HomeMy WebLinkAboutCCP 08-18-1997
. FILE
. AGENDA
f1j
ARDEN HILLS CITY COUNCIL WORKSESSION
ARMY RESERVE CENTER - 4655 LEXINGTON A VENUE NORTH
. MONDAY, AUGUST 18, 4:45 P.M.
. 4:45 P.M. I. Call to OrderlRoll Call
. 4:45 P.M. 2. Approval of Meeting Agenda
. 4:50 P.M. 3. City Issues - Short Term
a. Gatewav Business District (GBD)
I I. Welsh Building Elevations
2. Welsh Development Agreement
3. Bond Issuance
I b. Selection of Engineer, Determine Review Process
c. final Plans and Review, Council/Staff/Committee BBQ
- NOTE CHANGE OF LOCATION FOR
~ SEPTEMBER 15, 1997 WORKSESSION TO THE
CITY PUBLIC WORKS GARAGE AT 1450 WEST HWY. 96
d. North Heights Lutheran Church, Building Elevations
. e. 1998 Preliminary Budget
f. Internet Access Update
. .
6:30 P.M. 4. City Issues - Long Term
. a. Utility Rate Structure
. 7:00 P.M. 5. Miscellaneous Items
I 7:30 P.M. 6. Adjourn
I The above times may vary depending upon length of issue discussion.
.
..
I
l .
I
-.
I
.
.
.
I
I
August Meetings September Meetings
August 6 ' . Planning Commission 7:30 P.M. September 3 Planning Commission 7:30 P.M. fI
August I t Council Meeting 7:30 P.M. September 8 Council Meeting 7:30 P.M. .
August 18 Council Worksession 4:45 P.M. Septem ber 15 Couneil Worksession 4:45 P.M.
August 20 Business Development 8:00 A.M. Septem ber 17 Business Development 8:00 A.M. .
Committee Committee
August 21 Finance Committee 7:30 P.M. Septem ber 18 Finanee Committee 7:30 P.M. .
August 2 J Public Safety 7:30 P.M. Septem ber 18 Publie Safety 7:30 P.M.
Commission Commission .
August 25 Economic Development 7:00 P.M. Septem ber 23 Parks & Recreation 7:00 P.M.
Authority Commission
I
August 25 Council Meeting 7:30 P.M. Septem ber 24 Newsletter Committee 6:00 P.M.
August 26 Parks & Recreation 6:00 P.M. September 24 Hwy. 96 Task Force 7:00 P.M. I
Commission
Septem ber 29 Economic Development 7:00 P.M.
August 27 Newsletter Committee 6:00 P.M. Authority .
August 27 Hwy. 96 Task Force 7:00 P.M. September 29 Council Meeting 7:30 P.M.
--
I
I 0T~
~.~
Y;/\'tI'1(
I. ~,U)~
CITY OF ARDEN HILLS F..r-
.. ~. r-
AUGUST 18, 1997 - WORKSESSION r. i.'~d
DISCUSSION OF DEVELOPMENT AGREEMENT ., ,...-
- GENERAL PRINCIPLES -
I * City and Developer (Welsh Development LLC) agree on scope and details of project
* City issues bonds (General Obligation TIF) to pay for public improvement (relocated
I 14th Street and relocated Round Lake Road/Highway 96 intersection) costs within the
Gateway Business District (GBD)
* Increased tax revenues (TIF) from the Phase I, 11, III, and IV GBD projects pay the debt
I service on the bonds
Welsh Development, LLC (Welsh) is responsible for:
I 1. Building a Phase 11 building of at least 104,532 square feet (max.);
2. Building a Phase III building of at least 70,000 square feet (115,575 square feet max.);
3. Building a Phase IV building of at least 70,000 square feet (111,779 square feet max.);
I 4. Constructing, and receiving occupancy permits, for at least 244,532 square feet of
buildings by ,
I. 5. Provision of buildings with sufficient value to generate a minimum market value for tax
purposes to cover the debt service of the bonds;
City of Arden Hills is responsible for:
Ie 1. Building the relocated 14th Street;
2. Starting the construction of the relocated 14th Street by and completing it
I by ,
3. Building the relocated Round Lake Road/Highway 96 intersection;
4. Starting the construction of the relocated Round Lake Road/Highway 96 intersection by
I and completing it by ,
Special Assessments will be levied against each phase until the building in that phase receives an
. occupancy permit and then the special assessments will be canceled. In theory, the largest risk
for the City is before the buildings are built on the property. Once the buildings are given
I occupancy permits, then in theory the value should be present to allow for repayment of the
bonds. Also, this is the time when Welsh will most likely sell the buildings. The elimination of
the special assessments at this point removes the personal liability which large institutional
I investors will not accept, and hence would not buy the buildings.
I
I.
..
I
I
HP OfficeJet Fax Log Report for
I Personal Printer/Fax/Copier City of Arden Hills
612633-7839
. Aug-14-97 06:07 PM
I Last Fax
I Identification Result Pa~es Ill1!l !2iIk Time Duration Dia~nostic
6286833 OK 02 Sent Aug-14 06:06P 00:00:55 002181230020
I 6.0.4
I
I
I
I
.-
I
I
I
.
I
I
.
.4t
.
I
I CITY OF ARDEN HILLS
,. MEMORANDUM
DATE: August 15, 1997
I TO: Mayor and City Council
Brian Fritsinger, City Administrato~
I FROM:
SUBJECT: Administrator Comments for the August 18, 1997 Council
I Worksession
1. City Issues - Short Term
I a. Gateway Business District (GBD)
I 1. Welsh Building Elevations
Staff has met with architects representing Welsh Companies to discuss
changes to the building elevations as suggested by the City Council. The
I Council will be asked for input as to the revised elevations submitted by
Welsh.
Ie 2. Welsh DeveloDment Agreement
Enclosed the City Council will find the second revision to the
Development Agreement. A third revised Development Agreement will
I also be presented for Council comment. Staff met with Welsh
representatives late this past week, and have made several changes which
will be included in the third revision. Attorney Deike will be in
I attendance to walk the Council through this document.
3. Bond Issuance
I Several members of the Council have raised questions regarding the
issuance of Tax Increment Financing (TIF) Bonds to finance the public
I improvements required in the GBD project. Staff would like to briefly
review this subject and issues related to the issuance being completed by
the City or EDA. Representatives from Ehlers and Associates are
I expected to be in attendance to answer any questions raised by the City
Council.
I b. Selection of Engineer. Determine Review Process
The RFP's for engineering services were due on August 15, 1997. Staff will
provide an update on the number of proposals received, and would like to discuss
I the interview and selection process.
~
1
-- --------------------- -----
I
Administrator Comments for the August 18, 1997 Council Worksession .
Page Two
August 15, 1997 ..
c. Final Plans and Review. CouncillStaff/Committee BBO
Staff will be presenting some ofthe final plans for the September BBQ. Council
should provide any other suggestions it has related to preparation for this event. I
d. North Heights Lutheran Church. Building Elevations
Staff has continued conversations with North Heights Lutheran Church as to the I
exterior finish to the church expansion. Apparently, there has been some
miscommunication between the church and the City on the type of exterior I
building material to be used on the church. Staff will be seeking City Council
direction on revised building elevations.
e. 1998 Preliminary Budget .
Staff has prepared the first cut of the 1998 Preliminary Budget for City Council
review. The City Council will be asked to provide input on a number of topics I
which will have an effect on the final 1998 Budget.
f. Internet Access Update I
The cable company completed our internal wiring changes necessary to eventually
gain Internet access. The cable company now has to complete the necessary
agreements with the Internet service provider. Staff may have a brief update ..
regarding this topic.
2. City Issues - Long Term I
a. Utility Rate Structure I
Staff would like to briefly review the current utility rate structure and other
policies which affect the Arden Hills rate structure.
I
BF/sls
I
I
I
I
..
I
-- ---------- ---------
I"
.
1 CITY OF ARDEN HILLS
f' MEMORANDUM
DATE: August 18, 1997
I TO: Mayor and City Council
Kevin Ringwald, Community Development Directo~
I FROM:
SUBJECT: Case #97-06, Preliminary Upgrades to Building Exteriors,
I Welsh Companies, 4000 Round Lake Road
I Request
The applicant was directed as part of the PUD approval granted on July 14, 1997 to research
modifications for relief at the corners visible from the relocated Fourteenth Street and the City
I Council would review these modifications at the time of the final plat.
Background
I The applicant is anticipating to submit the final plat for review by the City Council at its
Monday, August 25, 1997 meeting. Therefore, the applicant is requesting preliminary feedback
from the City Council on the upgrades that they have made to the exterior of Phases II, III, and
Ie IV.
The City in Planning Case 96-12 approved the Phase I building in the OBD (Exhibit A).
1 Subsequent to that, the applicant has been assembling properties to its southeast to facilitate
further development potential in the area. As previously mentioned, the City Council approved
I the PUD on July 14, 1997, subject to the exterior of the buildings being modified as generally
discussed at that meeting (Exhibit B). To this end, the applicant has added brick, canopies, and
windows to the Phase II building and brick, windows, wing walls, and a glass curtain wall on . :-~
I Phases 1II and IV (Exhibit C).
Direction Requested
I The Staff requests direction from the City Council on the acceptability of the proposed
enhancements to the exterior of the buildings (Phases II, III, and IV) in the OBD.
.
I
I
re
I
- ---------------
, I -- -~.- ,,_v
, ') c:.....- (' L,' ':-"--' '-- ".'.
. I \~ ........,....=---
_ ' -.,z-.....( _ > l. \ ~_~ ~."._.
\ \ \ --'--'-
/=~111111'i1111111 Ililllllllll'111111111111111',IIII1111111111111111111!'iillll"~\ \ :==: ~:;;~ =-~. f1,';S:
j: i V.o;:r~ " \~~----
~ 111111111111111..~D.'I,llllllllllf~.'III,II' ~~llllrl~'11 \ \ " ~~~~:=~,:""""-"",,,,_p
rr ",:",,! !,! : . \ ~ \ '0 ,,"vd...a.'T A
' , I , , I , I , I I I " ,I I , \ r"nlV1
__--.l..~. __l_"":'" _1.. _1.. _1. .1. ...:... _.l......L '. _~ _.1.. _.l... __.J... ___l. _.l.. __.1- _..1__1.. "'., %;: '~\\ %
I : : : : : : :: ,: ::::::::.;;-. ,\\ 'V
-r- ,I::::::::::,:::,::::"~ \\ 'I
I ~,; 1 'I . I 1 I I "',. I , , ' : , \ \
, 1 .--..,--.-,.--,.---.,..-+-,--,--.'-,-..,--+-..,....--,--,--'. --",,-,-,-,.--,--, -., \ \ <' ,
i r' t I FROF'05::::J' O==;C::I w~:..+o.;e::: i=ACILlTY F I I ! ! 1 " '0; \ 7.
~_ _ " I ) , ; I , I , , , ' ; ., ", , \\ ....\ '7:
,-- ,j! I I j I I ! i i I ! ;'~"':l'!I", I ! ; ii' \ "'... <<:f
t' - __-'-_+_+_+_-,-_+_-,-_+..-'-_-L_+-+_-'-_+_-,-_.-'.....-L_-'-_.l_-'-_-'-_-'-__ , R, \
1.( '! L ! i I I Ii",' I ~ \
I. ~ ! rl'I;ll~llil~'~~":III:III'~I;\;III"li;'~:-I'IIII!~J;l:-~r-f~'-T"." \ \
I - ~ U --y----~-- r- \ \
I. ~" ~ ~~':: .' E \
~ \ i =---- (1IIIIi;IIIII'~\
1'- -_1..._______--' ~ \
.~/.._---- ---------------- ~ \
'~.~. .,,~__._-. ......... tI .::-.~..~ .....'"
.~. .---
i '
, .
: ! r~ T"...J _
. , , 5,,,~~_
.' --I
I :~ 'i:~=- Q) :::.':.,:';-"'< ~
O<.llll'.o~
~, :;:;".':.T'a.,,_
=-~.,-=-=~..
. ~- - ~
._--'.....-........
-.._......,.___ .<>> ~._._ ,UCHI'TOC1'\..1U:' o.<.o.:.....!; :;;,!',"!'_ ::::~~-. ':OO:;:'l ""'I...I...:!- ....:::~,,.l,~ :;;:-.'~~ ~,-: ..._~.
~~il.:;}" ~'.~ ~ \.i.:. ......,,,....,,..............; c:=~~';e>. (O.:.o.i.l.y~..c:;.l..-=.
'--"'........"'-_. ... Zl:t;;: ~:""""iIl::i!;!'i'i ~itI ""'!.l~" -...... _. , .
Ie -- _.,-,.-s. ..........- ~:'Z!D~~:;;.:L.~~C'"L.~~..:."O L-
~... -~ -'.'- ~._::>::1""I/'.G.'?' -,.....E?IC'_ '
1
I
1
I
I
I
I
..
I
I
~~ I
2f? (..LIo --
~_. iZE-<(Il
." 0 Z ~
......(..LIz
AS;;:u~
fI ~ ~ I
...:l~
(..LI(..LI
::c~ I
~o
"j Or/)
1
\ Z...:l I
I
'i ...:l...:l(ll
.1-
"~I <t:~--1
1
, ,;.-~ ...... :=1
,\ '. ~Z::: I
~i (..LIz
; ~ Q W'
0.< ~ ~j.'
~<t:.o:: a I
I ~.a ,-
~ ..'" I
r' ". I
i- V, ..~
, cc;Z._
,4 ..
-- ill;
,
--~d; - ri
.. :r.
':1 ~..: . AiL I
':1'-
;i;i:
. , ; it ~/ -;?c<-_/~
":";:"-"1 . 1.'. ~;,
';~ '\ ~', ' .~;.t" 'ff
'\',
I
1
I
I
I
I
..
I
I' (5f~~-=a..,._. ?'
--- imP'-- ~ ==
"("~-J--!-' ~, I I I I I ! I t r-:..,
II I II~ .1 I; i lil~,- I+-.,----;-' I I!
I!' I
1-iC~~f-l E;.='/..I.i!CI'-t '--~Ar~ ""--- -'''''' ~ '--' " -
>' ~..,......
.IP:l]~
. CBT =1 ="ATICN \..
~j c.u_:-- ~.;~
IJLl~lYJJllllITilljHuTIlUJJlUJw-~llWWJ111~lWJJlIJJWJill
l\ -=cu:n..j EL.S'IJ.IICN ~;;:;:~...;.
~~I'" .' I f II. [IJJlUJlJilll
@F'-"'" '::'C""-'-'1'-ICN
.. -,,,<;,1_...,, \..,,.., ::,-=...: ,
.; 0::....1.,........ " illllll:
t! ::fn~r~~-~ r- ~~e.N ~iW I
I "'I'll'" I""''''
c :i ~~ ~.:-_~
'f <g> ~rt.., I ~
\:1 '" 1L1."I~
,-- .~ ...::.. I ~
-
r1\. NCRr~EA'51" E!...!::/olTION W ..o.oo~ ___
~! """"".w... ...,.,.~ ~"
I "'.." $1 ~$ H I I
I
~ ~ 1il k @ r-:CNJM2-. - -. ~'1' ~'I"~
, ' 'I:. I :_= _L.........
K:Y fl.A~ ~ .~ o:....r.".."...
I .---.....-........ ~. -=.... - - ~
~~~---- C.:K.O.l.I..! :::..'i!<I..:;:P"'E'or ~E'< ~~I..' "'':''E~-.l.-i< ~i:"'T:;;:1;!
--...-...--- ~ --- ~
----'......... 0__... ~. =--=~,.:o. """;,!,:lJ.Y~~~.~
-_.-....-...,...... ~"'o;=s~ "...."...",,,,,.......,,.1
...-"'............_4 ~~'~ ~<U'iW:l..'l!'l ~.D ~.IT;;: ~~IZ:I -~ _.
-..67~_ t:. ~ ~
~... -... ........- ...,..,.........- --- lI:r~ 'IC'<:I"'.....O~= !101L=/"'~
Ie ~1..::-C...,O<'/C1'<.,.,'......~~...:..
1
.
I
I
I
I
I
~
I
I' .
i' 4444
~J ~m ~! 4R-' .
'j u:l !l !!ii i' .... '
; ,,::11 ~,,' un ;~
, ,," ;'
,i'! ", ;;;i'~ r
I l'"' ,.,' .. ~l'w'
.., .. I ,1 ,,,, ; .', ......11"~,"
q ~ ,. I ' .. .. I l' " . ,'- r<
" " ' -,., , ," ' . I"'
'I .!! : Il" !l II ~ 11 ~: '~ , I ., " I oJ) 3
. .. , !. .,. ,j ,~ll1 ",' !; II; ..
j' "\'! "," I'
, 1 1'1 ," ! h ., 'I ,l ,-
~ ' .f'l . i1 'I' it c. , 'l
~ . Ii ' lIH1P!! ~ III .1"; " 1111 '
I ~:ll M ''I' dll!i: !!iill! Ih! :, . iiI' 1l!;lillJl ~~! 1
. Ii, ~ 'I' ,I;' ,! !" .J
-~~ i~i ~!~ "y
~ 5"
1 ,J~c.l:::l
llz~
Z
~
, J
,/' '>,."...., ,,' . 0 ~~; i
1 .0 ..~,~ . ',: Z 0 1!= ~
" ," I I_.J <l \) ~!
1/ " -J.
. / ~.
~. ".' w'"
J~ .".! ,.J
I 1" ,/ .."
,,' " '
,'I 0
I,., U
I .'
'I '
I j, ~
" ,()
,.' ~ 'I
, . ,
\ "J,_' "~, 11 !
..' ,_,' ,'" II l
,f, ,!~!I'l
. i " \! ~ II~;
.... ~ ~ '"
.... 1 ' ,.;.
/ :1 (.:'~
, . ,:,.
, 0''' /I ~
--' .",'
i ' ) ,',
I " .~
" 's.-'-.."
"
/..... , /'- -
i
! -
I ,.. .
I __ I'":
I . ,
~ 11
11 .
',U ,--- -- /\'" '
d' ,"'ii!' <
~ ' " ! c' .' / IB ...
~~...,.. / - "' ~ ' .
~ >,,,' ",l'
/,-" /' l.Ill'.l a!'1J
f . /
! \ /:'
: \, ~/,'
--. ,', '
, ' ,', / '
~ ' II'. / ,'l!'
\ ,,/ /" ~t~dJ
, ' / ' '''1
. .1.>, '
/ }r~H!I d
~ - ,/ ".," .
-.- / ,,,,.,
, ~_ .j^!!1
__.___ __ hi'"
_....._ ."m ,
--- ---- ~-~
I - --
- -
-
-
-
'1
- LUa:~ I
c.:>WO
- 't.1, ",,0-
j i ~,.
I
i 00: _
ZW(J]
I I 0:;;;::1
OBI.
oz
i (J]W
-,0
-,0:
I I""
~ I Z I
i W
, 0
a:
j ""
!
, I I
i
,
;
, I
I
,
f I
1
i j
I ~' ~J
r I
, 1 I I
I I
;
, I Jr;.
,
: ,
,
, 1
I
1 I"
.)
i .,.,
! eI
,
l
~
,
~ I
I
I
I
I
I
il~
1
,
"
- --
I'
I
.. " I 3~
" Z -hZ
" .9 ' .9 -- I
" , " I-
" I- ,,'l
" 'l ">
" > I ~I W
I -- , w
" --' I n-l
" ill " W
, , II I
" I- - ,
" "I-
<1l !~ (Y.
" JU - ,
I " 3 ,,0
I , , "Z
"
" -
" ,
"
" ,
I "
" , fIJIld
-" ,
- ,
" ,
"
" ,
"
1 "
" - , , " )
" "
"' ~, ,III
~- , "
" "
" , "
" , :'11
, " " /
I ~- " ' " ' "
~- " " 'II
. I' , ' " '"
, " liii' " ~
-I " " "
, " f-I " 1)11
" " JII
I Ji , - -~ illl
, ' "
" "
HJ "
;,j il ~ 'I:;
lil- '1: [[II[j1l
'"
'" , ,
.. J) , "
"
" "
" "
" "
" fI111j"'-'11
- " lii!'1
I " -:'il'
, "
" "
" "
" ,,,
" , "
------- " ~"
I - " Iii it
"
" ~"
" 'I:;
"
" - I II
" "
" ill
I ~, q"
" " ,
" " Iii ::
" - Z
, , 0 1'1
" " "
" " i= I1II
- " " 'l ~ I;:
- , "
" " > ' "
, " tu -rrrrm~ II
- " ' " --'
, " ill
" , "
" - , :r ,"
" I- "
" ! :oJ , "
" ! 0 ~::
- , <1l
" 'I. 'I
, III II
" illl
" "
" , "
" -' , "
, , "
" 1111
" :=Il!IW ::
"
" ' "
J' "
" II!:
"
" , "
, "
.... - " "
" ITTID :1
, ,
" , -q"
- " ' "
" ' "
" ' "
" "
" , "
- " fIIIIj7-j11
Iii' II
~-q
- "
+
I' , ., ..". i: E .j i I~
. 4 .... ", ..', I llJt 'I,' .1
!' Hi! II !ill "I ""'~ ""1I'~rC" 1'"'_ ~
J~ i~;; ;:~ ;;~~ ;~ nH .... ..,........ ~ ~ I "7
; . ~ ~<_1 i tJ)
~. "t ~~.. " " ,
. '"" '!"".! 1
; ~! I!! !!! l l'''! ..
