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Home My WebLink About08-27-07 Item 7B, TCAAP Purchase Offer ~ ~HILLS Request for Council Action Prepared By: Dept.: Council Mtg. Date: Final Action Needed By: Karen Bailon ~tr ...."~"<?"~munitl D~y'_~_I.~p.~_~.~L"________ 08127107 --Oai31io7 ............"."."." ","-_."-"--- Agenda Item: Motion to Approve Sixth Amendment to the TeAAP Offer to Purchase "-""-"-"-----~..-.-Budgeied-Amount -.............""""---~-NiA Actual Amount.............. ....."."""------.-.---NiA: Funding Source: ".".""_~_____._.__.._.__._._.___._ N/A 78 f~aljm:illJ,!'.ilbQ1ljg~iili~~ll'l!!!!!l___..."..___~________ ....._____~_____.".".________ , Motion to Approve Sixth Amendment to the TCAAP Offer to Purchase dated August 28, 2007 fSmffaemMrijg]Jl~tieiitillili*BI0flSlffigr~~_~_________._._._._._..,.,..,.................___________._.__..............0_.........______._._"_________.................................__.________________._.__..,._.,.._.,._._._____~_______._._.,..,m..._ , Staff recommends Council approve the Sixth Amendment to the TCAAP Offer to Purchase dated August 28,1 2007 ' '_'_n_____....... .......... .____________ ____.__................"...".....""_~."________ ____ ___.......... ........." .... """____ ____ .____.__..._...........m..."."..." ""_____________ ____.._...... ........"..". "________ ..___..............."..."..""______ __.._... ........."..... ".~ __ ~'g<iiiitl:n.gIIll~tlllm~mmlJ!i:IIL i x i MemolLetter: 08/20107 ' , , , , ----_._._........."..".."""--~-, , , , !-_____;~:s_~~~~,~?_~_~?:~___________ ! !Ordinance No.: L-___.L__. ..m...."..."~_"_~______________ , I Engineering Recommendation: iAttorney Recommendation: '"-----1 i X IOther' ! i . Letter to John Kelly detailing Sixth Amendment to TCAAP Offer To Purchase 1~!!r!jjl!I[~ff.{JiQ!III!1g!li&~~ i The deadline imposed by the Fifth Amendment to the TCAAP Offer To Purchase to reach agreement on the remediation credits to the i purchase prices is August 31, 2007. The Sixth Amendment is required to extend this deadline and preserve the Offer To Purchase. i ."."."."~"___.__._ .J ~ ~ EN HILLS MEMORANDUM DATE: August 20, 2007 Agenda Item 7B TO: Mayor and City Council Michelle Wolfe, City Administrator 'V Karen Barton, Community Development Director~ FROM: SUBJECT: Sixth Amendment to the TCAAP Offer To Purchase The Fifth Amendment to the Twin Cities Army Ammunition Plant (TCAAP) Offer To Purchase (OTP) requires that by August 31, 2007 the General Services Administration/Army and City reach agreement on the amount of the Remediation Credits to the purchase price (Attachment A, aTP Fifth Amendment). At a meeting with the Army and General Services Administration (GSA) in Minneapolis on June 21,2007, the City and Army/GSA agreed that it would not be possible to reach agreement on the Credits by August 31, 2007. However further information was needed before setting a future date by which to reach agreement on the Credits. During a conference call on August 14,2007 between the Army/GSA and City/RRLD, a new date of February I, 2008 was agreed upon. It was also agreed that Mike Comodeca would prepare a Sixth Amendment to the OTP extending the date to reach agreement on the Remediation Credits to February 1,2008. Council will need to take action prior to this Friday, August 31, 2007 to extend the deadline and preserve the OTP. City of Arden Hills Council Meeting 8-27-07 August 20, 2007 IlMetro-inet.uslardenhillsiP/anningICommunity Development\Counci/ Agenda Items\Sixth Amendment to the TeAAP Offer To Purchase 08-20- 07.doc Page I of2 Mike Comodeca, the City's consulting attorney, drafted the attached Sixth Amendment to the Offer To Purchase (Attachment B, Sixth Amendment), and Jerry Filla, the Arden Hills City Attorney has reviewed the document. Staff Recommendation Staff recommends Council move to approve the Sixth Amendment to the TCAAP Offer to Purchase, dated August 28, 2007. City of Arden Hills City Council Meeting 8-27-07 August 20, 2007 \\Metro-inet.uslardenhills\PlanningICommunity DevelopmentlCouncil Agenda ItemslSixth Amendment to the TeAAP Offer To Purchase 08-20- 07.doc Page 2 of2 Council Meeting Agenda Item 78 August 27, 2007 ATTACHMENT A May 4, 2007 Re: 'Twin CitiesArrny Ammunition Plant Dear Mr. Kelly; Th1sconfirms our agreement to create' a Fifth Amendment to the Offer to Purchase, The Fourth Amendment;to the Offer to Purchase extended to Aprif 30, 2007 tlie "date by which the parties must agree on the conceptual terms for the pe OJ-financial guarantee' t 9:Qu Penditur ssary to satisfy. the Arm bligcovenantparcels llnderthe . Federal t.. . the parties to agree on the a fthe Purchase nd the terms of the financial 8ssurance'by August 3 , ernall message from Mr, B.iIJ O'Donnell to Ms., Sara Peterson, the Army notifiedR atit is unable to agree to RRLO's p~Oposed financial assurance mechanism by the April 30;2007 deadline due to an issue with the Army's authority to spend or direct spendil')g of money from outside sources. . .: , . -' ^"'."'