HomeMy WebLinkAboutEDA AGN 04-04-16COLUMBIA
CH HEIGHTS
ECONOMIC DEVELOPMENT AUTHORITY AGENDA
April 4, 2016
6:30 pm
1. Call to Order
2. Roll Call
3. Pledge of Allegiance
City Hall
Conference Room 1
590 40`h Avenue NE
Columbia Heights, MN 55421
CONSENT AGENDA
4. Approve minutes of March 7, 2016 and March 15, 2016
5. Approve Financial Report and Payment of Bills for February, 2016— Resolution 2016-
07
Motion: Move to approve Consent Agenda as presented.
BUSINESS ITEMS
6. Ratifying the Approval of a Second Amended and Restated Contract for Private
Redevelopment with the City of Columbia Heights and Columbia Heights Leased
Housing Associates I, LLLP —Resolution 2016 -08
Motion: Move to waive reading of Resolution 2016 -08, there being ample copies
available to the public.
Motion: Move to adopt Resolution 2016 -08, Resolution approving Purchase and
Redevelopment Agreements with Tollberg Homes, LLC for the acquisition of certain
residential lots.
OTHER BUSINESS
7. Adjourn
The next regular EDA meeting will be May 2, 2016 at City Hall
ECONOMIC DEVELOPMENT AUTHORITY (EDA)
MINUTES OF THE MEETING OF
MARCH 7, 2016 IN CONFERENCE ROOM 1
The meeting was called to order at 6:00 pm by Gary Peterson.
Members Present: Bruce Nawrocki, Donna Schmitt, Gary Peterson, John Murzyn, Marlaine Szurek, Bobby
Williams, and Gerry Herringer (arrived at 6:25 pm).
Staff Present: Walt Fehst, Joseph Hogeboom, Keith Dahl, and Shelley Hanson.
PLEDGE OF ALLEGIANCE - RECITED
Hogeboom stated they had one item to add to the agenda in order to give members some information on
an agenda item that will be discussed in their work session later tonight regarding the existing Library
building. It will be addressed under Business Items.
CONSENTITEMS
1. Approve the Minutes from January 4, 2016.
2. Approve the Financial Report and Payment of Bills for December 2015 and January 2016 on
Resolution 2016 -05.
Questions by Members:
Nawrocki questioned the figures on the December report, page 22, as they didn't match up. Hogeboom
said he found out that the totals are not the year end totals. He said the final transfers between funds 201 &
204 aren't depicted on these reports. He said the final totals will be ready for the next meeting. He told
members that last year they were under budget by $1,600 once the journal entries were made.
Motion by Nawrocki, seconded by Schmitt, to waive the reading of Resolution 2016 -05 there being an
ample amount of copies available to the public. All ayes. MOTIONPASSED.
Motion by Nawrocki, seconded by Schmitt, to approve the consent agenda as presented. All ayes.
MOTIONPASSED.
RESOLUTION NO. 2016-05
A Resolution of the Economic Development Authority of Columbia Heights, Minnesota, Approving the
Financial Statements for Months of December, 2015 and January, 2016 and the Payment of the Bills for
the Months of December, 2015 and January, 2016.
WHEREAS, the Columbia Heights Economic Development Authority (EDA) is required by Minnesota
Statutes Section 469.096, Subd. 9, to prepare a detailed financial statement which shows all receipts and
disbursements, their nature, the money on hand, the purposes to which the money on hand is to be applied, the
EDA's credits and assets and its outstanding liabilities; and
EDA Minutes
Page 2
March 7, 2016
WHEREAS, said Statute also requires the EDA to examine the statement and treasurer's vouchers or bills and
if correct, to approve them by resolution and enter the resolution in its records; and
WHEREAS, the financial statement for the months of December, 2015 and January, 2016 has been reviewed
by the EDA Commission; and
WHEREAS, the EDA has examined the financial statements and finds them to be acceptable as to both form
and accuracy; and
WHEREAS, the EDA Commission has other means to verify the intent of Section 469.096, Subd. 9, including
but not limited to Comprehensive Annual Financial Reports, Annual City approved Budgets, Audits and similar
documentation; and
WHEREAS, financials statements are held by the City's Finance Department in a method outlined by the State
of Minnesota's Records Retention Schedule,
NOW, THEREFORE BE IT RESOLVED by the Board of Commissioners of the Columbia Heights
Economic Development Authority that it has examined the referenced financial statements including the check
history, and they are found to be correct, as to form and content; and
BE IT FURTHER RESOLVED the financial statements are acknowledged and received and the check history
as presented in writing is approved for payment out of proper funds; and
BE IT FURTHER RESOLVED this resolution is made a part of the permanent records of the Columbia
Heights Economic Development Authority.
Passed this 7th day of March, 2016.
Motion by: Nawrocki
Seconded by: Schmitt
BUSINESS ITEM
1. Existing Library Building
Kevin Hansen will be speaking to the City Council at the work session regarding plans for the existing Library
Building. Hansen had Dahl do a preliminary market analysis of the existing building to obtain information on
the possible market value and the amount of tax that could be expected if the building is sold.
Dahl stated that he worked with Core Commercial Company that gave him a (BOV) Broker's Opinion of Value
for the site. He explained that Core Commercial classified the building as a "Class C" structure which means it
is an older building that will require extensive renovations such as new windows, a sprinkler system, and
modifications to make it ADA accessible. Dahl told members they felt the estimated value of the building
based on comparable sales would be around $600,000. They thought it could be listed for $650,000 and would
sell fairly quickly. Dahl said he contacted the County and found out that based on that value and if it were used
as office space it would generate approximately $25,000 /year in taxes.
EDA Minutes
Page 3
March 8, 2016
Schmitt asked how much the funeral home across the street from the Library sold for. Hogeboom stated he
would lookup that information and report back to the members in the green sheet. The sale just took place in
January so staff has not received that information yet from Anoka County.
Nawrocki asked if this preliminary value included the extra lot across the street where the community garden is
located (828 40' Ave). Dahl told members that it was not included in the estimate he had done. Nawrocki felt
the amount of parking on the Library site is insufficient and that the extra lot could be part of the overall
package. He went on to tell members that this building was originally built as a bomb shelter and that Federal
funds were used. He asked whether there would be any restrictions on the sale of the building based on the
funding source when it was built. Staff will research this, but since it was so long ago, they doubted it.
Schmitt said research would also have to be done to see if there are any strings attached to the sale of the extra
lot since it was purchased with CDBG funds. Hogeboom said there are certain objectives that must be met, but
he has done some research on this and he is confident the conditions can be met.
Nawrocki stated he thought there should be a "For Sale" sign up now and he would suggest it be listed for
$700,000.
2. Purchase and Redevelopment Agreements with Tollberg Homes LLC- Resolution 2016 -06
Dahl explained that in September 2015, the Economic Development Authority (EDA) established the Single
Family Home Lot Sales Program. At the meeting of January 2016, the EDA approved resolution 2016 -03,
authorizing the approval of a purchase and redevelopment agreement with Tollberg Homes for six residential
lots. As of February 2016, Tollberg Homes has purchased three of the six residential lots at $22,500 per lot.
However, due to unexpected sewer and water improvements to the remaining three residential lots, Tollberg
Homes has proposed a $4,000 purchase price reduction per lot. Tollberg Homes is now offering a purchase
price of $18,500 per lot for the remaining three residential lots listed as follows:
4636 Polk Street NE
4648 Polk Street NE
4618 Polk Street NE
PID 25- 30 -24 -33 -0025
PID 25- 30 -24 -33 -0023
PID 25- 30 -24 -33 -0028
Listing prices for the aforementioned lots were established at the Estimated Market Value for the individual
properties, ranging from $40,200 to $50,600. However, in speaking with various home builders, staff received
feedback that the lots currently available in the program, which are located in the Heritage Heights area, are of
lower value than other properties throughout the City. Tollberg Homes offer of $18,500 still exceeds the
estimated property value given by a local real estate agent.
Tollberg Homes has included a proposal that describes the company's portfolio and plans for the lots. Staff has
reached out to other communities in which Tollberg has built homes, and has received very positive feedback
about the quality of Tollberg Homes' product, as well as the company's professionalism.
EDA Minutes
Page 4
January 4, 2016
Dahl told members that he had checked with Public Works and Contractors to verify the cost of
doing the extra Sewer and Water work that Tollberg claims would be required for these three
lots. He said the $4,000/lot expense is a reasonable amount to use. Therefore, staff
recommends approval of Resolution 2016 -06, authorizing approval of the Purchase and
Redevelopment Agreements with Tollberg Homes, LLC for the acquisition of the following
properties:
4636 Polk Street NE
PID 25- 30 -24 -33 -0025
4648 Polk Street NE
PID 25- 30- 24 -33- 0023 - REMOVED -No extra work reqd.
4618 Polk Street NE
PID 25- 30 -24 -33 -0028
Questions from members:
Nawrocki strongly disagreed with staff's recommendation and does not approve lowering the
price of the lots any further than what was already approved at $22,500/lot.
Peterson asked if we had other interested parties in these lots. Hogeboom stated that this
information was posted on the Web site and notices were sent directly to 12 companies who had
previously expressed interest in them. Tollberg Homes was the only one to submit a formal
offer. Hogeboom stated that based on feedback he had received, other lots throughout the City
would sell for more, closer to the estimated market values, but in the Heritage Heights area, sales
prices tend to be less. Peterson thought $4,000 /lot reduction was fair, if in fact, extra sewer and
water work is necessary.
Murzyn stated he thought the water and sewer disconnects on the properties the City bought
were done correctly and would not need the extra work as claimed. He told staff to check the
paperwork that was attached to the Purchase Orders and Payment Vouchers for detailed
information on each property to determine how they were done, and if done correctly, a
reduction in price would not be warranted.
Peterson suggested making the motion approving a reduction contingent upon confirmation of
whether the sewer and water work was not done as it should have been.
Motion by Williams, seconded by Murzyn, to waive the reading of Resolution 2016 -06, there
being ample copies available to the public. All ayes. MOTIONPASSED.
Motion by Williams, seconded by Murzyn, to adopt Resolution 2016 -06, Resolution Approving
Purchase and Redevelopment Agreements with Tollberg Homes, LLC for the acquisition of
certain residential lots for a price of $18,500 11ot contingent on whether they have to do extra
sewer and water work as determined by City staff. Roll call: ayes- Herringer, Williams, Szurek,
Schmitt, Murzyn, and Peterson. Nay- Nawrocki. MOTION PASSED.
EDA Minutes
Page 5
March 7, 2016
COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY
RESOLUTION NO. 2016-06
RESOLUTION APPROVING REVISED PURCHASE AND
REDEVELOPMENT AGREEMENTS WITH TOLLBERG
HOMES, LLC.
BE IT RESOLVED BY the Board of Commissioners ( "Board ") of the Columbia Heights
Economic Development Authority (the "Authority ") as follows:
Section 1. Recitals.
1.01. The Authority has previously adopted a program called the Single Family Home Lot
Sales Program (the "Program "), and has adopted guidelines in connection with the Program (the
"Guidelines ").
1.02. The Authority has received an offer from Tollberg Homes, LLC (the "Buyer ") to
purchase certain properties included in the Program (the "Property"), described as attached
hereto as Exhibit A, and the parties have negotiated Purchase and Redevelopment Agreements
(the "Agreements ") which provide for the conveyance of the Property to the Buyer and the
construction by the Buyer of single - family homes on the Property, all pursuant to the Guidelines.
1.03. On October 21, 2015, the Planning Commission of the City reviewed the
proposed conveyance of the Property pursuant to the Program and found that such conveyance is
consistent with the City's comprehensive plan.
1.04. On January 4, 2016, the Authority conducted a duly noticed public hearing
regarding the conveyance of the Property to the Buyer, at which all interested parties were given an
opportunity to be heard, and approved the Agreements.
1.05. Subsequent to Authority approval of the Agreements, the Buyer requested and the
Authority agreed to a reduction in the purchase price of the Property, due to higher- than- anticipated
Buyer expenses related to the water and sewer connections of the Property to City water and sewer
mains. The parties agreed to amend the Agreements to reflect the reduced purchase price.
1.06. The Board has reviewed the Agreements as so amended (the "Amended
Agreements ") and finds that the execution thereof and performance of the Authority's obligations
thereunder, including the conveyance of the Property to the Buyer, are consistent with the
Guidelines and in the best interest of the City and its residents.
EDA Minutes
Page 6
March 7, 2016
Section 2. Approval and Authorization of Amended Agreements and Conveyance
2.01. The Amended Agreements as presented to the Board and the conveyance of the
Property provided for therein are hereby in all respects approved, subject to modifications that do
not alter the substance of the transaction and that are approved by the President and Executive
Director, provided that execution of the Amended Agreements by such officials shall be conclusive
evidence of approval.