I ~ ,... ". _
'. h .... ~.. 1. 1.. 'i~ JI
ild j; II ,; II H!!!~r, !!!I !! I
..~ ~. ~i:j ~ ( =1 ij ~1 ..:h ~, i~ ~
!J~ lllnll [ ;. II !i!ll'l ? C. II ll!i~ "1
<t 1 .r 1~~ <[ " 2 j;1 1~' >- i
:'. ii' II,hlllJ1U ". !idlMiP1u ., I !111 Hlil!l!,ll ~Ill 3~~
. ~~r~ 11 ~~H ~lf bd] ~!~ ~~~ ~z ?j
;-~d ~~ ~ d~ -I '"
< i
~l ~~~ ~
. 78 LIi ~
.' <I..
I "'. ,. ,-.,j .J'
-'" .~ , "\~ Q~ ~
;/ IU ~;l "
.' I- <:( v
,/ ;n~ j
I ~~ 8
,-
,'. . z
, J ~ ~ ~
.1 /,l/ n ~
~ " . a
5 /" ...... __... _._ ~J ~ ~
I ~ " . '... " "I
,: \ '-.. UJ ~
.f' /" n r
/,/ ~ I '- , t:T ! 'I
'.. " . ~ ~ t {e
~ 1 ~ iLd
I 1- ~
f.:'" ~ .
, ~ "
/' . ::
" .
I' "
\', '.- t::
I . _.. """- ~ ~
.J
~ / J 1
/ ~ ~
I ..... ..:;: -
/~ ~ ~
" ." ~ ~
./""."._.,.,.... '.~~mrrrrrmnl1\i \$ ~
. </~~!M~\\\';! ~ 3 \.3
I. ,~~, ], p'
I' ~ ," '" .~
,-, 'i 50: .-
~ l'ii:t iclmfc;7 \ 11' _.~~.Lj_L I ;9
~ ~ I , ,n i __ ~.-+--4.---~-
~ -, ,II. I . . . I . 1"'\
~ Fo ,I =~! I -- --f~+-t- - '-.)
~ .1. r < .,] J, .. ....;-+..+...1. ,.
- (<c c'l I I 1 I I I
L ::' I ' . 1 -.- --4'-.-t---t.- }\
.- I:, ,. _ !\.__~
t: ::j . [0 i -.--. _.--!~.+._- 1 "'" .10
~ ~i [' i I - .-t4i:l!~ _.._.___(1 Ii ':,/ ;~,.
~ m, r 1ll \' ------ _.J~", ._. "". I I 1""., r'c>~
~ (" - l -.......:,. I I - ...... ',,_' . ..~ 1"'''1
..... =.I' ~~ -" . .~ __'< / .[)I,j l:I~1I'
"~-- ::i! - r1 ,--;-...-..... -.- -'j-'IB,'-' i I
I, 'I' 'u I .. ---t~'1...t~.. ....'
~ ~' < i~:' .~~++-t-j- /( /
l ,I [I", ..--..,..."..,... , . .'
l:: C," : : i . L I '. / , "
F':::! .............::1 ------1--+-"- :./ {~~~...
~ ::!! :.' , . . : '. / qO.~ll
"3' "'--J ." , ", / h"!! '
:- ~Ii : -p' '1 1 : iii ~./ ~~:i:~ ,j
g ~I --'""--. : r,: ~ " / / "!11' ,
,. ~ r ", , ; / ,- ~l'
- :;;jl, _, : : 01 ~, ~_n ,.' l&h ~
' "I r .. .. / i~' ~ ~
i! L...:.......: C__._ h I ..--. !.J'/ "ili!
I ,"'~":;;;:,- - ..-'. -~"':':"'~::::CC:C-=':':'=::-3:"L// iitm ,
~~ ----- ---=.::::.--
--
~U'~-'7;;......,., --____
----
1
'1
.. - I
r-
1.(5 ~ '" ..
~
b
~
~ I
z ~ .
I ~. ()
I
- 1: I
I t-
I D
I <( -.
I ~
I
I >
I I
I W ~
I
, ---.l ~'
I
I ill I
-.- !
I '01 ::t.
1-. ~!l
I t-
I ill\
I .
I
I
I
I
eI
I I
1
1
I
1
1-:
I
I. I
I
I
I
I
- - Ii .
I.
I.
I.
I ,~
I'
1:: I
I,
I.',
I
I
I
I .
I:
I".
I.~
I,~ ..
I.,'
I,
I
I
- -
I
--
I , L
,
, ()
,--'
,
f' , - ~~
, I-
,- <(
,
" ~
> r-
I; Ij
,
,-
I Ii ill ~ {\
" --1 &
, ~
, W
I
I I
I
- .iD
, ~
I
,- j-
1s~
I =:J
() [UJ
IS)
I '-;> 1
g D.
lD ~
I I ~~
,
I
, ~~
I -S
I I ~ ~
I
I l~~
,
,
r
. ,
Ie ,
,
I--
I
,
I
I I
,
,
r;
,
-
I "
I!
"
,
1-,,'
F
I ,--
,
':
I.;
,
"
I
I
I
I ,
I
.. ,
"
--. I
,
,
I
I
I ,
,
,
"
,
,
,
,
-
I
" I
'1(~ z ~ 0~ --
() \-;- ~ ~
- ; i ~
l- I
<[ ~ -
> ill ~
ill . ~ I
I --1 ~ t\)
I LU ~~.
- D 1: I
I =r:
- - I-
~.. I ~ ffi~ I
()
:::> -
-- - <J) ~~J~
I
- - I
I
~~ I
.-
I
I
-
I I
I
-Ij I
I'
I', I
I I
I
J I
J I:
~ ..
I
~. I I
'-7 :
----
I
. . ' . I
I ~
" ~I - ~f~
I
~
L ~
I ~ k ~
~
I
I ~~
E=
I ~ '2
~ ~lli
I <:
~ ~~
I -
~I ~ \=-;7
~ ~,~~
~
I I
D~-:t
Ie I ~ ~E
I t
I I
I
I
I
j I
I I
:i~1
I '1 .
J I
.-
~
I
-- - -
CITY OF ARDEN HILLS
- MEMORANDUM
DATE: August 18, 1997
TO: Mayor and City Council
FROM: Kevin Ringwald, Community Development Director If-
SUBJECT: Developmcnt Agreement (draft), GBD Phase II, III, and IV
Attached to this memorandum the City Council will find the draft of Development Agreement
between the City and Welsh Companies for Phases II, III, and IV of the Gateway Business
District (Exhibit A).
The basic concepts which were part of the first draft reviewed by the City Council at its Monday,
July 21, 1997 worksession have been maintained. Most of the modifications which are included
into this document provide for further clarifications between the two parties. The Staff is hopeful
that a third draft will be available at the meeting (August 18, 1997) which fills in most of the
blanks in this draft. Attorney Bob Deike and Financial Consultant Mark Ruff will be attendance
to provide a summary of the agreement and to answer City Council questions.
-
-
-
I
I
I
I
I
..
I
-
- 08/11197
DEVELOPMENT AGREEMENT
By and Between
ARDEN JID.,LS ECONOMIC DEVELOPMEl'o'T AUTHORITY
and
-
~ WELSH COMP,A_1'i/IESDEVELOPMENT COMPANY, LLC
-
-
-
- Dated as of: ,1997
. .
I
I
I This document was drafted by:
BRADLEY & DEIKE, P. A.
5100 Eden Avenue, Suite 306
I Edina, MN 55436
Telephone: (612) 927-4333
..
I rjdlagreementlArdenHiUsweJ<hrevised
.'.VZO'd 61'0.'. .'.C6 <:,9
'~'d '3~13a ~ A3,a~da <:0:9, l.66,-n-m~
--
.
TABLE OF CONTENTS
~
PREAMBLE 1
ARTICLE I
Definitions
Section 1.1. Definitions 3
ARTICLE II
Renresentations
Section 2.1. Representations by the Authority 7
Section 2.2. Representations by the Redeveloper 7
ARTICLE III
Acquisition and Conveyance ofPropertv. Public Tmnrovement. .
Section 3.l. Status of Redevelopment Properly 9
Section 3.2. Conveyance of the Redevelopment Property 9 -
Section 3.3. Time ofConveyancc 9 -
Section 3.4. Title 10
Section 3.5. Public Improvements 11 -
Section 3.6. Special Assessments 12 -
Section 3.7. 1998 West Round T .ake Road Tmnrovements 14
-
ARTICLE N I
Construction of Minimum Improvements
Section 4.1. Construction of Minimum Improvements 13-5 I
Section 4.2. Construction Plans gj,
Section 4.3. Commencement and Complctioll of I
Construction l4Q
I
(i) ..
.'../t"O'd 61'0.'. .'.<:':6 <:,:.9 I
'~'d '3~13a ~ A3la~da >:0:9. .'.66.-n-m~
.
ARTICLE V
Insurance and Condemnation
Section 5.l. Insurance 1-51
Section 5 2 Condemnation 19
ARTICLE VI
Payment of Assessments' Tax Incrfm'lent
~ec~on 6 1. ?avrnent of Assessments 20
Ta: rncr;nent Certification 21
~ec.i:n 6.2 21
ecb 11 ~.3. Re 1 Pro ~rty Taxes
Section 4. lls~ ofT:X fucremcnt 22
Section 6.4 A~~essment Ap"reement 22
e ARTICLE v:n
l1ortlia?e Financing
Section 7.1. Financing 2G3.
Section 7.2. Limitation Upon Encumbrance of Property 2G.l
-
- ARTICLE vm
- "Prohibitions Against Assi!>"ment and Transfer' Indemnification
I Section 8.l. Representation as to Redevelopmcnt 2H
Section 8.2. Prohibition Against Transfer of
I Property and Assignment of Agreement 2+;1
Section 8.3_ Approvals 2H
Section 8.4. Release and lndemnificatiolJ Covenants 2.t2
I ARTICLE IX
I Events of Defal\1t
.. Section 9.l. Events of Default Defined 2~
Section 9.2. Authority's Remedies on Default 2M
(ii)
I
l.,/S0'd 61'0l. l.<:6 <:,9 '~'d '3~I3a ~ A3la~da
\:0:9' l.66,-n-m~
----
.
Section 9.3. No Remcdy Exclusive 241
Section 9.4. No Additional Waiver Implied by
One Waiver 241
fu;cti on 9 5. Cost. of Enforcement 27
ARTICLE X
Additional Provisions
Section 10.1. Representatives Not [ndividllally Liable 2~E
Section 10.2. Restrictions on Use 2~~
Section 10.3. Provisions Not Merged With Deed 2~.8.
Section 10.4. Titles of Articles and Sections 2~
SeetieR 105. 1-;etises al'\<! Demaaes 2S
Sestien Hl.l'i. Diselllimer ofR-elatisRsbij3s 25
SeekeR 1 G.:. 11ealfieatie:es 26
~e:~:: 10.g. C IlHatelp arts 2(;
@ 1G.9. J.ueli~ial Imerpt"eta.tisn 26
SeetlllR 10.11l. TemHRatiofl ef hg>eefReflt 26
TESTIMONIUM 27 e
SIGNt:fUP-ES 27.8.
~~~on 1 ~.5. ~?tice!; and Demands . 28
e on 1 (i. ,sclalmer nfRelatlOnshlps 28
Section 10 7. Mndifications 29
*CCti o~ 1 0.8. Counteq>arts 29
ectio~ 10 <;) j;,dicial1ntemretatinn 29
Sgtio 10.10 Waoc and Joh Goals 22 -
-
~~~~:~ 30
30 -
SCHEDULE A Description of Redevelopment Property I
SCHEDULE B Description of Public Improvements I
SCHEDULE C Assessment Agreement
I
I
(iii) --
l.1/9\)'d 6P'0L Lc6 <:t9 '~'d '3~13a ~ ^3Ia~da I
>:0:9, 1.66,-n-9flt!
.
DEVELOPMENT AGREEMENT
TffiS AGREEMENT, is made 011 or as of the _ day of , 1997, by
and between the Arden Hills Economic Development Authority, a public body corporate and
politic (hcreinafter referred to as the "Authority"), and having its principal office at 1450 West
Highway 96, Arden Hills, Minnesota 55112, and Welsh Cell'ljlames evelonment Companv LLC,
a Minnesota eS'i'snman imited li~hilitv company (hereinafter referred to as "Redeveloper"),
having its principal office at
WITNESSETH:
WHEREAS, the Authority is a political body corporate and politic and a political
subdivision of thc State of MiTU1esota, organized and existing pursuant to the laws of the State of
Minnesota and is governed by the Board of Commissioners thereof (the "Board"); and
WHEREAS, pursuant to Minnesota Statutes, Section 469.124 to 469.134 and Sections
469.090 through 469.108 as amended, the Authority is authorized to establish municipal
. development districts in order to provide for the development and redevelopment of the City and
to operate municipal devclopment districts initially established by the City of Arden Hills (the
"City"); and
WHEREAS, pursuant to the Minnesota Tax Increment Financing Act, Minnesota
Statutes, Sections 469.174 to 469.179, as amended, the Authority is authorized to finance the
- capital and administrative costs of a municipal development district with tax increment generated
- from tax increment financing districts established within such municipal development distri"cts;
and
-
- WHEREAS, the City has established its Municipal Development District No. 1
(hereinafter refcrred to as the "Project") in an area of the City (hereinafter referred to as the
I "Project Arca") pursuant to Minnesota Statutes, Sections 469.124througb 469.134; and
WHEREAS, pursuant to a resolution of the City Council of the City, the City Council
I transferred control, authority and operation of the Project to the Autbority; and
WHEREAS, in connection with the Project, thcre has been created Tax Increment
I Financing District No.2 (hereinafter referred to as the "Tax Increment District") pursuant to the
Minnesota Tax Incremcnt Financing Act and a tax increment plan therefor (the "Plan"); and
I WHEREAS, tbe Redevelopcr has presented to the Authority a proposal for the
development of a multi-phased office warehouse development within the Project; and
f' WHEREAS, in order to assist the Redcveloper in its development the Authority is
prepared to pay certain public costs related to the development of the real property on which the
Redeveloper has proposed to undertake its devclopment (which property is described on the
I attached Schedule A and is hereinafter referred to as the "Redevelopment Property"); and
<'.V<'.0'd 61'0<'. <'.106 1O!9 '~'d '3~13a ~ ^3la~~
~0:9! l.66!-n-m~
.
'WllEREAS, the Authority believes that the redevelopment of the Project Area pursuant
to this Agreement, and fulfillment generally of this Agreement, are in the vital and best interests
of the City and the health, safety, morals, and welfare of its residents, and in accord with the
public purposes and provisions of the applicable State and local laws and requirements under
which the Project has been undertaken and is being assisted.
NOW, THEREFORE, in consideration of the prelJlises and the mutual obligations of the
parties hereto, each of them does hereby covenant and agree with the other as follows:
.
-
-
-
-
I
I
I
I
2 ..
.'.V80'd 61"0.'. .'.<::6 <::19 I
'~'d '3~13a ~ ^3Ia~da 1"0:91 .'.661-H-~~
.
ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears
from the context:
"Act" means Minnesota Statutes. Sections 469.124-469.134, and Sections 469.090-
469.108, as amended.
"Agreement" means this Agreement, as the same may be from time to time modified,
amended, or supplemented.
"Assessment Agreement" means the agreement, in the form of the agreement contained in
Schedule C attached to and made a part of this Agreement, among the Redeveloper, the
Authority, and the county assessor of the County, to be entered into pursuant to Section 6.5 of
this Agreement.
c'Assessments" means the special assessments to he levied at!ainst the Redevelopment
. Propertv and Redeveloper Property pnrsuant to Minnesota Statutes. Chapter 429. and Sf'.ction 3.6
of this Agreement
"Authority" nleans the Arden Hills Economic Development Authority, or its successors
or assigns.
"Authority Acquisition Property" means that portion of the Redevelopment Property
described as such on the attached Schedule A.
- "Bonds" meaos the tax increment general obligation bonds to be issued by the City to pay
- the costs of the Public Improvements. or any portion thereof. The term "Bonds" shall also
include any bonds or obligations issued to refinance any Bonds, or any portion thereof.
I "City" means the City of Arden Hills, Minnesota.
I "City Propertv" means that portion of the Redevelopment Propertv deserihed a.s such on
the attached Schedule A.
I "City Purchase Agreement" means that certain Purchase and Sale Agreement dated
. 19c:n hetween the Redeveloner and the City under which the City has "ween to sell
I and the Redeveloper has agreed to purchase the City Property_
"Condemnation Award" means the amount remaining from an award to the Redeveloper
f' for the acquisition of title to and possession of the Redevelopment Property or Minimum
Improvements, or any material part thereof, after deducting all expenses (including fees and
disbursements of counsel) incurred in the collection of such award_
I 3
1.'t/60'd 6Nll. l.G6 ",9 '~'d '3~I3a ~ ^3la~da 1'0:9'
1.66,-n-m~
.
"Construction Plans" means the site plan, lltility plan, grading and drainage plan,
landscape plan, elevations drawings and related documents on the construction work to bc
performed by the Redeveloper on the Redevelopment Property, together with the resolution of
the Authority approving such plans.
"County" means the County of Ramsey.
"Event of Default" means an action by the Redeveloper listed in Article IX of this
Agrcement.
"Holder" means the owner of a Mortgage.
"Market Value" means the market value of real property as determined by the County
Assessor of the County for real estate tax purposes.
"Miuimum Improvements" me= the improvements to be const11lcted by Redeveloper on
the Redevelopment Property consisting of Phase I, Phase II, aad Phase JIll Phase m and Phase
]Y, all to be constructed in accordance with approved Const11lction Plans.
"Mortgage" means any mortgage made by the Redeveloper which is secured, in whole or .
in part, with the Redevelopment Property and which is a permitted encllIIlbranee pursuant to the
provisions of Articles VII and VIII of this Agreement.
"Net Proceeds" means any procceds paid by an insurer to the Redeveloper or the
Authority under a policy or policies of insurance required to be provided and maintained by the
Redeveloper pursuant to Article V of this Agreement and remaining after deducting aU expense's
(including fees and disbursements of counsel) incurred in the collection of such proceeds.
-
"Parcel" means a parcel of the Redevelopment Property on which a Phase is to be
constructed. -
"Phase" means either Phase J, Phase II af Phase IlJ.1..Phase 111 or Phase IV. I
"Phase r' !Ream that Jls!'tieB sf tae Minimure IiRpfG'/smems een5istwg af a J ]$,000 I
Bltt'Bie foet afii.se/"'arelle!lse aevelejlmeat.
"Phase If' means that portion of the Minimum 1mprovements e~Bs:sMg sf a 105,990 I
W1ich is currently proposed to consist of a 140 532 square foot office/warehouse development.
"Phase III" means that portion of the Minimum Improvements e8BlliGting sf a 1 gj ,OOg I
)'/hich is currently proposed to consist of a \ 05 444 square foot office/warehouse development.
"Phase 1 Pualia ~I:8~.~ern~ntsn melms HUN fJ6nisa ef:ae Publie Imfl'FGT:ememtB aessEeea ..
all SliM SE. the ~ftBti 8e1iBdiHe B.
4
lot/m'd 6t"0L. L.c6 C't9 '~'d '3~I3a ~ A3la~~a I
Nl:9t lo661-n-~f1l:I
.
"Plte5e II ~'elieV" means that nomon of the Minimum Improvements which is currentlv
proposed to consist of a 119.412 sauaTe foot office/warehouse development.
"1997 14th Street Improvements" means that portion of the Public Improvements
described as such on the ~llached Schedule B.
"1998 West Round Lake Road Improvements" means that portion of the Public
Improvements described as such on the attached Schedule B.
''PAllS'' HI Pulllie 1998 Hi ghwav 96 Improvements" means that portion of the Public
Improvements described as such on the attached Schedule B.
"Plan" means, collectively. the Tax Increment Financing Plan and Development Program
adopted by tbe City in connection with the creation of the Tax Increment District and Project,
respectively, as modified as of the date of this Agreement, and as they may be further modified
from time to time.
''Prior Redeveloper Improvements" means the improvements being constructed by the
. Redeveloper on the Redeveloper Property, consisting of an approximately 1541.,000 square foot
office/warehouse building.
"Project" means the City's Municipal Development District No_ 1 established by the City
pursuant to the Development Program relating thereto.
"Project Area" means the real property located within the boundaries of the Project.
''Public Improvements" means the improvements to be constructed by on or behalf of the
- Authority or the City pursuant to Section 3.5 of this Agreement.
