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ECONOMICDEVELOPMENT AUTHORITY AGENDA
FOR SPECIAL MEETING
July 22, 2019
5:00pm
City Hall
Council Chambers
th
59040Avenue NE
Columbia Heights, MN 55421
The next regularEDAmeeting will beAugust 5, 2019atCity Hall.
10.Inter-fund Loan
Motion:Move to waive the reading of Resolution 2019-11, there being ample copies
available to the public.
Motion:Move to adopt Resolution 2019-11, Resolution approvingand specifying the
terms of an inter-fund loan from the City of Columbia Heights.
OTHER BUSINESS
11.Adjourn
ECONOMIC DEVELOPMENT AUTHORITY(EDA)
MINUTES OFTHESPECIALMEETING OF
MAY 28, 2019
Themeeting wascalled toorderat5:00pmbyPresident Szurek.
MembersPresent:Murzyn,Schmitt,Buesgens,Novitsky,Williams,Herringer, and Szurek.
StaffPresent:Kelli Bourgeois(City Manager),Aaron Chirpich (Community Development
Director), and Shelley Hanson(Administrative Assistant-Community
Development).
PLEDGE OFALLEGIANCE-
RECITED
CONSENT AGENDA
1. Approve minutes of April 1, 2019 and April 30, 2019
2. Approve Financial Report & Payment of Bills for March and April 2019-Resolution 2019-07
Question from Members:
There were no questions.
Motion byHerringer,seconded byWilliams, to approve the consent agenda as presented. All ayes.
MOTION PASSED.
RESOLUTIONNO. 2019-07
ARESOLUTION OF THEECONOMICDEVELOPMENTAUTHORITY OF COLUMBIA HEIGHTS,
MINNESOTA, APPROVING THE FINANCIAL STATEMENTS FOR THEMONTHS OF MARCH AND
APRIL2019,AND THEPAYMENT OF THE BILLS FOR THE MONTHS OF MARCH AND APRIL 2019.
WHEREAS,
the Columbia Heights Economic Development Authority (the “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 themonths of March and April 2019has 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
EDA Special Meeting Minutes
Page2
May 28, 2019
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 receivedand 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 OFECONOMICDEVELOPMENT AUTHORITY
Passed this28thdayof May, 2019
Offered by:Herringer
Seconded by:Williams
Roll Call:All ayes
President
Attest:
AssistantSecretary
The EDA adjourned to an Executive Sessionat 5:05pmto discuss the possible redevelopmentand/or purchase of3989 Central
Avenue, pursuant to Minnesota Statutes 13D.05
The EDA re-convened the regular meetingat6:07pm.
2.Other Items-
There were no other items to discuss.
Motion by Buesgens,seconded by Novitsky to adjourn the meeting at 6:08 pm. All ayes.
Respectfullysubmitted,
Shelley Hanson
Secretary
ECONOMIC DEVELOPMENT AUTHORITY(EDA)
MINUTES OFTHESPECIALMEETING OF
JUNE 24, 2019
Themeeting wascalled toorderat6:00pmbyPresident Szurek.
MembersPresent:Murzyn, Schmitt,Buesgens,Novitsky,Williams,Herringer, and Szurek.
StaffPresent:Kelli Bourgeois(City Manager),Aaron Chirpich (Community Development
Director),Mitch Forney (Community Development Coordinator), Elizabeth
Hammond (City Planner),and Shelley Hanson(Administrative Assistant-
Community Development).
PLEDGE OFALLEGIANCE-
RECITED
CONSENT AGENDA
1. Approve Financial Report & Payment of Bills for May2019-Resolution 2019-08
Question from Members:
There were no questions.
Motion byWilliams,seconded bySchmitt, to approve the consent agenda as presented. All ayes.
MOTION PASSED.
RESOLUTIONNO. 2019-08
ARESOLUTION OF THEECONOMICDEVELOPMENTAUTHORITY OF COLUMBIA HEIGHTS,
MINNESOTA, APPROVING THE FINANCIAL STATEMENTS FOR THEMONTHOF MAY2019,AND
THEPAYMENT OF THE BILLS FOR THE MONTH OF MAY2019.
WHEREAS,
the Columbia Heights Economic Development Authority (the “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 themonth of May2019has beenreviewed 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
EDASpecial Meeting Minutes
Page 2
June 24, 2019
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 OFECONOMIC DEVELOPMENT AUTHORITY
Passed this24thdayofJune, 2019
Offered by:Williams
Seconded by:Schmitt
Roll Call:All ayes
President
Attest:
AssistantSecretary
BUSINESS ITEMS
1.Discuss Potential Development of the Remnant Parcel at Jefferson and Huset Parkway
Chirpich told members that staff recently met with a team interested in developing the vacant Remnant Parcel
located just south ofHuset Park at the intersection of Huset Pkwy and Jefferson Street. The developer would like to
build 75 units of age restricted housing on the sitethat would include senior apartments, assisted living units and
memory care units.The property is currently zoned MXU, but staff thinks re-zoningthe property to Planned Unit
Development (PUD)for a high density residential projectmakes sense to comply with the Development Agreement
currently in place and to comply with the 2040 Comp Plan which also re-guides this parcel to high density use.
