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HomeMy WebLinkAbout11-07-24-SWSMayor: Address: David Grant 1245 West Highway 96 Arden Hills MN 55112 Councilmembers: 'It -AxQEN HILLS Brenda Holden Phone: Emily Rousseau 651.792.7800 Tena Monson Agenda Tom Fabel Website: November 7, 2024 www.cityofardenhills.org Special City Council Work Session — 5:30 p.m. City Vision Arden Hills is a strong community that values its unique environmental setting, strong residential neighborhoods, vital business community, well -maintained infrastructure, fiscal soundness, and our long-standing tradition as a desirable City in which to live, work, and play. Members of the public may attend a meeting in -person at City Hall or they may view the meeting remotely on the City's website using the below link. Meetings are also broadcast on Cable Channel 16 for those that live in Arden Hills. https://ciiyofardenhills.org/320/Watch-City-Meetings CALL TO ORDER 1. PUBLIC INQUIRIES/INFORMATIONAL This is an opportunity for citizens to respectfully bring to the Council's attention any items which are relevant to the City. In addressing the Council, you must first state your name and address for the record. Comments shall be limited to three (3) minutes or less. Written documents or other materials should be handed to the City Clerk for distribution to the Council prior to or during the meeting. Council will generally not respond at the same meeting where an issue is initially raised by a member of the public but the Council may refer the issue to staff for further research and possible report or action at a future Council meeting. 2. RESPONSE TO PUBLIC INQUIRIES 3. AGENDA ITEMS Staff/Presenters Time A. Rice Creek Commons/TCAAP Discussion Jessica Jagoe 4. COUNCIL/STAFF COMMENTS ADJOURN AGENDA ITEM - 3A -ADEN HILLS MEMORANDUM DATE: November 7, 2024 TO: Honorable Mayor and City Councilmembers FROM: Jessica Jagoe, Interim City Administrator SUBJECT: Rice Creeks Commons/TCAAP Discussion Budgeted Amount: Actual Amount N/A N/A Council Should Consider Funding Source: N/A Council should discuss its next steps and provide direction on development items towards the future development of Rice Creek Commons/TCAAP. BackLrround At the October 151h Special Work Session, the City Council gave direction to schedule a special work session to discuss the term sheet items related to the future development of Rice Creek Commons (RCC)/TCAAP. Staff had shared that Ramsey County and Alatus ("Developer") have exchanged comments on the PSA drafted by the County Attorney, and County staff are continuing discussions with Alatus on negotiating the final terms of the PSA. In addition, the County has contracted with Kimley Horn for the completion of design plans for the mass grading and spine road. These actions are consistent with the Joint Powers Agreement for the redevelopment of RCC. Given the advancement in these areas, the City Council felt the previously agreed upon Memorandums of Understanding (MOU) (i.e. Civic Site, Parks), draft agreements (i.e. Cooperative Agreement), and deal terms should be reviewed. The Council gave priority to begin discussion with a review of the Civic Site and Parks MOU. Discussion 2022 Term Sheet Our Financial Advisor with Ehlers, Stacie Kvilvang, following direction of the City Council has contacted the Developer to request that they redline the 2022 Term Sheet (Attachment A) as a starting point to discuss any changes to the previously agreed upon items. With the ongoing negotiations between the Developer and Ramsey County towards the final terms of the PSA, the Developer has not had an opportunity to respond to the City's request. As an update on the PSA, there is a tentative closed session scheduled for the County Board on Tuesday, November 26th Page 1 of 5 but it is dependent on discussions with the Developer. Staff will provide a verbal update on the status of these redlines at the work session. Civic Site At the City Council meeting on December 12, 2016, the Council approved an Option Agreement with the TCAAP Master Developer that would allow the City to purchase the 1.6-acre Civic zoned property on the TCAAP site. The property is located at the east end of the Town Center south of the Main Street and adjacent to the Natural Resources Corridor. The Option Agreement provided the City up to seven years to acquire the site with the timeframe beginning once the JDA approves the Development Agreement (MDA) with the Developer. The City's plans for the property must conform to the TCAAP Redevelopment Code (TRC) and be approved by the Developer. The Option Agreement stated that once purchased, the City would need to commence construction within one year after the closing. A copy of the partially executed Option Agreement has been provided in Attachment C. This agreement was only partially executed because the JDA has not finalized a Development Agreement for RCC. In 2018, the Developer provided the City with an MOU affirming their commitment to the terms of the Option Agreement. Therefore, this agreement is referred to as an MOU in the 2022 Term Sheet. Below is what was stated in the 2022 term sheet between the City and Alatus: At initial plat approval, Alatus will transfer to the City the City Center site previously identified in the Memorandum of Understanding without any reversionary interest, but with a restrictive covenant identifying the types of City uses allowed on the site; Should the City have an approved use on the site then Alatus, at no cost to the City, will construct the utility connections for the City Center Site and any associated underground pedestrian and vehicular access to the adjacent building. Alatus and the City may pursue a joint development agreement for that site and will evaluate the potential for using additional qualified costs, under the Minnesota Tax Increment Act, within the Project area to provide tax increment financing for those other qualified costs in an amount equal to the cost of the portion of any structure, for which Alatus would develop at no additional cost to the City. Page 2 of 5 Permitted Uses The TRC allows the following permitted uses in the Civic District: • Community Center (may include uses such as a fitness center, gym, offices, event center, indoor playground, etc.) • Library • Municipal Building • Public Park Facilities • Theater, performing arts center In 2017, the Council directed staff to hire a consultant and work with the task force to assist with the planning process. HGA ("the Consultant") and the Civic Site Task Force members held a Public Forum on November 15, 2018. The results of the Public Forum (Attachment D) were presented to the