-
"Redeveloper" means Welsh Cemf)anie~.t Ii P.4iI1:l3.geeta eeIJ'sralieli Develonment
I Company. LLC. a Minnesota limited liability company, its successors, assigns and any future
owner of any interest in any portion of the Redevelopment Property.
I "Redeveloper Property" nleans the property described as such on the attached Schedule A
on which the Redeveloper is constructing the Prior Redeveloper Improvements.
I "Redevelopment Property" means the real property described in Schedule A of this
Agreement.
I "State" means the State ofMilmcsota.
~ "Tax Increment" means that portion of the real property taxes paid with respect to the
Redevelopment Property iIJlQ MirlimtJm lH1flrB'/eHlSRts (sRd ReEleveleper PF9peAy?).
I 5
,',t/U'd 6v01. 1.C:6 c:t9 '~'d '3~I3a ~ ^3la~da S0:9t
,',66t-U~1lt!
.
Minimum Tmnrovements Redeveloper PrQpertv and Prior Redeveloper Improvements that is
remitted to the Authority as tax increment pursuant to the Tax Increment Act.
"Tax Increment Act" means the Tax Increment Financing Act, Minncsota Statutes,
Sections 469.174-469.179, as amended.
"Tax Increment District" means the Tax Increment Financing District No.2 created by
City and administered by the Authority.
"Tax Official" means any City or county assessor; County auditor; City, County or State
board of equalization, the commissioner of revenue of the State, or any State or federal district
court, the tax court of the State, or the State Supreme Court.
"Termination Date" means the date that the Bonds are paid in full.
"Unavoidable Delays" means delays which are the direct result of acts of God, unforeseen
adverse weather conditions, strikes, other labor troubles, unavailability of materials through no
falllt of Redeveloper or the Authority, fire or other casualty to the Minimum Improvements or the
Public Improvements, litigation commenced by third parties which, by injunction or other similar
judicial action, directly results in delays, or acts of any federal, state or local governmental unit
(other than the Authority in enforcing its rights under this Agreement) which directly result in .
delays.
-
-
I
I
I
I
..
6
I-Vc1'd 61'01- 1.C6 c19 '~'d '3~I3a ~ ^3Ia~da I
S0:9t 1-661-H-8fltj
.
ARTICLE 11
Representations
Section 2.1. R cnresentations bv the Authoritv. The Au.thority makes the following
representations and warranties as the basis for the undertaking on its part herein contained:
(a) The Authority is a public body politic and corporate and a political subdivision of
the State duly organized and existing under the laws of the Statc. Under the provisions of the
Act, the Authority has the power to enter into this Agreement and carry out its obligations
hereunder.
(b) The Project is a "municipal development district" within the meaning of the Act
~ and was created, adopted and approved in accordance with the terms of the Act.
(c) The Tax Increment District is a "redevelopment tax increment district", which was
created, adopted, certified and approved pursuant to the Tax increment Act.
(d) The Authority will cooperate with the Redeveloper with respect to any litigation
. co=enced with respect to the Plan, Project, or Minimum Improvements.
(e) The Authority has received no notice or communication from any local, state or
federal official that the activities of the Redeveloper or the Authority in the Project Area may be
or will be in violation of any environmental law or regulation. The Authority is aware of no
facts, the existence ofwhieh would cause the Redeveloper or the Redevelopment Property to be
in violation of any local, state or federal environmental Jawor regulation or review procedure or
which would give any person a valid claim under any of the foregoing.
- Section 2.2. R~resentations and Warranties bv the Redeveloper. The Redeveloper
- represents and warrants that:
I (a) The Redeveloper is a cel'jloratiell Minnesota limited liabilitv company duly
organized and in geed slanGiB~ \!Beer the la\"s sf authorized to trans ad busincss in the State, is
not in vi.olation of any provisions of its articles of incorporation sr eylaws ol?eratin~ agreement
I or member control alp"eement or the laws of the Statc, has power to enter into this Agreement and
has duly authorized the execution, delivery and performance of this Agreement by proper action
of its em oafS and eH>ast governors.
I (b) The Redeveloper will construct the Minimum Improvements in accordance with
the terms of this Agreenlent and all local, state and federa1laws and regulatioos.
I (c) The Minimum Improvements will be constructed at a cost sufficient to generate
.. improvements with a market value for tax purposes at least equal to the minimum market values
required in Section 6.5 of this Agreement.
I 7
l.t/z. 'd 6v()l. <.G6 <:.9 '~'d '3NI3a 2 A3la~da 90:9. l.66.-n-m~
.
(d) The Redeveloper has received no notice or communication from any local, state
or federal official that the activities of the Redeveloper or the Authority in the Project Area may
be or will be in violation of any environmental law or regulation. The Redeveloper is aware of
no facts the existence of which would cause it to be in violation of any local, state or federal
environmental Jaw, regulation or review procedure or which would give any person a valid claim
undcr any of the foregoing.
(c) The Redeveloper will obtain, in a timely manner, all required pencits, licenses
and approvals, and will meet, in a timely manner, all requirements of all applicable local, state
and federal laws and regulations which must be obtained or met before the Minimum
Improvements may be lawfully constructed.
(f) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and ~
conditions of this Agreement is prevented, limited by or conflicts with or reslllts in a breach of,
the terms, conditions or provisions of any evidences of indebtedness, agreement or instrument of
whatever nature to which the Redeveloper is now a party or by which it is bound, or constitutes a
default under any ofthe foregoing.
(g) The Redeveloper will cooperate with the Authority with respect to any litigation
commenced with respect to the Redevelopment Plan, Project, or Minimum Improvements. .
(h) In the event that this Agreement is terminated by the Authority as a result of an
Event of Default, the Redeveloper agrees that it will, within thirty (30) days of written demand
by the Authority, make arrangements, satisfactory to the Authority, to reimburse the Authority
for aU of its costs and expenses, including reasonable fees of attorneys and cODsultants, incurred
in connection with the negotiation, preparation and implementation of this Agreement.
(i) 'NlleRs','er any Eyefll .f Default e..\lfS ane the ;\Ulhorit)' shall employ attorneys -
er incur ethor .1tlleRses far tile .e!lecHeR ef paymoots i:l1i~ 0, 1a beeeme aue Of fer the
wHoreement af I'erfamllmee or oesElFYtlRee sf 003' ellligat;... sr agreem.eflt aa '.lie jl<ilt ef tlJ.a -
R-eae'le1ol'& afla.... \his A1jfeemeftt, tHe Reae'18lsJler agrees that it saaU, willl.iR 1hitty (J~ days af I
written aBffia&e BY the l\uilierity, ]lay tQ IRe hlthenty the r6a!:.Rllsle fees of SIISft ettoffi83'6 aRE!.
weh ether eJ'IlBnses se ill6\iffea BY ti1.e ;\atRont)'.
I
I
I
..
8
Ll/t'"t"d 6NU. L.c6 ct9 '~'d '3~13a ~ ^3la~~a I
90;9t L.66t-tt-m~
----
e
ARTICLE Jll
Acquisition and Convevance ofPronerty: Public Improvements
Section 3.1. Status of Redevelopment 'PrOJlcrtv. The Redevelopment Property consists of
several Parcels of property owned by multiple owners. l1le Redeveloper has entered into
purchase agreements with of the owners of the Redevelopment Property, except for the
Authority Acquisition Property. One of the Parcels of the Redevelopment 'Property is the r:it;y
Prooerty which is owned by the City. The City and Redeveloper have entered into a l'uT-GHase 11
the CiTY Purchase Agreement under which the Redeveloper is entitled to purchase such property.
The Authority is negotiating with the owner of the Authority Acquisition Property and expects to
be able to enter into a purchase agreement to acquire such property. The Redeveloper shall be
responsible for securing aJ1 necessary purchase agreements to acquire the Redevelopment
Property, other than the Authority Acquisition Property, and for taking all action necessary to
permit the Redeveloper to acquire such properties. If the Authority is able to acquire the
Authority Acquisition Property at a priee deemed reasonable by the Authority it will do so and,
sllbject to satisfaction of all of the teIJl1S and conditions set forth in this Agreement, the Authority
will convey the Authority Acquisition :Property to the Redeveloper. The purchase price to be
paid by the Redeveloper to acquire the Authority Acquisition Property from the Authority shall
. be$
Section 3.2. Convevanee of the Redevelopment Property. The Authority shall convey
title to and possession of the Authority Acquisition Property to the Redeveloper under a standard
quit claim deed. The conveyance of the Authority Acquisition Property and the Redeveloper's
- use of the Authority Acquisition 'Property and Redevelopment Property shall be subject to all of
the conditions, covenants, restrictions and limitations imposed by this Agreement, all of which
shall be incorporated in the deed of conveyance. The conveyance of title to the Redevelopment
- Property and the Redeveloper's use of the Authority Acquisition Property shall also be subject to
Permitted Encumbrances and building and zoning laws and ordinances and all other local, state
- and federal laws and regulations.
I Section 3.3. Jime of Convevance. (a) The Authority's obligation to convey the
Authority Acquisition Property to the Redeveloper shall be subject to satisfaction of all of th.e
following conditions precedent:
I (1) the Redeveloper shall not be in default under any term of this Agreement;
I (ii) the City shall have approved the Minimum Improvements as a Planned Unit
Development and the Redeveloper shall have secured the approval of any other
I governmental agency other than the City and the Authority whose approval is
required in order for the Redeveloper to construct and operate the Minimum
Improv.<;ments;
it (iii) the Redeveloper shall have approved or waived any obj eetions to title to the
Authority Acquisition Property m1lLthe Authority shall have approved title to all
I 9
l.t/5t'd 6t-01. 1.,,6 ",9 '~'d '3~13a ~ A3la~da 1.0:9, 1.66,-H-9flt!
e
othcr Parcels of the Redevelopment Property in accordance with Section 3.4
hereof;
(iv) the Redeveloper shall have closed on its financing for the construction of Phase lIt
AA4~
(v) the Authority shall have acquired the Authority Acquisition Property and the
Redeveloper shall have acquired all other Parcels ofthc Redevelopment Propcrty~~
and
(vi) the Redeveloper shall have obtain en and fumiRhed to the Authoritv Roil tests and
environmental assessments the result of which dcmonstrate to the satisfaction of
both the Authoritv and the Renevelo.per that the Redevelopment Prnnerty does not
contain any adverse soil or environmental conditions that would precludc or delav
the construction of the Minimum Improvements or any phase thereof.
(b) Subject to satisfaction of all of the terms and conditions contained in this
Agreement required to be satisfied prior to conveyance of the Authority Acquisition Property, the
Authority shall execute and deliver to Redeveloper the deed conveying the Authority Acquisition
Property on the later of: (i) seven (7) days after all of the conditions contained in subsection
3.3(a) have been satisfied, provided, that the conveyance of the Authority Acquisition Property .
may occur simultaneously with the closing on the Redeveloper's financing for construction of
Phasc I, or (ii) on such other date as the Authority and the Redeveloper shall agree in writing.
(c) The Redeveloper shall pay the purchase price for the Authority Acquisition
Property in cash or by certificd check and take possession of the Authority Acquisition Property -
upon execution and delivery of the deed conveying the Authority Acquisition Property by the
Authority. Unless othetwise agreed by the Authority and the Redeveloper, the execution and
delivcry of all deeds shall be made at the principal office of the Authority. -
(d) The deed conveying the Authority Acquisition Property shall be in recordable' -
form and shall be promptly recorded with the Assessment Agreement. The Redeveloper snall I
pay all recording costs, including State deed tax, related to the Authority's conveyance of the
Authority Acquisition Property.
Section 3.4. .Ii.!k. (a) Within a reasonable time aftcr securing a purchase agreement for I
the Authority Acquisition Property, thc Authority shall obtain and furnish to the Redeveloper a
commitment for the issuance of an owner's policy of title insurance for the Authority Acquisition I
Property naming the Authority and Redeveloper as the proposed insured patties in the amount of
the purchase price to be paid to acquire the AUthOlity Acquisition Property from its present
owner. The Redeveloper shall have twenty (20) days from the date of its receipt of such I
commitment to review the state of title to the Authority Acquisition Property and to provide the
Authority with a list ofwrilten objections to such title. Upon receipt of the Redeveloper's list of ..
written objections, the Authority shall proceed in good faith and with all due diligence to attempt
to cause the objections made by the Redeveloper to be cured. A title objection shall be deemed
10
1..1/91"d 6v0<'. <'.G6 (';.9 1
'~'d '3~I3a ~ ^3la~da 1.,(3: 91 <'.66,-H-8Il~
------ ----
",'d ,tllOl
.
to be cured ifthe title insurer agrees to issue an endorsement to the owner's title insurance policy
affirmatively insuring over such objection. After the date that all such obj ections have been
cured, to the reasonable satisfaction of the Redeveloper, the Authority and the Redeveloper shall
proceed with the conveyance of the Authority Acquisition Property under this Article III. In the
event that the Redeveloper's objections have not been cured within sixty (60) days after the
Authority's receipt of the Redeveloper's objections, either the Redeveloper or the Authority by
the giving of written notice to the other Dlay terminate this agreement upon which this
Agreement shall be null and void and neither party shall havc any liability hereundcr; provided
that the parties shall execute an agreement in recordable form evidencing the cancellation of this
Agreement. The Authority shall have no obligation to excrcise its powers of eminent domain to
clear defccts in the title to the Authority Acquisition Property. The cost of obtaining the title
insurance commitment and the cost of title insurance shall be borne by the Redeveloper.
(b) The Authority's obligations under this Agreement are conditioned on the
Redeveloper having acquired fee title to the Redevelopment Property, other than the Authority
Acquisition Property. Therefore, prior to the Authority beiug obligated to convey the Authority
Acquisition Property to the Redeveloper and prior to the issnance of anv Bonds or the
Authority's commencement of the Pllblic Improvements, the Redeveloper shall provide to the
Authority evidence in such form as the Authority shall require demonstrating that the
. Redeveloper has acquired fce title to the Redevelopment Property, other than the Authority
Acquisition Property, :md that such title is subj ect to no dcfects or encumbrances other than those
!hato which the Authority may "f'jlreY8approves in writinQ:.
Section 3.5. Public Improvements. (a) In addition to the Authority's acquisition an.d
- conveyance of the Authority Acquisition Property, the Authority will pay the cost of certain
public improvements necessary to permit the development of the Minimum Improvements. The.
Public improvcments are more specifIcally described Qll. Schedule B to this Agreement and
- consist generally of the ihstallation of roads, utilities, landscaping, stonn water and water line
relocation.
-
I (b) The Phase I T'nalfe1997 14th Street Improvements consist of the construction ofa
new road (14th Street) and the reconstruction of the public utilities serving all Phases of the
Minimum Improvements. Subject to Unavoidable Delays, the Fkase I p..;elie1997 14th Street
I Improvements will be commenced by , 1997, and will be completed by
, 1997. The Phaee I Plllllfe: provided that the final a<;phalt and land.capine
portion. of s11ch improvements will completed in the $prin~ of 1998. The 1997 14th Street
I improvements will be constructed pursuant to plans and specifications prepared by the Authority
or the City in accordance with City constlUction requirements. ThePhass I PaIllie1997 14th
~ Improvements will be lU1dertaken as a public improvement project pursuant to Minnesota
I Statutes, Chapter 429, as is described in Section 3.6 of this Agreement. )he 1997 14th Street
Improvement.. will he financed with the nroceeds of the Bonds..
.. (c) The l'aasa II PHeliG199R West Round Lake Road Improvements consist of the
reconstruction of West Round Lake Road. Subject to Unavoidable Delays, the PhaGe n
~1998 West Round Lake Road Improvements will be commenced by June
I 11
",/",'d 61'0" ",,6 ",9 'tl'd '3~I3a ~ A3,atldff
80:9, ,,66,-n-8ntl
~--
.
12, 1998, and will be completed by ,1998. TAB Ph.'lBS Y P-ublieOctober 15.
1998 The 1998 West Round Lake Road Improvements will be financed as a public
improvement proiect pursuant to Minnesota Statutes, Chapter 429. }Ia Tax Increment will se
RESe. te RffilHca fua Pllass Y Publie ffilI'Fa"emoots_
(d) The Pllese HI Piilllic1298 Hi:;hwav 96 Improvements consist of improvements
related to the realignment of County Road 96, including the acquisition of property, signal
improvements, and road and bridge improvements. Subject to Unavoidable Delays, the Paese ill
~1998 Highwav 96 Improvements will be commenced by ,1998, and will be
completed by ,1998. The PRasa m Pulll:lc1998 Hi2hway 96 Improvements
will be financed with the proceeds oft"" im;remellt ;cncral abligatiea bb!.U3.onds.
(e) The obligation of the Authority to proceed with the construction of the PEase I
POOHe1997 14th Street Improvements and the 1998 Hi~hway 96 Improvements shall be subject
to the satisfaction of all of the conditions precedent contained in Section 3.3. The Authority's
obligation shall also be subject to the Authority having determined that-the Bonds can be sold in
an amount equal to at least $ and that the Paesa I fub~j61997 14th Street
Improvements and the 1998 Hi!!hway 96 Improvement. and all costs related thereto can be
constructed at a cost equal to or less than thaumount budgeted by the Authority for such work.
Section 3.6. Special Assessments. (.gl... The Authority intends to use Tax Increment .
tr<lHl fue Reae,'elel'mant Pi'efJefly aHa l11a MiffiBl\lHl ImllHH'emaats to pay the Bonds issued to
finance the Paass I IIflEI tlla Phase :m P\lbli s lmpra"smeats_ TAe Re!le"eleper is willing Ie
gH<H:aatea fJ\lrS\i"nt Ie Secticn 6.1 that 5!iffiGieat Till. merefllent ....:iH be geBeFated ta !'lay the e1elJt
sarvisa eR the Baaels. 111 atIdilioll, the Phase T Ptilllia1997 141h Street Improvements and thc
1998 Highway 96 Improvement. As security for the payment of such Bonds. the 1997 14th __
Street ImprovemenN and the 1998 Hi'lhway 96 Improvements will be undertaken as a public
improvements project pursuant to Minnesota Statutes, Chapter 429, and assessments will be
levied as liens against the Rcdevelopment Property (and the Redeveloper Property.?). The _
Redeveloper agrces to petition the City to undertake thc Pitas" I PlHlliGI997 14th Street
Improvcment.~ and the 1998 Hi{!hway 96 Improvements and to assess the cost thereof against the -
Redevelopment Property (and the Redeveloper Property.?). The Redeveloper further agrees that
it will not contest the amount or validity of the assessments on constitutional, statutory, I
procedural or other grounds and shall cause any Holder and any transferee of Redeveloper's
acquiring an interest in the -Redevelopment Propcrty ("lid. the Redenleper Pl'epertr1) ei'
-Minimum Ifiltlreveffitffltsand the Redeveloper Property or Minimum Improvements or anv I
portion thereof to execute an instrument, in a form acceptable to the City, acknowledging the
validity of the lien of the assessments and subjecting the Holder's lien or the transferee's interest I
to the lien of the assessments. In addition, the Developer will upon request by the City execute
such other documents as the City may from time to time reasonably request to continue the
perfection of the lien of the assessments as a first lien on the Redevelopment Property haj38ft).
(Bad. the and the Redeveloper Propertv. I
&elk/eleper Prsllertr?). Trnl Iaerelllefll 'sill Be Hsed all an IUil1ual Ba!iis ta either Ilay the
a5SGosme..ts af, at the e13tioB of UJa .'\tl~herit'/, te reimburae tlIe R.es8'>els13ef fer its payffiilllt af ..
the aoseDsmems_
12
I
11/10'd 6P0~ ~c6 ct9 '~'d '3~I3a ~ ^3,a~da 8c:91 ~661-1t-9n~
.
en) The amount of the Assessments to be levied against the Rcdevelonment Property
and Redeveloper Property shall equal all costs of the design and construction of the 1997 14th
Street Improvements and the 1998 Highway 96 Improvements the cost ofacquirin~ any prqperty
necessary to undert.1ke such improvements. the costs of issuinl!: the Bonds and all costs relatini?
to the foregoing. The percentages of the total amonnt of the Assessments to he levied against
each Parcel of the Redevelopment PTOJlertv and ..against the Redevelooer Property shall be as
fonows:
(i) Against the Parcel on which Phase Il wilt be constructed shall he levied
percent ( %) of the total:
Iii) Against the Parcel on which Phase m will be constructed shall he levied
percent L %) of the total:
(iii) A1"ainst the Parcel on which Phase IV will be constructed shall be levied -
percent (_ %) of the total: and
(iv) Al!ainst the Redeveloper Propertv will he levied percent I "!o) of the total.
.