Thisproperty has had multiple owners since 2004. The parcel was returned to BNC Bank in 2011 during the
housing crisis. Then Dominium acquired the site in 2015 as part of the larger land acquisition to build the Legends
Senior Housing Facility. At the timeDominium took ownership a new Development Agreement was re-negotiated
to memorialize new development plans for the site. The current agreement states that the Remnant parcelwill be
improved with a project that contains approximately 80 units of senior rental housing by December 31, 2022.
Dominium is currently in negotiations for the sale of thesite to a teamthatplans to deliver on this stated contractual
objective.
Special EDA Meeting
Page 3
June 24, 2019
Chirpich then introduced the developer who answered questions.Jerry and Wade Tollefson from Tollberg Homes
are working with Joel Larson from Suite Living, in this joint venture. Mr. Larson has several facilities in other
communities that are up and running, and several that are under construction. He is also on the Elderly Waiver Sub
Committee that works with the State when transferring elderly persons to the EW program when they run out of
money to pay for assisted living out of pocket. Larson explained to members that they plan on constructing a 3 story
building with underground parking. The front of the building will be off McKenna St.The exterior will be brick,
stone, and a hardy board siding that will blend in with the existing townhouses in thearea.The proposed plan at this
ndrd
time is to have 50 senior apartments on 2and 3floor, along with 12 units of Assisted Living Units and 15
Memory Care units on first floor. The senior apartments will consist of mostly one BR units and approximately 8
two BR units.The Assisted Living units will be one BR and studio units. And the Memory Care units will be studio
units. They plan to have 50 parking stalls underground and approximately 35 stalls in the parking lot for visitors and
staff.This projecthas an estimated valuation of 15-17 million dollars.
Larson said if they get positive feedback from the members about the project, they plan on going through the Site
Plan process this fall and will break ground in the spring of 2020. It will take approximately one year to construct.
Schmitt asked about the Memory Care units. Larson said the units are usually studio apartments located in a locked
wing of the building. They have a large common area for activities and dining for those residents, and encourage
them to have social interaction with each other as much as possible. There also will be a patio area with fencing and
a locked gate so the residents can enjoy outdoor time when weather permits.
Buesgens asked if the building would provide other services. Larson said there would be an activities director, an
area for movies, and a hair salon on site. Buesgens asked if they would be installing solar panels on the building.
Larson said they hadn’t considered that at this point. She asked if theywould be asking for City Financial assistance
to move ahead with this project. Larson said they would not be seeking assistance and that the State no longer
requires this. Buesgens asked him if children would be allowed to live in this building with grandparents. Larson
said children are certainly allowed to visit, but would not be allowed to reside in the building on a regular basis.
Murzyn asked how often rents are raised. Larson said it depends on the level of services that are needed. If theneed
for services stays the same, rents are usually raised on an annual basis.
Schmitt asked if we can get the occupancy rates within the Cityfor the existing facilities. She’d like to know the
saturation rate. Larson said they will do a market study as part of the Site Plan process to ensure the market will
sustain this type of facility. The makeup of one BR units versus studio units could change according to the results of
the study. Schmitt asked if there was enough green space. Hammond stated that is something that will be reviewed
during the Site Plan approval process. Schmitt commented that having a park across the street would also be
accessible for most of the residents.
Williams thought this proposal was far superior to the project broughtto the EDA a couple years ago.Szurek agreed.
The members were in favor of this project moving forward, and look forward to seeing additional information at
upcoming meetings.
th
The EDA adjourned to an Executive Session at6:37pm to discuss the possible purchase of 230 40Avenue, pursuant to
Minnesota Statutes 13D.05
Special EDA Meeting
Page 4
June 24, 2019
The EDA re-convened the regular meeting at 7:14 pm.
The meeting wasadjourned at7:14pm. All ayes.
Respectfullysubmitted,
Shelley Hanson
Secretary
RESOLUTIONNO.2019-09
ARESOLUTION OF THEECONOMICDEVELOPMENTAUTHORITY OF COLUMBIA HEIGHTS, MINNESOTA,
APPROVING THE FINANCIAL STATEMENTS FOR THEMONTH OFJUNE2019,AND THEPAYMENT OF THE BILLS
FOR THE MONTH OFJUNE2019.
WHEREAS,the Columbia Heights Economic Development Authority (the “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 creditsand 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 themonthofJune2019has 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 RESOLVEDby 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 RESOLVEDthe financial statements are acknowledged and received and the check history as
presented in writing is approved for payment out ofproper funds; and
BE IT FURTHER RESOLVEDthis resolution is made a part of the permanent records of the Columbia Heights
Economic Development Authority.
ORDER OFECONOMIC DEVELOPMENT AUTHORITY
Passed this22nddayofJuly, 2019
Offered by:
Seconded by:
Roll Call:
President
Attest:
Recording Secretary
Resolution2019-09
City of Columbia Heights–EDAResolutionPage2
PURCHASE AGREEMENT
This Purchase Agreement (“Agreement”)is madethis_______day ofJuly,2019, by and
between500,LLC(“Seller”) and theColumbia HeightsEconomic Development Authority, a
publicbody politic and corporateand political subdivisionofthe State of Minnesota,and its
successors and assigns(“Buyer”).