Civic Site Task Force and forwarded to the City Council for future consideration. At that time, the Council came to the conclusion that the Task Force had fulfilled its duty for the Civic Site. Future Civic Site Task Force meetings were put on -hold pending further discussion on future development of RCC. Generally, the 2019 minutes show that the Task Force did not provide a recommendation, but the information and public forum results were forwarded to the Council for future consideration. Parks MOU Also, at the City Council meeting on December 12, 2016, the Council approved a Memorandum of Understanding (MOU) between the City and the Developer that formalized an understanding for future development of park improvements. Key points identified in the MOU were: • Developer would coordinate the design of the Creek, Hill, and Town Center parks and the final designs are subject to City Council approval. • Amenities would be in conformance with the attached TCAAP Park Standards (Exhibit B within MOU). • City and Developer will work together on the timing and who will be responsible for construction and future maintenance of the Parks. • Park dedication fees may be modified to align with the final design costs. o 2024 Fee Schedule Park Development Fee is $6,500.00 per residential unit Below is what was stated in the 2022 term sheet between the City and Alatus: In lieu of park dedication fees, Alatus will build Project parks and support facilities in accordance with the executed Memorandum of Understanding dated 12.12.2016. Alatus will form an HOA and BOA to pay for amenities, operations and maintenance costs for the Project area, including natural resource areas owned by Alatus. The HOA and BOA will be responsible for any amenity or service that exceed City standard amenity, service and maintenance practices. Revenues from a special service district may be utilized, in accordance with state law, for payment of a portion of these additional costs. Page 3 of 5 1 2 3 4 5 Parcel Realr>b� acreage 40.0 2s.4 6.0 20.0 9.5 6 Ch& 1.6 Water Infrastructure 45.6 4 er Space A 0.3 5 Oper Space 6 5.9 10 Creek 42.5 11 NP. -1 13.1 12 L NP.-2 23.7 13 er Space 5.7 14 ilHp 92.5 15 r. F: -1 29.9 16 N F: -2 27.8 17 NP -3 24-5 18 Open Spam 10-4 19 Town 45.3 20 NP -3 18.7 21 M 3.7 2 2 TiC-1 1.8 23 Tr-2 6.9 24 25 Open Spam 7.2 2.0 26 South West 32.4 27 21.0 2 0 11.4 29 TOtai 369.9 The TRC allows minor adjustments to the location and area of the required Open Space as identified on the TCAAP Regulating Plan to be reviewed by the JDA. Section 3.3, JDA Development Review Process — Permitted Adjustments Table states "The area of any required Open Space may be reduced by no more than 3%." The JDA required criteria "The location of Open Space in the Hill and Creek Neighborhoods may be moved within those neighborhoods. Shall include required amenities identified by the City's TCAAP Master Parks and Open Space Plan." The TRC amendments approved in January 2024 included rezoning of the 32 acres in the southwest corner of the California parcel from Flex Office to Residential. At that time, the Developer had indicated their intent would be develop and include some type of park improvements into this neighborhood. This will need to be included as part of future discussions with the Developer for dedication of Open Space and desired park amenities. Next Steps Our regular work session agendas on the 2nd and 4th Mondays of the month are generally full. To align with the timing of the purchase and sale agreement and the Joint Development Authority's preparation of the Development Agreement, the Council should discuss the potential availability of scheduling future work sessions. Budget Impact N/A Page 4 of 5 Attachment Attachment A: 2022 Term Sheet for RCC Attachment B: TCAAP Regulating Plan Attachment C: 2016 Partially Executed Option Agreement Attachment D: Civic Site Public Forum Results Attachment E: TRC Section 6.7 — Civic District Attachment F: Alatus 2024 Concept Plan Illustration Attachment G: Parks MOU Attachment H: TRC Section 9.0 — Open Space Standards Page 5 of 5 Attachment A Term Sheet for RCC Alatus will construct the RCC Project in compliance with City adopted goals and official controls and the Alatus development proposal related to building types, location, minimum valuation and construction timing/phasing, Future revisions to the development plans will be subject to review and approval upon application by Alatus through the JDA process. Alatus and the City will enter into a development agreement based on the November 18, 2018 draft Master Development Agreement consistent with the updated Alatus development proposal and this term sheet. Alatus will construct all required infrastructure (exclusive of County infrastructure improvements) included within the site, including a new water tower and related infrastructure, public works maintenance/storage facility consistent with City design specifications to be completed no later than the end of Phase I, and the first application of seal coating and striping for city streets within the Project. These costs are currently estimated to be approximately $13,225 million in principal amount, with final amounts to be agreed to between the City and Alatus. Alatus will finance and construct the infrastructure at no direct cost to the City. The City will credit Alatus these principal financing costs against corresponding customary city imposed fees (including trunk utility or fee in lieu of park dedication) in sufficient amounts to reimburse Alatus for the full principal and carrying costs or, if additional amounts are required to reimburse Alatus, by mutual agreement through fees or special assessments imposed against property or sub -developers, Alatus will reimburse the City for planning area expenses in the amount of $1.0 million, $500,000 will be paid within 18 months of the initial plat. A fee will be imposed on sub -developers as upon execution of a secondary development agreement to reimburse up to a maximum of $1.0 million. 4, Alatus will escrow the estimated City expenditures projected to be incurred over the first five years of development. Upon issuance by the City of an occupancy permit for a building in the first phase of Town Center, Alatus may escrow the full amount of the anticipated costs or a lesser amount agreed to by the City in an evergreen escrow account based upon a schedule of costs in the Development Agreement, and the City will submit documentation to Alatus for the expenditures, tax receipts and draws against the security. 