as further amended by a Second Amendment thereto dated May 25, 2010, all as recorded in the Office of the Anoka County Recorder(collectively, the"Contract")- 1.4 Various real estate parcels are subject to redevelopment under the Contract. The Successor Redeveloper has entered into that certain "Purchase Contract" with 37th and Central LLC, to purchase all of the parcels subject to the Contract and described as the "Redevelopment Property" in the Contract for the purpose of developing the "Minimum Improvements", also as defined in the Contract. The Redevelopment Property is more fully described on Schedule A, attached hereto. 1 344017v4 MTN C1,205-44 1.5 Among other obligations of the Redeveloper under the Contract, the Redeveloper entered into that certain "Loan Agreement" and executed that certain "Promissory Note" in the principal amount of $43,600, with Redeveloper as Maker and the Authority as Holder, each dated as of July 2, 2008, in order to provide additional financing for the Project. The Loan Agreement and Promissory Note by their terms require Redeveloper to pay off`the Note upon the sale of the Minimum Improvements. 1.6 In connection with the sale of the Redevelopment Property the Redeveloper has requested an assignment of, and a release from, the terms and conditions of the Contract, and as to the Redevelopment Property pursuant to Article VIII of the Contract. 1.7 Redeveloper desires to assign, and Successor Redeveloper desires to assume Redeveloper's rights and obligations under the Contract, and with respect to the Redevelopment Property. 1.8 The Authority and City have approved certain grant funding for use consistent with the proposed development of the Minimum Improvements as described in § 3.7 Grants., of the Contract. The Redeveloper has received certain grant funding to date, leaving a balance of $100,000 available to be awarded to Successor Redeveloper upon its commencement of construction of the Minimum Improvements. 1.9 The City has approved the Redevelopment Property for use consistent with the proposed development of the Minimum Improvements. On that basis. the City and the Authority are willing to approve an assignment of the Contract to Successor Redeveloper and release Redeveloper from the terms and conditions of the Contract subject to the terms and conditions of this Agreement. THEREFORE, IT IS AGREED AS FOLLOWS: I1. Agreement. 2.1 The Recitals in Section I are incorporated into this Agreement by reference. 2.2 Redeveloper hereby assigns.. and Successor Redeveloper hereby expressly assumes all of the rights and obligations of Redeveloper under the Contract with respect to construction of the Minimum Improvements on the Redevelopment Property. 2.3 The Authority and the City hereby consent to and approve the assignment in section 2.2 above. 2.4 From and after the effective date set forth above, Redeveloper is released from its obligations under the Contract, and as to the construction ofthe Minimum Improvements on the Redevelopment Property, subject to the following: (a) Redeveloper and Successor Redeveloper completing negotiation and execution of that certain "Purchase Contract", transferring Redeveloper's interests under the Contract and the Redevelopment Property to Successor Redeveloper. 2 394017v4 MIN CL205-44 (h) Redeveloper and Successor Redeveloper executing this Agreement. (c) Redeveloper paying off the Promissory Note ($43,600) in favor of the Authority at or before closing with Successor Redeveloper. 2.5 The parties agree that upon issuance of a Certificate of Completion for the Minimum Improvements, that the Contract will no longer affect the Redevelopment Property, the Successor Redeveloper or its successors or assigns, and no further documentation will be required to remove the Contract or this Agreement from the real property records of the Redevelopment Property. Notwithstanding the foregoing, if it is reasonably= determined that any additional documentation is necessary or beneficial to remove the Contract and this Agreement from the real property records of the Redevelopment Property, the parties agree to execute any and all reasonable documentation to remove the Contract and this Agreement from the real property records of the Redevelopment Property without any condition or delay. II1. Amendments to Contract. 3.1 Section 4.3 of the Contract states that the Redeveloper must commence construction of the Minimum Improvements by May 1, 2011, and must substantially complete construction of the Minimum Improvements by January 1, 2012. The parties agree the Redeveloper is not in default under Section 4.3 of the Contract. Section 4.3 of the Contract is amended as follows: Section 4.3. Completion of Construction. (a) Subject to Unavoidable Delays, the Redeveloper must commence construction of the Minimum Improvements by May 1,204T May 1, 2012, and must substantially complete construction of the Minimum Improvements by January 1, 2012 November 1, 2012. All work with respect to the Minimum Improvements to be constructed or provided by the Redeveloper on the Redevelopment Property shall be in 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 more of the above-referenced deadlines,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 constitute a default under this Agreement. 