2c. Approval of Private Redevelpment Agreement, Control ProductsCITY OF 2,c
�BANHASSSN
690 COULTER DRIVE • P.O. BOX 147 • CHANHASSEN, MINNESOTA 55317
(612) 937 -1900 • FAX (612) 937 -5739
Action by My Admtnkretq
I MEM ORANDUM
' TO:
FROM:
DATE:
' SUBJ:
Don Ashworth, City Manager
Todd Gerhardt, Assistant City Manager a
October 4, 1995
Er&rsed ✓ D w A
ModifiPri
Reocted
Dato /0— 5 - q<
Date Submitted to Commission
Date Submitted to Council
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Consider Approval of a Private Redevelopment Agreement with Building
Management Group, LLC /Control Products
Attached for the city council's review is a Private Redevelopment Agreement between the City
of Chanhassen and Building Management Group, LLC /Control Products (see Attachment #1).
The city council created TIF District No. 2 -2 on March 9, 1992 (see Attachment #2). In
conjunction with the creation of this district, the Tax Increment Plan incorporated the city's three
year incentive program for businesses meeting one of the following qualifications:
1. Discourage business from moving to another state or municipality;
' 2. Increase employment in the state;
3. Preserve and enhance the tax base of the state.
Building Maintenance Group LLC /Control Products meets two of the three qualifications. They
will be enhancing the tax base by approximately $81,030 per year; and creating 25 new jobs to
the existing employee base of 78 in the spring of 1996. Building Management Group is
' proposing to construct a 35,000 sq. ft. office /manufacturing facility for the assembly of
temporary control systems,
' The estimated amount of incentives available total $121,545 based on the city's policy of three
years worth of taxes minus fiscal disparities and school aid contributions (see Attachment #3).
The city would make payment back to Building Management Group in the following years based
on the new taxes generated from their facility:
1998 $ 40,515
1999 $ 40,515
2000 $ 40,515
Total $121,545
Mr. Don Ashworth
October 4, 1995
Page 2
RECOMMENDATION
Staff recommends approval of the Private Redevelopment Agreement with Building
Management Group LLC /Control Products and their request for $121,545 in city assistance.
ATTACHMENTS
1. Private Redevelopment Agreement
2. Location map of District
3. Estimated Taxes/Incentives
Kennedy & Graven, Chartered
A Draft
This document was drafted by:
Kennedy & Graven, Chartered
470 Pillsbury Center
Minneapolis, MN 55402
2 1995
Deletion
Insertion
JBD93931
CE130-46
TABLE OF CONTENTS
ARTICLE I
Definitions
Section 1.1. Definitions . . . . . . . . . . . . . . . . . . . . . . . . 2
ARTICLE II
Representations and Warranties
Section 2.1. Representations by the City . . . . . . . . . . . . . . 4
Section 2.2. Representations by the Redeveloper . . . . . . . . . 4
ARTICLE III
Sale and Purchase of Land
Section 3.1.
Acquisition of Redevelopment Property . . . . . . . . 6
Section 3.2.
Conveyance of the Redevelopment Property . . . . . 6
Section 3.3.
Time of Acquisition and Conveyance . . . . . . . . . . 6
Section 3.4.
Title . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Section 3.5.
Soil Conditions . . . . . . . . . . . . . . . . . . . . . 7
Section 3.6.
Purchase Price . . . . . . . . . . . . . . . . . . . . . 7
Section 3.7.
Taxes and Special Assessments . . . . . . . . . . . . 7
Section 3.8.
Other Costs . . . . . . . . . . . . . . . . . . . . . 7
Section 3.9.
Property Reconveyed As Is . . . . . . . . . . . . . . 7
Section 3.10.
Termination . . . . . . . . . . . . . . . . . . . . . . . 8
Section 3.11.
Hearing Prior to Sale . . . . . . . . . . . . . . . . . . 8
Section 3.12.
Assessment Agreement . . . . . . . . . . . . . . . . . 8
ARTICLE IV
Public Assistance
Section 4.1. Construction of the Minimum Improvements . . . . . . 9
Section 4.2. Form of Public Assistance . . . . . . . . . . . . . . . 9
ARTICLE V
Tax Increment
Section 5.1.
Tax Increment Certification . . . . . . . . . . .
. . . 10
Section 5.2.
Real Property Taxes; Special Assessments . . .
. . . 10
Section 5.3.
Real Property Assessment . . . . . . . . . .
. . . 10
Section 5.4.
Receipt of Tax Increment; Proof of Payment . .
. . . 10
Section 5.5.