1.PROPERTY.
Selleristhe owner of property located at3989 Central Avenue NE, inthe
City ofColumbia Heights, Minnesota, which is legally described on the attached Exhibit A
(“Property”).
2.OFFER/ACCEPTANCE.
In consideration of and subject to the terms and provisions of
this Agreement, Buyer offers and agrees to purchase andSelleragreesto sell and hereby grants
to Buyer the exclusive right to purchase the Property and all improvementsthereon, together
with all appurtenances.Allfixtures located on the Propertyon the date of this Agreement are
included in the purchase of the Property.
3.PURCHASE PRICE FOR PROPERTY AND TERMS.
PURCHASE PRICE:
a.The total purchase price for the Propertyis:Two Million
Eight Hundred Thousand Dollars($2,800,000.00)(“Purchase Price”).
TERMS:
b.
1.EARNEST MONEY:The sum ofTwo HundredThousand Dollars
($200,000.00) earnest money shall be paid by Buyer to Seller (“Earnest
Money”)upon execution of thisAgreement.TheEarnest Moneyis
nonrefundable,subject to Sections 13and 14hereof.
2.BALANCE DUESELLER: Buyer agrees to pay by checkorwire transfer
on the Closing Date(as hereinafter defined)any remaining balance due on
the Purchase Priceaccording to the terms of thisAgreement.
3.DEED/MARKETABLE TITLE: Subject to performance by Buyer,Seller
agreesto execute and deliver aLimitedWarranty Deedconveying
marketablefee simpletitle to the Property to Buyer,free and clear of any
mortgages, liens or encumbrances other than matters created by or
acceptable to Buyer,subject only to the exceptions (the “Permitted
Exceptions”) provided in Schedule B-II of the title commitment issued to
the Seller by Old Republic Title on May 28, 2019 and provided to the
Buyer (the “Title Commitment”),which Schedule B-II isattached hereto
as Exhibit B.
4.DOCUMENTS TO BE DELIVERED AT CLOSING BYSELLER.
In addition to the
LimitedWarranty Deed required atSection3.b.3.above,Sellershall deliver toBuyeron the
Closing Date:
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582649v3CL205-73
a.An affidavit fromSellersufficient to remove any exception in Buyer’s policy of
title insurance for mechanics’ and materialmens’ liens and rights of parties in
possession;
b.A “bring-down” certificate, certifying that all of the warrantiesmade bySellerin
thisAgreement remain true as ofthe Closing Date;
c.Affidavit ofSellerconfirming thatSellerisnotaforeign person within the
meaning of Section 1445 of the Internal Revenue Code;
d.A statement that Seller does not knowof any wells on the Property;
e.Any notices, certificates, and affidavits regarding any private sewage systems,
underground storage tanks, and environmental conditions as may be required by
state or federal statutes, rules or regulations;
f.An affidavit by Sellerin form reasonably acceptable to the Buyer,certifying that
there are no purchase agreements, options, or other interests in the Property
currently in effect with any third parties, exceptas disclosed in the Title
Commitment;and
g.Any other documents reasonably required by Buyer’s title insurance company or
attorney to evidence that title to the Property is marketable and thatSeller has
complied with the termsof this Purchase Agreement.
In addition, on the Closing Date, the Seller and Buyer will execute and record a termination
(including a mutual release)of the Management Agreement for Parking Facilities and Lease of
the Plaza Property dated July 20, 1982,andfiled on February 9, 1983 in the office of the Anoka
County Recorder as Document No.607127 and in the office of the Anoka County Registrar of
Titles as Document No. 124953.
5.TITLE EXAMINATION/CURING TITLE DEFECTS.
Seller has obtained and
delivered to Buyer the TitleCommitment for the Property.Buyerhas examinedthe same and
hereby waives any objections to title based on the Title Commitment.Buyer reserves the right to
object to any encumbrances to title that arise between the date of this Purchase Agreement and
the Closing Date.
6.ENVIRONMENTAL INVESTIGATIONS.
Buyer acknowledges that it hasreceived
copies of environmental reports previously received by the Seller, and that it is purchasing the
Property AS-IS.
7.REAL ESTATE TAXES AND SPECIAL ASSESSMENTS.
Sellershall pay all real
estate taxes, interest and penalties, if any, relating to the Property for the years prior to the year
of closing. Provided that this transaction shall close as provided herein, Buyer agrees to pay
taxes for the year of closing and all taxes foryears thereafter.Buyershallassumeall special
assessments regarding the Property which are levied or pending as of the Closing Date, including
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582649v3CL205-73
portions which would otherwise have been payable in future installments.The parties agree and
acknowledge that Seller has paid first-half 2019 real estate taxes relating to the Property. Buyer
shall reimburse Seller for such first-half taxes at Closing.
8.CLOSING DATE.
The date of closing shallbeseven (7) days following theexecution
of this Purchase Agreement by both parties, but no later thanAugust 2, 2019(“Closing Date”).
th
Delivery of all papers and the closing shall be made at the officesof Buyer,590 40Avenue NE,
Columbia Heights, MN55421or at such other location as is mutually agreed upon by the parties.