2.02. Authority staff and officials are authorized to take all actions necessary to perform
the Authority's obligations under the Amended Agreements as a whole, including without limitation
execution of any documents to which the Authority is a party referenced in or attached to the
Amended Agreements, and any deeds or other documents necessary to convey the Property to the
Buyer, all as described in the Amended Agreements.
Section 3. Effective Date. This resolution shall be effective upon approval.
Approved by the Board of Commissioners of the Columbia Heights Economic Development
Authority this 7th day of March, 2016.
President
ATTEST:
Secretary
4648 Polk Street was removed as the extra sewer and water work was not necessary.
EXHIBIT A
Property
ADDRESS
LEGAL DESCRIPTION
PID
4636 Polk Street NE
Lot 5, except the North 35 feet thereof, all of Lot 6,
25- 30 -24 -33 -0025
and the North 1/2 of Lot 7, in Block 2, Sheffield's
Second Subdivision, Anoka County, Minnesota
[Torrens
4618 Polk Street NE
Lot 11, and the North 10 feet of Lot 12, Block 2,
25- 30 -24 -33 -0028
Sheffield's Second Subdivision, Anoka County,
Minnesota [Tonens
EDA Minutes
Page 7
March 7, 2016
1. Blue Cross Blue Shield Active Place Demonstration Grant
Dahl told members that staff has applied for the Active Places Demonstration Projects Grant
offered through Blue Cross Blue Shield (BCBS) requesting $20,000. The demonstration project
must support changes to policy or to the physical environment. These changes should focus on
encouraging people to participate in physical activity.
Staff proposed, in conjunction with the opening of the new library, temporary beautification
improvements along Central Avenue NE between 39th Avenue and Gould Avenue. The
temporary beautification improvements would incorporate a mural painted on the street at the
intersection of Gould Ave. and Central Ave. NE, a mural painted on the South wall of the
Heights Theater, and wood structure planter boxes sprouting edible vegetables lined along the
East sidewalk of Central Ave. NE. Our hope is art will catch the eye, stimulate the mind, and
create social responsibility shaping the communities sense of place, which will directly increase
physical activity through traffic calming controls.
All of the aforementioned beautification improvements would be entirely funded by the amount
that is awarded to Columbia Heights from the BCBS grant. Dahl said he got a quote from an
artist for a 330 sf mural for $16,000. He is hoping the mural would not have to be removed at
the end of the season and yet qualifies for the grant funds.
The goal of the temporary BCBS grant is to inspire change long -term to create a safe Central
Avenue Business District for both pedestrians and cyclists, easily accessible for residents, and
maintains a sense of place and pride within the community. It is meant to encourage the City
Council and residents to support future funding for improvements similar to these temporary
ones. We will be notified on March 300' if we will be awarded the grant funds.
Szurek hoped that if that kind of money is spent on the mural that it would not have to be
removed. She wants staff to check further into that and any other options that the funds could be
used for. She stated that the mural would not be very visible due to the placement of the Library
building so close to Central. Dahl stated that the mural would only be 330 sf and would be
placed close to Central Avenue. It will also be visible to Library patrons from inside the
building.
EDA Minutes
Page 8
March 7, 2016
2. Single Family Home Lot Sales Program -ACCAP
Anoka County Community Action Program (ACCAP) reached out to the City at the end of
January about possible acquisition of 4641/43 Polk Street, a duplex owned by ACCAP.
Previously in 2015, the City had intentions of purchasing the property for $75,000; however,
both parties shared different views on how to proceed.
4641/43 Polk Street is bound by a 30 year mortgage that matures in 2028 with the Minnesota
Housing Finance Agency. ACCAP believed, at this time, the only way to persuade the
Minnesota Housing Financing Agency to release the property from financial commitment was to
have the City condemn the property. After staff review, the property was not found to be
condemnable by City standards, which resulted in no further action from both parties.
If the City is still interested in acquiring the property, ACCAP is requesting the City to submit an
expression of interest for the acquisition of 4641/43 Polk Street. In which case, ACCAP will then
approach the Minnesota Housing Finance Agency to persuade them to release the property from
financial commitment.
Staff recommends, if the City is still interested in acquisition of 4641/43 Polk Street, to submit a
letter to ACCAP outlining the City's interest in the property and to offer no more than $75,000
for the property.
Questions from Members
Members said they may still be interested in obtaining the property, but will need to discuss it at
the next meeting since time constraints didn't allow enough time to discuss at this meeting.
Hogeboom stated it was not time sensitive and can wait until the next meeting.
Hogeboom reminded members that there will be a special goal setting meeting on Tuesday,
March 15th at 4 pm. at the Public Safety Building, and that the next regular meeting will be
Monday, April 4, 2016. Nawrocki stated that Coffee with a Cop is scheduled for April 4a' also.
Fehst and Peterson said that EDA meetings and work sessions are regularly scheduled for the
first Monday of each month, so he will have to decide which meetings to attend.
The meeting was adjourned at 6:45 pm.
Respectfully submitted,
Shelley Hanson
Secretary
GOAL SETTING SESSION WITH
THE PLANNING & ZONING COMMISSION
AND
ECONOMIC DEVELOPMENT AUTHORITY (EDA)
MINUTES OF THE MEETING OF
MARCH 15, 2016 AT PUBLIC SAFETY BLDG.
The meeting began at 4:00 pm by Gary Peterson.
Members Present: Bruce Nawrocki, Donna Schmitt, Gary Peterson, John Murzyn, Marlaine
Szurek, Bobby Williams, Gerry Herringer and Rob Fiorendino.
Staff Present: Walt Fehst, Joseph Hogeboom, Joe Kloiber, Renee Dougherty, and
Shelley Hanson.
Hogeboom reviewed the redevelopment related goals set at the 2014 session on a power point
presentation to those present. The purpose of this meeting is to review the 2014 goals and
objectives, determine which items remain a priority, and potentially establish new goals and
objectives.
GOAL #1- Enhance the City's Image and Enhance Community Pride by actively promoting
the many positive aspects of the City.
Strategy #1 Develop a brand for the City that builds upon its positive aspects and unique
character – Completed.
*Brand adopted Spring 2015 -new logo and tagline
*Brand implemented on internal communications - website, letterhead, newsletters, etc.
*Merchandise sales feature new brand -cups, travel mugs, posters
*Brand continues to be implemented into Capital Improvement Projects - vehicles, street
signs, water tower
Strategy #2 Develop a communications plan to more fully promote the City and inform
residents and surrounding metropolitan area of the positive attributes and strides made within the
community. Enhance existing communication tools (website, social media, etc) to assist in
engagement. —In Progress
*Staff will approach Council March 28h for funding for website redesign
*New website committee formed; and a re -sign of the website will be released in fall,
2016.
We had a 5 yr agreement with design provider that has now expired.
This is something we need to budget for on a regular basis as updates will continually
be needed.
*Newsletter to be evaluated for effectiveness
Page 2
March 14', 2016
Hogeboom explained that staff wants to streamline and reduce the information on the website to
just city services and core information that residents most often look for. He went on to explain
that they would probably minimize Facebook accts to better control what is being posted.
He said most people have apps on their phones now when they look for restaurants, theaters, or
events. They don't go the City website for that information unless it is sponsored by the City.
Fehst asked if we could still link to weekly events. Schmitt said she would like to see more of a
Chamber of Commerce type of website which gives basic information along with all the social
events and local business information.
Hogeboom suggested having two separate websites —one for basic city information and the
other for local social event information.
Strategy #3 Establish neighborhoods to promote pride and internal image enhancement —In
Progress
*Currently focusing on redevelopment and rebranding of Heritage Heights and Circle
Terrace neighborhoods.
Hogeboom asked if the City wishes to pursue organizing formal neighborhood groups?
This was tried in the Huset Park area after the last goal setting session and it didn't
work all that well. Hogeboom thought if we did pursue this, it might be better to break
the city into 4 quadrants rather than a lot of small neighborhoods. It's too hard he said
to get people organized and to commit to a lot of meetings. Herringer noted that
Fridley has marked their neighborhoods with signage, but doesn't know if each
neighborhood actually has a group that meets to deal with matters pertinent to their
particular neighborhood. Nawrocki said it is hard to get people involved when most
households have both adults working and coping with parenting responsibilities.
Fiorendino stated that the City is not that large and that he identifies with being a
resident of Columbia Heights as a whole rather than his local neighborhood area.
Fehst and Nawrocki both expressed dismay at the local Chamber of Commerce group
falling apart. They said it was an organization that promoted local businesses and
encourage residents to shop locally when possible.
Schmitt suggested contacting the "Heights Next Group" to see if they might be
interested in organizing neighborhood groups.
Strategy #4 Establish a formal system to solicit stakeholders to gather feedback concerning
community issues and solutions— Ongoing
Page 3
March 14', 2016
*As a policy, staff now requires Site Plan applicants to hold neighborhood meetings prior
to public hearings to inform affected neighbors and to gather their input before seeking
Commission/Council approval.
Hogeboom said this has worked well thus far, and gave the example of Dominium
seeking the input of the Huset Park Townhome residents regarding their proposed
project for the Sr. Housing building. He said based on feedback from the residents,
adjustments were made to the plan that satisfied all parties involved and helped the
approval process move ahead smoothly.
*Staff hopes to create a Comprehensive Plan Update Subcommittee group this summer.
He said he would like to have representatives from the Park & Recreation Commission,
the Planning & Zoning Commission, the Traffic Commission, and various staff
members serve on the committee to provide input into the Comprehensive Plan Update
that is due to the Met Council at the end of 2018.
Strategy #5 Reconvene Citizen's Academy to introduce people to local government. —Held a
couple sessions, but none currently scheduled.
*Is this still a priority of the City? If so, when should this be re- established? There was
a short discussion regarding the purpose of the Academy and whether the value of it
could be measured. Hogeboom will research this and bring this back for further
discussion.
Strategy #6 Actively celebrate success in the community through press releases, website, and
council comments. Ongoing
GOAL #2 Determine a Location and Construct a new City Library to meet the needs of
the community. Completed.
Scheduled to open June 18, 2016. Members said the site will need signage, and information
should be put on the website regarding the ingress /egress to the Library facility.
GOAL #3 Create a Redevelopment Plan for Central Avenue that will contribute to
long -term community stability through an increased tax base and business vitality.
Ongoing.
Strategy #1 Create of redevelopment plan along Central Avenue- Not initiated -since a lot of
redevelopment has taken place without use of public funds.
*Does the City wish to commit public funds to promote further redevelopment along
Central Avenue or continue to let the construction trend continue as is.
Page 4
March 14, 2016
Hogeboom explained that a lot of redevelopment has occurred along Central Avenue in the last
two years and there are several projects that are currently in the planning stages. He gave an
update to the members as follows:
Blockbuster Project/New Chipotle at 5200 & 5220 Central now complete.
*3989 Central Ave Business Center building is currently seeking a tenant for at
least 4 floors of the building.
* Architects have met with staff regarding the old Rainbow site at 43rd and
Central for a complete redevelopment of that site, and there is a Purchase
Agreement for the property.
*Venture Pass has a Purchase Agreement on the commercial piece at 47`s and
Central. They are seeking an anchor tenant to solidify the project.
*There is interest in the land behind White Castle currently owned by Heights
Rental by a Hotel chain. Construction of the hotel is being encouraged by
Medtronic who needs a business class hotel nearby its corporate headquarters.
This would give Heights Rental funds to work with so they could potentially
move to a larger site and possibly open up their current location at 39a' and
Central for sale /redevelopment.
Strategy #2 Actively pursue and select a developer for Mady's site by 2015. In progress.
*New Library is currently under construction
*Staff is working with Heights Rental to develop its property in the north section of the
City; once that is redeveloped, Heights Rental is amenable to leaving this site.
*Staff is working with the development community to gauge interest in the remnant
development parcel.
Again, see notes above.
Strategy #3 Review and possibly Revise Redevelopment Agreement objectives in order to
find a developer to finalize commercial and residential phases of redevelopment
of the Kmart site by 2015. In Progress
*A developer is working with staff on a Site Plan for the commercial area at 47°i
and Central. Jiffy Lube is no longer interested in being the anchor tenant for this
site, so Venture Pass is looking for another business before submitting their plans.
Page 5
March 14s'
*Current leadership of the Grand Central Lofts Home Owner's Association is not
amenable to any residential development other than condominiums. Hogeboom
reminded members that we have had two proposals for upscale apartments but the
HOA threatened the developers with a lawsuit. The market for condo buildings is
not favorable at this time, so it is unlikely anything will happen on the site unless
the leadership of the HOA changes.
Strategy #4 Continue to review options for the existing Rainbow Foods Shopping Mall. In
Progress.