. Ie) The Assessments are intended to secUTe the pavrnent of the Bonds until the
Redeveloper has generated ecrtain market values 0 r irn,provements that "ill generate Tax
~ Increment to pav the Bonds Therefore. the Asscssments are suhiect to discharE:c and relea'ie by
tbc City as descrihed in this Subscetion All or a p(lrtion orlhc Assessments sball be discharve4
and released as liens '\gains! each Parcel of the Redevelopment PfQVcrty and against the
Redeveloper Property upon completion of the Phase constructed on the Parcel or the Prior
RedevelQper Tmprovements as applicable. A Phase or the Prior Redeveloper Improvements
shall be deemed to bc complete upon the issuance bv the City of a final certificate of oecu~
- for such Pha,e or fOT the Prior Red>,ve1oper Improvements. The amount of the Assessments that
will be releaserllmoll completion of each Phase or \1pon completion of the Prior Redeveloper
- T1npTOvements shall be based on the Market Value of the compJctcd improvements Telative to the
I Market Value that was anticipated to be completed. which anticipated Market Value formed'tbe
basis for the issuance of the Bonds. Tbe Bonds will be issued based on the assumption that the
rol1owin~ Market Values will he l1enerated from the constmction of the Minimum Improvements
I and the PriOT Redeveloper Improvements:
(i) Phasc IT -$
I (ii) Phase III-$ .
I (iii) Phase IV -$ - : and
.. livI Prior Redeveloner Improvements-$
13
I
H/<:0 . d 61'0.'. .'.<:6 <:t9 '~'d '3~13a ~ A3la~oa 8C:9t .'.66t-H-~n~
- - --.-----
.
Upon completion of each Phase and upon completion of the Prior Redeveloper Improvements.
the amonnt of the outstandin& Assessments that will be dischanfcd and released as liens on a
Parcel on whieh a Phase has been completed or on the Redeveloper Propcrty upon completion of
the Prior Redeveloper Tmprovements shall he a percentage of the outstanding Assessments
calculated bv dividin!i' the assumed value for the Phase or Prior Redcveloper lmnrovements set
forth above in this subsection bv the amount of lh,~ minimum market value established for stich
fhase or for the Prior Redeveloper Improvements pursuant to Seclion 6 5 For example if the
minimum market value for Phase n as established by the Assessment A<'Teement for Phase T1 is
$ . the amonnt of the outstanding Assessments on the Parcel on which
Phase II is blLiIt will be rcdnced hv - percent ( %) which is $ divided bv
$ . If the percentage ofrcduction of the Assessments is less than one hundred
percent (100%) the percentage of the Assessment' no! rclea,ed shall remain a lien on the
pnlpertv and shall bc pl\Yable in accordance with Section 6.1 subiect to possib1e reduction later
to the extent that the Redeveloper generates Markct Values on subsequent Phases that exceed the
anticinated amounts set forth above_ If the minimum market value of a Phase or the Prior
Redeveloper Improvements is \"reater th3n the anticipated amollnt set forth above. the
Redevelqper shall be entitled to have the outstanding Assessments on another Parcel or on the
Redeveloper Property reduced as if such excess had been built on such P3reel or on the
Redeveloper Proj)erty.
(,n The reduction in tl1e outstandin~ amount of anY Assessment~ hy virtue of the .
completion of a Phase or the Prior Redeveloper Improvements a' described in (d) above shall not
be effcctive until tbe date that the Authority receives the urort payment of Tax Increment
generated based on the completed Phase or the complcted Prior RedeveloJler Improvements
Until such time the Assessments shan rcmain a lien on the Parcel or the Redeveloper Propertv
and shall be payable in accordance witl1 Section 6_1_
(e) The oblil?'ation ofthe Antbority or City to reduce the Assessments as described in
subsections (c) and (d) above shall he subiect to satisfaction of the following conditions -
precedent:
-
(i) The Redeveloper shall not at s\lch time bc in default Imder the kllllS of this
A~'eement; and I
(ii) The Assessment Agreement for the Phase or for the Prior R!'.developer I
Improvements shall have been executed by the Authority the Redeveloper and the County
Assessor of the County and shall have been recorded a!i'uinst the subject property as described in
Section 6.5. I
Section 3.7. 1998 West Round Lake Road Imnrovements If the Authority and City
determine to proceed with the 1998 Wcst Round Lake Road Improvements using the proceeds of I
the Bonds issned to finance the 1997 14th Street Improvements and the 1998 Hi<>hway 96
ImJ'rovements il mav do so and tbe eost of such improvements will he added to the Bonds and
will be assessed a~ainst the Redevelopment ProJlerty and Redeveloper Improvements liS ..
descrihed in Section 3 6 Tf the Anthority and City detenninc lo do such improvements later the
14
H/[0'd 61'"0<'. a:6 cT9 1
'~'d '3~13a ~ ^3la~da 6c:9T <'.66T-H-8ntJ
.
Redeveloper arree< that the City may asses< the entire amount ~ereof a~ainst the
Redevelopment Propcrtv and RedevelQper PropertY and the RedevelQper wIll not conte<t such
R.."isessment.
.
-
I
I
I
I
f'
15
I
11/pO'd 6pO~ ~c6 c19 '~'d '3~I3a ~ A3la~da 02:91 ~66'-"-Dn~
I
,
.
ARTICLE IV
Construction of Minimum Improvements
Section 4.1. Constmct;on o[Minimum Improvements. Ull-Tne Redeveloper agrees tbat
it will constmct the Minimmn Improvements on the Redevelopment Property in accordance with
the approved Construction Plans and tnat it will maintain, preserve and keep those portions of the
Minimum Improvements that it owns and controls, including but not limited to all landscaping
and exterior improvements, to be maintained, ?reserved and kept with the appurtenances and
every part ,md parcel thereof, in good repair and condition.
(b) The Redeveloper awees that it will cooperate with the City and the Authority in
the resolution of any traffic. parking trash removal. :puhlic nuisances or safety prohlems arising
out of or relaTing to the Minimum ImoTOvements.
Section 4.2. Construction Plans. (a) No later than , 1997, the
Redeveloper shall submit to the Authority and the City all documents necessary to apply for
pl=ed unit development approval for the MiniulUll1 Improvements. Within U
thirty (30) davs after the Redeveloper receives planned unit development approval from the City,
the Redeveloper shall submit to the Authority Construction Plans for Phase II for its approval.
On or before the Redeveloper shall submit to the Authority Construction Plans .
for Phase ill, and on or before the Redeveloper shall submit to the Authority
Construction Plans for Phase rnv. The Authority shall have teR (1 Q CJ days after -
receipt of Construction Plans for a Phase to notify the Redeveloper of its approval or rejection of
such Construction Plans or the Construction Plans shall be deemed approved. The Redeveloper
shall prepare all additional building plans and shall construct the Minimum Improvements in a -
manner consistent with the ConstrUction Plans and all conditions imposed by the City Couneil in
granting planned unit development approval to thc Redeveloper. The approval of the
Construction Plans shall not relieve the Redeveloper of the obligation to comply with the terms -
of this Agreement, the terms of the Redevelopment Plan, applicable federal, state and .Iocallaws,
ordinances, rules and regulations, or to construct the Minimum Improvements. Nothing in this ~
Agreement shall be deemed to limit in any way the Redeveloper's obligation to comply with the I
City's normal building construction permitting process.
(b) If the Redeveloper desires to make any material change in any Construction Plans I
after their approval by the Authority, the Redeveloper shall submit the proposed change to the
Authority and the City Council for approval. For purposes of this Agreement, a "material"
change in the Construction Plans shall be any change that reduces the value of the Minimum I
Improvements, changes the exterior appearance of the Minimum Improvements, changes the
general nature or use of the Minimum Improvements or deviates from the plans approved in
connection with the City's granting of plaIUled unit development approval. Any requested I
change in the Constfllction Plans shaIl, in any event, be deemed approved by the Authority
unless rejected, in whole or in part, by written notice by the Authority to the Redeveloper, sctting
forth in detail the reasons thcrefor. Slleh rejection shall be made within ten (10) business days ..
after receipt by the Executive Director of the Authority of a 'Written request for the change, which
16
H/S0 . d I
61'0.0 .0;;:6 ;;:t9 '~'d '3~I3a ~ ^3lG~da 01O::9t .066 t - H-9fl~
.
request shall include the proposed change in the Construction Plans and a written narrative
explaining the purpose and details of the change. No approval of a change by the Authority
under this subsection shall relieve the Redeveloper of its obligation to obtain the approval of the
City if such approval is necessary.
(c) The Minimum Improvements will bc designed and constructed with an
architectural theme acceptable to the City, in its sole discretion.
(d) The consrruction by the Authority of the Public Improvements will necessitate
certain wetlands mitigation. The Redeveloper agrees that the Minimum Improvements will be
designed to accommodate a11 such wetlands mitigation and to relieve the Authority of the
responsibility therefor.
Section 4.3. Commencement and Completion of Construction. Subject to Unavoidable
Delays, the Redeveloper shall commence construction of Phasc II by ,1997,or
on such other date as the parties shall agree. Subject to Unavoidable Delays, thc Redeveloper
shall cemplete \'he eSfls~rllsksR af PRaGS I by Eabject ~e Una"sidallle
Delays, the Reac\'etOfler shall semmoose 68f1stru~tiell sf PRase Ii by ,
af SH well e\'her date as the l'aliies shall agree aIla shall complete the construction of Phase II by
. Sllbject to Unavoidable Delays, the Redeveloper shall commence
construction of Phase ill by , or on such other date as the parties shall
agree and shall complete the construction of Phase ill by . Subject to
Ilnavoidable Delays. the Redeveloper 5hal1 Cl'lmmence constnlr.tinn of Ph~e IV by
. or on such other datc 35 the parties 5hal1 agree and sha11 complete the
constnJction of Phase IV by AU work with respect to the Minimum
- Improvements to be constructed or provided by the Redeveloper on the Redevelopment Property
shall be in conformity with the Construction Plans as submitted by the Redeveloper and
approved by the Authority.
-
- The Redeveloper agrees for itself, its successors and assigns, and cvery successor in
interest to the Redevelopment Property, or any part thereof, that the Redeveloper, and such.
I successors and assigns, shall promptly begin and diligently prosecute to completion the
redevelopment of the Redevelopment Property through the COl1struction of the Minimum
Improvements thereon; and that such construction shall in any event be commenced and
I completed within the period specified in this Section 4.3 of this Agreement. Subsequent to
conveyance of the Redevclopment Property, or any part thereof, to the Redeveloper, and until
construction of tbe Minimum Improvements has been completed, the Redeveloper shall make
I constmction progress reports, at such times as may reasonably be requested by the Authority, but
not more than once a month, as to the actual progress of the Rcdeveloper with respect to such
construction.
I
..
I 17
H/90'd 61'0<' <.C:6 C:1:9 '~'d '3~13a ~ ^3Ia~~a 0S:91: <.661:-n-m~
i
.
ARTJCLE V
Insnrance and Cnndemnation
Section 5.1. Insurance
(a) Thc Redeveloper will provide and maintain or cause to be provided and maintained at
all timcs during the process of constructing the Minimum Improvements and, from time to time
at the request of the Authority, furnish the Authority with proof of payment ofpremiulls on:
(i) Builder's risk or hazard insurance, written on the so-called "Bui lder's Risk --
Completed Value Basis," in an amount equal to one hundred percent (100%) of the
insurable value of tbe Minimum Improvements at the date of completion, and with
coverage available in nonreporting foml on the so called "all risk" form of policy. The
interest of the Authority shall be protected in accordance with a clause in form and content
satisfactory to the Authority;
(ii) Comprehensive general liability insurance (including operations, contingent
liability, operations of subcontractors, completed operations, Broadening Endorsement
including contractual liability insurance) together with an Owner's Contractor's Policy with
limits against bodily injury and property damage of not less than 52,000,000.00 for cach .
occurrence (to accomplish the above-required limits, an umbrella excess liability policy
may be used); and
(iii) Worker's compensation insurance, with statutory coverage and employer's
liability protection. -
(b) Upon completion of construction of the Minimum Improvements and prior to the -
Termination Date, the Redeveloper shall maintain, at its cost and expense, and from time to time -
at the request of tbe Authority shaH furnish proof of the payment of premiums on, insurance as
follows: -
(i) Insur.mce against loss and/or damage to the Minimum Improvements under a I
policy or policies covering such risk as are ordinarily insured against by similar
businesses, including (without limiting the generality of the foregoing) fire, extended I
coverage, all risk vandalism and malicious mischief. boiler explosion, water damage,
demolition cost, debris removal, and collapse in an amount not less than the full insurable
replacement value of the Minimum Improvements, but any such policy may have a I
deductible amount of not more than $5,000. No policy of insurance shall be so written
that the proceeds thereof wilt produce less than the minimmn coverage required by the
preceding sentence, by reason of co-insurance provisions or otherwise, without the prior I
consent thereto in writing by the Authority. The term "full insurable replacement value"
shall mean the actual replacement cost of the Minimum Improvements (excluding ..
foundation and excavating costs an.d costs of underground flues, pipes, drains and other
uninsurable items) and equipment, and shall be detennined frOll time to time at the
18
H//.0'd I
6t'0/. /.26 2,9 'U'd <3~I3a ~ ^3laU~a ,2:9, /'66,-H-mU
.
request of the Authority, but not more frequently than once very three years, by an
insurance consultant or insurer, selected and paid for by the Redeveloper and approved by
the Authority. All policies evidencing insllrance required by this subparagraph (i) with
respect to the Minimum Improvements shall be carried in the names of the Redeveloper
and the Authority as their respective interests may appear and shall contain standard
clallSes which provide for Net Proceeds of insurance res\tlting from claims per casualty
thereunder to the Minimum Improvements to be made payable jointly to the Authority
and Redeveloper. The Authority and the Redeveloper shall jointly agree on the arnotlltt
of settlement.
- (ii) Comprehensive general liability insurance, including personal injury liability
(with employee exclusion deleted), and automobile insurance, including owned, non-
owned and hired automobiles, against liability for injuries to persons and/or property, in
the minimum anlount for each occurrence and for each year of $2,000,000.00, for public
liability and shall be endorsed to show the Authority as additional insured.
(iii) Such other insurance, including worker's compensation insurance respecting
all employees of the Redeveloper, in such amount as is customarily carried by like
organizations engaged in like activities of comparable size and liability exposure;
provided that the Redeveloper may be self-insured with respect to all or any part of its
. liability for worker's compensation.
- (c) All insurance required in Article V of this Agreement shall be taken out and
maintained in responsible insurance companics selected by the Redeveloper which are authorized
under the laws of the State to asswne the risk covered thereby. The Redeveloper will dcposit
~ annually with the Authority binders evidcncing all such insurance, or a certificate or certificates
of the respective insurers stating that such insurance is in force and effect. Unless otherwise
- provided in this Article V of this Agreement each policy shall contaill a provision that the insurer
- shall not cancel or modify it without giving written notice to the Redeveloper and the Authority
at least thirty (30) days before the cancellation or modification becomes effective. Not less than
- fifteen (15) days prior to the expiration of any policy, the Redeveloper shall furnish the Authority
I evidence satisfactory to the Authority that the policy has beyn renewed or replaced by another
policy confonning to the provisions of this Article V of this Agreement, or that there is no
necessity therefor under the terms hereof. in lieu of separate policies, the Redeveloper may
I maintain a single policy, blanket aT umbrella policies, or a combination thereof, having the
coverage rcquired hcrcin, in which event the Redcvc10pcr shall deposit with thc Authority a
certificate or certificates of the respective insurers as to the aJ110unt of coverage in force upon the
I Minimum Improvements.
(d) The Redeveloper agrees to notify the Authority immediately in the case of
I damage to or destruction of, the Minimum Improvements or any portion thercof resulting from
fire or other casualty. In the event of any such damage or deslfllclion, the Redeveloper wj]J
.. forthwith repair, reconstruct and restore the Minimum Improvements to substantially the same or
an improved condition or value as existed prior to the event causing such damage and, to the
extent necessary to accomplish such repair, reconstruction and restoration, the Redeveloper will
19
I
n/80'd 61"0<' <';;6 ,,19 '~'d '3~13a ~ ^3Ia~da 1[:91 <.661-n-m~
- ------------
.
apply the Net Proceeds of any insurance relating to such damage received by the Redeveloper to
the payment or reimbursement of the costs thereof.
The Redeveloper shall complete the repair, reconstruction and restoration of the
Minimum Improvements, whether or not the Net Proceeds of insurance received by the
Redeveloper for such purposes are sufficient to pay for the same. Any Net Proceeds remaining
after completion of such repairs, construction and restoration shall be remitted to the
Redeveloper.
(e) In the event that the Minimum Improvements. or any Phase thereof. are totally
destroyed, the Redeveloper in lieu of rebuilding the Minimum Improvements, sallY lia-ve tRe
elltieR ef r~ayiag te 1fle .'\atheD!)' llle assistaase previEieei te the Reae'/eleller hcreoma61'. The
ameaat erthe assistance '.flal shall 'Be rej311ya1Jle al a partie:llnr lime or the Phase shall have the
option of payin~ to thc AllthoriQ' the outstanding amount of the Assessments levied ae:a;nst the
subiect Parcel together with any shellae et!..al te tne 31llellRt that, iR the eJ3illiOR of the City's
fiscal celR.wlant eElasidermg exiSL1ag ana pcejeatea mlerssl rates, wow.a be l'leee5SilIj' tEl gellefllte
a S1!realR efpll)meBts eljllal tEl the Redeveleper's Tax lRerem8ll! gu,mmtee e'eligatieas set fm1h in
Section 6.1 srthis !.greemcBt accrued interest on such Assessments.
Section 5.2. Condemnation. In the event that title to and possession of the Minimum
Improvements or any material part thereof shall be taken in condemnation or by the exercise of .
the power of eminent domain by any govenunental body or other person (except the Authority or
the City) prior to the Termination Date, the Redcveloper shall, with reasonable promptness aftcr
such taking, notify the Authority as to thc nature and extent of such taking. Upon receipt of any
Condemnation Award, the Redeveloper shall elect to either: (a) use the entire Condemnation
Award to reconstruct the Minimum Improvements (or, in the event only a part of Minimwn ~
Improvements have been taken, then to rcconstruct sllch part) within the Tax Increment District;
or (b) pa)" ts tlte .'\-\lthefit:,' 6Ut eftlle CeRaemnalien .'\'lIani tl:s amellnl BaSeSall!)' te rellay the -
assietass~ previded 'By the !.'.l111enty kereullaer, wIlleR amount shell be ealelilalea as pro'.<iasel m -
SealieR 5.1(e) of ws repay the olltslandinQ aUlO11nt of an)' Asscssments levied against the
property taken tOliether with all accnJerl interest. -
~^..gree:m0nt. I
I
I
I
..
20
I
H/60'd 61"0.'. LC6 <;19 '~'d '3~I3a ~ ^3la~~a <;2:91 .'.661-H-m~
.
ARTICLE VI
Payment of Assessments: Tax Increment
Section 6.1. Tax Illersmellt GUArantee. It is tlle ill:lefltiafl sf the /\."':R8",t)' and !he
ReElB'lelal'ler that the aests ef tHe l'ha5e I PWlliG Hnl'lEe':emellts aaEl the P-litlSe 111 Ptl'eJie
:!mflrevemellts \\illse pa'" usi..!: tRe Tax lRcFemellt '.\'hies ';:iH Be gelleratea frem tHe eampletea
Hininmm IlBJlrlwemeata (sali from the Uede':e1lll'er Property?). In araar t8 efieetaate this
1:l.flB.et'5taniling 1.hl:i Pl..sae. elapar agrees te gaa:ra.atee that rniRiIRHIH levels sf Titil In.6r~~ 4.v111
Be l'IlliEl te the f.ut-llerit)" after tae Elate hereef. Ther-efer9, if ia eeJ.eaalll' year 199 ana.