Effect of Legislative Changes . . . . . . . . . .
. . . 10
ARTICLE VI
Additional Provisions
Section 6.1.
Equal Employment Opportunity . . . . . .
. . . . . . 11
Section 6.2.
Restrictions on Use . . . . . . . . . . . . .
. . . . . . 11
Section 6.3.
Provisions Not Merged With Deed . . . . .
. . . . . . 11
Section 6.4.
Notices and Demands . . . . . . . . . . . .
. . . . . . 11
Section 6.5.
Disclaimer of Relationships . . . . . . . . .
. . . . . . 11
Section 6.6.
Covenants Running with the Land . . . . .
. . . . . . 11
Section 6.7.
Modifications . . . . . . . . . . . . . . . . . .
. . . . . 11
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CH130 -46
i
Section 6.8.
Counterparts . . . . . . . . . . . . . . . . . . . . . . 11
Section 6.9.
Assignment . . . . . . . . . . . . . . . . . . . . . . . 12
SIGNATURES
TESTIMONIALS
SCHEDULE A
REDEVELOPMENT PROPERTY LEGAL DESCRIPTION
SCHEDULE B
ASSESSMENT AGREEMENT AND ASSESSOR'S CERTIFICATION
SCHEDULE C
[Blank]
SCHEDULE D
LIMITED REVENUE TAX INCREMENT NOTE
SCHEDULE E
PRELIMINARY PLANS
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11
CH130 -46
CONTRACT FOR PRIVATE REDEVELOPMENT
THIS AGREEMENT, made on or as of the day of 1995,
by and between THE CITY OF CHANHASSEN, a Minnesota municipal corporation
t3
(hereinafter referred to as the "City ") and A 3 ! ;? N.A- !��' �:�C?i� ?
�.:
? a Minnesota corporation (hereinafter referred to as the "Redeveloper ") ,
.......:.......
WITNESSETH:
WHEREAS, the City has created and established Development District No. 2
(the "District ") pursuant to Minnesota Statutes, §§ 469.124 through 469.154 (the
"Act ") and has created within the District, Tax Increment Financing District No. 2 -2
(the "Tax Increment District ") also pursuant to the Act; and
WHEREAS, the City has further adopted its development district program (the
"Program ") for the District describing the objectives of the Program and the public
assistance needed within the District to carry out the objectives of the Program; and
WHEREAS, there has been presented by the Redeveloper to the City for its
consideration a proposal for the development of a office /warehouse facility within the
District on property located within the Tax Increment District; and
WHEREAS, the City has reviewed the Redeveloper's development proposal and
has determined that the development, if completed, would serve to accomplish the
objectives of the Program.
WHEREAS, in order to achieve the objectives of the Program the City will
acquire certain real property in the District, more particularly described in Schedule
A annexed hereto and made a part hereof (which property as so described is
hereinafter referred to as the "Redevelopment Property ") , and is prepared to
convey the Redevelopment Property to the Redeveloper in order to bring about
redevelopment in accordance with the Program and this Agreement; and
WHEREAS, in order to achieve the objectives of the Program the City has
determined to provide aid and assistance to the Redevelopment Property in the form
of land write down expenditures and other redevelopment costs; and
WHEREAS, the City intends to fund the land write down expenditures and
other redevelopment costs by using tax increments generated from the
Redevelopment Property and the improvements to be constructed thereon; and
WHEREAS, the City believes that the redevelopment of the District 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 Program has been undertaken
and is being assisted.
NOW, THEREFORE, in consideration of the premises and the mutual obligations
of the parties hereto, each of them does hereby covenant and agree with the other
as follows:
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ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement, unless a different meaning
clearly appears from the context:
"Act" means Minnesota Statutes, Sections 469.001- 469.154 (formerly Municipal
Housing and Redevelopment Act, Minnesota Statutes, Sections 462.411- 462.711) , as
amended.
"Agreement" means this Agreement, as the same may be from time to time
modified, amended, or supplemented.
"Assessed Market Value" or "Assessed Market Valuation" means the market
' value of real property as determined by the county assessor of the county in
accordance with Minnesota Statutes, Section 273.11 (or as finally adjusted by the
assessor, board of equalization, commissioner of revenue, or any court) .
' "City" means the City of Chanhassen, a Minnesota municipal corporation and
statutory city according to the laws of the State of Minnesota.
' "Closing" means the completion of the transaction contemplated in this
Agreement between the parties hereto.