*A commercial developer has an active purchase agreement for this property.
*Complete redevelopment of this site is expected to occur. A Site Plan is
expected by mid - summer.
Strategy #5 Expand entrepreneurial development opportunities to assist small business owners
to succeed. Ongoing
*The City has partnered with Anoka County and the Metropolitan Consortium of
Community Developers to offer "Open to Business" program services to small
businesses.
*Staff continues to reach out to small businesses through participation in the
Chamber of Commerce and the Columbia Heights Business Council.
Strategy #6 Review zoning regulations, sign regulations and design regulations for continued
relevance. Ongoing
*Currently revising automotive business requirements. This will be brought back
to a council work session April 0.
*Will initiate a Sign Code revision and Interim Use Permits before the
Comprehensive Plan is updated.
Strategy #7 Coordinate with the City of Hilltop for the successful redevelopment of Central
Avenue. In Process.
*Staff is researching the possibility of obtaining special legislation to allow
Columbia Heights to use its redevelopment powers to potentially acquire and
demolish the Starlight Motel. The Police Dept. is in support of this happening.
*Staff regularly discusses shared zoning concerns with Hilltop's City Clerk.
*Staff could potentially assist the City of Hilltop with redevelopment grant
funding (CDBG) -help them prepare a grant application.
Page 6
March 14`h. 2016
GOAL #4 Establish a comprehensive Housing Program that will help increase values,
manage and reduce the number of single family rental properties, generate a
wider range of price point options and encourage reinvestment.
Strategy #1 Review budget for 2014 to allocate staff time be devoted to housing issues.
Completed
*In 2014, staff revised the Scattered Site TIF District Housing Program
Guidelines, as well as inventoried additional City and EDA owned lots.
Hogeboom stated that research was done to determine what funds were used to
purchase all the properties, and therefore it was determined what restrictions there
are on the lots.
Strategy #2 Review all existing rehabilitation/incentive programs to determine effectiveness
and refine or discontinue as appropriate. Track funding available for both
programs. Completed
*Allocated funds for the Loan & Rehabilitation programs were expended, and the
EDA discontinued the programs in 2014.
*The programs were not shown to have incentivized residents to complete
projects they would have not otherwise undertaken without government
assistance.
Hogeboom explained that Anoka County and MHFA now offer funds similar to
the programs we had previously offered.
Strategy #3 Prepare a comprehensive housing inventory that determines tenure, livability
measures, need for reinvestment and identifies properties /neighborhoods that
require significant public interventions to assure continuous reinvestment. Not
initiated.
*Staff has been focusing efforts on continuing reinvestment in the Heritage
Heights and Circle Terrace neighborhoods. So a complete inventory has not been
completed on the rest of the City.
Hogeboom stated staff is looking into purchasing one more property in the
Heritage Heights area that is now owned by ACCAP. Members asked about the
scattered site lot at 43rd and Reservoir Blvd. They expressed interest in buying
the lot back from Timbercraft since he has not started construction on it and there
may be other interested parties. Hogeboom stated that he hasn't pursued this
since Timbercraft has been marketing it and has been maintaining the lot, but he
will contact the developer to see what the status is and report back to the EDA.
Page 7
March 140', 2016
Strategy Determine outside funding for housing rehabilitation and procure funding to
leverage local dollars. Ongoing
*Staff continues to research funding options for housing rehabilitation programs.
Possible program dollars in 2016 could be acquired through Local Community
Action grants administered by the Metropolitan Council.
Strategy #5 Enhance neighborhood livability through more proactive management of single -
family rental housing. Ongoing
*Community Development continues to partner with Fire to monitor issues
associated with single family rental housing.
*Do we want a limit on rental housing units?
Herringer asked if the number of new rentals is less than it was. Hogeboom said
yes, it has slowed down. He suggested checking with the Police Dept to see if
they can determine whether there are more police calls on rental properties versus
owner occupied properties. It was decided that we need to set a separate meeting
at a later time to further discuss the rental housing issues.
Williams stated that more residents may be selling their homes in order to move
into the new Lily Gables Apt Complex so we could potentially add even more
rental homes if investors are the ones buying up the homes. Williams went on to
say that the EDA needs to set goals for University Avenue especially since the
new apartment building is being constructed on the east side. Members thought
we should look at the 3 block stretch of properties along the west side
fromWagamon Bros. property at 370i Avenue to the Root property at 400' Avenue.
He would like to see that whole area redeveloped also.
Hogeboom said the Root property is in tax forfeiture and needs extensive clean-up
work done. He thinks it may be worthwhile for the City to obtain the site and
demo the remaining buildings and clear it of scrub growth in order to make it
marketable to a developer. This is something that will be pursued at a later
meeting also.
Hogeboom also told members there is some interest in a small redevelopment at
the corner of 53rd and University Ave.
Nawrocki said he thinks the City should look at options for restricting single
family rentals and that the business areas of the City be cleaned. Up.
Page 8
March 14d'
Strategy #6 Develop a comprehensive strategy (policies and programs) to address issues in the
Circle Terrace and Heritage Heights neighborhoods. Ongoing
*In 2014, staff revised the Scattered Site TIF District Housing Program
guidelines, as well as inventoried additional City and EDA owned lots.
*The City created the "Residential Lot Sales Program" to address the sale of lots
that are ineligible to incorporate into the TIF District.
Strategy #7 Review multi- family zoning standards as a guide to review future development
proposals. Ongoing
*This strategy is somewhat ambiguous. It is currently an allowed use and is
regulated through the City's Site Planning Process.
Hogeboom didn't feel this Strategy is necessary.
Strategy #8 Evaluate Scattered Site Housing Program, and consider modifications.
Completed.
*In 2014, staff revised the Scattered Site TIF District Housing Program
guidelines. Currently, one lot remains within the Program. The lot is being
actively marketed.
Strategy 49 Develop communications tools to promote housing options and community assets
(schools, park programs, etc) Ongoing
*Staff is currently working to update the City's website and social media
portfolio.
*The City has created new resident welcome brochures.
*The City now participates in the successful annual North Metro Home and
Garden Show.
*Press releases have been sent which advertised the Residential Lot Sales
Program.
GOAL #5 Continue to invest and reinvest in City infrastructure as a means to promote
growth and shape the community.
Strategy #1 Review City CIP and match planned improvements with City goals and strategies.
Ongoing.
Page 9
March 14', 2016
*The Public Works Dept continues to be informed of EDA goals and objectives.
Hogeboom said Public Works has ordered new banners with the new logos. Any
new street signs being replaced will have the new logo in the corner of the street
sign, and the water tower will be painted in the near fixture and the new logo will
be added.
Strategy #2 Identify barriers to walkability and determine opportunities for improvement.
Ongoing.
*Staff continues to seek grant funding or pedestrian- related improvements on
Central Ave, near the location of the new Library as well as in the north end of the
corridor.
*Staff is working with Metro Transit to reroute bus service to serve SACA and
the Huset Park Townhomes.
*The City continues to require infrastructure installation from large scale
development projects, such as the Huset Park Senior Living project.
A short discussion took place regarding the Blue Cross /Blue Shield grant the City
has applied for. He will notify the EDA and P & Z members if this grant is
awarded.
Strategy #3 Continue to invest in improvements to the City's Park System. Ongoing.
*The City is currently focused on expanding the City of Peace Park (Circle
Terrace Blvd. Play Lot) to include new playground and sport court equipment, a
new community multi -use building and a new sidewalk.
Next Steps for Columbia Heights — Potential New Goals
* Create a stakeholder review group, comprised of Council members, Board and
Commission members and residents for the 2018 Comprehensive Plan Update.
* Initiate redevelopment activities for the former Root property on University Avenue.
* Evaluate public parking needs in Downtown Columbia Heights.
* Partner with Anoka County to seek funding opportunities for bicycle and pedestrian
improvements along certain County Road corridors.
Continue working on 2014 Goals as follows:
• Continue working on re- design of City website
• Contact "Heights Next Group" to see if they want to work to establish neighborhood
groups.
Page 10
March 14', 2016
• Look into possibly resurrecting the Citizens Academy.
• Keep promoting city through website, press releases, brochures, and participation of city
sponsored events.
• Continue looking for developers to complete the Mady's site redevelopment.
• Work with interested developer for the 47"' and Central commercial site.
• Work with interested developer for the Rainbow Mall at 43'a and Central.
• Keep working with "Open to Business" to assist small business owners.
• Update the Zoning Code
• Partner with Hilltop for future redevelopment along Central Avenue
• Continue looking for funding sources to help with housing rehab /replacement.
• Hold a separate meeting to discuss rental properties.
• Hold a separate meeting to discuss plans for University Avenue Redevelopment.
• Continue working on Circle Terrace and Heritage Heights neighborhood improvements.
• Continue implementing new branding/log designs.
The meeting was adjourned at 6:00 pm.
Respectfully submitted,
Shelley Hanson
Secretary
RESOLUTION NO. 2016-07
A Resolution of the Economic Development Authority of Columbia Heights, Minnesota, Approving the
Financial Statements for the Month of February, 2016 and the Payment of the Bills for the Month of
February, 2016.
WHEREAS, the Columbia Heights Economic Development Authority (EDA) is required by Minnesota Statutes
Section 469.096, Subd. 9, to prepare a detailed financial statement which shows all receipts and
disbursements, their nature, the money on hand, the purposes to which the money on hand is to be applied,
the EDA's credits and assets and its outstanding liabilities; and
WHEREAS, said Statute also requires the EDA to examine the statement and treasurer's vouchers or bills and if
correct, to approve them by resolution and enter the resolution in its records; and
WHEREAS, the financial statement for the month of February, 2016 have been reviewed by the EDA
Commission; and
WHEREAS, the EDA has examined the financial statements and finds them to be acceptable as to both form
and accuracy; and
WHEREAS, the EDA Commission has other means to verify the intent of Section 469.096, Subd. 9, including
but not limited to Comprehensive Annual Financial Reports, Annual City approved Budgets, Audits and similar
documentation; and
WHEREAS, financials statements are held by the City's Finance Department in a method outlined by the State
of Minnesota's Records Retention Schedule,
NOW, THEREFORE BE IT RESOLVED by the Board of Commissioners of the Columbia Heights Economic
Development Authority that it has examined the referenced financial statements including the check history,
and they are found to be correct, as to form and content; and
BE IT FURTHER RESOLVED the financial statements are acknowledged and received and the check history as
presented in writing is approved for payment out of proper funds; and
BE IT FURTHER RESOLVED this resolution is made a part of the permanent records of the Columbia Heights
Economic Development Authority.
ORDER OF ECONOMIC DEVELOPMENT AUTHORITY
Passed this day of 12016
Offered by:
Seconded by:
Roll Call:
Gary L. Peterson, President
Attest:
Shelley Hanson, Secretary
Resolution 2016 -07
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CH COLUMBIA
HEIGHTS
AGENDA SECTION
BUSINESS ITEMS
ITEM NO.
6
MEETING DATE
APRIL 4, 2016
CITY OF COLUMBIA HEIGHTS — ECONOMIC DEVELOPMENT AUTHORITY
ITEM:
Ratification of Huset Park Second Amended and Restated Development Contract
DEPARTMENT: Economic Development Authority
CITY MANAGER'S APPROVAL:
BY /DATE: Keith M Dahl, March 24, 2016
BY /DATE:
BACKGROUND:
October 12, 2015, the Economic Development Authority authorized the execution of the Second Amended
and Restated Contract for Private Development at Huset Park with Columbia Heights Leased Housing
Associates I, LLLP (Dominium). The contract was approved, contingent upon that no modifications affect the
substance of the transaction. Before the contract was executed, Dominium proposed a modification to
incorporate additional language, a new Section 3.5(b) relating to the refunding of the EDA's outstanding Tax
Increment Revenue Bond, series 2007. This additional language constitutes a modification to the substance of
the transaction, which requires approval by the EDA and the City.
Previously, during negotiations the City, the EDA and Dominium discussed the possibility of refunding the
EDA's Bonds, which were originally issued to finance the public infrastructure for the Huset Park development.
The Bonds are secured by a first - priority pledge of tax increment from the TIF District. The EDA also issued a
TIF Note to the original redeveloper, which has been assigned to Dominium. The TIF Note is also secured by
tax increment, but on a subordinate basis to the Bonds. If the Bonds are refunded at a lower interest rate, less
increment will be required to pay debt service on the Bonds, which will result in a greater amount of left -over
increment available to pay the principal and interest on the TIF Note.
At the time the EDA and City approved the Second Amended and Restated Contract for Private
Redevelopment, the parties had not come to an agreement on the refunding of the Bonds, and therefore the
refunding concept was not included in the contract. At the beginning of 2016, however, the Redeveloper
expressed renewed interest in the refunding. The parties have negotiated a new Section 3.5(b) to the contract
adding the following:
• The EDA will issue refunding bonds to achieve debt service savings.