- eeRtiRtHRg ..mil iRe Tarmffiatiell Data, iRa TalE lHeremell:l gSRBI'i>lea by the Redevelepmeat
Prapei1J' (aad the Reae'l'elOfler Proflerty?) is less than ~ in any year at if iR
calendar year 199_ and eell:lffiuiftg tlHtil the TO_IDaliell De'_e, \he Tax mer_ant geaeralee
ay the R<l6e'\'eIeflmeat PrellBliy (aRa the ReaenIopeF Property?) is le55 tha.H. $
ffi any year, the .'\utk9ffiy shall preville Batke la the ReGe' 'eleller ef SIleR fast lIBel lke 1\IB6lJII:l af
the eefi6ieacy ill Tie! lB6H'll1e..t Thirty (30) d31'5 after reeeitJt ef SlieR Ratiae tae ReElB'lelal'l'"
shall Be liable far aile sRiHl jlll'j ta the f.utherity tlle ama>rnt af Slleh deJieieney. The A\ltfteFit:\'
may make GemaJIa far Slim, par,neR! Q!; efHa)'15 and Oetgeor IS af eaeh yoar "itll tlIe
Pavment of Assessmcnts. (a) The Bonds will be si7ed and issued based on the assumption that
. the Redevelnper will construcl the Minimum Tmmovements and the Prior Redeveloper
Tmprovem<<ots and that such improvements will have Market Values equal to or 1feater than the
Market Values set forth in Section 36(e) of this Agreement The Redeveloper agrees that.
subject to the limitations contained in this suhsection (11) below. it will pav when due and n,;or to
the imposition of penallY the princjnal amonnt of and interest on the oulstanding amount of the
Assessments Such obli~ation shall be a personal obJil!:ation of the Rcdevcloner and shall he in
~ addition to any other remedy available to tne Cit.y under State law relative to the enforcement of
- the lien of the Assessments 31!:ainst tne Redevelovment Prooertv and Redevelooer Prooertv. In
tne event tnat the Redeveloper fails to Pi\Y wnen dne any installment of the Assessmenls the
- Authority Or the City may take any legal action deemed annronriate to collect the unoaid
- installment and shall be entitled to recover all of its costs of collection including reasonable
attomcv~) fees Tn addition if the Redevelopcr fails to nay an installment of the A~$essments
I with rewect to any Parcel or the Redeveloper Propertv witnin ( ) days after'written
demand bv tne Authority the Authority or City may declare the entire nulstanding Assessment~
on such Parcel or on the Redeveloper Propeltv immediately due and payable upon which the
I Redeveloper shall be liable for the entire principal amount of the outstanding Assessment~
together with aHl81111t l'Iayallle as af SileR Sales being e~ual t9 tlIs ameunt Elf lke Tax ln€remsat
Ele.liei6Hsy attFilmtable te the tax paj""....t alie as shush aale. TRe abligatia.. afthe Reaevelaper
I ta !RalEe the llayccrued intcrest until the same is paid in full. The obli I!ation of the Redeveloper
to pav the Assessments as provided in this Section 6.1 of this Agreement shall be absolute and
unconditional irrespective of any defense or any rights of setoff, recoupment or counterclaim it
I might otherwise have against the Authority or any other government body or other person. The
Redeveloper shall not fail to make any required payments for any cause or circumstances
.. wflatsaever ilisluQilIg tIle failure er refllsa\ af a 6""k ta llonor a aemal-1Ei \!REier a l$er sf ereclit,
~ dHmge in law whatsoever. including any chan~e in bw TlnavoidabIe Delavs, Or any other
event eyen ifbeyond the control of the Redeveloper, subieet to subsection (b) of this Section 6.1,
I 21
,V0't'd 6t'0.'. .'.G6 (';,9 '~'d '3A13a ~ ^3lG~~a ~~:9, 1.66,-n-m~
------------- --- -----------
-----
n'd ltJlOl
.
(h) The Redevelo.per's personal obliJ;ation to pay the Assessments as set forth in this
Section 6 I j, predicated upon the Rcdeveloper', understunding and assumption that it will be
able to construct the Prior Red.eveloper Tmprovemcnts and Minimum Tmprovements without
delay due to certain type, of causes beyond its control Therefore. the Redeveloper' s personal
ob1ill'ation to pav As.~es=ents when due under this Section 6 1 shall be subiect to susnension in
the event that the Redcvcloner is unable to construct in a timely manner a Phase or the Prior
Redeveloper Tmprovements due to the unanticipated discovery of condition< affecting the
Redevelopment Property or the RedevcloDer Property which prevent or delay the consnuction of
the Minimum Improvements or Prior Redeveloper Imnrovements ,uch as the discovcty of
advcrse environmental conditions on the Dn:ws:J1Y that were not discloscd bv the testing and -
assessments referenced in Section 3.3(a)(vi)' The Redeveloper's personal ohli('ation to pay
Assessments may also be suspended in the event that the unanticipaTed actions of third parties
directly render the Redeveloper unable to construct the Minimum. Irnnrovements or Prior
Redeveloper Improvements in a timely mauner or directly result in the prohibition of such
eonstnlction The Redeveloper's personal obligation to pay Assessments shall not he subiect to
suspension due to anv other reason including, without limitation, frY ehange iR ll.. State lax laws
fcsultin~ in a la-"~'eT ti3:K Tata fur ~ra."ertie3 3\Jch as the Red0\'B~af1m8nt Prsflept., a.rlve~e market
conditions. inability to obtain fillancing. acts of Redevc19per's lenders. pro'l'ective lenders.
tenants transferees or prospective tenants or transferees or the Redeveloper's failure to obt.ull
necessarv I1Ovcmm.cntal penn it, or approvals. In order for the Redeveloper to be entitled to .
suspend its personal obli!!ation to pay the Assessments due Lo a delay as described above. it must
within ten (10) days after first learning- of the cause ofthl< delay notify the Authority in writin"
describing the cause for thc iklay and describing the action, that the Redeveloner intends to take
to eliminate the cause oftl,e delay. The Redeveloper shall diligently take all reasonahle action to
altempt to eliminate the eanse for the delav. Iftlle Redeveloper's personal obligation to pay the -
As,essments are entitled to he su~ended due to a delay dcscrihed above the obligations shall
onlv be su!;pended [or a pcriod of time equal to the period of time that the Redeveloper is -
acnlally delayed If an excused delay relates onlv to a oortion of the Redevelopment PrQperty -
and RcdevcJopcr ProDCrtv and not to the entire property. the Redeveloper's obligation to Day
Assessments shall be suspended only with resnect to the Assessments levied on the portion of the -
property the development of which has been delayed. I
The relief that mav be accorded to the Redeveloner under this subsection extends only to
the Redeveloper's per,onal ohligation to pay the Assessments and shall not affect the timing of I
pavrnent of the Assessments. and the Assessments shall remain due and payable as special
assessments. in accordance with their tenns against the Redevelopment Property or Redevelo.per
Property as the case may be I
Section 6.2. Tax Increment Certification. The Tax Increment District has been established
and the County auditor of the County has certified the original tax capacity of the Tax Increment I
District pursuant to Minnesota Statutes, Section 469_177_
Section 6.3. Real Pronertv Taxes. ..
22
I
n/H'd 6r01o loc6 c19 'tJ'd '3~I3G ~ A31GtJdff :2:2:91 10661-n-!JntJ
- ---.--.------
.
(a) Real property taxes and installments of special assessments payable with respect
to tbe Authority Acquisition Property shall be prorated between the Redeveloper and Authority
as of the date of conveyance thereof to the Redeveloper.
(b) The Redeveloper agrecs that prior to the Tcrmination Date it will not take any of
the following actions to the extent that it would reduce the Market Value of any Parcel of the
Redevelonment Property or the Redevelopcr Prorertv below the minimum markct values to be
estab lished m the Assessment Agreements ~\:lal Tal' Inerament ;enerated frem the
PceelevelopF\en: FraIlert)' (alul Rellenl6jler Frepert)'?) belo'" !he amoun:5 !;"-df<IHteed by the
Redeveloper liBder Seetion ~.Ipllrsuant to Scction 65: (I) it will not seek administrative review
- or judicial review of the applicability of any tax statutc determined by any Tax Official to bc
applicable to the Project or thc Redeveloper or raise the inapplicability of any such tax statute as
a defense in any proceedings, including delinquent tax proceedings; (2) it will not seek
administrative review or judicial review of the constitutionality of any tax stalLlte determined by
any Tax Official to be applicable to the Projcct or the Redevcloper or raise the
tmconstitutionality of any such tax stalute as a defense in any proceedings, including delinquent
tax proceedings; (3) it will not cause a reduction in the Market Value of the Redevelopment fand
Redeveloper Propcrtyf) below the Minimum Market Value set forth in the Assessment
Agreement to be entered into pursuant to Section 6.5 through: (A) willful destruction of the
. Redevelopment Property {and Redeveloper Propertyf), or any part thereof; (B) willful refusal to
reconstruct damaged or destroyed property pursuant to Section 5.1 of this Agreement; (C) a
request to the city assessor of the City or the county assessor of the County to reducc the Market
Value of all or any portion of the :Redevelopment Property {a11d Redeveloper Property~; (D) a
petition to the board of equalization of the City or the board of equalization of the County to
reduce the Market Value of all or any portion of the Redevelopment Property {and Redeveloper
Property~: (E) a petition to the board of equalization of the State or the commissioner ofreverue..
of the State to reduce the Market Value of all or any portion of the Redevelopment Property
fmtdlilllLRedeveloper Property~; (F) an action in a District Court of the State or the Tax Court
- of the State pursuant to Minnesota Statutes. Chapter 278, seeking a reduction in the Market
- Value of the :Redevelopment PreJlerty (and Redeveloper Propertyf); (G) an application to the
commissioner of revenue of the Slate requesting an abatement oheal property taxes pursuant to
I Minnesota Statutes Chapter 270; and (H) any other proceedings, whether administrative, legal or
equitable, with any administrative body within the City, the County, or the State or with any
court of the State or the federal govcmment. The Redeveloper shall not, prior to the Termination
I Date, apply for a deferral of property tax on the Redevelopment Property fand Redeveloper
Property~ pursuant to Minnesota Statutes. Section 469.181.
I Section 6.4. Use of Tax Increment. The Redevelopment Property is located in the Tax
Increment District. The Authority shall be free to usc any tax increment received from the Tax
Increment District for any purpose for which such increment may lawfully be used pursuant to
I the provisions of the Act and the Tax Increment Act, and the Authority shall have no obligations
to the Redeveloper with respcct to the use of such increment. rhe A..n19rity will pledge niRe~'
,. percent (90~() of tlte Tal( Increment ts the jla)'mGd of the gonds, with the remaHHB.;; ten jlElfeent
(IQ~/") sem;; ratameds)' the Autherity-te pay it5-llllmiillstrati..-e 60StS.
I 23
60/t0 . d 6v0.'. .'.C:6 C:B '~'d '3~I3a ~ A3la~da 61':9. .'.66.-H-911t!
----
.
Section 6.5. Assessment A~eement. Gn 6r b800r9 , 199'7(a) Prior to the
commencement of the constnlction of any Phase, the Redeveloper and the Authority shall enter
into an Assessment Agreement, substantially in the form of the Assessment Agreement contained
in Schedule C of this Agreement. The Assessment Agreement shall establish a Minimum Market
Value for the RedevBlsJlment Property (aRt! llet!.e,'elaper rrafler~''?) sf $
ssmmeaci"6 "Ii Jaall"],)' 1, 199--, aRt!. a HinimHfR Harket Va\ue for the Reaeveleflment
Prel"elt). (8.R9 Ret!enloper l'reperty?) sf S 6sffilBeaerng SR J ~u&rY 1,
199_66fllinum.; until Ills TeI'ffillHltioR Date. Phase and Parcel on which the Phase is to be
constructed and shall continue in effectuntiI the Tem1ination Date. The Minimum Market Value
for each Phase shall be based on the Construction Plans for such Pbase and shall be re\~ewed and
approved hy lhe C01Jnty Assessor oftne County a< reasonable On or before . -
1997. the A1Jthority and the Redevelooer shall enter into an Assessment Aweement establishine
a Minimum Market Value of $ for the Prior Redeveloper Improvements
until the Termination Date.
(b) It is intended that the Assessment AiITec.rnent for cach Parcel and for the
Redcvelof)er Propcrtv shall be binding on thc Redeveloper its lenders transferces their
S\lccessors and assigns ,md the owners of any right. \itk or interest in s\lch propertY \lntil the
Termioation Date. Therefore "ith respect to anY Parcel and the Redevelooer ProperlY. the
Redeveloper shall cause to be executed and recorded against the s\lQject propertv such
aWeen1cnts as the Authority may reasonably require from Redeveloper's lenders transferees Qr .
Jhird parties a?reeing to be b01lnd ny the tcrms of the Assessment AiITecrnent The seC\lring of
such ai:reements shall be a condition precedent to the reduction of the Asse<<ments on such
'Parcel or the Redeveloper 'Property pursl1~nt to Section 3.6.
-
-
I
I
I
I
-.
24
60/2:0'd 61'"0<'. <'.2:6 2:"19 '~'d '3~13a ~ A3,a~da 1
0S;9"1 <'.66"1-n-!)f1lJ
.
ARTICLE vn
Mortfage Financing
Section 7.l. Fln::lncin~. No later than , 1997, the Redeveloper shall
provide to the Authority a preliminary commitment from a lending institution to provide
financing sufficient for construction of Phase IL and no later than , 1997, the
Redeveloper shall close on such financing_
Section 7.2. Limitation Upon EnC\lmbrance of Property_ Prior to tlle Te_inlffioo
Datecomp1ction of construction of a Phase on a Parcel, neither the Redeveloper nor any
successor in interest to the Redevelopment Property, or any part thereof, shaH engage in any
financing or any other transaction creating any mortgage or other encumbrance or lien upon the
Recleyelepmeat PrefleftyParcel or Phase, whether by exprcss agreement or operation of law, or
sL!ffer any encumbrance or lien to bc made on or attach to the R-Ilaeyelej3ment PIel'ert,/Parcel,
except: (a) for the purposes of obtaining funds only to the extent necessary for constructing the
Minim\lfll !mprovemenlsPhase on the Parcel (including, but not limited to, land and building
acquisition, including the purchase price paid, labor and materials, professional fees, fees and
costs associated with obtaining construction and pennanent financing, real estate taxes,
construction interest, organizational and other indirect costs of development, costs of
. constructing the Minlli'lffil ImjlreveffieRlSPhasc, and an allowance for contingencies); and (b)
only upon the prior v;ritten approval of the Authority, which approval shall not be unreasonably
withheld and shall be deemed to have been given if tbe Authority fails to respond, in writing
specifying the reasons for disapproval, within ten (J 0) days of a request for approval from
Redevcloper_ For the purposes of such mortgage financing as may be made pur:mant to the
Agreement, the Redevelopment Property may, at the option oIthe Redeveloper (or successor in
interest), be divided into several parts or parcels, provided that such subdivision, in the opinion
- of the Authority, is not inconsistent with the purposes of the Rcdevelopment Plan and the
- Agreement and is approved in writing by the Authority.
-
-
-
I
I
I
..
25
I
60/~0'd 61'0l. l.G6 ;:;19 'e'd '3~13a ~ A3lGe~a 0S:91 l.661-n-8fle
----
.
ARTICLE VIII
Prohihitions Against Assil'nment and
Transfer. Indemnification
Section 8.1. R~rcscnt~tion as to Redevelonment The Redeveloper represents and
agrees that its purchase of the Redevelopment Property, and its other undertakings pursuant to
the Agreement, are, and will be used, [or the purpose of development of the Redevelopment
Property and not for speculation in land holding. The Redeveloper recognizes that, in view of (a)
the importance of thc redevelopment of the Redevelopment Property to the general welfare of the
community, and (b) the substantial fmancing and other public aids that have been made available
by the City and the Authority for the pl1IJlose of making such redevelopment possible, the
qualifications and identity of the Redeveloper are of particular concern to the community and the
Authority. The Redeveloper further recognizes that it is because of such qualifications and
identity that the Authority is entering into the Agreement with the Redeveloper, and, in so doing,
is further willing to accept and rely on the obligations of the Redeveloper for the faithful
performance of all undertakings and covenants hereby by it to be perfonncd.
Section 8.2. Prohibition A"ainst Transfer of Pro pert v and Assienment of Al[reement (a)
For thc forcgoing reasons the Redeveloper reprcscnts and agrees that prior to the Terminatieft
~omp[etion of construction of a Phase or the Prior Redcveloper Improvements, except only .
by way of security for, and only for, the purposc of obtaining financing necessary to cnable the
Redeveloper or any successor in interest to the Redevelopment Emperty or Redeveloper
Property, or any part thereof, to perform its Obligations with respect to making the Minimum
Improvements or Prior Rcdeveloper fmprovemenls lmder thei.:; Agreement, and any other
purpose authorized by the Agreement, the Redeveloper (except as so allthorized) has not made or --
created, and that it will not, make or create, or suffer to be made or created, any total or partial .
sale, assignment, conveyancc, or lcase, or any trust or power, or transfer in any othcr mode or -
form of or with respect to the Agreement-<:>f. the Redevelopment Property. or the RedevelOper -
Property. or any part thereof or any interest therein., or any contract or agreement to do any of the
same, without the prior written approval of the Authority. -
After completion of a Phase or thc Prior Redeveloper Improvements. the Redeveloper -
mav transfer the Phase and the Parcel on which it is located or thc Prior Redeveloper -
Improvements and Redeveloper Propertv if thc Rcdcvcloper secur"" an agreement. in a form I
reasonably satisfactory to the Authority with its transferee hv which tbe transferee assnmes the
Redcveloocr's ob]i~ations under Section Anic1e V of this Aweemenl. If lhere are still
Assessments levied against such property such a:p-eement shall also rcauirc the RcdcvelQ~ I
transferee to ljssume the Assessments and the Redeveloper's obli<,lations under Seclion 6.1.
Section 8.3. Approvals. Any approval required to be given by the Authority under this I
Article VIII of this Agreement may be denied only in the event that the Authority reasonably
determines that the ability of the Redeveloper to perform its obligations under this Agreement
will be materially impaired by the action for which approval is sought. ..
26
I
60/vO'd 6VOl. l.C6 ers '~'d '3~13a ~ A3,a~~a rS:9r 1.66t-H-~
--.--------
e
Section 8.4. Belease and Indemnification Covenants. (a) Except for any willful
misrepresentation or any willful or wanton misconduct or negligence of the following named
parties, the Redeveloper releases from and covenants and agrees that the Allthority and the
governing body members, officers, agents, servants and employees thereof shall not be liable for
and agrees to indemnify and hold harmless the Authority and the governing body members,
officers, agents, servants and employees tnereof against any loss or damage to property or any
injury to or death of any person occurring at or about or resulting from any defect in the
Minimum Improvements.
(b) Except for any willful misrepresentation or any willful or wanton miscondllct or
negligence of the following named parties, the Redeveloper agrees to protect and defend the
Authority and the City and the governing body members, officers, agents, servants and
employees thereof, now or forever, and further agrces to hold the aforesaid hannless from any
claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever,
other than the Redeveloper, arising or purportedly arising from this Agreement, or the
transactions contemplated hereby or the acquisition, construction, installation, ownership, and
operation of the Minimum Improvements.
(c) The Authority and the governing body members, officers, agents, servants and
. employees thereof shall not be liable for any damage or injury to the persons or property of the
Redeveloper or its officers, agents, servants or employees or any other person who may be about
the Redevelopment Property, Adjacent Property or Minirnwn Improvements due to any act of
negligence of any person other than the Authority, its governing body members. officers, agents,
servants and employees.
- (d) All covenants, stipulations, promises, agreements and obligations of the Authority
- contained hercin shall be decmed to be the covenants, stipulations, promises, agreements and .
obligations of the Authority and not of any governing body member, officer, agent, servant or
- employee oftha Authority in the individual capacity thereof. .
-
-
-
I
I
I
..
27
I
60/Sl)'d 61'0.'. LZ6 ct9 '~.d '3~13a ~ ^3Ja~~a tS:9t .'.66t-n-8fllj
.
AfTICLE lX
E'Y~j)t~ of Default
Section 9.1. Events of Default Defined. The following shall be "Events of Default" under
this Agreement and the term "Event of Default" shall mean, whenever it is used in this
Agreement (unless the context otherwise providcs), anyone or more of the following events:
(a) Failme by the Redeveloper to pay when due any payments required to be paid
under this Agreement.
(b) Failure by the Redeveloper to reconstruct the Minimum Improvements or to
exercise its option to repay the Authority's investment when required pursuant to Sections 5.1
and 5.2 of this Agrcement.
(c) Failure by the Redeveloper to obtain financing for construction of the Minimum
Improvements or provide evidence that the Rcdeveloper has sufficient funds committed for such
purpose pursuant to the terms and conditions of Section 7.1 of this Agreement.
(d) Failure by the Redeveloper to commence and complete construction of the
Minimum Improvements, or portions thereof, pursuant to the terms, conditions and limitations of .
Article IV of this Agreement.
(e) Failure by Redeveloper to observe or perform any other covenant, condition,
obligation or agreement on its part to be observed or performed hereunder.
~
(f) The Redeveloper does any of the following: <i) file any petition in banlauptcy or
for any reorganization, arrangement, composition, readjustmcnt, liquidation, dissolution, or -
similar relief under United States Bankruptcy Laws or any similar Federal or State Laws; or eii) -
make an assignment for the benefit of its creditors; or (iii) admit, in writing, it inability to pay its
debts generally as they become due; or (iv) be adjudicated, bankrupt or insolvent. -
-
(g) There occurs a default by the Redeveloper under a Mortgage or other instrument
securing Redeveloper's financing permitted under this Agreement, tne Holder of such Mortgage -
exercises its remedies as a result of such default, such exercise of remedies adversely affects the I
Redeveloper's interest in the Redevelopment Property, and the Redeveloper does not cure the
basis for the default.
Section 9.2. Authority's Remedies on Default Whenever any Event of Default by I
Redeveloper referred to in Section 9.1 of this Agreement occurs, the Authority may suspend its
performance under this Agreement until it receives a~SUTances from the Redeveloper, deemed I
adequate by the Authority, that the Redeveloper will cure its default and continue its
performance under this Agreement, and may take anyone or more of the following actions after -I
providing thirty (30) days written notice to the Redeveloper of the Event of Default, but only if
the Event ofDefau1t has not been cured within said thirty (30) days:
28
I
60/90'd 61'0.'. .'.c6 ct9 '~'d '3~t3a ~ ^3Ia~~a cS:9t .'.66t-n-m~
e
(a) Terminate this Agreement.