"Construction Plans" means the plans, specifications, drawings and related
documents on the construction work to be performed by the Redeveloper on the
Redevelopment Property which shall be at least as detailed as the plans required to
' be submitted to the building inspector of the City.
"Limited Revenue Tax Increment Note" or "Note" means the limited, special
obligation of the City to pay to Redeveloper, from tax increments generated from the
Redevelopment Property, an annual dollar amount, as provided in Section 4.2 of this
Agreement and the Note attached as Schedule D.
"Minimum Improvements" means the improvements described in the Preliminary
' Plans containing a office/ warehouse facility of approximately 35,000 square feet.
"Preliminary Plans" means those plan sheets and other descriptive material
which are identified in the attached Schedule E.
"Redeveloper" means Building Management Group, L. L. C . .
' "Redevelopment Property" means the real property, a legal description of
which property is contained on the attached Schedule A.
' "Tax Increment" means that portion of the real property taxes paid with
respect to the Tax Increment District which is remitted to the City as tax increment
pursuant to the Tax Increment Act.
"Tax Increment Act" means Minnesota Statutes, Sections 469.174 -.179, as the
same may be amended from time to time.
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' CH130 -46
"Termination Date" means the date when the City has paid the full amount due
under the terms of this Agreement and the Limited Revenue Tax Increment Note.
"Tax Official" means any city or county assessor; county auditor; city, county
or state board of equalization, the commissioner of revenue of the state, any state
or federal district court, the tax court of the state, or the State Supreme Court.
"Unavoidable Delays" means delays which are the direct result of acts of God,
unforeseen adverse weather conditions, labor disputes, fire or other casualty to the
Minimum Improvements, litigation commenced by third parties which, by injunction
or other similar judicial action causes delays, acts of any federal, state or local
governmental unit (other than the City in enforcing its rights under this
Agreement) , City defaults as to the Redeveloper's delays, Redeveloper defaults as
to the City's delays, or other matters which are not within the control of the
Redeveloper as to the Redeveloper's delays or not within the control of the City as
to the City's delays.
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ARTICLE II
' Representations and Warranties
Section 2.1. Representations by the City. The City makes the following
representations as the basis for the undertaking on its part herein contained:
(a) Subject to matters described in Section 5.5 of this Agreement, the City
has the right, power and authority to execute, deliver and perform its obligations
according to this Agreement and all other documents to be executed by the City
pursuant hereto. The City assures the Redeveloper that the individuals who execute
this Agreement and all other documents executed by the City or on behalf of the City
' are duly authorized to sign the same on behalf of the City and to bind the City
thereto.
(b) Subject to satisfaction of the terms and conditions of this Agreement,
the City will convey the Redevelopment Property to the Redeveloper for development
in accordance with the terms of this Agreement.
(c) Neither the City, nor, to the best of the City's knowledge, any entity
or person has, at any time (i) "released" or actively or passively consented to the
"release" or "threatened release" of any Hazardous Substance (as defined below) on
' or under or that would affect the environmental condition of the Redevelopment
Property; or (ii) taken any action in "response" to a "release" in connection with the
Redevelopment Property; or (iii) otherwise engaged in any activity or omitted to take
' any action which could subject the City or Redeveloper to claims for- intentional or
negligent torts, strict or absolute liability, either pursuant to statute or common
law, in connection with Hazardous Substances (as defined below) located in or on the
Redevelopment Property, including the generating, transporting, treating, storage,
or manufacture of any Hazardous Substance (as defined below) . The terms set
within quotation marks above shall have the meaning given to them in the
Comprehensive Environmental Response and Liability Act, 42 U. S . C . § 9601 et se g. ,
' as amended (" CERCLA") and any state environmental laws . "Hazardous Substances"
means hazardous waste, toxic substances, formaldehyde, urea, polychlorinated,
biphenyls, asbestos, petroleum, natural gas, synthetic gas usable as fuel or
mixtures thereof, any materials related to any of the foregoing, and substances
defined as "hazardous substances ", "toxic substances ", "hazardous waste ",
"pollutant", or "contaminant" in CERCLA 42 U.S.C. § 9601 et seg., the Resource
Conservation and Recovery Act as amended, the Hazardous Materials Transportation
' Act, 49 U. S . C . § 1801 et se g. , the Clean Water Act, 33 U . S . C . § 1251 et se . , any
state laws regarding environmental matters, or any regulations promulgated
pursuant to any of the foregoing statutes .
(d) The City does not know of any wells on the Redevelopment Property
within the meaning of Minnesota Statutes, Section 103I.