• The Redeveloper will pay all costs associated with the issuance of the refunding bonds.
• The Redeveloper will pay an administrative fee of $100,000 to the EDA, to be deposited into a
redevelopment fund designated by the EDA and the City.
EDA Attorney Martha Ingram will be present at the EDA meeting to address any questions or concerns that the
Commissioners may have regarding the additional language added to the contract.
STAFF RECOMMENDATION:
Staff recommends ratifying the approval to the Second Amended and Restated Development Contract for
Private Development between the Economic Development Authority, the City of Columbia Heights and
Columbia Heights Leased Housing Associates I, LLLP
(OVER)
City of Columbia Heights - EDA Letter
City of Columbia Heights - Council Letter
Page 2
RECOMMENDED MOTION(S):
Motion: Move to waive the reading of Resolution 2016 -08, there being ample copies available to the public.
Motion: Move to adopt Resolution 2016 -08, Resolution Ratifying the Approval a Second Amended and
Restated Contract for Private Redevelopment between the Columbia Heights Economic Development
Authority, the City of Columbia Heights, and Columbia Heights Leased Housing Associates I, LLLP for the
"Redeveloper Parcels" at Huset Park Senior Living.
ATTACHMENTS:
1. Resolution 2016 -08
COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY
RESOLUTION NO.
RESOLUTION RATIFYING APPROVAL OF A SECOND AMENDED AND
RESTATED CONTRACT FOR PRIVATE REDEVELOPMENT BETWEEN THE
COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY, THE
CITY OF COLUMBIA HEIGHTS AND COLUMBIA HEIGHTS LEASED
HOUSING ASSOCIATES I, LLLP
BE IT RESOLVED By the Board of Commissioners ( "Board ") of the Columbia Heights
Economic Development Authority ( "Authority") as follows:
Section 1. Recitals.
1.01. The Authority, the City of Columbia Heights (the "City "), and Columbia Heights
Leased Housing Associates I, LLLP (the "Developer ") have negotiated a Second Amended and
Restated Contract for Private Redevelopment (the "Contract ") to allow for the redevelopment of
certain property originally included in a Contract for Private Redevelopment between the City,
Authority, and Shafer Richardson dated as of October 25, 2004, as previously amended and
restated (the "Prior Contract "), regarding redevelopment of certain property within the City
located in the area known as Huset Park (the "Redevelopment Property ").
1.02. The Authority previously approved the Contract on October 12, 2015, subject to
modifications that do not alter the substance of the transaction, and the Redeveloper has acquired
the Redevelopment Property, but the Contract has not been fully executed.
1.03. The Authority, the City and the Redeveloper have proposed to modify Section 3.5 of
the Contract to allow for the refunding of the Authority's outstanding Tax Increment Revenue
Bonds, Series 2007, to achieve debt service savings. This revision constitutes a modification that
alters the substance of the transaction, and as such requires the approval of the Authority and City.
1.04. The Board has reviewed the Contract as proposed to be revised and finds that the
execution thereof and performance of the Authority's obligations thereunder are in the best interest
of the City and its residents.
Section 2. Authority Ratification of Approval: Further Proceedings.
2.01. The Contract as presented to the Board is hereby in all respects approved, subject to
modifications that do not alter the substance of the transaction and that are approved by the
President and Executive Director, provided that execution of the documents by such officials shall
be conclusive evidence of approval.
2.02. The President and Executive Director are hereby authorized to execute on behalf of
the Authority the Contract and any documents referenced therein requiring execution by the
Authority, and to carry out, on behalf of the Authority its obligations thereunder.
476953v1 MNI CL205 -23
Approved by the Board of Commissioners of the Columbia Heights Economic Development
Authority this 4'I' day of April, 2016.
President
ATTEST:
Secretary
476953v1 MNI CL205 -23
EXECUTION COPY
SECOND AMENDED AND RESTATED
CONTRACT
III",
PRIVATE REDEVELOPMENT
By and Between
COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY
and
CITY OF COLUMBIA HEIGHTS
and
COLUMBIA HEIGHTS LEASED HOUSING ASSOCIATES I, LLLP
Dated as of- October 30, 2015
This document was drafted by:
KENNEDY & GRAVEN, Chartered
470 U.S. Bank Plaza
200 South Sixth Street
Minneapolis, Minnesota 55402
Telephone: (612) 337 -9300
468034v5 MNI CL205 -23
PREAMBLE
Section 1.1.
Section 2.1.
Section 2.2.
Section 3.1.
Section 3.2.
Section 3.3.
Section 3.4.
Section 3.5.
Section 3.6.
Section 3.7.
Section 4.1.
Section 4.2.
Section 4.3.
Section 4.4.
Section 4.5.
Section 4.6.
TABLE OF CONTENTS
ARTICLE I
Definitions
Definitions ................. ...............................
ARTICLE II
Representations and Warranties
......................1
............................3
Representations and Covenants by the Authority and City . ..............................7
Representations and Warranties by the Redeveloper ........... ..............................8
ARTICLE III
Redeveloper Parcels; Financing
Status of the Redeveloper Parcels ........................................
..............................9
EnvironmentalUndertakings ...............................................
..............................9
Platting................................................................................
.............................10
Assignmentof Note ............................................................
.............................10
Series 2007 Bonds; Refunding Bonds ................................
.............................10
Payment of Authority Costs ...............................................
..............................1 l
BusinessSubsidy ................................................................
.............................11
ARTICLE IV
Construction of Minimum Improvements and Public Improvements
Construction of Minimum Improvements .......................... .............................13
Master Site Plan and Construction Pl ans ............................ .............................13
Completion of Construction ................................................ .............................14
Certificate of Completion ................................................... .............................14
Records............................................................................... .............................15
Construction of Public Improvements ................................ .............................15
ARTICLE V
Insurance
Section5.1. Insurance ............................................................................. .............................17
Section5.2. Subordination ...................................................................... .............................17
Section5.3. Qualifications ...................................................................... .............................18
ARTICLE VI
Tax Increment; Taxes
468034v5 MNI CL205 -23 i
Section 6. 1. Review of Taxes ................................................................. .............................19
ARTICLE VII
Financing
Section 7.1. Mortgage Financing ............................................................ .............................20
ARTICLE VIII
Prohibitions Against Assignment and Transfer;
Indemnification
Section 8.1. Representation as to Redevelopment .................................. .............................21
Section 8.2. Prohibition Against Redeveloper's Transfer of Property and
Assignmentof Agreement .................................................. .............................21
Section 8.3. Release and Indemnification Covenants ............................. .............................22
ARTICLE IX
Events of Default
Section 9.1.
Events of Default Defined ..................................................
.............................24
Section 9.2.
Remedies on Default ...........................................................
.............................24
Section 9.3.
No Remedy Exclusive .........................................................
.............................25
Section 9.4.
No Additional Waiver Implied by One Waiver ..................
.............................25
ARTICLE X
Additional Provisions
Section 10.1. Conflict of Interests; Authority and City Representatives
SCHEDULE A Description of Redeveloper Parcels
SCHEDULE B Master Site Plan
SCHEDULE C Form of Certification of Completion
4680345 MNI CL205 -23 ii
Not Individually Liable ...................................................... .............................26
Section 10.2.
Equal Employment Opportunity .........................................
.............................26
Section 10.3.
Restrictions on Use .............................................................
.............................26
Section 10.4.
Provisions Not Merged With Deed .....................................
.............................26
Section 10.5.
Titles of Articles and Sections ............................................
.............................26
Section 10.6.
Notices and Demands .........................................................
.............................26
Section10.7.
Counterparts ........................................................................
.............................27
Section10.8.
Amendment .........................................................................
.............................27
Section 10.9.
Authority or City Approvals ...............................................
.............................27
Section10.10.
Termination .........................................................................
.............................27
SCHEDULE A Description of Redeveloper Parcels
SCHEDULE B Master Site Plan
SCHEDULE C Form of Certification of Completion
4680345 MNI CL205 -23 ii
SECOND AMENDED AND RESTATED CONTRACT FOR PRIVATE
REDEVELOPMENT
THIS AGREEMENT, made on or as of the 30th day of October, 2015, by and between
COLUMBIA HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY, 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 "), the CITY OF COLUMBIA HEIGHTS, a Minnesota
municipal corporation (the "City ") and COLUMBIA HEIGHTS LEASED HOUSING
ASSOCIATES I, LLLP, a Minnesota limited liability limited partnership (the "Redeveloper ").
WITNESSETH:
WHEREAS, the Authority was created pursuant to the Act and was authorized to transact
business and 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 of Columbia Heights, Minnesota) have undertaken a program to promote redevelopment
of land that is characterized by blight and blighting factors within the City, and in this connection
the Authority administers a redevelopment project known as the Downtown CBD Redevelopment
Project ( "Project ") 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 acquire
real property, or interests therein, and to undertake certain activities to facilitate the redevelopment
of real property by private enterprise; and
WHEREAS, within the Project, the City and Authority created the Huset Park Area Tax
Increment Financing District ( "TIF District ") in order to facilitate redevelopment of certain
property in the Project; and
WHEREAS, the Authority and Huset Park Development Corporation (the "Original
Developer ") previously entered into a Contract for Private Redevelopment dated as of October 25,
2004, amended and restated in its entirety by an Amended and Restated Contract for Private
Redevelopment dated as of August 1, 2007, as amended by a First Amendment thereto dated as of
June 16, 2008, a Second Amendment thereto dated as of February 9, 2009, a Third Amendment
thereto dated as of September 28, 2009 (subsequent to which BNC National Bank (`BNC ")
succeeded in interest to the Original Developer), a Fourth Amendment thereto dated as of
November 21, 2011, a Fifth Amendment thereto dated as of April 2013, and a Sixth Amendment
thereto dated as of June 2, 2014 (together, the "Original Contract ") regarding redevelopment of the
property described in Schedule A hereto, designated as the Redeveloper Parcels, along with other
property within the TIF District (all such property the "Redevelopment Property"); and
WHEREAS, the Redeveloper has proposed and the parties to the Original Contract have
agreed to the construction by Redeveloper of certain housing improvements on the Redeveloper
468034v5 MNI CL205 -23 I
Parcels, subject to assignment of the Original Contract to the Redeveloper and certain other
conditions as more fully provided herein; and
WHEREAS, this Agreement is intended to supersede and replace the Original Contract in
all respects; and
WHEREAS, the Authority believes that the redevelopment of the Redeveloper Parcels
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 under
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:
4680345 MNI CI205 -23 2
ARTICLE I
Defmitions
Section L1. Definitions. In this Agreement, unless a different meaning clearly appears
from the context:
"Act' means the Economic Development Authority Act, Minnesota Statutes, Sections
469.090 to 469.1082, as amended.
"Affiliate" means with respect to the Redeveloper (a) any corporation, partnership,
corporation or other business entity or person controlling, controlled by or under common control
with the Redeveloper, and (b) any successor to such party by merger, acquisition, reorganization or
similar transaction involving all or substantially all of the assets of such party (or such Affiliate).
For the purpose hereof the words "controlling ", "controlled by" and "under common control with"
shall mean, with respect to any corporation, partnership, corporation or other business entity, the
ownership of fifty percent or more of the voting interests in such entity possession, directly or
indirectly, of the power to direct or cause the direction of management policies of such entity,
whether ownership of voting securities or by contract or otherwise.
"Agreement" means this Second Amended and Restated Contract for Private
Redevelopment, 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.
"Available Tax Increment" means, on any payment date for the Note, the Tax Increment
derived from the Redevelopment Property during the six -month period preceding each Payment
Date that is paid to the Authority by the County in the six months preceding the Payment Date,
after deducting $16,500 and the fees of the paying agent under the Paying Agent Agreement
between the Authority and Bond Trust Services Corporation dated August 1, 2007 (the "Paying
Agent Agreement') entered into in connection with the Series 2007 Bonds.
"BNC" means BNC National Bank, the successor in interest to the Original Developer
under the Original Contract.
"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 to close.
468034v5 MNI CL205 -23
"Business Subsidy Act" means Minnesota Statues, Sections 116J.993 to 116J.995, as
amended.
"Certificate of Completion" means the certification provided to the Redeveloper, or the
purchaser of any part, parcel or unit of the Redeveloper Parcels, pursuant to Section 4.4 of this
Agreement.
"City" means the City of Columbia Heights, Minnesota.
"Construction Plans" means the plans, specifications, drawings and related documents on
the construction work to be performed by the Redeveloper on the Redeveloper Parcels 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, and (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, Minnesota.
"Event of Default" means an action by a party described in Section 9.1 of this Agreement.