All deliveries and notices to Buyershall be madeas provided in Section 16of this Agreement.
9.POSSESSION/UTILITIES.
Possession.
a.Selleragreesto deliver possessionof the Propertyto Buyer not later
than the Closing Date, in its “AS-IS” condition, with no obligation to remove any
personal property, junk, or debris.
Utilities.
b.Sellershall pay all utility charges, if any, prior tothe Closing Date.
10.SELLER’WARRANTIES.
Sellerhereby representsand warrantsto Buyer andSeller
will represent and warrant to Buyer as of the Closing Date that:
Mechanics' Liens.
a.Sellerwarrantsthat, prior to the closing,Sellershall pay in
full all amounts due for labor, materials, machinery, fixtures or tools furnished
within the 120 days immediately preceding the closing in connection with
construction, alteration or repair of any structure upon or improvement to the
Propertycaused by or resulting from any action of Seller.
Notices.
b.SellerwarrantsthatSellerhasnot received any notice from any
governmental authorityother than the City of Columbia Heights, Minnesotaas to
violation of any law, ordinance or regulation in connection withthe Property.
Tenants.
c.Sellerwarrantsthatthat there are no tenants or third parties in
possession of the Property.
Broker Commission.
d.Seller has not utilized the services of any real estate
broker, in connection with the transaction contemplated by this Purchase
Agreement, and that no broker, agent, or representative has been engaged or shall
be entitled to any commissionin connection with such transaction. Seller agrees
to indemnify, defend and hold Buyer harmless from the claims of any broker, real
estate agent or similar party claiming through Seller.
Legal Proceedings.
e.To the best of Seller’s knowledge, otherthan as disclosed to
Buyer, there are no legal actions, suits or other legal or administrative
proceedings, pending or threatened, that affect the Property or any portion thereof,
andSellerhasno knowledge that any such action is presently contemplated.
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582649v3CL205-73
Legal Capacity.
f.Sellerhasthe legal capacity to enter into this Agreement.Seller
hasnot filed, voluntarily or involuntarily, for bankruptcy relief within the last year
under the United States Bankruptcy Code, nor has any petition for bankruptcy or
receivership been filed againstSellerwithin the last year.
Methamphetamine Production.
g.To the best ofSeller’ knowledge,
methamphetamine production has not occurred on the Property.
Seller’representations and warranties set forth in this paragraph shall be continuing and are
deemed to be material to Buyer’s execution of this Agreement and Buyer’s performance of its
obligations hereunder. All such representations and warranties shall be true and correct on or as
of the Closing Date with the sameforce and effect as if made at that time; and all of such
representations and warranties shall survive closing, and shall not be affected by any
investigation, verification or approval by any part hereto or by anyone on behalf of any party
hereto.Any claim by Buyer against Seller for a breach of this Section 10shall be deemed
waived if not asserted by Buyer within sixty (60) days of Closing.
BUYERACKNOWLEDGES AND AGREES THAT, EXCEPT AS OTHERWISE PROVIDED
HEREIN, HAVING BEEN GIVEN THE OPPORTUNITY TO INSPECT THE PROPERTY
AND REVIEW AVAILABLE INFORMATION AND DOCUMENTATION AFFECTING THE
PROPERTY,BUYERIS RELYING SOLELY ON ITS OWN INVESTIGATION OF THE
PROPERTY AND REVIEW OF SUCH INFORMATION AND DOCUMENTATION.BUYER
ACKNOWLEDGES AND AGREES THAT NO REPRESENTATIONS OR STATEMENTS
HAVE BEEN MADE BY SELLER IN ORDER TO INDUCEBUYERTO ENTER INTO THIS
TRANSACTION OTHER THAN AS EXPRESSLY STATED HEREIN,BUYERHAS NOT
RELIED UPON ANY REPRESENTATIONS OR STATEMENTS OTHER THAN AS
EXPRESSLY STATED HEREIN, AND NO PERSON OTHER THANNED ABDUL(OR
ANYONE TO WHOM HE HAS DELEGATED HIS AUTHORITY BY WAY OF
RESOLUTION OR POWER OF ATTORNEY) SHALL BE AUTHORIZED TO MAKE ANY
REPRESENTATIONS, STATEMENTS, OR WAIVERS ON BEHALF OF SELLER.BUYER
FURTHER ACKNOWLEDGES AND AGREES THAT, EXCEPT AS EXPRESSLY
PROVIDED HEREIN, THE SALE OF THE PROPERTY AS PROVIDED FOR HEREIN IS
MADE ON AN “AS-IS, WHERE IS” CONDITION AND BASIS WITH ALL FAULTS AND
CONDITIONS (ENVIRONMENTAL AND ALL OTHER), AND THAT SELLER HAS NO
OBLIGATION TO MAKE ANY REMEDIATION, REPAIRS, REPLACEMENTS OR
IMPROVEMENTS WHATSOEVER.
11.CLOSING COSTS/RECORDING FEES/DEED TAX.