5. Alatus will abide by the TRC and City goals for housing, constructing 1,460 dwelling units on the site, with 880 dwelling units in the downtown area. All the affordable units shall be constructed to the same standard of quality similar to the market rate dwelling units within the Project and area, and must be affordable for various family need levels in compliance with City adopted goals. A total of 326 units of the 1,460 units will be affordable, with 180 (125 LIHTC deeply affordable units, and 55 units at the 4D tax credit level) located in the Town Center area and the other units dispersed throughout RCC. A minimum of 2.0% of the affordable units shall be owner -occupied. The City agrees to participate as the "responsible governmental unit" on all grant applications or similar affordable housing program applications to meet these targets, and will pass'1hrough the corresponding funding to Alatus. In order to meet the goal of creating a first-class destination and to eliminate virtually all of the surface parking within the residential and commercial Town Center, a district parking solution for the 880 downtown dwelling units and commercial properties will be created and financed through tax increment financing based on Alatus project commitments related to minimum market value of improvements. Subject to and consistent with statutory requirements and standard practices, the City will issue one or more pay-as-you-go TIF Notes in the principal amount of $17 million to provide funding for district parking. The City will also assist in the creation of a special service 2198 W6 district, as requested by Alatus, to provide funding for extraordinary amenities or services related to the Town Center area that exceed standard City service standards. At initial plat approval, Alatus will transfer to the City the City Center site previously identified in the Memorandum of Understanding without any reversionary interest, but with a restrictive covenant identifying the types of City uses allowed on the site. Should the City have an approved use on the .site then Alatus, at no -cost to the City, will construct the utility connections for the City Center Site and any associated underground pedestrian and vehicular access to the adjacent building. Alatus and the City may pursue a joint development agreement for that site and will evaluatethe potential for using additional qualified costs, under the Minnesota Tax Increment Act, within the Project area to provide tax increment financing for those other qualified costs in an amount equal to the cost of the portion of any structure, for which Alatus would develop at no additional cost to the City. 8. In lieu of park dedication fees, Alatus will build Project parks and support facilities in accordance with the executed Memorandum of Understanding dated 12.12.2016. Alatus will form an HOA and BOA to pay for amenities, operations and maintenance costs for the Project area, including natural resource areas owned by Alatus. The HOA and BOA will be responsible for any amenity or service that exceed City standard amenity, service and maintenance practices. Revenues from a special service district may be utilized, in accordance with state law, for payment of a portion of these additional costs. 2198180 These terms are agreed to, subject to a definitive Redevelopment Agreement, as of May 9, 2022 by the City of Arden Hills and Alatus Arden Hills LLC. CITY OF ARDEN HILLS, MINNESOTA By: Its: Mayor By: Its: City Administrator 219818v6 ALATUS ARDEN HILLS LLC By: Its: CEO Attachment B TCAAP Regulating Plan CaxedUsempus talCommercial fixed Use Retail -West Business tructure A B N R -1 N R -2 N R -1 N R -2 N R -3 N R -3 N R -4 TC-1 TC-2 TC-3 N R -3 N R -4 11.4 Kimum Residential Units 369.9 Gross Densit Maximum Kimum Residential Units Gross Density Acreage Maximum Range Units 4.00 - 21.0 8.7 183 0.00 - 68.16 1.8 120 0.00 - 67.02 6.9 460 0.00 - 41.64 7.2 300 43.6 1171 4.00 - 5.66 21.0 119 5.00 - 21.0 11.4 240 32.4 359 194.9 1 1960 Attachment C (space reserved.for recording data/ OPTION AGREEMENT FOR THE PURCHASE OF PROPERTY This OPTION AGREEMENT FOR THE PURCHASE OF PROPERTY ("Agreement") is made by and between ALATUS ARDEN HILLS LLC, a Minnesota limited liability company ("Landowner-) and the CITY OF ARDEN HILLS. a Minnesota municipal corporation ("City") RECITALS: WHEREAS. the Landowner as Master Developer, and the Joint Development Authority (" JDA" ), a joint powers authority formed by Ramsey County and the City of Arden Hills, will enter into a Master Contract for Private Development ("MCPD'*). The date on which the JDA and Landowner execute the MCPD shall be the Approval Date: and WHEREAS. pursuant to the MCPD. the Landowner will become o\\ncr of that certain real property situated in Ramsev County, Minnesota (hereinafter referred to as the "TCAAP Property"). legally described on the attached Exhibit A: and WHEREAS. the TCAAP Regulating Code ("TRC") which controls the TCAAP Property contemplates the use of approximately 1.6 acres of land depicted on the attached Exhibit B. for civic uses ("Civic Use Land*'); and 9n485N1 WHEREAS, the Landowner desires to grant to the City an option ("Option") to purchase the Civic Use Land for the consideration and upon the terms, covenants and conditions hereinafter set forth; and WHEREAS, the City desires to obtain the right to purchase the Civic Use Land for the consideration and upon the terms. covenants and conditions hereinafter set forth: and WHEREAS, as a part of the development of the TCAAP Property, Landowner as the Master Developer will design and construct the improvements, including an underground parking ramp. utilities. and road improvements to serve the Civic Use Land. as depicted in the attached Exhibit C ("Improvements*'). NOW THEREFORE, in consideration of the mutual covenants and agreements herein contained and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged. the parties agree as follows: I . Grant of Option. The Landowner hereby grants the City the Option to purchase the Civic Use Land. upon the following terms: A. Within two (2) years of the Approval Date, the City may purchase the Civic Use Land from Landowner for the price of One and 00/ 100 Dollars ($1.00). The City will not pay the costs incurred by Landowner for the construction of the Improvements. B. After two (2) years. but within five (5) years of the .Approval Date. the City may purchase the Civic Use Land from Landowner for the purchase price of fifty percent (50%) of the actual cost paid by the Landowner to Ramsey County for the land as documented in the MCPD (pro rated if part of a larger parcel). The City will also pay fifty percent (50%) of the costs incurred by Landowner for the construction of the Improvements. 