"HRA Act" means Minnesota Statutes, Sections 469.001 to 469.047, as amended.
"Holder" means the owner of a Mortgage.
"Master Site Plan" means the plan for development of the Redeveloper Parcels, attached as
Schedule B and as it may be revised from time to time under Section 4.2. The Master Site Plan
attached to this Second Amended and Restated Contract is the plan dated September 25, 2015, in
effect as of the date hereof.
"Minimum Improvements" means the construction on the Redeveloper Parcels of a
multistory building containing approximately 190 to 200 units of multifamily senior rental housing,
along with associated underground structured parking and surface parking.
"Mortgage" means any mortgage made by the Redeveloper which is secured, in whole or in
part, with the Redeveloper Parcels and which is a permitted encumbrance pursuant to the
provisions of Article VIII of this Agreement.
"Note" means the Taxable Tax Increment Revenue Note, Series 2007, delivered by the
Authority to the Original Developer in accordance with Section 3.8 of the Original Contract and
subsequently assigned to BNC, and assigned to the Redeveloper in accordance with this Agreement.
"Original Contract" means the Contract for Private Redevelopment between the Authority
and the Original Developer dated as of October 25, 2004, as amended.
468034v5 MNI CL205 -23 4
"Planning Contract" has the meaning provided in Section 3.3(b) hereof.
"Public Improvements" has the meaning provided in Section 4.6 hereof.
"Redeveloper" means Columbia Heights Leased Housing Associates I, LLLP or its
permitted successors and assigns.
"Redeveloper Parcels" means the property so described on Schedule A.
"Redevelopment Project" means the Authority's Downtown CBD Redevelopment Project.
"Redevelopment Property" means the property subject to the Original Contract and
described therein on Schedule A, of which the Redeveloper Parcels constitute a part.
"Redevelopment Plan" means the Authority's Redevelopment Plan for the Redevelopment
Project, as amended.
"Series 2007 Bonds" has the meaning provided in Section 3.5.
"State" means the State of Minnesota.
"Tax Increment" means that portion of the real property taxes which is paid with respect to
the Redevelopment Property and which is remitted to the Authority as tax increment pursuant to the
Tax Increment Act. The term Tax Increment does not include any amounts retained by or payable
to the State auditor under Section 469.177, subd. 11 of the Tax Increment Act, or any amounts
described in Section 469.174, subd. 25, clauses (2) through (4) of the Tax Increment Act.
"Tax Increment Act" or "TIF Act" means the Tax Increment Financing Act, Minnesota
Statutes, Sections 469.174 to 469.1794, as amended.
"Tax Increment District" or "TIF District" means the Authority's Huset Park Area Tax
Increment Financing District.
"Tax Increment Plan" or "TIF Plan" means the Authority's Tax Increment Financing Plan
for the TIF District, as approved by the Authority and City on October 25, 2004, and as it may be
amended from time to time.
"Tax Official" means any County assessor; County auditor; County or State board of
equalization, the commissioner of revenue of the State, or any State or federal court including the
tax court of the State.
"Termination Date" means the date the Authority receives the last installment of Tax
Increment from the County.
"Transfer" has the meaning set forth in Section 8.2(a) hereof.
468034v5 MNI CL205 -23
"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, terrorism, strikes, other labor
troubles, fire or other casualty to the Minimum Improvements, litigation commenced by third
parties which, by injunction or other similar judicial action, directly results in delays, economic
events beyond the control of the parties that materially reduce the marketability of for sale housing,
including unusual increases in mortgage rates or economic recession, 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 governmental approvals necessary to enable construction of the Minimum
Improvements by the dates such construction is required under Section 4.3 of this Agreement, unless
(a) Developer has timely filed any application and materials required by the City for such permit or
approvals, and (b) the delay is beyond the reasonable control of the Redeveloper.
468034v5 MNI CL205 -23 6
ARTICLE 11
Representations and Warranties
Section 2.1. Representations and Covenants by the Authority and City. (a) The Authority is
an economic development authority duly organized and existing under the laws of the State. Under
the provisions of the Act and the HRA Act, the Authority has the power to enter into this
Agreement and carry out its obligations hereunder.
(b) The Authority and City will use their best efforts to facilitate development of the
Minimum Improvements, including but not limited to cooperating with the Redeveloper in obtaining
necessary administrative and land use approvals and construction and/or permanent financing pursuant
to Section 7.1 hereof.
(c) The activities of the Authority are undertaken for the purpose of fostering the
redevelopment of certain real property that is or was occupied primarily by substandard and obsolete
buildings, which will revitalize this portion of the Redevelopment Project, increase tax base, and
increase housing and employment opportunities.
(d) The City is a home rule charter city duly organized and existing under the laws of the
State, and is a state public body under Section 469.041 of the HRA Act. Under the provisions of its
charter and the HRA Act, the City has the power to enter into this Agreement and carry out its
obligations hereunder.
(e) The City and Authority have taken all actions necessary to establish the TIF District as
a redevelopment district as defined in the TIF Act, and the TIF District has been duly certified by the
County.
(f) The City and Authority will take no action, nor omit to take any action, regarding the
TIF District that materially impairs the collection or payment of Tax Increment.
(g) As of the date of this Agreement, the Minimum Improvements to be constructed in
accordance with the Master Site Plan are allowed uses under the City zoning ordinance and are
consistent with the City Comprehensive Plan.
(h) As of the date of this Agreement, the City and Authority have completed all required
environmental review and determined that no further environmental review is required under the
Minnesota Environmental Policy Act, Minn. Stat. Ch. 116.1).
(i) 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, conditions or provisions of charter or statutory limitation or any indebtedness, agreement or
instrument of whatever nature to which the City or Authority is now a party or by which it is
bound, or constitutes a default under any of the foregoing.
468034v5 MNI CL205 -23 7
(e) The Authority shall promptly advise City in writing of all litigation or claims affecting any
part of the Minimum Improvements.
Section 2.2. Representations and Warranties by the Redeveloper. The Redeveloper
represents and warrants that:
(a) The Redeveloper is a limited liability limited partnership organized and in good
standing under the laws of the State of Minnesota, is not in violation of any provisions of its
certificate of limited partnership 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 partners.
(b) Upon acquisition of the Redeveloper Parcels, the Redeveloper will construct,
operate and maintain the Minimum Improvements in accordance with the terms of this Agreement,
the Redevelopment Plan and all applicable local, state and federal laws and regulations (including,
but not limited to, environmental, zoning, building code and public health laws and regulations).
(c) The Redeveloper will obtain, in a timely manner, all required permits, licenses and
approvals, and will meet, in a timely manner, all requirements of all applicable local, state and
federal laws and regulations which must be obtained or met before the Minimum Improvements
may be lawfully constructed.
(d) 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, conditions or provisions of any partnership or company 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.
(e) The Redeveloper shall promptly advise City in writing of all material 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 Improvements.
(f) The proposed redevelopment by the Redeveloper hereunder would not occur but for
the tax increment financing assistance being provided by the Authority hereunder.
468034v5 MNl CL205 -23 8
ARTICLE III
Redeveloper Parcels; Financing
Section 3.1. Status of the Redeveloper Parcels. As of the date of this Agreement, the
Redeveloper has acquired the Redeveloper Parcels, which consist of the real property described in
Schedule A, from BNC, BNC has assigned the Original Contract to the Redeveloper, and the parties
hereto have executed this Agreement, which supersedes the Original Contract in all respects.
Section 3.2. Environmental Undertakings. (a) The Redeveloper acknowledges that the
Authority makes no representations or warranties as to the condition of the soils on the Redeveloper
Parcels or the fitness of the Redeveloper Parcels for construction of the Minimum Improvements or
any other purpose for which the Redeveloper may make use of such property, and that this Agreement
neither implies any responsibility by the Authority or the City for any contamination of the
Redeveloper Parcels nor imposes any obligation on such parties to participate in any cleanup of the
Redeveloper Parcels. The parties further acknowledge and agree that all environmental remediation
obligations imposed pursuant to the Original Contract have been fully satisfied.
(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, and their
governing body members, officers, and employees, from any claims or actions arising out of the
presence, if any, of hazardous wastes or pollutants existing on or in the Redeveloper Parcels, unless
and to the extent that such hazardous wastes or pollutants are present as a result of the actions or
omissions of the indemnitees. Nothing in this section will be construed to limit or affect any
limitations on liability of the City or Authority under State or federal law, including without limitation
Minnesota Statutes Sections 466.04 and 604.02.
Section 3.3. Platting. (a) Before commencing construction of the Minimum Improvements,
the Redeveloper shall record a plat of the the Redeveloper Parcels at Redeveloper's cost and subject to
all City ordinances and procedures (the "Plat "). The Plat must be consistent with the Master Site Plan,
provided that nothing in this Agreement is intended to limit the City's authority in reviewing the
preliminary or final Plat, or to preclude revisions requested or required by the City. The City and
Authority will cooperate in all replatting. The relationship between the Master Site Plan and the Plat is
fiuther described in Section 4.2(a) hereof. The Redeveloper must dedicate to the City, at no cost, all
public rights of way needed for Huset Parkway, storm water ponding area and any necessary utility
easements.
(b) In connection with the Plat, the parties agree and understand that the Redeveloper and
City will enter into a Development Contract for Plat of Huset Park Senior Living (the "Planning
Contract "), to be executed no later than the date of Redeveloper's closing on bond financing in
connection with construction of the Minimum Improvements, that addresses planning and land use
requirements and is consistent with the covenants regarding the Minimum Improvements and Public
Improvements described in Article IV hereof.
468034v5 MNI CL205 -23 9
(c) The City will vacate existing streets and rights of way as needed to effectuate the Plat.
The Redeveloper will cooperate with the City in this effort, including without limitation filing any
requests or consents required under City ordinances or State law.
(d) The Redeveloper shall pay all SAC and WAC fees and park dedication fees in
accordance with applicable City policies and ordinances. The Redeveloper will receive SAC/WAC
credits applicable to the Redeveloper Parcels, and a credit against park dedication fees for the portion
of the storm water pond dedication area not used for the storm water pond (such credit being in the
amount of the fair market value of that land area). The details of SAC, WAC and park dedication fees,
including amounts and timing of payment, will be specified in the Planning Contract.
Section 3.4. Assignment of Note. (a) Pursuant to the Original Contract, the Authority
issued its Tax Increment Revenue Note, Series 2007A, in the principal amount of $6,650,000, to the
Original Developer, and the Original Developer subsequently assigned the Note to BNC. As of the
date of this Agreement, BNC has assigned the Note to the Redeveloper. The parties agree and
acknowledge that payments on the Note are payable solely from and in the amount of Available Tax
Increment as defined in the Note, and that the pledge of Available Tax Increment to the Note is
subordinate to the pledge of Available Tax Increment to the Series 2007 Bonds (as defined below).
(b) The Redeveloper understands and acknowledges that the Authority makes no
representations or warranties regarding the amount of Available Tax Increment, or that revenues
pledged to the Note will be sufficient to pay the principal and interest on the Note. Any estimates
of Tax Increment prepared by the Authority or its financial advisors in connection with the TIF
District or this Agreement are for the benefit of the Authority, and are not intended as
representations on which the Redeveloper may rely.
Section 3.5. Series 2007 Bonds: Refunding Bonds. (a) Pursuant to the Original Contract,
the Authority issued its tax exempt Tax Increment Revenue Bonds, Series 2007 (Huset Park Area
Redevelopment Project), in the principal amount of $2,890,000 (the "Series 2007 Bonds ").
Proceeds of the Series 2007 Bonds were used to reimburse the Original Developer for a portion of
the Public Redevelopment Costs incurred by the Original Developer.
(b) In conjunction with execution of this Agreement, the Authority will refund the
Series 2007 Bonds to achieve debt service savings (such refunding bonds hereinafter referred to as
the "Refunding Bonds "), which will result in increased Available Tax Increment available for
principal and interest payments to the Redeveloper under the Note. The Redeveloper agrees that
after adoption by the Authority of a resolution approving the sale of the Refunding Bonds and no
later than ten business days prior to the date of closing on the Refunding Bonds, the Redeveloper
will pay to the Authority the following: (i) an administrative fee of $100,000, which will be
deposited into a legally authorized redevelopment fund to be designated by the Authority or City;
and (ii) funds in the amount of the total actual costs of issuance (including underwriter's discount)
of the Refunding Bonds. To evidence the costs of issuance, the Authority will provide to the
Redeveloper an itemized detail of actual costs of issuance as determined by the Authority's fiscal
advisor.