Sellershallpay:(a) the cost of
any documents required to clear title or toevidence marketable title, to the extent required by
this Purchase Agreement;(b) costs ofthe Title Commitmentand any title search and
examination fees; (c)the state deed tax; and (d) any other operating costs of the Property up to
theClosing Date. Buyer shall pay: (a)anyenvironmental investigation costs; (b) costs oftitle
insurance and endorsements;and(c) closing fees customarily charged by the title company.
Each party shall pay its respective real estate broker andattorneys’fees.
12.INSPECTIONS.
Buyer, its employees and agents, shall be entitled toa general
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582649v3CL205-73
walkthrough inspection withintwodays of the Closing Date.
13.RISK OF LOSS.
Ifthere is any loss or damage to the Property between the date hereof
and the Closing Date, for any reason including fire, vandalism, flood, earthquake or act of God,
the risk of loss shallbe onSeller. If the Property is destroyed or substantially damaged before
the Closing Date, thisPurchaseAgreement shall become nulland void, atBuyer’s option.At the
request of Buyer,Selleragreesto sign a cancellationof PurchaseAgreementand toreturn
Buyer’s Earnest Money.
14.DEFAULT/REMEDIES.
If Buyer defaults under thisPurchaseAgreement,Sellerhas
the right to terminate thisPurchaseAgreement by giving written notice of such election to
Buyer, which notice shall specify the default. If Buyer fails to cure such default within 5 days of
the date of such notice,Sellershallterminate thisPurchaseAgreementandmayretain the
Earnest Money as Seller’s liquidated damages, time being of the essence of thisPurchase
Agreement. The termination of thisPurchaseAgreement(and retention of the Earnest Money)
will be the sole remedies available toSellerfor such default by Buyer, and Buyer will not be
further liable for damages. IfSellerdefaultsunder thisPurchaseAgreement, Buyer shall have
the right (i) to terminate thisPurchaseAgreement(in which case Buyer shall be entitled to a
refund of the Earnest Money), or (ii) to enforce and recover fromSellerspecific performance of
thisPurchaseAgreement. The termination of thisPurchaseAgreement(and refund of the
Earnest Money), or the enforcement and recovery fromSellerof specific performance of this
PurchaseAgreement, shall be the sole remedies available to Buyer for such default bySeller, and
Sellershall not be further liable fordamages.
15.RELOCATION BENEFITS; INDEMNIFICATION.
Selleracknowledgesthatitis
not being displaced from the Property as a result of the transaction contemplated by this
PurchaseAgreement and thatitisnot eligible for relocation assistance and benefits or in the
event thatSeller iseligible for relocation assistance and benefits, that the Purchase Price includes
compensation for any and all relocation assistance and benefits for whichSellermay be eligible.
The provisions of this paragraph shallsurvive closing of the transaction contemplated bythis
PurchaseAgreement.
16.NOTICE.
Any notice, demand, request or other communication which may or shall be
given or served by the parties, shall be deemed to have been given or served on the date the same
is personally served upon one of the following indicated recipients for notices or is deposited in
the United States Mail, registered or certified, return receipt requested, postage prepaid and
addressed as follows:
SELLER:500,LLC
Attn:Ned Abdul
510 First Avenue North, Suite 600
Minneapolis, MN 55403
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582649v3CL205-73
BUYER:Columbia HeightsEconomic Development Authority
Attn:Executive Director
th
590 40Avenue NE
Columbia Heights, MN 55421
With a copy to:
Martha Ingram, Esq.
Kennedy & Graven, Chartered
470 U.S. Bank Plaza
200 South Sixth Street
Minneapolis, MN 55402
17.ENTIRE AGREEMENT.
ThisPurchaseAgreement,including exhibitsattached hereto,
and anyamendmentsheretosigned by the parties, shall constitute the entire agreement between
SellerandBuyerand supersedes any other written or oral agreements between the parties
relating to the Property.ThisPurchaseAgreement can be modified only in a writing properly
signed onbehalf ofSellerandBuyeror their respective successors orassigns.
18.SURVIVAL.
Notwithstanding any other provisions of law or court decision to the
contrary,the provisions of thisPurchaseAgreement shall survive closing.
19.BINDING EFFECT.
This Agreement binds and benefits the parties and their successors
and assigns.Buyershall have the right to assign this Agreement without thepriorconsent of the
Seller. Following such assignment,Buyershall promptly provide theSellerwith a copy of the
executed Assignment and Assumption Agreement, pursuant to which the assignee shall assume
all responsibilities and obligations of theBuyerunder this Agreement.
(the remainder of this page intentionally left blank)
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IN WITNESS WHEREOF, the undersigned have executed this Agreement on the date
and year above.
Buyer:Seller:
Columbia HeightsEconomic Development500,LLC
Authority
By:________________________________
By: ___________________________________________________________
Its:President
By: ________________________________
Its:Executive Director
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EXHIBIT A
Legal Description of Property
PARCEL 1 (Abstract and Torrens Property):
Lot 32, Block 6, Reservoir Hills, Anoka County, Minnesota.
Lots 25 through 28, Block 1, Walton's Rearrangement of Lots 33 and 34, Block 6, Reservoir
Hills, Anoka County, Minnesota.
The vacated alley adjacent to Lots 25 through 28, Block 1, Walton's Rearrangement of Lots 33
and 34, Block 6,Reservoir Hills, Anoka County, Minnesota.