2 19mas5% 1 C. After five (5) years, but within seven (7) years ofthe Approval Date. the City may purchase the Civic Use Land from Landowner tier the purchase price of one hundred percent (100%) of the actual land cost paid by the landowner to Ramsey County for the land as documented in the MCPD (pro rated if part of a larger parcel). The City will also pay one hundred percent (100%) of the costs incurred by the Landowner for the construction of the Improvements. D. If at any time within seven (7) years from the Approval Date. the City determines it no longer wants its Option. then the City will promptly deliver a written termination notice to Landowner and rezone the property to TC3 in accordance with the TRC applicable at that time. E. if the City does not exercise the Option within 7 years after the Approval Date, the Option automatically expires seven (7) years from the Approval Date and the City agrees to rezone the property to TC3, within 2 months after the 7" anniversary of the Approval Date, in accordance with the TRC applicable at that time. F. The City may only exercise its Option if it has determined to and is ready to construct a Civic Use, as defined in the TRC. and said use has been approved by the Landowner. 2. Purchase Price for Option. The City shall pay to the Landowner the sum of One 00/100 Dollars ($1.00) in consideration of the Landowner granting the City the Option described herein. 3. Notice of Exercise of Option. if the City desires to exercise the Option and has obtained Landowner's written approval for the Civic Use. the Citv shall notify the Landowner in writing that the City is exercising the Option granted by the Landowner under the terms. covenants and conditions of this Agreement ("City Notice"). The City's Notice shall set forth the proposed date ("Closing Date") of the closing under the terns of this Agreement ("Closing"). which Closing 3 190485%1 shall occur within sixty (60) days of the City's Notice, and shall be at a place mutually agreed upon by the City and the Landowner. If the City purchases the Civic Use Land, it agrees to commence construction of the Civic Use within one year after the closing, and to make reasonable efforts to complete the construction of the Civic Use within two years after the closing, subject to force majeure. The deed from Landowner for the Civic Use Land will contain a right of forfeiture that will allow Landowner to re -purchase the Civic Use Land for the price the City paid ifthe City does not commence building the approved Civic use within 18 months after the closing, or if the City has not commenced vertical construction of the enclosed structure or structures (not including site work. excavation work, or infrastructure improvements such as streets and utilities) within 24 months after the closing. 4. Conditions to Closing. Unless waived by the City in writing, the obligation of the City to close under this transaction is expressly conditioned upon the satisfaction of all conditions contained in this Agreement by the Closing Date. If such conditions are not met, the City may elect either to terminate this Agreement by written notice to the Landowner or close the transaction contemplated by this Agreement and thereby waive the Landowner's performance of those conditions which have not been satisfied. Landowner shall deliver to the City a fully executed Limited Warranty Deed to the Civic Use Land in recordable form and such other documents as may be reasonably required pursuant to this Agreement on the Closing Date. The Landowner shall not permit any adverse changes in the condition of the Civic Use Land or grant any other party a right to use the Civic Use Land that would interfere with the City's ownership of the Civic Use Land. 5. MortQaees, Liens and Other Encumbrances. Unless otherwise provided for herein, thirty (30) days prior to the Closing Date, the Landowner shall furnish to the City a title commitment for the Civic Use Land, and Landlord agrees to convey the Civic Use Land to the City 4 190485v1 free and clear of any and all liens and encumbrances including any mortgage on the Civic Use Land. If the Civic Use Land is encumbered by a mortgage or other lien or encumbrance. the Landowner shall be required to obtain from any mortgagee or any other lien holder of the Civic Use Land a release or satisfaction of said mortgage or lien. 6. Broker's Fees. The City and the Landowner agree that each of the parties shall be responsible for paying any broker that they may have engaged relating to the purchase of the Civic Use Land by the City. 7. Remedies. Except as otherwise provided herein, if the Landowner for any reason fails to perform any of the covenants. conditions. or warranties of this Agreement, City may at its option (a) terminate this Agreement by written notice to Landowner or (b) waive the nonperformance and proceed with Closing or (c) have the remedy of specific performance of this Agreement. The City's remedy of specific performance set forth in subsection (c) shall not apply in the event that the Landowner is unable to obtain a mortgage consent following all reasonable and good faith efforts by Landowner to obtain it. In the event the City is required to take an action to seek specific performance of this Agreement by the Landowner then, notwithstanding any provisions to the contrary herein, the City shall be entitled to recover all reasonable costs and expenses of said action including reasonable attorney's fees incurred in said action. 8. :Miscellaneous. A. Governing Law. This agreement is made and executed under and in all respects to be governed and construed by the laws of the State of Minnesota and the parties hereto hereby agree and consent and submit themselves to any court ofcompetent_jurisdiction situated in Ramsey County. Minnesota. B. Entire Agreement. This Agreement and the Exhibits attached hereto contain the Final, entire agreement between the parties with respect to the Option granted by the Landowner to 190d85% 1 the City, and are intended to be an integration of all prior negotiations and understandings. This Agreement supersedes all prior negotiations, understandings, representations, or agreements, both written and oral. City and Landowner shall not be bound by any terms, conditions, statements, warranties, or representations, oral or written. not contained herein. C. Severability. If anyone or more of the provisions of this Agreement should be held contrary to law or public policy. or should for any reason whatsoever be held invalid or unenforceable by a court of competent jurisdiction, then such provision or provisions shall be null and void and shall be deemed separate from the remaining provisions