(b) Withhold the Certificate ofCOlnpletion.
(c) Declare immediately due and payable by thc Redeveloper the amount of the
Authority's assistance which has not been recovered by the Authority from Tax Increment, which
amount shall be calculated as provided in Section 5.1(e) of this Agreement.
(d) Take whatevcr action, including legal, equitablc or administrative action, which
may appear necessary or desirable to the Authority to collect any payments due under this
Agreement, or to enforce performancc and observance of any obligation, agreement, or covenant
of the Redeveloper under this Agreement.
(e) If the Event of Default consists of the Redeveloper's failure to pay the
Assessm~nts as described in Section 6.1. the Authority may also declare duc and payable the
out,tllUding amo11nt of the Assessm~'11ts as describcd in Section 6 1.
Section 9.3. No Remeny Exclusive No remedy herein conferred upon or reserved to the
. Authority or Redeveloper is intended to be exclusive of any other available remedy or remedies,
but each and every such remedy shall be cumulative and shall be in addition to every othcr
remedy given under this Agreement or now or hereafter existing at law or in equity or by statute.
No delay or omission to exercise any right or power accruing upon any default shall impair any
such right or power or shall be construed to be a waiver thereof, but any sueh right and power
may be exercised from time to time and as often as may be deemed expedient. In order to entitle
the Authority or the Redeveloper to exercisc any remedy reserved to it, it shall not be necessary
to give notice, other than such notice as may be required in this Article IX. This Agreement shall
- be enforceable only by the Authority, the City, and any public body which is a successor of the
- Authority.
- Section 9.4. No Additional Waivcr Implied bv One Waiver. In the event any agreement
- contained in this Agreement should be breachcd by either party and thereafter waived by the
- other party, such waiver shall be limitcd to the particular breach so waived and shall not be
dcemed to waive any other concurrent, previous or subsequent breacb herennder.
I Section 9 5 Costs 0 f "Enforcement. Whenever any Event of Default occurs and the
Authority shall em-plov attorneys or incur other expcnses for the collection ofpavrnents due or to
I hecome due or for the enforcement of performance or observance of any obligation or aQTcement
on the part of the Redeveloper under this Agreement. the Redeveloner agrees that it shall within
thirtY nO) days ofwrilten demand hy the Authority p,w to t.he Authoritv the rea.sonable fees of
I such attorncys and such other expenses so incurred by the Authority
.-
29
I
60/L.0'd 61'0L. L.G6 Gt9 '~'d '3~13a ~ A31a~a GS:9t L.66t-H-!Jf1~
e
ARTICLE X
Additional Provisions
Section 10.1. Rt4'resentatives Not Tndividually Liable. No member, official, or employcc
of the Authority shall be personally liable to the Redeveloper, or any successor in interest, in the
event of any default or brcach or for any amount which may become due to the Redeveloper or
successor or. on any obligations under the terms of the Agrcement.
Section 10.2. Restrictions on Hse The Redeveloper agrees for itself, and its successors
and assigns, and every successor in interest to the Redevelopment Property, or any part thereof,
that the Redeveloper, and such successors and assigns, shall devote the Redevelopment Property
to, and only to and in accordance 'with, the uses specified in this Agreement and shall use such
property solely for the uses specified in this Agreement.
Section 10.3. Provisions Not Merged With Deed. None of the provisions of this
Agreement are intended to or shall be merged by reason of any deed transferring any interest in
the Redevelopment Property and any such deed shall not be deemed to affect or impair the
provisions and covenants of this Agrc=cnt and all such provisions shall run with the land and
be binding upon and inure to the benefit of the parties hereto and their successors and assigns.
Section 10.4. Titles of Articles and Sections. Any titlcs ofthc scveral parts, Articles, and .
Sections of the Agreement are inserted for convenience of reference only and shall be
disregarded in construing or interpreting any of its provisions.
Scction 10.5. Notices and Demands. Exccpt as othelWise expressly provided in this
Agreement, a notice, demand, or other communication under the Agreement by either party to
the other shall be sufficiently given or delivered if it is dispatched by registered or certified mail, -
postage prepaid, retum receipt requested, or delivered personally; and -
(a) in the case of the Redeveloper, is addressed to or delivered personally to the . -
Redeveloper at ; and -
(b) in the case of thc Authority, is addressed to or delivered personally to the -
Authority at 1450 West Highway 96, Arden HiBs, Minnesota 55112, Attn: City Administrator; I
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 otber as provided in this Section. .
Section 10.6. Disclaimer of Relationships. The Redeveloper acknowledges that nothing
containcd in this Agreement nor any act by the Authority or the Redeveloper shall be deemed or .
construed by the Redeveloper or by any third person to create any relationship of third-party
benenciary, principal and agent, limited or general partner, or joint venture between the -.
Authority, the Redeveloper or any third party.
30
.
60/80'd 6to0~ 6(;6 G~9 '~'d '3~13a ~ ^3la~~ l:S:9~ ~66~-n-m~
60'd ltjlOl
.
Section 10.7. Modifications. This Agreement may be modified solely through written
amendments hereto executed by the Redeveloper and the Authority.
Section 10.8. Countecparts. This Agreement is executed in any numbcr of counterparts,
each of which shall constitute one and the same instrumeut.
Section 10.9. Judicial Tnle'1'retation. Should any provision of this Agreement require
judicial interpretation, the court interprcting or construing the same shall not apply a presumption
that the terms hereof shall be more strictly consttued against one party by reason of the rule of
consttuction that a document is to be construed more strictly against the party who itself or
through its agent or attorney prepared the same, it being agreed that the agents and attorneys of
both parties have participated in the preparation hereof.
Section 10.10. Wa:re and Job Goals (al The RedeveloTJcr a","ees that within
d da he e it . I ent into a' nen a f< 1 re ired the tho
establishin\;l w~~e and job voals as required VUTSuant to'- Minnesota StalLttes section 1161 991.
The a~reement shall nrovide that the Redeveloper win c~use to be created at least
( 1 new (;1S opnosed to transfers of positions already existing in the
State) employmen~ pOSi~Ons ~n the Minimum hnprovements at a wave of at least
. . T e wa"C and iob goal agreement shall more specifically describe the
cmplo;nent ~osi~ns ~::e created. the wa"es to be paid and the henefits to which employces
win h~ enti~_~ ..~.~_ evelopcr understands that if it fails to mect such wage and iob Qoa\s
~hin ~o ,e,.rs fro le date ~f the wa~e and job goal a~reem"nt it will be req.uired to reoav
~~ ass~~,~nce ~;O~d~ by the Authority under this A:veement. in accordance with Minnesota
;t:tlltes~ section \~~91. S~Ch ~~eCTT1Cnt wi~l ~l~o reauile that th~ Redeveloper will provid~
] 11 n re nest bv t uthonl. eVIdence showl11g lls wmphance WIth the reqUlrcmellls of th,S
_ Section and Section \ 16J.991.
-
.W
.
I
.
..
I 31
60/60'd 61'0<' lZ6 10.9 .. .
tj d 3~I3G ~ A3lGtjdff ES:9. <.66.-..-Dntj
.
IN WITNESS WHEREOF, the Authority has caused this Agreement to be duly executed in
its name and behalf and the Redeveloper has causcd this Agreement to be duly executed in its
name and behalf on or as of the date first above written.
ARDEN HILLS ECONOMIC
DEVELOPMENT AUTHORITY
By
Its
By
Its
WELSH COO1l'~.mESDEVELOPMENT
COMPANY. U,C
By
Its
By
Its .
STATE OF MINNESOTA)
)ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this _ day of ,1997,
by and ,the and the
of thc Arden Hills Economic Development Authority, a public body
politic and cOI}lOrate, on behalf of the Authority.
-
-
Notary Pllblic -
STATE OF MINNESOTA) ..
)ss.
COUNTY OF ) I
The foregoing instrument was acknowledged before me this day of ,
1997, by and , the I
and of Welsh Ce~ames, a
MinnBsats eerporat-iofl, an behalf <lfthe eel'peratien.
Development Company LI.C a Minnesota limited liability company on behalf of [he limited .
liability companv.
Notary Publie ..
32
1
80/1[] . d 61'0" ,,<06 <0"19 '~'d '3~13a ~ ^3'a~~a 90:,,"1 ,,66"1-n-mtI
.
SCHEDULE A
Description of Redevelopment Property and Redeveloper Property
Redevelopment Property:
Authority Acquisition Property (Naeg)c Property):
.
Citv PronertV
-
-
- Redeveloper Property:
.
I
I
I
.. A-I
I
BO/C:O'd 61'0.'. .'.C6 c:.9 '~'d '3~[3a ~ A3la~da 90:.'.. .'.66.-n-8r!:!
---.---
.
SCHEDULE B
Description of the Pllblic Improvements
Phase I Pub lie .lmpre":ements
Phase II Pablie 1997 14th Street improvement,
1998 We,t Round Lake Road Improvements
.
PHase ill Mlie199R I-lig}1wav 96 Improvements
-
-
.
-
.
I
1
I
B-1 -I
1
81]/\:0 . d 6r01. 1.C:6 C:,9 '~'d '3~J3a ~ ^3Ia~~a 1.0:1., 1.66,-,,-!lfltl
.
SCHEDULE C
ASSESS!\'IENT AGREEMENT
and
ASSESSOR'S CERTIF1CATJON
By aDd among
. ARDEN HILLS ECONOMIC DEVELOPMENT AUTHORITY
WELSH COl\fP/,-N!ESOlWELOPMENT COMPANY. LLC.
and
-
- COUNTY ASSESSOR OF THE COUNTY OF RAMSEY
-
-
I
I This document was drafted by:
. BRADLEY & DEIKE, P.A.
5100 Eden A venue, Suite 306
.. Edina, Minnesota 55436
C-l
I
80/~O'd 6~Ol. 1.1:6 1:.9 '~'d '3~I3a ~ ^31G~da W:l.. 1.66.- H-9IltJ
-----.---
.
THIS AGREEMENT, dated as of this _ day of , 1997, by and between the
Arden Hills Economic Development Authority, a body politic and corporate (the "Authority")
and Welsh Ceffij'lflllieGDevc1opment Company LLC, a Minnesota eS'lleratiel'llimited liability
companv (the "Redeveloper").
WITNESSETH: that
WHEREAS, on or before the date hereof the Authority and Redeveloper have entered
into a Cmmact for P.w:ale ReE!s'.'eloflDevclopment ^~ccment (the "Agreement") regarding
certain real property located in the City of Arden Hills, pursuant to which thc Authority is to
~e certain assistance to the Develol)er relative to the Develotler's development of
such property, hereinafterreferrcd to as thc Redevelopment Property and legally described in
Exhibit A hereto; and
WffEREAS, it is contemplated that pursuant to said Agrecment the Redeveloper will
construct an office/warehouse development on the Redevelopment Property; and
WHEREAS, the Authority and Redeveloper desire to establish a minimum market value
for said land and the improvements to be constructed thereon, pursuant to Minnesota Statutes
Section 469.177, Subdivision 8; and
WHEREAS, the Authority and the County Assessor for the County of Ramsey have .
reviewed the preliminary plans and specifications [or the improvcments which it is contemplated
will be erected.
NOW, THEREFORE, the parties to this Agreement, in consideration of the promises,
covenants and agreements made by eacb to the other, do hereby agree as follows:
J. Co=ellcing on January 1, 199_, the minimum market value which shall be
assessed for the land described in EJ<hibit A and the above described improvements shall be not -
less than Dollars (S ) ae.a eSIDllIenciR; ell Janaar,' 1, -
199 _, the minim_ ffiElr];et value v:ftieh :;hall Be assessed for the lilfiE! d..seneeE! in Ii1lhi:bit f. ~
anE! the a'ae,'e d.e5eribeE! imflra':MleRI!; shall 'as Bet Jess thsa Dollars -
($ ). -
2. This Agreement shall tenninale in its entirety on the Termination Datc, as defined .
in the Agreement.
3. This Agreement shall bc promptly recorded by the Redeveloper. The Redeveloper I
shall pay all costs ofrecording.
4. Neither the preambles nor provisions of this Agreement are intended to, nor shall I
they be construed as, modifying the terms of the Agreement between the Authority and the
Redeveloper. .1
~
80/S0'd 6"0<'. <'.<:6 <:t9 I
'~'d '3~I3a ~ ^3Ia~~a 60:1.1: <'.661:-n-8n~
.
5_ This Agreement shall inure to the bencfit of and be binding upon the successors
and assigns of the parties.
ARDEN fiLLS ECONOMIC
DEVELOPMENT AUTHORITY
By
Its
By
Its
WELSR COMll.'\.NlESDRVELOPMF,NT
COMPANY. LLC
By
Its
By
. Its
STATE OF MINNESOTA)
)ss.
COUNTY OF )
The foregoing instrument was aclG'lowledged bcfore me this _ day of _, 1997, by
and , the and
of the Arden Hills Economic Development Authority, a public body
politic and corporate, on behalfofthe Authority.
-
-
Notary Public
-
- STATE OF ML"INESOTA)
- )ss,
COUNTY OF )
I The foregoing instrumcnt was acknowledged before mc this day of .
1997, by and , the
I and of Welsh CeHlj'latHes, a
MH1f1esota se'fjleranen, en behalf ef the cerporation.Development Company LLC a Minnesota
I. limited liability company. on hehalf of the limited liability company_
Notary .Public
C-3
I
80/90'd 61'0<'. <'.c6 ct9 '~'d '3~I3a ~ A3la~d8 <'.0:<'.t <'.66 t - n -9nt1
.
CERTJJi1CATJON BY COUNTY ASSESSOR
The undersigned, having rcviewed the plans and specifications for the improvements to
be constructed and the market value assigned to the land upon which thc improvements are to be
constructed, and being of the opinion tbat the minimum market value contained in the foregoing
Agreement appears reasonable, hereby certifies as follows: The undersigned assessor, being
legally rcsponsible for the assessment of the above described property, certifics that the market
values assigned to such land and improvements upon completion of the improvements are
reasonable.
County Assessor for the County
of Ramsey
STATE OF MINNESOTA)
)ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of ,
1997, by the County Assessor for the County of Ramsey. .
Notaty Public
-
-
-
-
I
I
C-4 .1
80/L.0'd 6~0L. .0<:6 <:19 '~'d '3~[3a ~ A3la~~8 I
80:.01 L.66t-n-~ru
,
80'd llj.LO.L
_
EXHmlT A
Legal Description of Land
.
-
-
~-
I
.
~-
1- C-5
I
80/80'd 61'01. 1.26 2"19 'Ij'd '3~I3G ~ A3lGt:!da OO:l."I 1.66"1-"l,-8nt:!
-------------- ------- -----
I
I CITY OF ARDEN HILLS
" MEMORANDUM
DATE: August 15, 1997
I TO: Mayor and City Council
I FROM: Brian Fritsinger, City Administrato~
I SUBJECT: Engineering RFP Review Process
Back~round
I On July 16, 1997, the City mailed RFP's to nine engineering firms for the purpose of evaluating
future services with the City. Proposals were due on August 15, 1997 with submittals received
from the following firms:
I . Bonestroo, Rosene, Anderlik & Associates
. BRW, Inc.
I . Rieke, Carroll, Muller Associates, Inc.
. Howard R. Green Company
. McCombs Frank Roos Associates, Inc.
.. . Orr-Schelen-Mayeron & Associates, Inc.
. Schoell & Madson, Inc.
. Short Elliott Hendrickson, Inc.
I . Toltz, King, Duvall, Anderson & Associates
I The City Council now needs to make a decision on the review process for the selection of a
consulting engineer. The Council had initially discussed reviewing applications and scheduling
interviews between August 19 and September 5, 1997.
I Items for Consideration
1. Should staff and/or City Council narrow the list of finalists for interviews?
I 2. If yes, who should complete the initial review?
3. When should the interviews be held?
4. Where should the interviews be held?
I 5. Who should be involved in the interviews?
I Requested Action
Staff would like direction from the City Council on the items identified above.
I BF /sls
f'
I
I
I CITY OF ARDEN HILLS
" MEMORANDUM
I DATE: August 14, 1997
TO:
Mayor and City Council
I FROM: Brian Fritsinger, City Administrat.@
I SUBJECT: 1997 CouncilJCommittee/StaffBarbeque - Update
The planning efforts for the fall barbeque continues. At this time, the details are as follows:
I 1. Date/Time: September 15,1997 at 6:00 p.m. (rain or shine)
I 2. Location: Arden Hills City Hall Backyard
0 Attendees: Seventy-six (76) people representing staff, committees and City
I ~.
Council
Ie 4. Miscellaneous:
- Two tents have been rented in case of rain
- No certificates of appreciation will be prepared
I - Meat choices will be hamburgers and bratwurst
- Staff will have all of the side dishes, condiments and other items ready for
servmg
I - The City Council may elect to take turns tending the grill preparing the
hamburgers.
I Please let me know if you have any other ideas or suggestions.
BF Isis
I
I
I
I
f'
I
I
CITY OF ARDEN HILLS I
1450 WEST HIGHWAY 96
ARDEN HILLS, MN 55112-5794 ..
YOU'RE INVITED I
TO A BARBEOUE PICNIC I
I
DATE: MONDAY, SEPTEMBER 15, 1997
I
TIME: 6:00 P.M. I
PLACE: CITY HALL, I
1450 WEST HIGHWAY 96
ARDEN HILLS ..
I
WE HOPE YOU WILL ATTEND I
AND ALLOW US TO EXPRESS OUR APPRECIATION I
TO STAFF AND COMMITTEE VOLUNTEERS
FOR YOUR COMMENDABLE EFFORTS DURING THE PAST YEAR
WE LOOK FORWARD TO SEEING YOU THERE! I
I
HOSTED BY I
THE ARDEN HILLS CITY COUNCIL
I
..
PHONE: 16121 633-5676 . FAX 16121 633-7839 I
I' .
I CITY OF ARDEN HILLS
" MEMORANDUM
DATE: August 18, 1997
I TO: M'yo,""d c;~ Conocil ~
I FROM: Kevin Ringwald, Community Development Director
SUBJECT: Case #97-05, Clarification - Exterior Building Elevations
I North Heights Lutheran Church (NHLC), 1700 West Highway 96
Request
I The Staff is requesting clarification on the acceptable exterior materials used on the North
Heights Lutheran Church (NHLC).
I Back!;~Tound
The Planning Commission on April 2, 1997 recommended approval of the Planned Unit
Development (PUD) amendment to construct a 93,816 square foot Conununity Life Center to the
I NHLC, in Planning Case 97-05. In the Staff report, which supported this recommendation the
Staff stated in the Building section that: "The exterior of the proposed building addition consists
of face brick which will match the brick on the existing portion ofthe building. The two
Ie cupola's will match the prefinished standing seam metal roof that was used on the existing roof.
The building will be fully sprinkereled." The City Council on April 28, 1997 approved the PUD
amendment to construct a 93,816 square foot Community Life Center to the NHLC, in Planning
I Case 97-05.
I The plans which were submitted as part of the application for the PUD amendment did not
sufficiently clarify the exterior materials to be used on the building addition (Exhibit A).
Therefore, the Staffrequested clarification as to what was planned and was verbally informed by
I a representative ofNHLC that it would be brick which would match the existing building. The
Staff portrayed the exterior of the building in this manner before the Planning Conunission and
City Council, in which the church and its representatives were in attendance. The construction
I plans which were brought in for building permit review did not provide for an all brick exterior
(Exhibit B). The gymnasium at the south end of the building is being proposed to be of concrete
tip-up panel construction. Unfortunately, this is the part of the building which will be the most
I visible from Highway 10. NHLC suggested a modification to the concrete tip up panel walls
which they hope would make it acceptable (Exhibit C). The Staff suggested a modification that
proposal which would make it look similar to the northeast comer of the sanctuary (Exhibit D).
I The Staff suggestion was rejected by NHLC. Therefore, the Staff is requesting clarification from
the City Council on how it wishes Staffto proceed.
I
it
I
. ".
Options .
1. Accept NHLC building elevations (Exhibit B), as proposed. ..
2. Accept NHLC revised building elevations (Exhibit C), as proposed.
3. Reject modifications (Exhibits B, C, and D) and direct Staff to inform petitioner if they
desire an exterior other than what was represented in the Staff reports, then request a
formal modification of the PUD for the City Council's consideration. I
Dircction ReQuested
The Staff requests direction from the City Council on how they wish Staff to proceed on this .
Issue.
.
I
I
I
II
I
I
I
.
I
I
I
..
I
I
~ fJ(/jlfKf P. 'I"
I
I
I
I '----
I -----------------": (r-------------" ........
,,___ '. i i
::........-.. ./ .:
" _ M'" " i ."
,'". - ----- ' , . .' , ,-
I ,.-' --, .----------- . --- .' ,.~.
i "'. ------:/ E
" -
. '
" ..