Those parts of Lots 28 through 31, Block 6, Reservoir Hills; Lots 23. and 24, Block 1, Walton's
Rearrangement of Lots 33 and 34, Block 6, Reservoir Hills; and of the vacated alley adjacent to
Lot 24, Block 1, Walton's Rearrangement of Lots 33 and 34, Block 6, Reservoir Hills; lying
southwesterly and westerly of the following described line: Beginning at a point on the south line
of Block 1, Walton's Rearrangement, said point being 18.00 feet West of the southeast corner of
Lot 23, of said Block 1, Walton's Rearrangement; thence Northerly on a line 18.00 feet West of
and parallel with the east line of Lot 23 a distance of 87.00feet; thence on a straight line to a
point on the north line of Lot 30of said Block 6,Reservoir Hills, said point being 47.23 feet
Easterly of the northwest comer of said Lot 30 and there terminating.
The following portion of the above description being registered land:
That part ofLot Twenty-three (23),Block (1), Walton's Rearrangement of Lots Thirty-three(33)
and Thirty-four(34), Block Six (6), Reservoir Hills, lying southwesterly and westerlyof the
following described line: Beginning at a point on the South line of said Block 1, Walton's
Rearrangement, said point being 18.00 feet West of the southeast comer of Lot 23 of said Block
1, Walton's Rearrangement: thence Northerly on a line 18.00 feet West of and parallel with said
east line of Lot 23, a distance of87.00 feet; thence on a straight line to a point on the north line
of Lot 30of said Block 6,Reservoir Hills, said point being 47.23feet Easterly of the northwest
comer of said Lot 30 and there terminating.
PARCEL 2(Abstract Property):
Those parts of Lots 27 through 31, Block 6, Reservoir Hills and those parts of Lots 23 and 24,
Block 1, Walton's Rearrangement of Lots 33 and 34, Block 6,Reservoir Hills and of the vacated
alley abutting Block 1, "Walton's Rearrangement of Lots 33 and 34, Block 6, Reservoir Hills", as
dedicated in said plat, lying within the following described tract:Commencing at a point on the
south line of said Block 1, Walton's Rearrangement distant 18.00 feet westof the southeast
corner of Lot 23, said Block 1, Walton's Rearrangement;thence northerly on a line18.00 feet
west of and parallel with the east line of saidLot 23, a distance of 87.00 feet,to the actual point
of beginning of the tract to be described;thence continuing northerly on the extension of said
line to the north line of Block 6, Reservoir Hills; thence westerly along said north line of Block
6,to apoint being 47.23feeteasterly of the northwestcornerof Lot 30,Block 6, Reservoir Hills;
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thence southeasterly,to the point of beginning;
Excepting therefrom Tract A, Registered Land Survey No. 250, Anoka County, Minnesota.
PARCEL 3(Torrens Property):
Tract A, Registered Land Survey No. 250, Anoka County, Minnesota.
PARCEL 4 (Abstract andTorrens Property):
Non-exclusive right to the use of the Parking Ramp as set forth in Part II, Article I, Construction
and Use of Parking Ramp, in the Management Agreement for Parking Facilities and Lease of the
Plaza Property, between the Housing and Redevelopment Authority in and for the City of
Columbia Heights, and Terry Evenson, dated July 20, 1982, recorded February 9, 1983, as Doc.
No. 124953 (Torrens) and as Document No. 607127 (Abstract), which was assigned by Terry
Evenson to Zaidan Holdings, Inc., by the Assignment of Management Agreement, dated June 27,
1988, recorded July 26, 1988 as Doc. No. 177292 (Torrens) and as Doc. No. 816367 (Abstract),
which was thereafter assigned by Zaidan Holdings, Inc. to Mobilia, Ltd., by the Assignment of
Management Agreement,dated March 10,1988, recorded September 4, 1997 as Doc. No.
300560 (Torrens) and as Doc. No. 1295184 (Abstract), which was thereafter assigned by Mobilia
Ltd., to Lake-State Properties, Inc., by the Assignment of Parking Agreements, dated July 14,
1997, recorded September 4, 1997 as Doc. No. 300561 (Torrens) and as Doc. No. 1295185
(Abstract), and which was thereafter assigned by Lake-State Properties, Inc., to Equity Partners,
LLC, by the Assignment of Parking Ramp Lease, dated October 30, 2002, recorded November
13, 2002 as Doc. No. 412198 (Torrens) and as Doc. No. 1730236 (Abstract), and which was
thereafter assigned by Equity Partners, LLC, to Stadium Village Properties, LLC, by the
Assignment and Assumption of Parking Ramp Lease, dated April 3, 2008, recorded April 4,
2008 as Doc. No. 494729.002 (Torrens) and as Doc. No. 1999840.002 (Abstract).