of this Agreement. which remaining provisions shall continue in full force and effect, provided that the rights and obligations of the parties contained herein are no materially prejudiced and the intentions of the parties continue to be effective. D. Survivability. Any term. condition. covenant or obligation which requires peribr►nance by either party subsequent to the Closing Date shall remain enforceable against such party subsequent to the Closing Date. E. Authorization. Each party represents to the other that such party has authority under all applicable laws to enter into this Agreement. that all of the procedural requirements imposed by law upon each party for the approval and authorization ofthis Agreement have been properly completed. and that the persons who have executed the Agreement on behalf of each party are authorized and empowered to executed said Agreement. F. Time of the Essence. Time is of the essence with regard to all dates and times set forth in this Agreement. If the final date of any period set forth herein (including, but not limited to, the Closing Date) falls on a Saturday, Sunday, or legal holiday under the laws of the State of Minnesota or the United States of America, the final date of such period shall be extended to the 6 1904850 next day that is not a Saturday. Sunday, or legal holiday. The term "days" as used herein shall in all cases mean calendar days. G. Amendments. This Agreement may not be changed. amended, modified, cancelled or terminated other than as expressly provided herein. except by an instrument in writing executed by all parties hereto. H. Notice. Any notice required by this Agreement shall be mailed by registered or certified mail, postage prepaid. return receipt requested, or delivered personally to: Landowner: Alatus Arden Hills LLC Attn: Robert C. Lux 800 Nicollet Mall, Suite 2850 Minneapolis. MN 55402 City: City of Arden Hills Attn: City Administrator Arden Hills City Hall 1245 West Highway 96 Arden Hills MN 55112 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. ALATUS ARDEN HILLS LLC M. Its: STATE OF MINNESOTA ) ) ss. COUNTY OF ) The foregoing instrument was acknowledged before me this day of . 2016, by , the of Alatus Arden Hills LLC, a Minnesota limited liability company, on behalf ofthe limited liability company. 7 19o485%1 NOTARY PUBLIC CITY OF ARDEN HILLS By David Grant, Mayor And V ue Iverson. Interim City Administrator STATE OF MINNESOTA ) ) ss. COUNTY OF RAMSEY The foregoing instrument was acknowledged before me this 15 day of . 2016, by David Grant and by Sue Iverson, respectively the Mayor and Interim City Administrator of the City of Arden Hills, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. s JULIE L HANSON Notary Public State of Minnesota My Commission Expires January 31 , 2019 THIS INSTRUMENT WAS DRAFTED BY: CAMPBELL KNl TSON, P.A. 860 Blue Gentian Road, Suite 290 Eagan, Minnesota 55121 Telephone: (651) 452-5000 (\01441xe ct NOT RY PUBLIC 8 1904850 EXHIBIT "A" Legal Description (to be inserted at later date) EXHIBIT "B" TCAAP Proposed Regulating Plan �Cmk 10 190485-0 436 c I lcrt" C., RP-1 J., MR U,T 37 ]His TV" 431 10 S 3 u TC-1 I II fi 11 m M9 9 235 TOM C- MET= EXHIBIT "C" Improvements Improvements will include underground parking ramp. utilities, and road improvements to serve the Civic Use Land w z w 0 Q w U ry U U Q U I QL O O LL 0 L N -I--r U) O U C O U L U) O U O U Q 0 Li 0 U 0 LL U)ui c E U cn n QN M Ln O M �C U u u ca aJ u ca N a� C O O Q � N C u p O a O T Q r+ c 0 Q) v m E a- E u m Q_ L 3 0 -0 U '> E 'O E L to (V CU Q U = O 0 a) O M 0 = > o E o toE o _ E O -0 LA,� O v >- CO (� Q) a) N L O `'' i O N O p m N to LA m cu a u O aN1 Ln au co N � Q a) Q a-+ 'E � u '> a) -0 E cu U v� E L 47 a E U Q O 0 p cu u ,O cu rr ^^ V N N Z p t u 4+ = cu _ v O au t rp O p _0L C a) �n 0� 0 p � a to +, a, O O 'a 3 u 3 m E a� E a1 �4- = E o = N p 3 m Ln � � V, o `° E �' L L f0 cu 3 cu 3 3 L L �--� v a >, >. - °1 w 3 v w tn p u a) C O p u O Q) N L L N y N OU Q 00 0 N U N P6 N 2 Oi U U m a..i C m O A O 0 N o Ln o Ln o N -4 rl D o o z LA-0 m 0 Q 00 0 N V N ry. -0 4--4 v� m a00 L O m O 4� °J L � a 4--4 V m L Y v to N � N U E Ln Q 0 N 0 c kn �j L N _ O 4-J U u N ++ c va)i c N -0 c W —• _ �u c f0 L � a Y a 4- N LA v O N M o z a u _0 Q u Q e� A A A A A N O O O N > u a)t o O m O c� +r N _a O O c L L > }' m O o a -0 N N N +�+ U U O a t 4-J O U O E Q 4- N U N � > 4-1L V � � i O 0 O N �_ Q) ZA c ►� �( 4J U �C > N N LM a o wC .i Y N H N L d +.j Y r0-4 M z w Q C� 00 0 N V) § � W ƒ / C ƒ C o u \ \ K ƒ ® § D % o -0 Q Q ^ $ - \ 2 ) 7 E E % E CL U S B 0 CL) ■--- ;!¥isa;2® e CL o kk«_}§&��ak § § \J§ � c § % � of o - / 2 ! i R # v 2 K 2 � S & £ ■ k ' $ CL � 0 $ % } c � � � ) u E .� q � c 2 ® OL _ $ I � % cr CL \ C 7 Q 2 ([ !! }f $& } 2 0CL 7 a, 22 U \ « k w 1p�l 9 ^V) W u m Q ^V) W V7 'v L x a) � O G 7 V 4- V) C C c U u O E Y o �. � N H U Z � V to c 2 Y C d Q Me /Q V 0 r 0 N MI N 0) U Q � (�� Q E N O O O cn O >+ (o j Q cu N of 2 0 D (a }' m L � M W co � O V /O A O C U m Q C Cf) :3 Q O N U 0 U) co 70 = UCUm (1) > U � U (6 Q L O U U 0 r_ E w = (B 23 C N 0 N � to a)E cn ) 4-1 N u) >, �_ N C IiUWY mew d > W 0 C) U) Cf) 0) = L U C O) N N O O E O O U U W 06 = V N N C as N N 4) C LL 06 t LL N L O i+ L) L Q Q C� G N C O E O V WE L WE . U E O �N0 N U C N O V- O CL Q c co N U co Q N W Q O U) N O WA Q C� 00 0 N ME N O En U) O O O N LO X 0 Q O H WE N Al L Q 4- co U_ N 0 . AE . . . Q C� 2 00 0 N M �L L O O ♦+ Q Lm LL oo O N Q U 2 00 O N ME � r {I U�HIS S r &S C4 ad N 46 a Q s a 45 66 n� D++ E = � o 5CL u r.r 0 � L cr Wz _ •i w f jCfjL�j O r W� 1, 1 �i •� L N �J N O O O O 4- O O O N M O H} 00 C 7 T ff} N cn co (6 E O X O7 O L C 0 co N E N C Ucn L O _0 En O 4- L O O 4-0 C: cn O Q cu N c6 O U OL U O " OO) (n N U O U U C U U C s cp cA O U_ N p C N 0 0= O � O U N O O N 70 N -- � = o)'i +J - E � O U)O C N (6 N C O U —_ .0 O O 0000 N--'`� � �+Qp� O � ' 0 N~ C �C�cn�Q� �.�cn 6,0, N i CU .-..-. � .-..-. U (6 � O� c�� U� N(nEW c U) LL N M It LLI Q C� 2 00 0 N ME Q U I Civic District Attachment E 6.7 Civic District (D) Zone (a) Illustrations and Intent The Civic District is intended to allow civic and community uses. TCAAP Master Plan Vision for Civic District Zone Section 6: Building and Site Development Standards TCAAP Redevelopment Code Page 1 64 L_.._.._.._.._.._.._.._.._.._....... ...... ...... _T._.._.._.._..! i I j N c :° Legend s �J o — - - — - Property Line ° m Edge of Pavement ILL is2. �I —Min. Setback I — — —Max. Setback I i i I . \�\ Build -to -Zone (BTZ) I Bulld to Zone\ IL Sidewalk Buildable Area `.. _.. _..-..-.. ..-.. .L-..-..-..-..-..-..-..-..-..-..