,. --~ . ,..,
-.- . .......
Y/. "'. -. ! '
.' . . ' -
,0,' ' -
,'" . -
. . '
I ' M
... -
"',
, ..
. -
, .
, .
I . ~
. .
" -,
, '
, -
, '
, '
, -
I " '"
, ... -
? '.
, . ' ,
. ... -,
I ~ ... ~
- . -
- '
. . , ".
, .' '
. ? ...
I ". .~ '-, '"
" ~.'. ..
" ' ... "
, " , -
, .... ' ,
" . ,,'-- .-
I '. ' ' ""'" ""'" ..
, ' " ,.
. ., '. n ...
- ~ ' ~
, '. l~cD '-'
'. ,,- '-' -
, - '. r;.j
'. e.. \.
I ,..., (i:,Juu:TL
""" ',,\.11 Y'~<.Jf PA,..\EL..
'. \,
" \
~ ~
, \
. '.
I .....""., \ I
'\. \
\..
'\
L
I
,
z '.
2z-r; mw ~ 1 ; !l "( I
~ ~~
<:::'n - <t:
~3!
?.Ic..( ~::':' ~. ~ M ..
v.::;",
~~~ < ~~H ~; 0"'
-~ ::-= ;a 1hn~ ~!.
~~ ~ ~ .
....: I I
~ I
L I
f').. "
?
'i-
$~ ~ I
I
::Zbi I
I ~~1 dL_)
,
! tiLL v oj"
4.tl- .,,~ I
~~
\',,:"'
) :z
1- ~..
~-=-----'-:~-- .:
, I.~ii ::>-
--I w I
e-. --'
~===--. w
"'---. I-
,"" -'=
~- ill
-,
- <( I
w
roo'
~ I
~
--,
- I
l'-- s::
t=j ()) a
-- 43f
~
N ~
-- I
N '<),
~ w
s:: -<= -
a 4-"
! 43 :J I
a
~ ill,
~
W
4-" I
m
'<)
;:
..
1
I" .
Tj ~~
~ 3/'{
1 1::: ~~~
L .il ~
-".
I. ~~i 1li~!j~
lj~..-i "
f' ;.~ ~; BiB! i ~
,,>-J:;t ,,~ ,.'li' ,
.g,o;;'d',v<",;l. 1m. .:.:t;j;::t :~p;i
i!l.< !l m ; j~
~- ,,!:J',7;t -.
-
I ,
!
,
,--
I i ,
,
t'-.'
i Cl)'
\:S) .! ~:
I >,
I s;: t'-.i ~;
'--.::5N
, , :s:~ . ~
I' "'+'~
. .. '-"'~
D-.::5u..
I
I .'
=-~--'<,-
I ~~
Ie -
. ~
~: :;:; S.
<.l ~~ s:::
N ~~
1 R ~13'5 .9
~i .~~ .:e
~<;g,:;. l).)-C:S
~<'L.!l 4--C::S
~~:.:J<C
I ;;:;..~<II3
~~~ >>t
~-
I -
I ,
~
I I {Jl2:;
I I
/~"" '1f' ~
(! ,-:.=::=-~,. v-" . 0 ~
(_~I:;:::>/__<:''':::'' .-/- ~
,"t-___......' ------'/
I ! \../ 0
! i ! : I ! ;'; !T~~"-,.~~.~; 0
it "",!,'II,"'''''; ~
~I l 1 'i " i, ! \ i , ! \ \ " \ \ \ ~ \, '\ V\
,,,,,,,\1," ~\
\ \ ... \ '.. \ \ \. ... \. \ '. " \ \ \\ \ \..., """''''-.-
\\'\\\\\\\\\\\s<<' --.' '---.~ ' I""~..,,, ~
\\\\\\\\\\.\>" <.....>_..... ,\\ v
I \\\,\\\\\\\ .>.::--:---=:=- I': );::.:
.\\_,"\'.\,.' ...<>~~'-'::-::"::-~= 1,1 //f,", ~
\ \ \ \\>', ' _ ',- ", .'.... '....., -.....___ ii / ///
\ \~'" ",,"'';:',_:<__-:::---~ ,I, /;/', /
V ,'\. ..... "....... '..... ---.;'---::::.:: - 1 I!i / /./ i
v;.-;' '" ~ ,,"-,~"~--"'" ~-==:. \. it /i //-:/,'
, ". '_ ,,~ .......__ ,__._-- ..+ i ' ;' I . ,
iA", ,-', ~,'~"__..:-..:::~-,. ("!. .1
. " ...... ----. "-j!.\ ..,/, ;;-'4
, >1
::.!!
". '-j'l i ;11 N
..~ < !I!;!I J S'..J.. I
~. ~ . .--, "-
.,. '; .1"" '."
~~~ ~, 'l.ll;, . ,
~ . .a~ ,~! !Um ll~ ill ..
>- =z ~ :;:.: 3l _
<f ~ ,i! il" ,
II "-T ~",._ . .
///'8 _.~:",:-~.~.'O--". -:"i6';ZOI _ -.. I
~~ b_L-.._ - 1'ir_-,,-
, I' ..1. """'-'.'" . ,';"
I .., '. .... -...c'J"
t,t-=.~._=.j[k: I I
~ -- II
L'i, . ~. r--.
' ~,~ <!l' I - E>> G'l ,
"""'A~_., "'", ;">L <:'i'> ~. '"
n" =v, >.... '_0\) ,_.
.J ~""" '. i".~ ~ '. ~ '! ..':l III -:.~;..> '>::-':::;N 15 I
~'a6u" "l '-;">s;: ." 0\) .
-- =:;j< t;'" 00\) ~;">.J:o I
n. .-1 -'''.'''' ~ <(u L <\1 0\) .
'" 1-1 ':~I.1 ~ D-.:::;u...
' / E!", I
/ .=-~!~ dL
/ ~~ ~ "1 .
. . Ii EN
/. - - ~lj~.,.. ~" ~~',
/.< . -~ ~ ., ,.
1;. , ~-" , " I" '" , c." " , I
~;Y.'L-' .---.- "'-1 ..-. I' " -~~"I~l, :["''T'~ ~:. iH~ ~.
''lffy i! 'I ,illJ " "-" r", I '~c "
'.J 'E'~. '. ! -1."jJ' -,q '-, ~.'-t, r-.. a I
" "", ", ",-, '"
"aN ~ "l. -il'~ . "', 1 "
'" "'''''' oe~. 1: :,H.JJ: :to.
.~, I 'r -L-J~ ~fi' l'
1..:.-...:. ~ . ~ ,:..( ti, W ( ~.
." !! L:,.:l'::.,.. -: , ,
n~ . -II - JJ~.',. ll~n J1 ... ''$1. ._.j_ ..
",. '- !h,,< '__.... ". .. .
" , w, "=.",,_~. _;.. '"
. 'F--... '", .. . , ~
../// , 1,~ m.- i.... ll. l:' k. Ii j~. ~ l~~~ ~ i" ~.~ .g
/%1' . "J", . '--', "u .~ .. I
. , .. ',< "Y, 'i, 'II i" ;h -- --. ~"' 'ii
' , ,."", , '" ," '. ,,~ .
/ /", ~.. - I". r" I.'..' 1!1,., i.'." ~,~). ,r.: .. .' . 0 ""Q., 4--':::;
/ " - . ti'''. ,(l!>J 'H' ",1, ) , ! . """~ ._<(
, ///', , "" ""' ,," i~ '1<1 , , ~,~,
! .... '-~' ts. I! .,....,...~.~, l..:!!' . --,c" -;.- -..,. , 'iii\'t~ .:::0\) I
'..- k"""!" . . ---... " [, ~E C;..>
c'" cd J,.. ,-, ! 't:i~Ji ~ ~
- .- i'lJ' ~ " , . ',. ..
", c .~...' . , I oE.. u...U
Q '" t'Ll j - , ~G . < , . , , .:'SE"
/~ M l ii', l., -4:" , , " 'i
. /. . - ~l, --.--H~. N '.' , '. ,
" '., ---., " " . .
'S rfo,.,.. l " 'J", '.",
<~~.r\ -I~lll! 0" I" '''.''.''''''. JI.. ,-,..h!r! ~$TJ;'l' -MO::,,_.G.--,- I
: . - '--.' I !>~~l ~ . ", ;. .=."" !', __, y._LX
. " "'. " "", "." ~" I.
~', , . --,>> I.', " , '"
i . " ~ -., ~'!""J~~I:1 L ~ l~ !.,., I
! ''-L.! .. -, I ~ _--=- I L-
'. " ,-- -==- -'--'-:- ~, !lo' j' '02"'" ~ \1l
i ----: ". I c_ I I " lO <() <:'i'>=> <Sl
- . Jl~, I "-,s;:C
I '.- 'It... '-""Uol ~ 1 '. l' nL ''''+>13:;:S I
.! . ... .. L ", '" '" ,". ~~
'i "'O~'.' ,'I, <', ,>1 I, ~, , __ ._~=>
" "".-. "', -,~ ""
' 0 => - I ""r'.'i -~ 8 W<J)[f;
g .:: '" ,~. ---." h fT'i." ,
-, 1 ~ . .L ~ ~ \ "!~ltLf.~Jli Mb '1il~~, I
_._- : ':' '.",,,~ .',' ~ -" I ' 'JI'1 '
. n , , , , ,
' !, . 1 II ." , ,
.h. ,=> ,_ ,
~.~-. ; ~ / "~' ---~ /.', ~ oj c l
,. '. " . .... 0, I
' ", '-," m
W/l III /.'://. "_. <,'-, "-
/ i ._" , "J'\.-
' I. !i... "'-...!.'~~~"--'""'" '" ~h . - t ..
" .- "--" '____.'-, \,
,~ 'I".. " J
'i \,~ .
'I' \\\ "
I, <'\",~ ~
/ '" >. LI---------.. '':\ <
/ I:;, L.~" ~. .1/'.. -"'I ~
;(; Ii' ~ a "" ..>e,...~, U'
I,. .==> a , , , .' /)"
.x;. /'" 1\1. .~t3 LL_ i [i . /;:;;. <//"" 2.. I
' . , '.. ", , "''''',
/. I I \SH:: \:S::> I, I, .I,. .." /' / // !""4~....
' .- rn ~ iI... I; I - .- ''- '/ "'""T'!"
' , x" "" ""'.',,/ ' ,~ ,
( . ill\) "'-' '.,,_ ~
' " " ",,"
/ .
~/-
I
~ .rl!!. f'u.;,Pl ~1tI6lT fJ Yj
,_ ~ 0 wrnl ;>!l-j
I ", &" 811I..PolEa fb.t1IT l=~
I .' ..
., _., ,7', .;;'~~,
, '. _ _ ",c
" " - --
'C. . - '
~{~,~ '
>" -
I ~' .
~~ . ~
,,-- ~~ ~ '
I :+, " "," .' .
'l-- - J" ,,' ,.
('"._._i'j~ 1__ ,II, r T II "
_ "'L 1"1 (< /
I _!.: -@ ~;::= j~<F'" 'I
\,\.'-'---'-'~'-\1= .. -, -, ,.
.. ',' _ . . h "
'., ' ,!,
n ",' ~ '" - -
"'~___!I .' (o}---.. JI
I l. ~r ~\
('" fU-, jl 8'1,: ~
". ,F'" ~
'1 !, ' ',' 4 '"
, 'Jf ,..",E .d"
Ie :.;:~:ili t~ ' 0
~ ., ,:"''''- i . @_,__tr~
,~= .-
I I if :C
@__ ~~; J
"" " I (:)-.j~~ II ~
I ~. <&-___il1.--,. ,.) >
it .1'-'1;--' .,-- I ' !
-I-<:~b'I.~' ._. _ ,I!,: '"
~S!..3' " , :~
I " \'C' ~- .,. ..
'___" ~ i . .:\ >
'\:i.!
<
t/.'
I C-
! I.'
_I - i,
I' I.n
I 1 I ~( ,~llll
1, ! (>.)-- -. 1--'-
.,l" .--- I
I ~ ~ ,,".~;c L,/Ir I
.. "l~.-
~!i I
,. rl.. .,'
~ " "
I ;Ccc I .. d
.~:t I ;---=-. ' I'
fI' - J ,.C_' ~'i
" - 0",'
,~,~~,.--,__ ,_ ~-u. 1':
, -)~"~:,,
. , IJ ~~lil;
I ' ,11..H."J,'"
""'-',C!"< ,. ~::t.~<',~t'
"
1 ~l(I-lIb17 G I
I". ...
.-:". c:; ~u N,H-L" I/;t...'-.'....::..:.'.....'.
~ f '-' ~~~~_
~- .~
... ~ r~'E,1
. i%~ U.'J'~'oN ~9-
1 @-~ ~~~
r~~
I ~;:;I;~ 11
r~i ~ ~. ~=~_ ww
I 11i I,{ I 1
"le ~ ~
1'1'11 T I h
. "
I ii,
Q)----- . . t~/\
1 I f)~--- ['-=-i
~! ' @
C~--~~-.t ~ __
1 (1 " @
0---h- --- 0----
,.
, ,
l"~.r---- -
1 ;\
II
..... ....@. i ~~~. " I
:-~- Ul )t -J~= i
, ~- _ i_ _
;~~fl-- ~ @ ~~I
1 iI- > ~,
i',' ~,@--,' oJ,
>I Z . \'$ .__ ....:
.@---~ 52 $(f ~"-
I ~ to-", ~,
I @---~\j ~'1 G--~'\_\, ~I"
~I'
,~n
. @
, - . ."~l I
oj "
1 0) ill 1.1 4']
1/ :
I. . :
. 'i'-----.''- i
'" \:
~ u a I: -- i
I ;l;th;:. ;\:
~0ee~ ~!:
0._ J 1::
I'. )::{. . . @ IV-, ::pI!
i& -~
....,,-.. ,1 :
~- ,
";""';', ~, ,
'<"C(." @~' . :
1 :..:...:..:'..'..... @- '(.~I j ,
-. . ~
<, I, I
-,,~ I.: ~I
. ""e' '. ':",,,i ,I Ii:
IIIIJt .... ~ .
1
I ~x.fffOCr b 'I,
I
" ~ !sr~ .
I _ k.VI$lCt-J
I i}-=-; ;;. '-
n · .
~" ~ (~
I Jf f f.
It.
0------
I @--- "
I \
,--
>lJ -+
I ,I
~~
f)-- ~~
I
Ie !
-- I ..
.1~
"
1 i 0~d ~
, I' 1
@_j. loJ:
I ',I:~
:\ ~~
~ s o----\:. _
I @
(I ,~
, ,
, ,
G~:-
,
,
I ~H~~!~
~ '" or ~ '" ~t
I Q}~f;
II -
~:
.
J I-
, ,
IS- <?, -'J .
, '.
o 0 ~
" i II "I'
I I '
(O)~I- I l'
I lGJ ---e~'::. :
--- ...." 1.- :
...-----,. \~,
fI' \=~ @/(~~j1l ~ ~
It,.. ,., I,
.,~"$ ib~
I
I
I CITY OF ARDEN HILLS
it
MEMORANDUM
I DATE: August 15, 1997
TO: Brian Fritsinger, City Administrator
I FROM: Terrance Post, City Accountant @
I SUBJECT: 1998 Budget Planning Discussion (August 18, 1997 Council
Worksession)
I At the August 18, 1997 Council Worksession, discussion on the 1998 Budget topic will be
directed toward the following areas:
I 1. 1998 CIP Plan Revision
As a result of ongoing discussions with the Gateway developer, the West Round
I Lake Road reconstruction project ($1,500,200) has been deleted from the 1998
CIP plan.
Ie 2. Staffing
No changes recommended for full-time City staffing levels (i.e., 20 regular full-
time, 1 regular part-time). However, staff is considering a recommendation for a
I 1998 Intern in the areas of Economic Development, Planning & Zoning and
Protective Inspections. Additionally, the Public Works Department is planning on
1 the use of two (2) temporary maintenance employees in 1998, instead of the three
(3) planned for 1997.
I 3. General FundlLevy Implications
It appears that planned 1998 General Fund services can be funded well within
levy limits (i.e., $35,000 proposed levy increase vs. $40,528 levy limitation).
I 4. Overall Expenditure Analysis
Proposed 1998 expenditures are planned to increase $4,358,316 (60.2%) over the
I 1997 adopted budget level. Further analysis reveals three extraordinary spending
items.
a. D/TED Loans $ 750,000
I b. City Hall Construction 650,000
c. Gateway Improvement Projects 2.700.000
Total $ 4,100,000
I Excluding the impact of these three items would result in an overall spending
.. increase of$258,3l6 (3.6%) over adopted 1997 budget levels.
I
-
- -- ------- ---------
II 0 0 0 0 00~!..110 8. Un ~ 0 0 0 I~jl il I
OIl- "'.. ... ..00..... 1I,!1 III
1:1: 11'1- tII __Ill..... I~'
~ ' I~
~ '1 I
i 0 0 0 ~ il n il ~ ~ o. ,0 0' ~
~ !. ., .i~ 0 ~;; I I __
~ ,'. .0
i 0 !! Cl 0 0 ~. ~~. 0 0, 101
..., B iii ii' i
Q i I I I
~ i , I i
r Oi U ~ 0 Oil ~I ~' 0 0 0 il I
';. I "-,,. ". .... II'i iii _! L
o ..... .. 1lI g g I :8: 8
~ N'N N I 'f'l ..
S 0 0 0 0 0 o~~~ 0 ~ ~ gOO ~ ~
. .0" . ~ . I
o 1lI_.... .. ~ III
~ - N N iN! -
o 0 0 0 I ~,~ ~ ~ 0 10 0 'I il
! ~. ~~ ~
I ~ 0 . 0 8 B, Oc I . :: 0 0' o. : I
I ~ 0.8 o. 0.1 I I g a
i. 88 8, ,8' i, I 8 ·
o .., ....' "';1 ~
~ ,... i i I I I
Cl ~j I~ ~ Cl 0 1"'1 '1- 0 0 ... ~I 11
~ doli 1 !oi II
.. ......., IW'lI ..
o - - - -
~ 0 0 0 0 0 0 0 ~~ilil il II
.. 1CI1C13~ ~ -
o - III Ill' -
~ "' ~
I ~O 00 01 00 0 00. il I
~ I ... _ I I .
.... 0 I ' ,
~ &. . I :
i~1CI ~ I
~.~ 0 0 0 0 I I 0 0 ~U1 10 il 8
..h ! ,,~'~: I ~ ~ ~ ..
~o 0" .. Iii ' . i
"1 i Ill' i i i . 1
~' . e 0 0 01 I~ u I ~_UjU ~ ~ 0 0, 10 ~
, '~ II B "1"' I ~nu I ~ ~ I;; : I
o 0 10' (I I 0 0 (I 0 0 0 i8-
o I ,..
r I
~~ I I =
o (I 0 0 ca- 0 0 g 0 \0 I
'~~ I I
'g~ I I .
i:$,..," 0 00 0 000 00
I~~~"I~ I I
! ~ ...
'~~ . I i I.
2. 00 (I 00 0 00 I Rat
iii . 8 . Ii
w .0 OICl
r~ un; 188~U ~m:~ommm~ ~ m ~'m ~ ~ I
~~S 88~1 g ~~~. d~~~, g.iN~i~~~!' ~t~ ~ICI~~'I ~ .
C G ~Q Q ~ ~~ G_ G ~ - B
. . ...." I .-!"I I
I 'I i -., ~
_ i. ~
- .-. i e II' !-
, . 'j . .; US' i < D' · - i '..
\!' e : .. i +I . C, .! t:,~1 ~ !!l i III ,,~ 0
- ';:\. Z ij el. !Ij.~<< . 0 1
II e! 015 ..;: ., :'j' 11~cJl 1iI .- %:" l:!: ~
,W II: ~.- 11 _ -a:llii15 'i,0"".'l: II",,'"
.::.~i~ t '{Ii ~ i!!l'. ,H~h~. ~~,Otl.l' I~:l I~" _ ~ J i
..";.)~. .-~.. . ~.- _.~<<<ii!1I;: ,,,..lIllt,o': i::1':.l s.~..::I ~
/:_.~i: .. ulu:' ~ ;li.lw .!i_~S'l:lIlv;_.8",'jj;i:::id:.o...il 'II .!!!"f"!. -e:i,
.. F .'<F.!! -w:z, tl:1 << ii"''i"I''. SiI;lI..IIZ i" "iL~'~.'" 0 I' ! I
~-~ ,.'1l.'ll.s: "E. <. 'SWll.!l 3:~a: c;,!! E<leE~ .c",IIL Iii . I . 1 I
. '" If '1l'1l _ C 11..0'" . "'... i:: ~ LI:
,Ii I&..Wi3j ~ ."6!o!~j .ol~~I~:~I.I;gi:r~.t~~~~ij i. '-~8'1~ ...~~~! ~ .1
ii:'o j;:" - lIiI5l1j i < 'of II;;;);;;):!II><-S - .. I tl:i:' S ..
ffiii~ ~J:i!~ ~ ~Milt~ ~~~~,llciIIEII:i~i~! ill! ~!!a~'! 0 i
Q' I <0 ~ I I :i .nll ~ Itl::lIl~3:x lIlUJ:JJ:a:S t! tu:~o I d tl: ..