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EXHIBIT B
Schedule B-II ofTitle Commitment
THIS COMMITMENT DOES NOT REPUBLISH ANY COVENANT, CONDITION, RESTRICTION, OR
LIMITATION CONTAINED IN ANY DOCUMENT REFERRED TO IN THIS COMMITMENT TO THE
EXTENT THAT THE SPECIFIC COVENANT, CONDITION, RESTRICTION, OR LIMITATION VIOLATES
STATE OR FEDERAL LAW BASED ON RACE, COLOR, RELIGION, SEX, SEXUAL ORIENTATION,
GENDER IDENTITY, HANDICAP,FAMILIALSTATUS,ORNATIONALORIGIN.
ThePolicywillnotinsureagainstlossor damageresultingfromtheterms andprovisions ofanyleaseor
easement identified in Schedule A, and will include the following Exceptions unless cleared to the
satisfaction of the Company:
1.Any defect, lien, encumbrance, adverse claim, or other matter that appears for the first time in
the Public Records or is created, attaches, or is disclosed between the Commitment Date and
the date on which all oftheScheduleB,PartI-Requirementsaremet.
2.Rightsorclaimsofpartiesinpossessionnotshownbythepublicrecords.
3.Anyencroachment,encumbrance,violation,variationoradversecircumstanceaffecting
theTitlethat wouldbedisclosedbyanaccurateandcompletelandsurveyoftheLand.
4.Easementsorclaimsofeasementsnotshownbythepublicrecords.
5.Anylien,orrighttoalien,forservices,laborormaterialheretoforeorhereafterfurnished,
imposedbylaw andnotshownbythepublicrecords.
6.Taxesorspecialassessmentswhicharenotshownasexistingliensbythepublicrecords.
7.Generalandspecialtaxesandassessmentsashereafterlisted,ifany(allamountsshown
beingexclusive of interest, penalties andcosts):
A.Realestatetaxespayablein2019are$95,399.56andarehalfpaid.
Base tax $94,036.66 Property Identification No. 36-30-24-32-0110 (Parcel 1)
Real estate taxes payable in 2019 are $6,617.91 and are half paid.
Base tax $6,564.68 Property Identification No. 36-30-24-32-0261 (Parcel 2)
Real estate taxes payable in 2019 are $160.28 and are half paid.
Base tax $160.28 Property Identification No. 36-30-24-32-0258
(Parcel 3) NOTE: There are no delinquent taxes of record.
B.Therearenoleviedorpendingassessmentsofrecord.
8.Rights or claims of tenants, as tenants only,in possession under unrecordedleases.
9.Minerals and mineral rights reserved by the State of Minnesota as shown by recital on the
Certificateof Title. (Parcels 1 and3)
10.Mineral and mineral rights reserved by the State of Minnesota as evidenced by a Conveyance
ofForfeited Lands dated February 25, 1946, filed March 7, 1946, as Document No.115817.
(Parcel1)
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11.Roadway and utility easement shown in Quit-Claim Deed dated September 17, 1981, filed
October 20, 1981, as Document No.580233(Abstract); and in Quit Claim Deed dated October
23, 1981, November 6, 1981, as Document No.581375(Abstract). (Parcels 1 and2)
12.Easements for utility and roadway purposes reserved in Quit Claim Deed dated December
30, 1983,filed February 24, 1984, as Document No.636379(Abstract), and filed January 18,
1984, as Document No. 131492 (Torrens). (Parcels 2 and3)
13.Easement for road, public sidewalk and landscape purposes created by Second Amended
Findings of Fact, Conclusions of Law, and Order Transferring Title and Possession
Pursuant to Minn. Stat.Section
117.042 filed January 14, 2002, as Document Nos.1636936(Abstract) and 388444 (Torrens);
and by Final Certificate of Attorney for Petitioner filed February 18, 2005, as Document No.
1973084.002(Abstract) and as Document No. 481861.002 (Torrens). (Parcels 1 and 2)
14.Terms and conditions of Management Agreement for Parking Facilitiesand Lease of the
Plaza Property dated July 20, 1982, filed February 9, 1983, as Document Nos.607127
(Abstract) and124953(Torrens), by and between the Housing and Redevelopment Authority
in and for the City of Columbia Heights, a public body corporate and politic, referred to as
"Agency," and Terry Evenson, a single person, referredto as "Redeveloper". Grants
Redeveloper aleasehold interest and right of first refusal in Parcels 2 and 3 and a right to use
and option to purchase otherland.
The interest of redeveloper was assigned to Zaidan Holdings, Inc., a Canadian corporation, by
Assignment of Management Agreement for Parking Facilities and Lease of the Plaza Property
dated June 27, 1988, filed July 26, 1988, as Document Nos.816367(Abstract) and177292
(Torrens).
The interest of redeveloper was further assigned to Mobilia, Ltd., a Delaware corporation, by
Assignment of Management Agreement for Parking Facilities and Lease of the Plaza
Property dated March 10,1995, filed September 4, 1997, as Document Nos.1295184
(Abstract) and300560(Torrens).
The interest of redeveloper was further assigned to Lake-State Properties, Inc., a Minnesota
corporation, by Assignment of Parking Agreements dated July 14, 1997, filed September 4, 1997,
as Document Nos.1295185(Abstract) and300561(Torrens).
TheinterestofredeveloperwasfurtherassignedtoEquityPartnersLLC,alimitedliability
company,by Assignment of Parking Ramp Lease dated October 30, 2002, filed November
13, 2002, as DocumentNos.1730236(Abstract) and 412198(Torrens).