-. FropertyZine — Pedestrian Priority or Civic/Open Space Frontage (i) Build -to Zones (BTZs) and Setbacks (Distance from property line to edge of the zone) Pedestrian Priority/Open Space Frontage BTZ 10' min. setback — 15' max. setback O Pedestrian -Friendly Frontage BTZ 10' min. setback — 25' max. setback O General Frontage BTZ 10' min. setback; no max. setback O Side — Adjacent to Neighborhood District 10' min.; no max. setback O Side — All other adjacencies 0' min.; no max. setback Rear — Adjacent to Neighborhood District 10' min.; no max. setback Rear —All other adjacencies 0' min.; no max. setback (ii) Building Frontage (Percentage of building faSade built within the BTZ) Pedestrian Priority Frontage 60% min. Pedestrian -Friendly Frontage 50% min. O General Frontage None Required Section 6: Building and Site Development Standards TCAAP Redevelopment Code Page 1 65 c District (c) Building Height Property Line I (iii) Principal Building Standards Building 52' max maximum First floor to ceiling height (fin. 10' min. for all frontages floor to ceiling structure) ■ 12" max. above sidewalk for all buildings with Ground floor Pedestrian Priority O finish level Frontage ■ ADA Code applies Upper floor(s) height (fin. floor to 9' min. ceiling structure) (iv) Accessory Building Standards Accessory buildings shall meet the standards for Principal Building standards in the TC Zone. Section 6: Building and Site Development Standards TCAAP Redevelopment Code Page 1 66 Civic District (iv) Surface Parking Setbacks 0 U. --)0! Pedestrian Neighborhood Distrid Priority or Open Space w I Frontage ■ Shall be located behind the principal building along that street frontage; or ■ Min. 3' behind the building fagade line along that street O le • Surface Parking Area i LL Pedestrian - Friendly Min. 3' behind the building O Parking a Frontage fa4ade line along that street etback lined • ° c Min. 3' behind the property e is d 4General m Frontage line along that street 6' (min) only if adjacent to Buildin a g • 2 m o- Side Neighborhood District; �a 0' min. for all other O • i ewa J adjacencies ne Building facade line ■ 6' (min) only if adjacent to Neighborhood District; Pedestrian Priority or Open Space Frontage Rear Q 0' min. for all other Standards for S and T in the illustrations above are referenced in standards for Driveways and Service Access section 6.1(c) iii. adjacencies (v) Structured Parking Pedestrian Priority or open Space Frontage Standards for S and T in the illustrations above are referenced in standards for Driveways and Service Access section 6.1(c) iii. • Ground floor - Shall be min. of Pedestrian 30' from the property line O Priority or Open Upper Floors — may be built to Space Frontage the fa4ade line along that ro street Pedestrian- ■ May be built up to the building faSade line Friendly along a that street; or J O u If no building is located along the street Frontage or General frontage; then the structured parking shall Frontage meet the setback standards along that ` specific frontage. o v • 10' (min) only if adjacent to d Side Neighborhood District; (O u 0' for all other adjacencies J C C � 10' (min) only if adjacent to L d Rear Neighborhood District; Q 0' min. for all other line adjacencies (vi) Below Grade Parking May be built up to the property lines along all streets Section 6: Building and Site Development Standards TCAAP Redevelopment Code Page 167 J � Attachment F RAMSEY —ARpENHILLs COUNTY DUVAL ALATUS COMPANIES 9 -A" TRADITION ■ ■ ■ ■ u'gr w IDP I IL ♦ • 10 .tea; • •��....� •����. ♦ Y46 ♦M♦. ; - --. F R ",�" ,♦ w s + ♦+ ♦♦ ♦z y�_ w. .� � �:. 'I . , � �� *I 'sir YIY -_ �--- * YFC 5,'Y: �- r r . ■ 4 ♦ , �4# 4f t `! 1 �# fill I r Inc - IL 1 RAMSEY —AAnFN HILLS COUNTY Attachment G MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding is made and entered into this day of Ottup• - 20I1p , by the CITY OF ARDEN HILLS Minnesota municipal corporation ("City") and ALATUS ARDEN HILLS LLC, a Minnesota Limited Liability Company ("Master Developer"). 1. Alatus Arden Hills LLC is the Master Developer of the former Twin Cities Army Ammunition Plant property redevelopment project (the "Project"), also known as Rice Creek Commons ("RCC"). The Master Developer will enter into a development agreement with the Joint Development Authority for the Project. As part of the project development plan and pursuant to the development agreement, Master Developer will be required to dedicate certain parcels of land for park purposes to the City. The City and Master Developer have discussed and reached a mutual understanding regarding the size, location, and improvement of the dedicated park areas and desire to hereby document that understanding by this memorandum. 2. The City and Master Developer desire to dedicate and construct three major parks within the Project. The three parks are Creek Park (CNP-1). Hill Park (HNP-2), and Town Center Park (Park B-east of roadway), as shown on the project plans attached hereto as Exhibit A. The Master Developer or assignee will also construct the additional public and private open spaces identified in the TCAAP Redevelopment Code and on the TCAAP Regulating Plan at their own expenses and are not subject to this agreement. 3. The Master Developer will hire and pay for a planning firm to work with the City and the City Parks, Trails, and Recreation Committee on the design and development, including amenities, of the three parks according to the standards attached hereto as Exhibit B ('Park Improvements'), on terms to be agreed upon between the City and Master Developer. The final designs for the Park Improvement shall be subject to City Council approval. 4. The City's estimated cost to design, construct, and inspect the Park Improvements is $14.5 million dollars and will be funded by park dedication fees generated from the Project pursuant to the Arden Hills Code of Ordinances and Fee Schedule, as amended over time. The final cost and timing of the payment of park dedication fees will be established by subsequent agreement between the City and Master Developer. 5. The City and the Master Developer will work together on the timing to construct the Park Improvements and, if not constructed by the Master Developer, jointly selecting the entity that will be responsible for constructing the Park Improvements. 6. Future agreements will be negotiated and entered into for the maintenance and responsibility of each park and the Park Improvements. 