~ ~U Hi imifimillln Ii Hi I
I
..
=i. ~~~~~~~~~.~~~~i.~~' '11~~~~~.~",!
~~ QO~~~~~~~m~W~~-N_~ ~~_~~~O m
. ~li <<D."":oNoi"":N"":Oa:) g'g'!..rlliC\i NtdocDr-.:oi...:r-:N
~iU co, .......,..,. I I I I.... N
CO;.". ~ I I .... T""! I ..-
~ E.1~l" I I I
.'il' ~ ~ 8.00 5l 0 lia 51 Ii! ~ 0 0 ~ ~ 51 i!1 ~ 2 ~!Ii! 808 21ll
8 "'....,.1 ~<!l.i8.,Li!...., ~.,..,lS;; .,.ili~'o",lll.",Li!.,.
i.'. 0.. ~ lrio,,:. ....,;.rioi.,; '"' o.,;.,;ooi o;o~l",oioi":I":":
il.....'.d~ ... - -; !!! ~i ~ "'I I::':!'" ~:i .,. ~ 1- ~II::::.J C\l t;.
. "',,' I
I~ l : I ;
I ] ~~~.:~1~~.1~~.~~.~.000~~~ ~~.~i~~.I~.iU.~. ~. ~I~~. ~. 8.~
~_0 Mom~!~..,.co~com~ NN~ ~w_:m~,~mm~ m ~ION 'Ill' ~ .
o . ....~o cO ..... (')1lt)lf"o.. Nit) CD..... "'" (\I .... CO .... N OJ N!N N'I"'" N... N ... 10]0'1.... CO C":I ....
as .... l4- NI It) Cl') It) Cl')..... ~ CO...... C'I)!, 11). ~I a::I ..
I 'Ii ...~ '" - i i' '" ~I - I
e -Q. tit .. I tit .. tit I
; - ~~~~~~~~~~~O~~~~~ 8~~~~1~8~ e
I ~ i ~ ~I,~~~~g~~~ gt~~~ ~~~~~I~~~~ ~
~C ~ tit N .....Cl') 1t)Cl') i..,. NN"'" f"o.,Cl')CO.! OJ .....
"0 III I oi": I I oi ...
0", I ... ... I I' ...
",.11 Ii; I I
~~ $<;; ~~~.i.5U~.~m.~~ia.OI~~J~~ ~'~.~.'I~~.!I~.~~'~' ~ ~.I~~. ~. I U
I .- $;:; '" """,.,0.,.",,,,,",... 0"'''''''''' ",,,,~_.,O.,~.,. 0100 '" :l .
"..ill.;; I'" """'N"'''''''~'''I''' -.,.-"'''' ....,"'''''''1'''''''''''' ""I"'~ '" I ~
COO') .::1 I.... N;.... 10(1')"" N..- "lit ,........ '"' "It CD GO
~b~ CO, , I, oi": I oi ":1-
.!! W.5] Ii! i ...... ... ... ...
I ~.f~ ~ ~O"'~'"llli1iO"''''~O'''''''''oo "'''''''~:!l~22''' ~ "'~ 0 o~
~ 2 --' ~ - j1D,<,!l:j.q q -. '1. i!l. :;: 8.'Ii!. IO;:~.:e.~ ill. ~.Si. i8.~ ~.lo.CS.lq 1ii. ili. 8.",. &'j. ~.~
".~~ II ~-...~-......"'~"'~ "''''....,0 ~"'o~.,.~.,~.,. '" ~...< ""1 -oi
':t ~ 0; 0 .. 11.0 .... _,II) "'"'... oo:t.... NiO I '"'IN N IlJ "'It 0 _;C'I') (\J;L.D NOli) CO _I '" '"
:: II:'-" if14 Ni It)......,. I Nit) CDR ~ Cl') C':Ii f'oo:..... . Z f'oo. ...
Ie 0 .,- I, I '" - I '" ~ -
.~~ftt~ ~ Ii" .. I .. .... ....
o~~< 0:,:0~i!1l::1:g~!:!l;!::'I:ogll<;I"'2'" i!l"''''is;!~l!liIi!Je~ i1i ~~ :il ~~
a*~ ... f3....mlllNN__I....I,O;; CD'~06fR ,...~~lococr,d..,....N CD (l')N .... ...;j;
I ~~~ B. g ggd ~~~gg ~~~gg g~~I..~~~. . ~gs ~ ~...
~ .= !~ .... N 'It:N .... (I') IN N _. "":. N N I. CO. .... Z """. ...
oj ~ I ~.. I ~ .. ..
~~ '"~"''''.,._'''.,.~'''OO'''~.,.O''' "'O~~.,.,.~O.,. ., .,..,. 10 "'~
I t~- ~~~&.~~.~q~ ~~~~o;: ~i8.~~~1ii.Ii2. ~ ~ ~~I ~ ~~
" ~.!, "'.,"'O"'-~.,O"'N "''''.,.'''... ",,,,1"'0"'''''''''' ... .,...,< - 00;
E'~..i CD CO 10 "" (0 CO CO "It M CO (\Pt II) CO CD (I') N N"I'N.... CD l/) 0)1_ '" '"
o ....Q," N ""'N N ....NCD ~_N ~.... ~ Z CD ....
o .. . ct. ........ ('II..............
~ ...... .. ..
I ~ ----' "'''''''~~Oa'''O'''O~...!!l~.,..,. "'0"'!2"'...18S!0 -:;;: 0'"1' ~ 1;l>l!
E_ gJ"'lil...'" ,"o;~o;;!:~:iliil'&'j~l1l :!lill\ll",it;gJ,.,.CSSj l<; 8:': ill ",""
cil ~....'.'.I.. .,; .......,; tti":o";oi":":ol,,;.,;~. o..:~.,;~""l,,;":a. .,; 0,"< 0 o;~
.. co mON 1O""''''f.ONN....''ltCO ll)1,O"ltNNf'ooINN f.O ~"'"'_ .... ..
.. N.... """'N CI') 1_ N_N ~~ 10 Z It)
. -... .... .
........ .... .... ..-
.... .. .. ..
~ -
iT
I ! <
....... ;; ;,; I~
.'.' 0 ~ m _
.- If.I (J ~ < Gl
< II; -C '0 c '5 0 .. I . '" ,0 j. ;;
I: 'Ii · · 0", cO..5 2 '!! 1< 1
i '~!l E ~8 11 8 h . i'~ ~ s,-.~ ~ ~ 11 " ~ ~ 0
I '" ....... _e: '0 5 ._~llsl- c ~ i ~ e g ~ 1 ~ ~ '~Ih S tl!1", Ii ..2 :I: ~ ~
~ l: CD 0 > tQJ ~ '" III III Ql ~.- 1.5- '" leD ... .!It 0
gj ii' ~il ~ N"'~-cl.h-~Ill!~~ n~"'!~dng~ ~ ~co13< =<. -cOli
I I;:j T ~ 0 0 0 .1< ~ ~:i & ~ if c - - I-' III; u.\l: ~ ~ ~ - --' ,g < ~
!jj ",< ~ '" 5 ~ ._'~ ~ '" e ti:l! en II; ;j '" ~ 11 NI ~ ~ ",!!!:5 d ~ ~.h ~ I ~ n
;;;c < ]1!i.",,-.c~I,C~~~.1:EEI.~ ef- ~ii~li.!~5~~1-' . >~;,;;,; --' --'--'
o~::- 1~~E~Co~=lDoieE=~Ql > 111m !0 ~ > ~o~'" ~ ~_
.. > III 11m" .!!oQo"~~,,,_,...~ .~'~-Co'~'" '" · ...... z. ..
~ml ~~~~~W~~I~~W~WW~ ~~~- ~~ U ~ ~~~~ zz
I
-
..,.:~.~;.: ! "I
;N:N.: i i i I i
,~:m:;: ,
I ,
:N:':",: .. 1 , I
:\:::::;:::: u
:11111 ! I j 8 n II I c
c e I ~
ro ~
o. I '0 e --
. I '0
~~ 0 ~I
"'I,"'" I:;; - -.. O!!! I ~ ~ lf~~ Q: 0 j
il!II!11 ii ~~~i !a~: ~~ ! .=,Q Il I .. " , ~. Zl , !
~ . ~ ~ ~ i! i ~~
~ ~ ~ I i ~
~
! ~: 5 i I ~. f:
:~::::.;,::: =1 B 2 u.i! -= :;;;~, oj C ,g.: C g ~ ~ I
l Ji o 0 0
1r:1~~ ~I l ~ ~ i ~ ~ ~ i': ~ ~ a ~:!~,.. , _,.!il.. J!..
~ .lIl'CI 0= 0
:I .Q;: c c'E ... ~ z'
:':N:':':' -I I ~ "l:l 8 0 J:I C J lIl" I g ... .Q u..;' - .. c 0 o 08
C c'LI.. '" ~ ..lil.a ~.. .0001 g i(l 1=.5
~l!rl' i UH,n!H~iiit ~.a]c ~I$ 1~lg i ~i~.=
C,"'1O c ~ 0 E
~I~~~ .. .. j... Eilll~ .. w~
. -I; .. " ,,~ I
q ~ ..ig 0 1,5 J: . II-! 8;::! u :II a::"C
0 .. QI O.c: .li11 ~ i
; ,,~= ~ c'" c i I . II .2 01. zl.o-
0 "1 ~ ~ II" . i JII:'-
,:I:m:;: I IIEI/I.Q"'XIllO .Qcg~ .Ill ~ III 1 ~ ! 'CIie. I O!~... .Ill
~ .t;: Cllll
:W':~;: II ..DB "g!! NC ~.tl "I: ~ Q_ 0 .s 8 2 i g .. o,g 2ie ~ Ci
:Mr: 41 oCI ,. ~ 1/1 ... c ro III r,ti~ ~ = lll_ s!i:i :: ~ !!\ll
.'~~"):' b loti"" 13~'CIs'E~""rE ~ U = 'CIli .- .s 'III "BII" I
~t ~14 B~.l! 1/1 _<"
:~~ffitlf: ': ~; e 1 ~ .5 ~.: ~ : ~I~ ~ 8 to IIJI C 0:=:I:
~ ~ ft ~ 0 , - g,1I1 ~ Ji] ~
:;~~H;. 1Il.!l II! III .5 ..IIi .a ... .... ~ a:: t: ~ ~ '3 ~ ~ ::.!I! 0- ~!~ jJ ...... ~~!
~
:~;:.:':~:. "I II 111111 "ti 0 III l'! !i ,- "CI 1f .... s " II; 8 c II 1Il.......,:!i ~ Ji c
:Wt t: 1.5 Oi ,ell ~ ~ ::! ~ = ] c 8[~ ~ N '!'I!;: ~ i ! ~ ~8.a.!...l ~ ~ ~t!.:
fl; '5 ..I! .. 1lI "CI < 8 ,!;i~ ~
:w@: .., '5 ij~ ~ C II ~ t j ~ :J S :II .... 50 II I '
E! ~ 0 = - oJ! c III g ~i nil... Ii I
IUd ~!i:' i a ~I~ 5 g tl~ ! ~II:; - 0 0 "1-6 ~ 0 w .j Ql:: i!
01 ~ 2:I: .. ~:I: E 0::1$
0. :~m::~ 11lI 8 l:J _ II ...l i"": * .b -81- ~ - .0 ~ III --8 .o! I ... c] :J ei.5 .1'1 2i: E I- 0
=> M% .a .5 1Il"tl <It;':': 8 ~ ~ c: ;; 0 - "CI1:I:;:.(jLf 1! w i _:J ~ III ~ 12.~tH ..
.. ..~.... E :J ., , .. ~ 5 ~ J: oS .a_ u 8 "- ~ ,g ~-: III 0:]
.. *~!~m! ~ ~ ~ ~ j e ! ~ ~ aJ ~ ~I~ ~ - , , c _ ". 1Il <"I-
0 ~I ~... !'1:1 _ 0 o cl!!! :a..a ~ 8 ' < III RfJ).S:!
a: ~ ~ -,! " r ~ o 80. R"':I:7i,
~ 11:1 "i.!. 0. 8!~ ~ J H. ~ ~ ~ ~ . _Is " " .! g ~ al I
w 1:Ii.! ! R.! ~ II c C!eIl ~ < c < 0.
a: m.. ~.a==E~~ocli i~1 310...a "'I! :8 ~:" 8 I ~ ~ :Ii ~ Gl i........i
=> f:!~~~ o::....a::l 8.g JI ~ - ~~ 11111:1 Ii ~ I u.1 i g.a .!! -~ I~~ ~
~ g a.,B c 51 0 1I_..c lil I ~ c c -
C :~~:: oCl c1:l1.:c B.!; .1>....,g'!I2I8: 1:;1 .. C:'U1 .b:gi ~.! i:r'I III ~o 0 III ' , <
alE III ~8 o " o ~ - I
z~ 'All 0 ~ n,~ oS' ~ : ji ~I~ ~ 0 _ i . I III 1.l1l...J Q; ii' Ill' '" i!::$l
"ww .~.... ...l .- C'~- 81 "tl :j:I 1I;:I.!.b _ 8lil~~i~ I I ~a: .
:j~8 ~ni z' I i:i .!!;-M Illi :I t5 III :I WEill iii a]'" CI. c: 0 ,- is N lil 'Cll..1Il1ll I
K> '01... I ~'O e-,: - .5 ::;.c] 8 ~ UI 0.0 -" c.ll U E_w I; $I "CI 41
. ~ = :~ ::;; 8 .b,.;! .... II I ~ ;'Ci ..e
:EW~ ...~:<' :~ J!' II," ~CIl"" _..."C GI.a .. iii
:::~:;.,. 01: 1iI.oI C"i' g "C _ 01 ceo c II: iii... i :I: 1:1,_ g Gl ocB:
lJ.:!Cl.Gl ~ 1 1 ......1 "1:1
ffi~o .Vi.i :: ; ~~ /11'.- :I "CI III ~I ~ I c :I o 0 ~ !j:; - ~ C') ~: c c I!!~o~
p:::~ c;;c c 'i3 J!,"CII"tl.o "41 _:.... _ ,iii ~ I g iii 0 "CI .~ III c;:= _ ~ " oi,liI.a
o~w PWf 21,g:: gi i ! :E E E Ill; i i .... .s ".- . .\I: ! 'iB U E,!! . E en ~ ...
a:z~ 01\1] i
~~o (Hi Xl] E E,l: i i fA ~~: c. -ti- ~8~~; liitij . :I1'Q.'1:Ill.."CI ~~.1 '1iI
!II =::1- ~U~ fjI
u.~~ I ,." "".."."" · =~Lt;ii: o~ :J!~idlll..~ ~:lUl::l
Owa: ""+; - ~ ~ i ~ ~ ~ ~,~ ~ ~ ~I~ ~ ~ ~ ~ i ... "'i~"''''~ ~~~ I........... ~....... ~ ~ ....,.)t ~I\Il: ....~)t"''''' ~
~a:o. .~ 88~8~~~!~~~~g~""~~ ~ :;I~ ~ ~ ~ C;8C; ~~~~i!;~:l\ . ~ ~ ~ ~ ~i ~~~~~ ~
-,,0 0
ozg . .. ';':";Ooi';";~~O';OO~~oil ON....NOIO =0= ~g8O~8~ ~ I ... 0'" ~., ~HH ~I
0- ... ~i 1, I :; 1 . I C')...~~ 0 ~ ~ - I
~ ~ - 1-
" 1 , I
w Ii' I i
=> r I 1
0 . ~i:. 8l olg 0 0 ~ 0 10:0 0 0 0 Illl~ 0 CI OOIllOO~ giO 0 018 8 0 ~ e 8 ~I a~e~C'l 0018818 .
- .:1 ~ ~ C~:OIll""""~.NO~ ~l.I)C'lC'l ~ : is ~I f'l."l~1II i. 8.8.!0,,," -,
" !' =~~ ~o,=,=~:~~~~: N..:'II. Ill... 8.:0."" .... ~,
w ~::: ;,~ . ~I 1& O~I& . r ........~C1 000 f'llf'l 0'
=> f ~-- - i ~-T-o IllICll ... CI _ 10 10, ~ .I~ CI.~ ~
" 1- - 10'_ .. N ~ ~ I
" ~ IN Il'i .;:
- I I . 1 ~
~; .. i 1
III ~ III 0 0 III III g ~ ~Io III 0 0 ~ ~ III ~ ~ 010 8 0: 8. 0 ~ 8!0 0 0 ~Io 8 ~ iooT 8 8i8 8 8 ~
~.~:;:.8.~.~. .~i"":.~_g_ ~1Il~ a; C;; ~i~ ~I 0,8. .1 "l ~ .e.~~~1 ~
." "I.. .. o.q,q. .q. ,;
,..Ail i ~ ~ B: ~ ~ ~ ~ ~I~ ~ ~~o ~ ~ \0 ~ e 51 fl fl O~ ~ III ~ .1ll_~CI ~~8a~ I
-0- :a~ 8. ~ Q C').... ClliCllj 0
~I f'l _Ill. . 10 Q ... 0.1 ~ ~ ~ ..
I ~ I - ~ .,; ~. ,; ~.
~~:..: ~ ;;
I""" I I
:b I
1$ I il
~~=
<I g e 818 e 8 ~ 8 gig g ::3 ~ 8 g ...!CIlf'l" .a
ill' _ ...1lI:C 01 III CIl... NI........... CIl C'l ~1a~~~ ~~ u.~ ~ ~ ~ NM"'IJ)
. ; .i. . ~ ; ~ ~ ~ ~ ~ ~ ~ ~ -~ 81000 NNNN ..
NNNN~ ~~ ............ ~ iClCCI 1II111~1lt
!rllll I- B I 50 , " I
~ I- 0 "O~ II)
Z
0 ~z~ ~ 1< z z 1.1.11-
Z zwo '" I~ => 0; 0 ~
~ ~~ _~ s;::Iz .. w I LL.::JU;:
~ g~ OZ ...l~::J ~ " ~~~~~
.. > (,j!Jl~S2~~...l~ 2
;1::::}: 1.1.1 I Z,'" a:: ZI 0 ~ ~ w .~ z ~ 0. 120~r ~ I
f~m . 0 ~I!i I- 0 W 0 ~ LL. o a: " ~'" o9C:~zw~=: w I-a: 0" S;
Z 01 U" 0 O~ Z 20:w " :J "W Il
~H:" iI - Z 1= U Z wlz ~ ~I ~ ~ ~ .= :lOl~I-ZI-C$ z ~ ~~ ~~~ w~
& E...l u. ~~98 ~ZI::J ~~W OW a: OJ ~
;:tll~ffiiii~~U => "z ~ ~IO C ~ W ~
~f::~:"'u 0 zm5.JZll..~!g ZZl-' W$ !Jl~CD ';0 ~ 0 w
iffi ;iU.l-' I-~ 00 ::I)-!:I.....J z a:: l:t.J > ~I!i ~ I: ~ ~
.:ill: 0 Z ~ 0 > CD i ~ ~ ~i~ !Jl ~ ~ ~ z~ wz!;!o..ffiWI-=: 0 ~~~ ~~
~ ;#..~5 F= N~~ZU-Z>~W l3 Wi:r'I I-WZ ~ ~ OliO 0 0 I-
~ :~tM u. 0 ",,0( tll 0 W 0( ~ !i! <I~ ct !z C!l1- ~~ S~~ Wo a~<~:I~ffio ~ W:JW <0 g;a::OO 0 I
,,~ II:...lZ0 1l..g;::II- ~ en F=!Jl ~~;I- O~_CIlf'l~ Z
m ~ :;ljE ~ : ]Ir .. ~ ~ ~I~ ~ ~ ~ ; ~ ~ ~ ~ IXZ:l ~ ClC:::J w= Q..<OWSQ..c..Cl l- e:::J >- Zw!~ :lz""....::J ~
a:=> 0 a:
...l::J< ::JWu. !i" ...lo..l-...JO::lO::J ~0:~5~en 0~t;t;~1I) ~
<::III: ~~CI)i:r'IW ~Q~~wimen ~
~ ~ :f:~M~ ~ 0 i < Z ~ ~:::I W b W::I F ~ ffi Il 8" ~a: = ~1::~l3~ ~~OQQ
w::l 10: ~ CD > ~zil~wa:> =>
:.ll.,m:::~wo(~ ffi~QOoC:C::~::J~<ll.. ,~ ..
. ~ '1II"!1 ~ " w 51 .. 0. w lito: 0. " " " 0. 0
.0. 0 'fi;:: 0 w 51 :lw a::ww " ffi;~~; uwLL.u.u.
len 0 a.. a.. 0 I- 0 ',>' O:l...lUU;:a..O WII:I=F=F=
I