TheinterestofredeveloperwasfurtherassignedtoandassumedbyStadiumVillage
Properties,LLC,a Minnesota limited liability company, inAssignment and Assumption of
Parking Ramp Lease datedApril 3, 2008, filed April 4, 2008, as Document Nos.
1999840.002(Abstract) and 494729.002(Torrens).
Stadium Village Properties,LLC, as redeveloper, acquired the fee simple interest in Parcels 2
and 3 by Quit Claim Deed dated December 16, 2009, filed January 7, 2010, as Document
Nos.2012461.003(Abstract) and500344.002 (Torrens).
The interest of Stadium Village Properties, LLC was assigned to Venture Bank, a Minnesota
banking corporation, by Assignment and Assumption of Management Agreement for Parking
Facilities, Lease of the Plaza Property and Option to Purchase the Parking Property dated
June 9, 2014, filed June 23, 2014, as Document Nos.2084704.003(Abstract) and 523989.003
(Torrens).
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The interest of Venture Bank was assigned to 500,LLC, a Minnesota limited liability company,
by Assignment and Assumption of Management Agreement for Parking Facilities and Lease of
the Plaza Property dated May 27 2015, filed June 9, 2015, as Document Nos.2110051.002
(Abstract) and
531067.002 (Torrens).
Affected by Affidavit dated April 4, 2019, filed April 9, 2019, as Document No.2224133.001
(Abstract). (Not filed in Torrens)
(Affects Parcels 2 and 3 and other land. A number of the above documents also appear as
memorials on the Torrens Certificate for Parcel 1, but do not appear to affect that land)
15.TermsandconditionsofanunrecordedLeaseandAssignment,asshownbyMemorandum
ofRooftop Lease and Partial Assignment Agreement dated June 10, 2011 and June 13,
2011, filed August 23, 2011, as Document Nos.2023971.003(Abstract) and 505589.003
(Torrens), by and betweenStadium Village Properties, LLC, a Minnesota limited liability
company, lessor, and Crown Castle AS LLC, a Delaware limited liability company, lessee.
(Parcel1)
16.The following appears as a memorial on the Certificate of Title. While the Company will
affirmatively insure against loss or damage sustained by the Insured arising as a result of this
matter affecting title to theLand, neither Commercial Partners Title, LLC nor Old Republic
National Title Insurance Company will undertake to have the memorial removed from the
Certificate ofTitle:
a. Collateral Assignment of Management Agreement for the Parking Facilities and Lease of
Plaza Property and Option to Purchase Parking Property dated September 28, 2012, filed
December 6,2012, as Document No.512229.002, executed by Stadium Village Properties,
L.L.C., a Minnesota limited liability company, as borrower, to Venture Bank, a Minnesota
banking corporation, aslender. Document was given as additional security for that certain
Mortgage and Security Agreement and Fixture Financing Statement filed as Document No.
494729.003, which has been deleted from the Certificates of Title by Order in Proceedings
Subsequent dated May 12, 2016, filed May 13, 2016, as Document No.538682.002.
(Parcels 1 and 3)
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AGENDA SECTIONBUSINESS ITEM
ITEM NO.10
MEETING DATEJULY 22, 2019
CITYOF COLUMBIA HEIGHTS–ECONOMIC DEVELOPMENTAUTHORITY
RESOLUTIONNO.2019-11
Aresolution of the Economic Development Authorityin and for the City ofColumbia Heights, Minnesota,
approving aninter-fund loanfrom City of Columbia Heightsto Economic Development Authority
Redevelopment Fund 408.
Whereasby separate action,theEconomic Development Authorityseeks to acquire certain real property at
3989 Central Avenue Northeast forsubsequentsalewithin theCity of Columbia Heights; and
Whereas,the Economic Development Authority requires temporary financing for approximately one-third of
this proposed acquisition; and
Whereas, the Cityand EDA havedetermined both that the proposed acquisition and resaleare consistent with
their goals and purposes, and the Cityhas sufficient resources to provide such temporary financing; and
Whereas, the Cityand theEconomic Development Authorityagree to the following internal loan terms for this
temporary financing:
1.Principal of $1 millionwillbeadvanced by the City on the acquisitiondate
2.Interestaccrues at zero percent per annum during the first year following the acquisition date.
3.Interest accrues at one percent per annum after the first year following theacquisition date.
4.All principal and accrued interestwillbe repaid by the Economic Development Authority on the resale
date.
Now, therefore, in accordance with allregulationsof the Economic Development Authority in and for the City
of Columbia Heights,the Boardof theEconomic Development Authority in and for theCity of Columbia
Heights makes the following:
ORDER OFECONOMIC DEVELOPMENT AUTHORITY IN AND FOR THE CITY OF COLUMBIA HEIGHTS
IT IS HEREBY RESOLVED, thattheEconomic Development Authority inand for theCity of Columbia Heights
approvesaninter-fund loan from the City of Columbia Heights toEconomic Development Authority
Redevelopment Fund 408.
Passed this _________ day of ______________________, 2019
Offered by:
Seconded by:
RollCall:
President
Attest:
Secretary