7. The term of this Memorandum of Understanding will expire upon execution of subsequent agreement between the parties that provide final Park Improvement approvals. IN WITNESS WHEREOF, the parties hereto have executed this Memorandum of Understanding effective the date first set forth above. STATE OF MINNESOTA) SS. COUNTY OF ALATUS ARDEN HILLS LLC By _ R�Y- �' Its V� A'ldl;U The foregoing instrument was acknowledged _ the company. on behalf of the limited Iiability company. before me this day of , 2016, by of Aiatus Arden Hills LLC, a Minnesota limited liability Notary Public CITY OF AR EN HILLS r Byi.L�L� David Grant. Mayor And 'd" Sue Iverson, Interim City Administrator 2 TCAAP Proposed Parks Area Plan 0 Exhibit A Park PIan PAW1 ; niREmw A 04 & S6 [REEK. 5 9 ICE lll3 TOM TENTER 19 TOTAi 24 S Q�P , rvffY .Creek t; IT►.. 9 � 'ty Hif' h4eY HNP 1 De�K c � ri v DL Hilt �f'fDr ` 1 Dr�DK mmP.I ti YIu u5 � PoWlglp PD>A ifRtlp "� �/R�✓` OQMY'f � PA by $`' 1 3 Exhibit B TCAAP Park Standards Multi -Use Recreational Field for Soccer, Baseball and Lacrosse i. 1 Adult Soccer field 1 12" depth custom blended sand based topsoil 2 Irrigation system 3 draintile system ii. 1 Ballfield overlay (shared greenspace with soccer field) 1 Backslop Fencing 2 Players benches 3. Agg,lime infield nr Athletic field lighting iv Athletic turf seeding v. Scoreboard yr Ballfield bases vh Soccerllacrosse nets vui. Bleacher seating For 90 people Half Basketball Court Concrete pavement on aggregate base Court striping iii Players bench iv. Basketball hoop Park building with restrooms, warming house, and storage r Approximately 1,500 5F Hockey Rink i. Portable synthetic hockey boards I equipment Playground area i. 5,200 SF of container space with concrete border ii. Play equipment iii Rubberized poured in place safety surfacing Picnic Shelter Approximately 1,000 SF Concrete walkways Parking adjacent to street i. For 45 vehicles Drinking fountain (1) Utilities (water services, sanitary $ storm sewer) Misc. Site Amenities i. Benches ii. Picnic tables iii. Grills iv. Waste and recyciing receptacles v. Bike racks j. Fencing at select locations k. Pedestrian lighting of primary walkways and trails I. Entrance monument and wayfinding signage m. Landscape enhancements i. Trees u. Mass shrub & perennial planting beds i steel edging 2. Drip irrigation iii mulch Seeding of all disturbed areas Irrigation of general turf areas Exhibit B TCAAP Park Standards Youth Soccer Field (1) i. 12" depth custom blended sand based topsoil ii. Irrigation system iii. uraintile system iv. Players benches v. Athletic turf seeding vi. Soccer nets Full basketball court i. Concrete pavement on aggregate base ii. Court striping iii. Players benches iv. Basketball hoops Two full tennis courts (with picklebail overlay striping) i. Bituminous pavement on aggregate base ii. Sport court color coating and striping iii. 10` tall perimeter chainlink fencing iv. Spectator seating for 30 people v. Court lighting vi. Tennis nets Park Building with common space, restrooms, and storage i. Approximately 2,250 SF Playground area i. 5,200 SF of container space with concrete border ii. Play equipment Hi. Rubberized poured in place safety surfacing Picnic Shelter (approx.. 1,000 SF) Concrete walkways Drinking fountain (1) Utilities (water services, sanitary & storm sewer) Misc. Site Amenities i. Benches ii. Picnic tables iii. Waste and recycling receptacles ,v, Bike racks Fencing at select locations Pedestrian lighting of primary walkways and trails Entrance monument and wayfinding signage Landscape enhancements i. ; rees ii. '.sass shrub & perennial planting beds 1. steel edging 2. Drip irrigation iii. mulch Seeding of all disturbed areas Irrigation of general turf areas Exhibit B TCAAP Park Standards Plaza hardscape east of roadway i. Decorative concrete pavement ii, Canal bridge in, Decorative pedestrian lighting iv. Miscellaneous Site Furnishings 1. Benches 2. Tree grates 3. Bollards v. Landscape enhancements Artistic interactive water feature i. Recirculating / chlorinated Amphitheater area i. Custom performance stage / canopy / enclosure J. Performance lighting system iii. Concrete seat walls iv, Concrete steps with handrails v Concrete walkways vi, Decorative pavement (front of stage) vii. Terraced turf seating (sod) Park building with visitor space, event center, restrooms, warming house i. Approximately 10,000 SF that could have an outdoor open air area attached (in place of a stand-alone pavillion) Sand volleyball court with players benches and volleyball net Playground area i. 5,200 SF of container space with concrete border ii. Play equipment iii. Rubberized poured in place safety surfacing Concrete walkways Drinking fountain (i) Utilities (water services, sanitary & storm sewer) Misc, Site Amenities i. Benches ii. Picnic tables iii. Waste and recycling receptacles ,v. Bike racks Decorative railings / fencing at select locations Pedestrian lighting of primary walkways and trails Entrance monument and wayfinding signage Landscape enhancements i. i tees ii. Mass shrub & perennial planting beds 1. steel edging 2. Drip irrigation iii. mulch Seeding of all disturbed areas Irrigation of general turf areas Attachment H 9.0 Open Space Standards 9.1 Open Space Approach: The Master Plan Vision for TCAAP recognizes the importance of providing a network of open spaces with a multitude of passive and active recreational opportunities. These opportunities are to be accommodated in a variety of spaces ranging from large scale open spaces to small scale pocket parks located within the Plan Area. The open space network will be serviced by an interconnected network of trails and paths for pedestrians and bicyclists alike, providing desired amenities for future residents and visitors alike. The approach to Open Space facilitates the implementation of the Master Plan Vision for the TRC. This vision for redevelopment is based on the City of Arden Hills' goal to create a comprehensive, maintained and interconnected system of parks, pathways and open spaces, as well as a balanced program of recreational activities for residents of all ages, incomes and abilities. The Open Space approach recognizes that the development context, with varying density and building types, is required to ensure quality open spaces that serve both recreational and placemaking goals of the Master Plan. 9.2 Required Open Space Designations: This section establishes standards for Open Space within the TRC. The TRC Regulating Plan (Attachment 1) designates areas for required Open Spaces within the TRC. The detailed Open Space Standards for each type are included in Attachment 2. These standards include general character, design, typical size, frontage requirements, and typical uses. (a) Required Open Spaces are the areas shown on the Regulating Plan with specific locations of future Open Spaces (including parks, plazas, greens, and squares). These spaces have been identified on the Regulating Plan due to the certainty of their location within the context of the overall Plan Area. Such required spaces shall be publicly accessible open spaces. The specific location of parks, particularly in the Hill and Creek neighborhoods, are likely to change based on developer input, but will need to include the amenities identified in the TCAAP Master Parks Plan. 9.3 Water Infrastructure Designation: The Natural Resources Corridor within the TCAAP Site Redevelopment will be designed with the goal of maximizing compatibility and functionality of regional storm water, wetland mitigation, the Rice Creek re -meander, floodplain restoration, and groundwater requirements. An additional goal is to provide visual and active and passive recreational features to support adjacent land uses. The Natural Resources Corridor is intended to be an amenity to the site's uses and users. 