. . ,- '. Therefore,-! propose the following Fifth Amendment to the Offer to Purchase: ~ ..... . . . ::, "".:. . " ", . . SubparagraPh (e) under paragraph 5is amended to read as follows: "The dale Oy which the parties must agree on the conceptual terms for. the performance o~ financialyuarantee bond in an amount equal to the estim,ated expenditure necessary to satisfy theArmy's soil. remediation obllgations.on th.e deferred covenant parcels under the Federal Facilities Agreement is extended from April 30, 2007 to June 15, 200 Also, if by August 31. 2007. the Purchaser and the Government ,have not reached agrme on the PurChase Price Credit and all of the terms ofthe . Financial Assl,lra Purchaser has the right to rescind this Offer, whether before or after the overnment h.8 ted t.heOffer, and the Government shall return any earnest moneypald-u e date of rescission" 2. "All other terms and conditions of the Offer to Purchase as amended'by the first four amendments, except those amended and clarified by this letter. shall remain in full force and effect." U~on conqurrence, the:City requests that thIs letter be attached as an amendment to the Offer to Purchase. . . ". . .. 0,,,,,..,..,,,...,,, ..S.G.NERAlS....,~AOMINIS_tl~vlc7 , . elly, Director, Property Disposal Division Date . KBl.eac cc: Ms. MlchelleWolfe Mr. MIchael P. Comodeca Ms. Sara Peterson Mr. Rick Collins Mr. Bart Rebbein Mr. Jeff Knutson Council Meeting Agenda Item 78 August 27, 2007 ATTACHMENT B ~ ~~HILLS August 28, 2007 Mr. John Kelly U.S. General Services Administration Office of Property Disposal Thomas P. O'Neill, Jr. Federal Building 10 Causeway Street, Room 925 Boston, MA 02222 Re: Twin Cities Army Ammunition Plant Dear Mr. Kelly: This confirms our agreement in Minneapolis on May 31,2007 and during a subsequent conference call on August 14, 2007, to create a Sixth Amendment to the Offer to Purchase. The last sentence in subparagraph (e) under paragraph 5 of the Fifth Amendment states that "if by August 31,2007, the Purchaser and the Government have not reached agreement on the Purchase Price Credit and all of the terms of the Financial Assurance, then the Purchaser has the right to rescind this Offer, whether before or after the Government has accepted the Offer, and the Government shall return any earnest money paid up until the date of rescission." During our conference call on August 14, 2007, we agreed that the August 31, 2007 date should be extended to February 1, 2008. Therefore, I propose the following Sixth Amendment to the Offer to Purchase: 1. Subparagraph (e) under paragraph 5 is amended by changing the last sentence to read as follows: "Also, if by February 1, 2008, the Purchaser and the Government have not reached agreement on the Purchase Price Credit and all of the terms of the Financial Assurance, then the Purchaser has the right to rescind this Offer, whether before or after the Government has accepted the Offer, and the Government shall return any earnest money paid up until the date of rescission. " 2. All other terms and conditions of the Offer to Purchase as amended by the first five amendments, except those amended or clarified by this letter, shall remain in full force and effect." City of Arden Hills . 1245 West Highway 96 . Arden Hills, l\1N . 55l12-5743 Phone 651.792.7800 . Fax 651.634.5l37 . www.ci.arden-hills.mn.us Mr. John Kelly August28,2007 Page Two Upon concurrence, the City requests that this letter be attached to the Offer to Purchase as an amendment. Thank you for your prompt attention to this matter. Please feel free to contact me with any questions or concerns. Sincerely, Karen Barton Community Development Director Concurrence by the U.S. GENERAL SERVICES ADMINISTRATION John E. Kelly, Director, Property Disposal Division Date IKCB cc: Ms. Michelle Wolfe Mr. Michael P. Comodeca Ms. Sara Peterson Mr. Rick Collins Ms. Genevieve McJilton