(c) The Redeveloper makes the following representations to the Authority with respect
to the Series 2007 Bonds and any Refunding Bonds:
4680345 MNI CL205 -23 10
(1) The Redeveloper will take no action, and will not fail to take an action, the
effect of which will be to cause the Series 2007 Bonds or Refunding Bonds to be
determined to be a "private activity bond" (as such term is defined in Section 141 of the
Internal Revenue Code of 1986, as amended (the "Code ") and in applicable Treasury
Regulations promulgated pursuant to applicable provisions of the Code (the "Regulations ")
(2) The Redeveloper will take no action, and will not fail to take an action, the
effect of which will be to cause the "private security or payment test" (as such term is
defined in Section 141 of the Code and in applicable Regulations) or the "private loan
financing test (as such term is defined in Section 141 of the Code and in applicable
Regulations to be satisfied with respect to the Series 2007 Bonds or Refunding Bonds.
(3) The Redeveloper will take no action, and will not fail to take an action, the
effect of which will be to cause the Series 2007 Bonds or Refunding Bonds to be
determined to be an "arbitrage bond "(as such term is defined in Section 148 of the Code
and in applicable Regulations).
(4) The Redeveloper will take no action, and will not fail to take an action, the
effect of which will be to cause interest on the Series 2007 Bonds or Refunding Bonds to
be includable in gross income for federal income tax purposes.
Section 3.6. Payment of Authority Costs. The Redeveloper is responsible to pay
"Authority Costs," which term means reasonable out -of pocket -costs incurred by the City or
Authority for: (i) the Authority's financial advisor in connection with the Authority's financial
participation in redevelopment of the Redeveloper Parcels, including without limitation all costs
related to the negotiation and preparation of this Agreement, (ii) the City or Authority's legal
counsel in connection with negotiation and drafting of this Agreement and any related agreements
or documents, and any legal services related to the Authority's financial participation in
redevelopment of the Property; and (iii) any consultants retained by the City and Authority for
planning, environmental review, and engineering related to the Minimum Improvements, including
the zoning and land use approvals. City and Authority staff costs and costs and expenses shall not
be Authority Costs.
(b) At any time, but not more often than monthly, the City or Authority may request
payment of Authority Costs, and the Developer agrees to pay all Authority Costs within ten days of
the City or Authority's written request, supported by suitable billings, receipts or other evidence of
the amount and nature of Authority Costs incurred. At Redeveloper's request, but no more often
than monthly, the Authority will provide Developer with a written report on current and anticipated
expenditures for Authority Costs, including invoices or other comparable evidence.
Section 3.7. Business Subsidy. (a) The parties agree and understand that any assistance
provided to the Redeveloper under this Agreement with respect to the Redeveloper Parcels is not a
"business subsidy" under the Business Subsidy Act because the Tax Increment assistance is for
housing.
468034v5 MNI CL205 -23 I I
(b) The Redeveloper releases and waives any claim against the Authority and the City
and the governing body members, officers, agents, servants and employees 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.
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468034v5 MNI CL205 -23 12
ARTICLE IV
Construction of Minimum Improvements and Public Improvements
Section 4.1. Construction of Minimum Improvements. The Redeveloper agrees that it will
construct the Minimum Improvements on the Redeveloper Parcels in accordance with approved
Construction Plans, and at all times while Redeveloper owns the Redeveloper Parcels, will operate,
maintain, preserve and keep the respective components of the Minimum Improvements or cause
such components to be operated, maintained, preserved and kept with the appurtenances and every
part and parcel thereof, in good repair and condition.
Section 4.2. Master Site Plan and Construction Plans. (a) Master Site Plan. The Master Site
Plan for the Redeveloper Parcels as of September 25, 2015 is attached hereto as Schedule B. The
parties agree and understand that the Master Site Plan may be refined and modified as part of the
review and approval process for the Plat, subject to approval by the Authority.
(b) Construction Plans. Before commencing construction of the Minimum Improvements,
the Redeveloper shall submit to the Authority Construction Plans. The City's chief building official
and community development director will review and approve all Construction Plans on behalf of the
Authority, and for the purposes of this Section the term "Authority" means those named officials. The
Construction Plans shall provide for the construction of the Minimum Improvements and shall be in
conformity with this Agreement, the Master Site Plan, the TIF Plan, the Planning Contract and all
applicable State and local laws and regulations. The Authority will approve the Construction Plans in
writing or by issuance of a permit if (i) the Constriction Plans conform to all terms and conditions of
the Master Site Plan, this Agreement, the Plat and the Planning Contract; (ii) the Construction Plans
conform to the goals and objectives of the TIF Plan; (iii) the Construction Plans conform 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; and (v) there is no uncured
Event of Default. 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 therewith. No approval by
the Authority shall constitute a waiver of an Event of Default, or waiver of any State or City building
or other code requirements that may apply. Within 30 days after receipt of complete Construction
Plans and permit applications for the Minimum Improvements, the Authority will deliver to the
Redeveloper an initial review letter describing any comments or changes requested by Authority staff.
Thereafter, the parties shall negotiate in good faith regarding final approval of Construction Plans for
the Minimum Improvements. The Authority's approval shall not be unreasonably withheld or
delayed. Said approval shall constitute a conclusive determination that the Construction Plans (and the
Minimum Improvements, constructed in accordance with said plans) comply to the Authority's
satisfaction with the provisions of this Agreement relating thereto.
The Redeveloper hereby waives any and all claims and causes of action whatsoever resulting
from the review of the Construction Plans by the Authority and/or any changes in the Construction
Plans requested by the Authority, except for any failure by Authority to perform its obligations under
this Section. Neither the Authority, the City, nor any employee or official of the Authority or City
468034v5 MNI CI205 -23 13
shall be responsible in any manner whatsoever for any defect in the Construction Plans or in any work
done pursuant to the Construction Plans, including changes requested by the Authority.
(c) Construction Plan Changes. If the Redeveloper desires to make any material change
in the Construction Plans or any component thereof after their approval by the Authority, the
Redeveloper shall submit the proposed change to the Authority for its approval. For purposes of this
Section, the term "material" means changes that increase or decrease construction costs by more than
5% of total construction costs. If the 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 Construction Plans shall, in 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
as soon as reasonably practicable but in any event within 30 days after receipt of the notice of such
change. The Authority's approval of any such change in the Construction Plans will not be
unreasonably withheld.
Section 4.3. Commencement and Completion of Construction. Subject to Unavoidable
Delays, the Redeveloper shall commence construction of the Minimum Improvements by June 1,
2016. Subject to Unavoidable Delays, the Redeveloper shall complete the construction of the
Minimum Improvements by December 31, 2017. All work with respect to the Minimum
Improvements to be constructed or provided by the Redeveloper on the Redeveloper Parcels 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 Redeveloper Parcels, or any part thereof, that the Redeveloper, and such successors
and assigns, shall promptly begin and diligently prosecute to completion the development of the
Redeveloper Parcels through the construction of the Minimum Improvements thereon, and that
such construction shall in any event be commenced and completed within the period specified in
this Section 4.3 of this Agreement. After the date of this Agreement and until the Minimum
Improvements have been fully leased, the Redeveloper shall make reports, in such detail and at
such times as may reasonably be requested by the Authority, but no more than monthly, as to the
actual progress of the Redeveloper with respect to such construction and leasing.
Section 4.4. Certificate of Completion. (a) Promptly after substantial completion of the
Minimum Improvements in accordance with those provisions of this Agreement relating solely to
the obligations of the Redeveloper to construct the Minimum Improvements (including the dates
for completion thereof), the Authority will furnish the Redeveloper with a Certificate of
Completion in substantially the form attached as Schedule D. Such certification by the Authority
shall be a conclusive determination of satisfaction and termination of the agreements and covenants
in the Agreement and in any 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. Such certification and such determination shall not constitute evidence of compliance with
or satisfaction of any obligation 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.
468034v5 MNI CL205 -23 14
(b) Upon Redeveloper's request, the Authority shall finmish to the Redeveloper a
Certificate of Completion for each housing unit upon substantial completion of such unit, as evidenced
by issuance of a certificate of occupancy therefor by the responsible inspecting authority.
(c) If 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.
(d) The construction of the Minimum Improvements shall be deemed to be substantially
complete for the purposes of this Agreement when the Redeveloper has received a certificate of
occupancy from the City for all housing units, and the specified site improvements for the
Minimum Improvements have been substantially completed as reasonably determined by the
Authority Representative.
Section 4.5. Records. The Authority and the City through any authorized 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 the Minimum Improvements. Such records shall be kept
and maintained by Redeveloper through the Termination Date.
Section 4.6. Construction of Public Improvements. (a) The Redeveloper shall construct, at
Redeveloper's sole cost, public improvements on and/or benefitting the Redeveloper Parcels,
including the following (collectively, the "Public Improvements "):
i. Continuation of the decorative fencing installed along Trunk Highway 47 (between
Naegele Avenue and Jolly Lane) from Naegele Avenue south to 37 Avenue NE,
within the Minnesota Department of Transportation right -of -way.
ii. Construction of a 10 -foot wide bituminous multi-use trail, adjacent to Trunk Highway
47, extending from Naegele Avenue south to 37b Avenue NE, within the Minnesota
Department of Transportation right -of -way.
iii. Construction of a 6 -foot wide concrete sidewalk, adjacent to 37s' Avenue NE,
extending from Trunk Highway 47 east to Huset Parkway.
iv. Construction of a landscaped water feature and other onsite stormwater management
features, conforming to Mississippi Watershed Management Organization standards
and City requirements.
Construction of the Public Improvements shall be performed pursuant to the requirements of the
Planning Contract.
4680345 MNI CL205 -23 15
(b) The Redeveloper shall undertake all work related to the Public Improvements in
compliance with all applicable federal and state laws, including without limitation all
applicable state and federal environmental regulations.
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468034v5 MNI CL205 -23 16
ARTICLE 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, furnish 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 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 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 property damage of not less than $2,000,000 for each occurrence, and shall be endorsed
to show the City and Authority as additional insured (to accomplish the above - required
limits, an umbrella excess liability policy may be used); and
(iii) Workers' compensation insurance, with statutory coverage.
(b) Upon completion of construction of the Minimum Improvements and prior to the
Termination Date, the Redeveloper shall maintain, or cause to be maintained, at its cost and expense,
and from time to time at the request of the Authority shall famish proof of the payment of premiums
on, insurance as follows:
(i) Insurance against loss and/or damage to the Minimum Improvements under a
policy or policies covering such risks as are ordinarily insured against by similar businesses.
(ii) Comprehensive general public liability insurance, including personal injury
liability (with employee exclusion deleted), against liability for injuries to persons and/or
property, in the minimum amount for each occurrence and for each year of $2,000,000 and
shall be endorsed to show the City and Authority as additional insureds.
(iii) Such other insurance, including workers' compensation insurance respecting all
employees of the Redeveloper, in such amount as is customarily carried by like organizations
engaged in like activities of comparable size and liability exposure; provided that the
Redeveloper may be self - insured with respect to all or any part of its liability for workers'
compensation.
4680340 MNI CL205 -23 17
(c) All insurance required in Article V of this Agreement shall be taken out and
maintained in responsible insurance companies selected by the Redeveloper that are authorized under
the laws of the State to assume the risks covered thereby. Upon request, the Redeveloper will deposit
annually with the Authority a certificate or certificates or binders of the respective insurers stating that
such insurance is in force and effect. Unless otherwise provided in this Article V of this Agreement
each policy shall contain a provision that the insurer shall not cancel nor modify it 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 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. Any insurance required under this
Article may be provided separately by Phase or building.
(d) 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, regardless of whether the net proceeds of insurance received by the Redeveloper for
such purposes are sufficient to pay for the same. Any net proceeds remaining after completion of such
repairs, construction, and restoration shall be the property of the Redeveloper.
Section 5.2. Subordination. Notwithstanding anything to the contrary herein, the rights of
the Authority with respect to the receipt and application of any insurance proceeds shall, in all
respects, be subordinate and subject to the rights of any Holder under a Mortgage allowed pursuant
to Article VII of this Agreement.
Section 5.3. Qualifications. Notwithstanding anything herein to the contrary, the parties
acknowledge and agree that upon transfer of the Redeveloper Parcels 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
terns and conditions of Section 8.2(b) or 8.3 hereof.
4680340 MNI CL205 -23 18
ARTICLE VI
Tax Increment; Taxes
Section 6.1. Review of Taxes. The Redeveloper agrees that prior to the Termination Date it
will not cause a reduction in the real property taxes paid in respect of the Redeveloper Parcels through:
(A) willful destruction of the Redeveloper Parcels or any part thereof, or (B) willful refusal to
reconstruct damaged or destroyed property pursuant to Section 5.1(d) of this Agreement. The
Redeveloper also agrees that it will not, prior to the Termination Date, seek exemption from property
tax for the Redeveloper Parcels or any portion thereof or transfer or permit the transfer of the
Redeveloper Parcels to any entity that is exempt from real property taxes and state law (other than any
portion thereof dedicated or conveyed to the City in accordance with platting of the Redeveloper
Parcels), or apply for a deferral of property tax on the Redeveloper Parcels pursuant to any law.