9.4 Permeable Area Requirement: (a) All development is required to maintain a permeable ground area per Table 9-1. In limited areas, the JDA may grant flexibility on these requirements in accordance with MPCA guidelines. Table 9-1 Permeable Area Requirements District Min Pervious Lot Area Neighborhood 40% TC, Retail, Office, Civic 10% Flex Office, CC 25% (b) Permeable ground area shall be on -site within the parcel limits of the development. (c) Up to 100% of Private Common Open Space may count towards the permeable ground area requirements if the materials and ground cover for the Private Common Open Space meets the standards of permeability. Section 9: Open Space Standards TCAAP Redevelopment Code Page 1 86 (d) Street screening for parking lots that utilize vegetative screening may count towards the permeable ground area requirements. (e) Permeable materials include: i. Any natural vegetation or landscaping that allows direct water infiltration ii. Permeable paving materials designed and engineered to allow direct water infiltration. Any new material not listed in any best practice guides for permeable paving will be evaluated and considered by Community Development Staff and may be approved by the JDA. Permeable paving materials shall not count towards more than twenty percent (20%) of the total permeable area requirements. iii. Any material that requires a sheet flow and collection system for water infiltration shall not be considered permeable cover. (f) Design and placement: i. In Town Center, Civic, Retail Mixed -Use and Office Mixed -Use Zones, permeable area that is adjacent to or visible from the public right-of-way shall be designed in context with the public realm and not interrupt the walkable form of the public realm. An interruption may be considered any design that blocks pedestrian walkability and clear zones, blocks views of entryways and windows, or blocks access to any ingress/egress of a building. ii. In the Neighborhood, Flex Office or Campus Commercial Zones, any yard or buffer space on site shall be designed in context with the primary building(s) and shall not block views or ingress/egress access to the buildings. 9.5 Open Space Classification: For the purposes of this Code, all open space shall fall into one of the following three major classes: (a) Public Open Space: Open air or unenclosed to semi-unenclosed areas intended for public access and use and located per the Regulating Plan (Attachment 1). These areas range in size and development and serve to compliment and connect surrounding land uses and Code requirements. (b) Private Common Open Space: A privately owned outdoor or unenclosed area, located on the ground or on a terrace, deck, porch, or roof, designed and accessible for outdoor gathering, recreation, and/or landscaping and intended for use by the residents, employees, and/or visitors to the development. This may or may not be accessible to the public, but shall be maintained privately. (c) Private Personal Open Space: A privately owned outdoor or unenclosed area, located on the ground or on a balcony, deck, porch, or terrace and intended solely for use by the individual residents of a condominium or multi -family dwelling unit. 9.6 Open Space Requirements (a) All non-residential development shall provide four (4.0) sq.ft. of Private Common Open Space for every 100 sq. ft. of non-residential building space or fraction thereof. This standard shall only apply to site plans two (2) acres in size or larger. (b) All residential development of five (5) attached dwelling units or more, on a single parcel, shall meet the Private Common Open Space standards established in this Section. Table 9-2 establishes the Private Common Open Space requirement based on the proposed intensity of residential development. Section 9: Open Space Standards TCAAP Redevelopment Code Page 1 87 Table 9-2 Private Common Open Space Requirements Residential Density (dwelling units per acre) Private Common Open Space Standard Proposed (area of private common space per dwelling unit) 0 — 4 DU / acre Not required 5 — 19 DU / acre Provide minimum of 160 sf per dwelling unit 20 — 29 DU / acre Provide minimum of 120 sf per dwelling unit 30 DU / acre or greater Provide minimum of 80 sf per dwelling unit (c) All residential development with seven (7) or more attached units within the TRC shall also meet the Private Personal Open Space standards established in this Section. Table 9-3 establishes the Private Personal Open Space requirement based on the proposed intensity and type of residential development. Nursing Home and Assisted Living residential uses and Live -work units are exempted from Private Personal Open Space requirements. Table 9-3 Private Personal Open Space Requirements Residential Density Private Personal Open Space Standard Proposed (dwellings per acre) 7 - 19 DU / acre Ground floor units located on a Pedestrian Friendly or Pedestrian Priority Frontage: all dwelling units shall have private personal open space including one of the following: Porch, Stoop, Patio, or Deck or combination Upper floor units: 60% of all dwelling units shall have a balcony. 20 — 29 DU / acre Ground floor units located on a Pedestrian Friendly or Pedestrian Priority Frontage: all dwelling units shall have one of the following: Porch, Stoop, Patio, or Deck Upper floor units: 60% of all dwelling units shall have a Balcony. 30 or greater DU / acre Ground floor dwelling units located on a Pedestrian Friendly or Pedestrian Priority Frontage: All units shall include one of the following: Porch, Stoop, Patio, or Deck Upper floor dwelling units: 50% of all upper dwelling units shall have a Balcony. (d) Attachment 2 shall provide the palette of open space types. Section 9: Open Space Standards TCAAP Redevelopment Code Page 1 88