3.2 Successor Redeveloper shall be eligible to receive the remaining $100,000 in grant funds from the Authority authorized by § 3.7 of the Contract upon being issued a building permit for construction of the Minimum Improvements. Section 3.7 of the Contract is amended by adding a new sub-section 0)to read as follows: (j) Redeveloper shall conduct a wage survey at the direction of Authority staff for compliance with CDBG grant funding received for the construction of the Minimum Improvements. 3.3 Section 10.6 (a)of the Contract is amended to read as follows: 3 3940[7v4 M]"N CL205-44 (a) in the case of the Redeveloper, is addressed to or delivered personally to the Redeveloper at O'Reilly Automotive Stores, Inc., Attn: Ed Randall; Director of Property Management, P. 0. Box 1156, 233 S. Patterson, Springfield,MO 65801; and 3.4 Upon final execution and approval of this Agreement, the "Successor Redeveloper"as described in this Agreement shall be described as the "Redeveloper''. 3.5 This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. 3.6 All other terms and conditions of the Contract, as amended herein, shall remain in full force and effect unless modified by the parties pursuant to the requirements of the Contract. [Remainder of page intentionally left blank, separate signature pages to immediately follow) 4 3940 t 7v4 MTN C[,203 44 [Separate Signalure /'a,�,e to Approi al of Assignment and Release of Obligations Under Contract For Private Redevelopment] L IA HEIGHTS E ON IC PM ' r AUT ORITY Its President By Its Executive Director STATE OF MINNESOTA ) ss. COUNTY OF ANOKA j The foregoing instrument was acknowledged before me this _2A day of November, 2011. by Gary L. Peterson and Walter R. Fehst, the President and Executive Director of the Columbia Heights Economic Development Authority, a public body politic and corporate, on behalf of the Authority. ROCIA V.MUXOM J WMW-V*#j= otary Public C01=W*0011�15 5 394017v4 MIN CL205-44 (Separate Signature Page to Approval gfAssignment and Release of(Obligations Under Contract For Private Redevelopment] CITY OF COLUMB A HEI HTS y - s avor By Its City Manager STATE OF MINNESO'T'A ) ss. COUNTY OF ANOKA } The foregoing instrument was acknowledged before me this 2 e day of N o,r z._ L , 2011, by Gary L. Peterson and Walter R. Fehst, the Mayor and City Manager of the City of Columbia Heights, a Minnesota municipal corporation,on behalf of the City. _ 7 PAMCIA V.MUD raatr>Eeuc•Mwsoat Z N tary Public 1e +ca>F1n ` Cann E0001-31.2016 6 394017v4 MTN CI-205-44 [Separate Signature Page to Approval gfAssignment and Release cif Obligations Under Contract For Private Redevekgnnenij 37TI-i AND CENTRAL LL By Christopher Little Its I3?-,&5z06-t7— STATE OF MINNESOTA j } ss. COUNTY OF The foregoing instrument was acknowledged before me this �� day of CtQ,,,be-r , 2011 by Christopher Little; the ii&t of 37th and Central LLC,a Minnesota limited liability company, on behalf of the company. Bake C. Nicholson ra Notary Public Notary Public ' - Minnesota sky Commission Expires Janual y 31,2qt 5 7 394017v4 MIN C1.205-44 [Separate Signature Page to Approval ofAssignment and Release of Obligations Under Contract For Private Redevelopment] O'REILLY AUTOMOTIVE STORES, INC. By: Ted Wise Its; President STATE OF MISSOURI ) ss. COUNTY OF GREENE ) The foregoing instrument was acknowledged before me this 16 4h day of December, 2011 by Ted F. Wise, President of O'Reilly Automotive Stores; Inc., a Missouri corporation, on behalf of the company. ELLEN M��CH 1R lr�y Seal Notary Public NoS� T O MI SOURI al y Lawrence County My Commission Expires July 23,2014 Commission 010917942 g 3940170 N4TN CL205-44 SCHEDULE A REDEVELOPMENT PROPERTY City, Parcels Address PIN Former Use Property, Description 3710 Central 35-30-24-44-0119 Beeeroft building COLUMBIA HEIGHTS (demolished) ANNEX TO MINNEAPOLIS, ANOKA COUNTY, MINNESOTA LOT 16 BLK 87 COL HTS ANNEX 3718 Central 35-30-24-44-0118 Nan-conforming COLUMBIA HEIGHTS single-family home ANNEX TO (demolished) MINNEAPOLIS, ANOKA COUNTY, MINNESOTA LOT 15 BLK 87 COL HTS ANNEX 3722 Central 35-30-24-44-0117 Non-conforming COLUMBIA HEIGHTS single-family home ANNEX TO (demolished) MINNEAPOLIS, ANOKA COUNTY, MINNESOTA LOT 14 BLK 87 COL HTS ANNEX Redeveloper Parcels Address PIN Former Use Property Description 3700 Central 35-30-24-44-0121 Chutney restaurant THE S 50 FT OF LOT 18 BLK 87 COLUMBIA HEIGHTS ANNEX, SUB] TO EASE OF REC 3706 Central 35-30-24-44-0120 Chutney parking lot LOT 17 BLK 87 COLUMBIA HEIGHTS ANNEX, TOG/W THAT PRT OF LOT 18 SD BLK LYG N OF S 50 FT THEREOF, SUBJ TO EASE OF REC A-I 3 94 0 1 71-4 N1 FN CL205-44 ANOKA COUNTY .UINNESOTA Document No.: 20263-50.01 1 ABSIRACT heroby certitV that the W'illlill iIIS1111111011 %gas filed in this Office fbi•record oil: 11-23/2011 2:30-00 ],-\, I Fees Taxes Ill the Amount oi' S46.00 LARRY kV. D.-VIEN Anoka County Property Tax Adtiiiiiisti-iitoi'.-'RecorLie"""Registi-itr Of Titles .MEW. DeputN- Record 11): 245,9280