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4680340 MNI CL205 -23 19
ARTICLE VII
Financing
Section 7.1. Mortgage Financing. (a) Before commencement of construction of the
Minimum Improvements, the Redeveloper shall submit to the City evidence of one or more
commitments for financing which, together with committed equity for such construction, is
sufficient for payment of the Minimum Improvements. Such commitments may be submitted as
short term financing, long term mortgage financing, a bridge loan with a long term take -out
financing commitment, or any combination of the foregoing.
(b) If the Authority finds that the financing is sufficiently committed and adequate in
amount to pay the costs specified in paragraph (a) then the Authority shall notify the Redeveloper
in writing of its approval. Such approval shall not be unreasonably withheld and either approval or
rejection shall be given within twenty (20) days from the date when the Authority is provided the
evidence of financing. A failure by the Authority to respond to such evidence of financing shall be
deemed to constitute an approval hereunder. If the Authority rejects the evidence of financing as
inadequate, it shall do so in writing specifying the basis for the rejection. In any event the
Redeveloper shall submit adequate evidence of financing within ten (10) days after such rejection.
(c) In the event that there occurs a default under any Mortgage authorized 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 from 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
transmit to the Holder of any Mortgage a copy of any notice of default given by the Authority
pursuant to Article IX of this Agreement.
(d) 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 terms and conditions as the Authority and Holder mutually agree in writing.
Notwithstanding anything to the contrary herein, any subordination agreement must include the
provision described in Section 7.1(c).
468034v5 MNI CL205 -23 20
ARTICLE VIII
Prohibitions Against Assignment and Transfer: Indemnification
Section 8.1. _R_epresentation as to Redevelopment. The Redeveloper represents and agrees
that its purchase of the Redeveloper Parcels, and its other undertakings pursuant to the Agreement,
are, and will be used, for the purpose of redevelopment of the Redeveloper Parcels and not for
speculation in land holding.
Section 8.2. Prohibition Against Redeveloper's Transfer of Property and Assignment of
Agreement. The Redeveloper represents and agrees that until the Termination Date:
(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 trust or power, or transfer in any other mode or form of or
with respect to this Agreement or the Redeveloper Parcels or any part thereof or any interest
therein, or any contract or agreement to do any of the same, to any person or entity (collectively, a
"Transfer "), without the prior written approval of the Authority's board of commissioners. 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 Redeveloper Parcels or to construct the
Minimum Improvements or component thereof, (ii) any lease, license, easement or similar
arrangement entered into in the ordinary course of business related to operation of the Minimum
Improvements, (iii) any sale, conveyance, or transfer in any form to any Affiliate; (iv) the
admission of limited partners and any subsequent transfer of limited partnership interests in
accordance with Redeveloper's agreement of limited partnership (the "Partnership Agreement "); or
(v) the removal and replacement of the Redeveloper's general partner by the investor limited
partner for cause in accordance with the terns of the Partnership Agreement.
(b) If the Redeveloper seeks to effect a Transfer, the Authority shall be entitled to
require as conditions to such Transfer that:
(1) 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 as to the portion of the
Redeveloper Parcels to be transferred; and
(2) Any proposed transferee, by instrument in writing satisfactory to the
Authority, 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 Redeveloper Parcels 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 Redeveloper Parcels, 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
4680345 MNI CL205 -23 21
Authority) deprive the Authority of any rights or remedies or controls with respect to the
Redeveloper Parcels, the Minimum Improvements or any part thereof or the construction of
the Minimum Improvements; it being the intent of the parties as expressed in this
Agreement that (to the fullest extent permitted at law and in equity and excepting only in
the manner and to the extent specifically provided otherwise in this Agreement) no transfer
of, or change with respect to, ownership in the Redeveloper Parcels 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 in or resulting from this Agreement
with respect to the Redeveloper Parcels 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 Redeveloper Parcels, from any of its obligations with respect
thereto.
(3) Any and all instruments and other legal documents involved in effecting the
transfer of any interest in this Agreement or the Redeveloper Parcels governed by this
Article VIII, shall be in a form reasonably satisfactory to the Authority, except for
amendments to the Partnership Agreement for the sole purpose of effecting the transfers
referenced in Section 8.2(a)(iv) hereof.
(c) If the conditions described in paragraph (b) are satisfied, then the Transfer will be
approved and the Redeveloper shall be released from its obligation under this Agreement, as to the
portion of the Redeveloper Parcels that is transferred, assigned, or otherwise conveyed, unless the
parties mutually agree otherwise. The Authority will review and respond to a request for Transfer
within 45 days after receipt of a written request. Notwithstanding anything to the contrary herein,
any Transfer that releases the Redeveloper from its obligations under this Agreement (or any
portion thereof) shall be approved by the Authority's board of commissioners. If the Redeveloper
remains fully bound under this Agreement notwithstanding the Transfer, as documented in the
transfer instrument, the Transfer may be approved by the Authority Representative. The provisions
of this paragraph (c) apply to all subsequent transferors.
Section 8.3. Release and Indemnification Covenants. (a) The Redeveloper releases from
and covenants and agrees that the Authority and the City and the governing body members,
officers, agents, servants and employees thereof shall not be liable for and agrees to indemnify and
hold harmless the Authority and the City and the governing body members, officers, agents,
servants and employees thereof against any loss or damage to property or any injury to or death of
any person occurring at or about or resulting from any defect in the Minimum Improvements.
(b) Except for willful or negligent misrepresentation, misconduct or negligence of the
Indemnified Parties (as hereafter defined), and except for any breach by any of the Indemnified
Parties of their obligations under this Agreement, 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 Indemnified
Parties harmless from any claim, demand, suit, action or other proceeding whatsoever by any
468034v5 MNl CL205 -23 22
person or entity whatsoever arising or purportedly arising from this Agreement, or the transactions
contemplated hereby or the acquisition, construction, installation, ownership, and operation of the
Minimum Improvements.
(c) Except for any negligence of the Indemnified Parties (as defined in clause (b)
above), and except for any 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
property of the Redeveloper or its officers, agents, servants or employees or any other person who
may be about the Minimum 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.
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468034v5 MNI CL205 -23 23
ARTICLE IX
Events of Default
Section 9.1. Events of Default Defined. 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,
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 or performed under this
Agreement or the Planning Contract;
(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
Bankruptcy Act or under any similar federal or State law;
or
(ii) makes an assignment for benefit of its creditors;
(iii) admits in writing its inability to pay its debts generally as they become due;
(iv) is adjudicated a bankrupt or insolvent.
Section 9.2. Remedies on Default. (a) 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:
(b) Upon an Event of Default by the Redeveloper, the Authority may withhold payments
under the Note in accordance with its terms, which withheld amount is payable, without interest
thereon, on the first payment date after the default is cured.
(c) 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 obligation, agreement, or covenant under this Agreement.
468034v5 MNI CI205 -23 24
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 or
power or shall be construed to be a waiver thereof, but any such right and power may be exercised
from time to time and as often as may be deemed expedient. In order to entitle the Authority 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. 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 9.5. Rights of Limited Partners. Whenever Authority delivers any notice of
default hereunder, Authority shall concurrently deliver a copy of such notice to the limited partner
of Redeveloper in accordance with Section 10.6. The limited partner shall have the same right as
Redeveloper to cure or remedy any default hereunder within the cure period provided to
Redeveloper.
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4680340 MNI CL205 -23 25
ARTICLE X
Additional Provisions
Section 10.1. Conflict of Interests; Authority and City Representatives Not Individually
Liable. The Authority, the City, and the Redeveloper, to the best of their respective knowledge,
represent and agree that no member, official, or employee of the Authority or City 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 or City shall be personally liable to
the Redeveloper, or any successor in interest, in the event of any default or breach by the Authority
or City or 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 Improvements
provided for in the Agreement it will comply with all applicable federal, state and 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 any successors and assigns, shall devote the Redeveloper Parcels to the
operation of the Minimum Improvements for uses described in the definition of such term in this
Agreement, and shall not discriminate upon the basis of race, color, creed, sex or national origin in
the lease or rental or in the use or occupancy of the Redeveloper Parcels 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
Redeveloper Parcels 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 and 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 2905 Northwest Boulevard, Suite 150, Plymouth, MN 55441 -2644, Attention: Mark
S. Moorhouse and Ron Mehl, with copies to the following:
4680340 MNI CL205 -23 26
Winthrop & Weinstine
225 South Sixth Street, Suite 3500
Minneapolis, MN 55402
Attn: John D Nolde
Alliant ALP 80, LLC
c/o Alliant Asset Management Company, LLC
21600 Oxnard Street, 12th Floor
Woodland Hills, CA 91367
Attn: Brian Goldberg
Bocarsly Emden Cowan Esmail & Arndt LLP
633 West 5th Street, 64th Floor
Los Angeles, CA 90071
Attn: Kyle Arndt, Esq.; and
(b) in the case of the Authority or City, is addressed to or delivered personally at 590
40th Avenue NE, Columbia Heights, Minnesota 55421, Attn: Executive Director /City Manager;
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. This Agreement may be executed in any number of
counterparts, each of which shall constitute one and the same instrument.
Section 10.8. Amendment. This Agreement may be amended only by written agreement
approved by the Authority and the Redeveloper.
Section 10.9. Authority or City Approvals. Unless otherwise specified, any approval
required by the Authority under this Agreement may be given by the Authority Representative, and
any approval required by the City under this Agreement may be given by the City Representative.
Section 10.10. Termination. This Agreement terminates on the Termination Date, except
that termination of the Agreement does not terminate, limit or affect the rights of any party that
arise before the Termination Date.
4680345 MNI CL205 -23 27
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.
COLUMBIA HEIGHTS ECONOMIC
DEVELOPMENT AUTHORITY
By
Its President
By
Its Executive Director
STATE OF MINNESOTA )
SS.
COUNTY OF ANOKA )
The foregoing instrument was acknowledged before me this _ day of
2016, by 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.
Notary Public
4680345 MNI CL205 -23 S -1
CITY OF COLUMBIA HEIGHTS
By
Its Mayor
By
Its City Manager
STATE OF MINNESOTA )
SS.
COUNTY OF ANOKA )
The foregoing instrument was acknowledged before me this _ day of
2016, by Gary 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.
Notary Public
468034v5 MNI CL205 -23 S -2
COLUMBIA HEIGHTS LEASED HOUSING
ASSOCIATES I, LLLP, a Minnesota Limited Liablity
Limited Partnership
By: Columbia Heights Leased Housing Associates I,
LLC
Its General Partner
go
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
Mark S. Moorhouse
Its Senior Vice President
The foregoing instrument was acknowledged before me this day of
2016 by Mark S. Moorhouse, the Senior Vice President of Columbia Heights Leased Housing
Associates I LLC, a Minnesota limited liability company, the General Partner of Columbia Heights
Leased Housing Associates I, LLLP, a Minnesota limited liability limited partnership, on behalf of
the partnership.
Notary Public
468034v5 MNI CL205 -23 S -3
SCHEDULE A
REDEVELOPER PARCELS
Parcel 1:
Outlot A, Huset Park Second Addition.
Anoka County, Minnesota
Abstract Property
Parcel 2:
Lots 1, 2, 3, 4, 5 and 6 in Block 90 in Columbia Heights Annex to Minneapolis
Lot 4, Auditor's Subdivision No. 50, Anoka County, Minnesota.
That part of Lot 5, Auditor's Subdivision No. 50, Anoka County, Minnesota, beginning at the
Southwest corner of Lot 4 in said subdivision; thence East along the line dividing said Lots 4 and
5 a distance of eight -six and five tenths (86.50) feet to an angle point in said line; thence North
along the line dividing said Lots 4 and 5, a distance of four and thirty -five hundredths (4.35) feet
to the actual point of beginning of the tract of land to be described; thence continuing North
along said dividing line one hundred thirteen and eight -three hundredths (113.83) feet to an angle
point in said line; thence Easterly along the dividing line between said Lots 4 and 5 a distance of
one hundred seventy -two and eight tenths (172.8) feet to the East line of said Lot 4; thence South
along the extension of the East line of said Lot 4 a distance of two and four tenths (2.4) feet;
thence Southwesterly along a curved line, convex to the Northwest, with a radius of seventeen
hundred thirty and twenty -five hundredths (1,730.25) feet and running parallel with and eleven
and five tenths (11.5) feet Northwesterly of the center line of a spur track running through said
Lot 5, to the actual point of beginning.
Lot 7, 8, 9, 10, 11, 12, 13, 14 and 15 in Block 90 in Columbia Heights Annex to Minneapolis;
also the following described portion of Block "G" said Columbia Heights Annex to Minneapolis:
Commencing at the Southwest corner of said Block "G ", running thence North along the line
between said Block "G" and the above mentioned Block 90, 360 feet to the Northeast corner of
said Lot 7 in said Block 90; running thence East parallel with the South line of said Block "G"
279.9 feet to a point 50 feet Westerly at right angles from the center of the railroad tract operated
across said Block "G; thence running Southerly curving to the left along a line which is the right
of way line of said railroad and 50 feet Westerly from and parallel with said tract, said tract being
upon a curve of 5 degrees, to the South line of said Block "G "; running thence West along the
South line of said Block "G" 194.4 feet to the place of beginning.
468034v5 MNI C[205 -23 A -1
Being the same premises conveyed to the party of the first part by the Columbia Heights Foundry
Co., a corporation of the State of Minnesota, by deed dated August 2, 1909, filed on August 3,
1909 in Book "61", Page 539.
Commencing at a point 279.9 feet Easterly from the Northeast corner of Lot 7, Block 90,
Columbia Heights Annex to Minneapolis, and in a line drawn from said Northeast corner of said
Lot 7 parallel with the South line of Block "G" of said Columbia Heights Annex to Minneapolis,
said point of beginning being the Northeasterly corner of a tract of land heretofore under date of
August 2, 1909, conveyed by Columbia Heights Foundry Company to said party of the first part;
thence running East on a line parallel with the South line of said Block "G" to a point 6 feet
Westerly from the center of the Westerly rail of the railroad tract running in a Northerly and
Southerly direction across said Block "G ", said tract being the first track East of the tract of land
conveyed to said party by said deed of August 2, 1909; thence Southerly, on a 5 degree curve to
the left, along a line parallel with and 6 feet distance Westerly from the center of said Westerly
rail of said railroad tract, to the South line of said Block "G "; thence Westerly along said South
line of said Block "G" to a point 194.4 feet Easterly from the Southwest corner of said Block "G',
said point Easterly from said Southwest corner of said Block "G" being the Southeasterly corner
of said tract heretofore under date of August 2nd, 1909 conveyed to said first party; thence
running North on a 5 degree curve to the right along the Easterly line of said tract deeded said
first party on August 2nd, 1909, and parallel with said Westerly rail of said railroad tract, to the
place of beginning.
The last described premises being subject to the provisions of a certain agreement dated
December 30, 1909, made between the party of the first part and the Arcade Investment
Company, a Minnesota corporation, and being the same premises conveyed to the party of the
first part by the said The Arcade Investment Company by deed dated December 30, 1909, filed
on February 21, 1910, in Book "60 ", Page 351.
". 0101
All that part of Block "G ", Columbia Heights Annex to Minneapolis, described as follows, to -wit:
Commencing at a point 86.5 feet Easterly from the Northeast corner of Lot 7, Block 90 in said
Columbia Heights Annex to Minneapolis, and in a line drawn Easterly from said Northeast corner
of said Lot 7 and parallel with the South line of said Block "G "; deflecting thence 90 degrees
from said line to the North and running thence North a distance of 118.18 feet to a point 6 feet
South, measured at right angles from the center of the Southerly rail of the Thiem Manufacturing
Company's spur track which crosses said Block "G ", as the same is now laid out and established
on the ground; thence deflecting to the right 90 degrees, 16 minutes and 30 seconds and running
thence Southeasterly a distance of 100 feet to a point 6 feet Southerly, measured at right angles
from the center of the said Southerly rail of said spur track; thence deflecting to the left 8 degrees
52 minutes 30 seconds, and running thence Northeasterly a distance of 100 feet to a point 6 feet
Southerly, measured at right angles from the center of said Southerly rail of said spur track;
thence deflecting to the left 12 degrees 56 minutes, 30 seconds and running thence Northeasterly
468034v5 MNI CL205 -23 A -2
a distance of 76.96 feet to a point 6 feet Southerly, measured at right angles from the center of
said Southerly rail of said spur track and 47.64 feet Westerly, measured at right angles from the
center of the Westerly rail of the Soo Railway track which crosses said Block "G" farthest to the
West; thence deflecting to the right 140 degrees 3 minutes and running thence Southwesterly a
distance of 100 feet to a point 47.64 feet Westerly, measured at right angles from the center of the
said Westerly rail of said Soo track; thence deflecting to the left 5 degrees 2 minutes, and running
thence Southwesterly a distance of 79.55 feet to a point 47.64 feet Westerly, measured at right
angles from the center of the said Westerly rail of said Soo Railway track, said point being also
276.61 feet Easterly from said Northeast corner of said Lot 7, Block 90, and in a line drawn from
said Northeast corner of said Lot 7 and parallel with the South line of said Block "G "; thence
deflecting to the right 66 degrees 25 minutes and running thence West along said line drawn
Easterly from said Northeast corner of said Lot 7, Block 90, and parallel with the South line of
said Block "G ", a distance of 190.11 feet to the place of beginning.
Being the same premises conveyed to the party of the first part by the said The Arcade
Investment Company by deed dated July 24, 1911, filed November 14, 1911, in Book "69" Page
137.
TOGETHER WITH:
All that part of Block "G', Columbia Heights Annex to Minneapolis, described as follows:
Commencing at a point 321.36 feet Easterly from the Northeast corner of Lot 7, Block 90, said
Columbia Heights Annex to Minneapolis and in a line drawn from said Northeast corner of said
Lot 7 and parallel with the South line of said Block "G ", said point being also 6 feet Westerly,
measured at right angles from the center of the Westerly rail of the Soo Railway Company's track
which crosses said Block "G" farthest to the West; thence West along said line described as
drawn Easterly from the said Northeast corner of said Lot 7 and parallel with the South line of
said Block "G" a distance of 44.75 feet to a point, said point being 276.61 feet Easterly from the
said Northeast corner of said Lot 7, Block 90, measured along said line described as drawn
parallel with the South line of said Block "G "; thence deflecting to the right 113 degrees 35
minutes, and running thence Northeasterly a distance of 79.55 feet to a point 47.64 feet Westerly,
measured at right angles from the center of said Westerly rail of said Soo track; thence deflecting
to the right 5 degrees 2 minutes, and running thence Northeasterly 100 feet to a point 6 feet
Southerly; measured at right angles from the center of the Southerly rail of the Thiem
Manufacturing Company's spur track which crosses said Block "G ", as the same is now laid out
and established on the ground, and 47.64 feet Westerly, measured at right angles from the center
of the Westerly rail of said Soo track; thence deflecting to the right 39 degrees 57 minutes and
running thence Northeasterly a distance of 23.04 feet to a point 6 feet Southerly, measured at
right angles from the center of the Southerly rail of said Thiem spur track; thence deflecting to
the left 11 degrees 22 minutes and 30 seconds, and running thence Northeasterly 65.15 feet to a
point 6 feet Southerly, measured at right angles from the center of the said Southerly rail of said
Thiem spur track, and 6 feet Westerly, measured at right angles from the center of the Westerly
rail of the said Soo track; thence deflecting to the right 154 degrees 32 minutes, and running
thence Southwesterly a distance of 100 feet; to a point 6 feet Westerly, measured at right angles
from the said Westerly rail of said Soo track; thence deflecting to the left 4 degrees 40 minutes
4680340 MNI CL205 -23 A -3
and running thence Southeasterly 100 feet to a point 6 feet Westerly, measured at right angles
from the said Westerly rail of said Soo track; thence deflecting to the left 3 degrees 18 minutes,
and running thence Southwesterly a distance of 33.30 feet to the point of beginning.
Except that part of Lot 5, Auditor's Subdivision No. 50, Anoka County, Minnesota, beginning at
the Southwest corner of Lot 4 in said Subdivision; thence East along the line dividing said Lots 4
and 5 a distance of 86.5 feet to an angle point in said line; thence North along the line dividing
said Lots 4 and 5, a distance of 4.35 feet to the actual point of beginning of the tract of land to be
described; thence continuing North along said dividing line 113.83 feet to an angle point in said
line; thence Easterly along the dividing line between said Lots 4 and 5 a distance of 172.8 feet to
the East line of said Lot 4; thence South along the extension of the East line of said Lot 4 a
distance of 2.4 feet; thence Southwesterly along a curved line, convex to the Northwest, with a
radius of 1730.25 feet, and running parallel with and 11.5 feet Northwesterly of the center line of
a spur track running through said Lot 5, to the actual point of beginning.
LIVES
The South 1159.70 feet of the following description:
That part of University Avenue (Trunk Highway No. 47) lying North of the Westerly extension
of the South line of Block 90, Columbia Heights Annex to Minneapolis, Anoka County,
Minnesota, South of the South line of Fortieth Avenue N.E. and East of the following described
line:
Beginning at the Southwest corner of said Block 90; thence South 89 degrees 56 minutes 00
seconds West, assumed bearing, along the Westerly extension of the South line of said Block 90
a distance of 32.00 feet; thence North 00 degrees 41 minutes 54 seconds West, a distance of
440.00 feet; thence North 00 degrees 59 minutes 24 seconds West, a distance of 585.00 feet;
thence North 02 degrees 21 minutes 12 seconds West, a distance of 870.58 feet, more or less, to
the South line of Fortieth Avenue N.E. and there terminating.
Except that part included in the plat of Huset Park Second Addition.
AND
That part of Thirty- Eighth Avenue N.E. as dedicated in the plat of Columbia Heights Annex to
Minneapolis, Anoka County, Minnesota, lying West of the Southerly extension of the Westerly
right of way of Fifth Street N.E. and lying East of a line drawn from the Northwest comer of Lot
1, Auditor's Subdivision No. 50, Anoka County, Minnesota to the Southwest corner of Block 98,
Columbia Heights Annex to Minneapolis, Anoka County, Minnesota.
Except that part included in the plat of Huset Park Second Addition.
Parcel 3:
468034v5 MNI CL205 -23 A -4
Lot 3, Auditor's Subdivision No. 50, Anoka County, Minnesota, except that part thereof which
lies Southeasterly of the following described line:
Said line commences at the Northwest corner of said Lot 3; thence South 89 degrees 55 minutes
31 seconds East, on an assumed bearing, along the North line of said Lot 3, a distance of 143.15
feet to the point of beginning of said line; thence Southwesterly on a non - tangential curve a
distance of 83.69 feet, said curve has a radius of 815.00 feet, a central angle of 05 degrees 53
minutes 02 seconds, a chord length of 83.66 feet, and a chord bearing of South 38 degrees 02
minutes 41 seconds West to the South line of said Lot 3, and there terminating.
Anoka County, Minnesota
To be replatted pursuant to this Agreement as:
Lot 1, Block 1, Huset Park Senior Living
Anoka County, Minnesota
468034v5 MNI CL205 -23 A -5
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SCHEDULE C
FORM OF CERTIFICATE OF COMPLETION
(The remainder of this page is intentionally left blank.)
468034v5 MNI CL205 -23 C-1
CERTIFICATE OF COMPLETION
WHEREAS, the Columbia Heights Economic Development Authority (the "Authority "), the
City of Columbia Heights (the "City ") and Columbia Heights Leased Housing Associates I, LLLP
( "Redeveloper ") entered into a certain Second Amended and Restated Contract for Private
Redevelopment dated October 30, 2015 ( "Contract'); and
WHEREAS, the Contract contains certain covenants and restrictions set forth in Articles III
and IV thereof related to completing certain Minimum Improvements; and
WHEREAS, the Redeveloper has performed said covenants and conditions insofar as it is
able in a manner deemed sufficient by the Authority to permit the execution and recording of this
certification;
NOW, THEREFORE, this is to certify that all construction and other physical
improvements related to the Minimum Improvements specified to be done and made by the
Redeveloper have been completed and the agreements and covenants in Articles III and IV of the
Contract have been performed by the Redeveloper, and this Certificate is intended to be a
conclusive determination of the satisfactory termination of the covenants and conditions of Articles
III and IV of the Contract related to completion of the Minimum Improvements, but any other
covenants in the Contract shall remain in full force and effect.
(Signature page follows.)
468034v5 MNI CL205 -23
Dated: 120
COLUMBIA HEIGHTS ECONOMIC
DEVELOPMENT AUTHORITY
M
STATE OF MINNESOTA )
SS.
COUNTY OF ANOKA )
Authority Representative
The foregoing instrument was acknowledged before me this _ day of , 20 by
the of the Columbia Heights Economic
Development Authority, on behalf of the Authority.
Notary Public
This document drafted by:
Kennedy & Graven, Chartered (MNI)
470 U.S. Bank Plaza
Minneapolis, MN 55402
468034v5 MNI CL205 -23