' Section 2.2. Representations by the Redeveloper. The Redeveloper
represents that:
' (a) The Redeveloper has the right, power and authority to execute, deliver
and perform its obligations according to this Agreement.
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(b) If Redeveloper is successful in obtaining any variances required by the
City, and if the Redeveloper constructs the Minimum Improvements on the
Redevelopment Property, it will do sd in accordance with the terms of this
Agreement, and all local, state and federal laws and zoning, building code and public
health laws and regulations.
(c) If constructed, the Minimum Improvements will have a market value of
not less than $1,225,000 inclusive of the value of the Redevelopment Property.
(d) As of this date, the Redeveloper has received no notice or
communication from any local, state or federal official that the activities of the
Redeveloper or the City 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
law, regulation or review procedure. In the event that the City is required to take
any action to obtain any necessary permits or approvals with respect to the
Redevelopment Property under any local, state or federal environmental law or
regulation, the Redeveloper will cooperate with the City in connection with such
action.
(e) If the Redeveloper constructs the Minimum Improvements, it will use its
best efforts to do so in accordance with all applicable local, state or federal energy -
conservation laws or regulations.
(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
results in a breach of, the terms, conditions or provisions of any restriction or any
evidences of indebtedness, agreement or instrument 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 of the
foregoing.
(g) Redeveloper agrees to provide the City with the appropriate certificate,
statement or deed provision relating to any wells located on the Redevelopment
Property.
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ARTICLE III
Acquisition and Conveyance of Property
Section 3.1. Acquisition of Redevelopment Property. The Redeveloper
' represents that it has as of the date of this Agreement obtained title to or options to
acquire title to the Redevelopment Property. Subject to the terms of this
Agreement, the City agrees that it will, subsequent to the Redeveloper's acquisition
of title to the Redevelopment Property, acquire the Redevelopment Property from the
Redeveloper. The conveyance from the Redeveloper to the City shall be by a
standard quit claim deed. Immediately after the City's acquisition of the
Redevelopment Property, the City shall, by quit claim deed, reconvey such property
' to the Redeveloper for development in accordance with the terms of this Agreement.
The cost to the City of acquiring the Redevelopment Property and conveying such
property to the Redeveloper shall be paid in accordance with the terms of Section 3.6
of this Agreement.
Section 3.2. Conveyance of the Redevelopment Property. The City shall
reconvey title to and possession of the Redevelopment Property to the Redeveloper
under a quit claim deed. The conveyance of and the Redeveloper's use of the
Redevelopment Property shall be subject to all of the conditions, covenants,
restrictions and limitations imposed by this Agreement. The conveyance of title to
and the Redeveloper's use of the Redevelopment Property shall also be subject to
building and zoning laws and ordinances and all other applicable local, state and.
federal laws and regulations.
Section 3.3. Time of Acquisition and Conveyance.
(a) The City shall, subject to all applicable provisions of law and
' preconditions to closing contained in this Agreement, if the Redeveloper is not then
in default under the terms of this Agreement, acquire the Redevelopment Property
from the Redeveloper and simultaneously reconvey the Redevelopment Property to
' the Redeveloper within ten (10) days after (i) the City's approval of the Preliminary
Plans; and (ii) the Redeveloper having obtained all governmental permits and
approvals, necessary to be obtained in order to permit conveyance of the
Redevelopment Property to Redeveloper and construction of the Minimum
Improvements, or on such other date as the City and the Redeveloper shall mutually
agree in writing. The Redeveloper shall take possession of the Redevelopment
Property the day of execution and delivery of the deed by the City.
(b) Unless otherwise mutually agreed by the City and the Redeveloper, the
execution and delivery of all deeds shall be made at the principal office of the City.
Section 3.4. Title
(a) Prior to and as a condition to the City's obligation to acquire the
' Redevelopment Property, the Redeveloper shall obtain and furnish to the City a
commitment for the issuance of a policy of title insurance. The City shall have
twenty (20) days from the date of its receipt of such commitment to review the state
' of title and to provide the Redeveloper with a list of written objections to such title.
No objection may be made by the City to any defect or encumbrance on the title
unless and to the extent that such defect or encumbrance would, if uncured, have
the effect of precluding Redeveloper's request to convey marketable title or the
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construction of the Minimum Improvements. Upon receipt of the City's list of written
objections, the Redeveloper shall proceed in good faith and with all due diligence to
attempt to cure the objections made by the City. Within ten (10) days after the date
that all such objections have been cured, to the reasonably satisfaction of the City,
the City shall proceed with its acquisition and reconveyance of the Redevelopment
Property. The City shall have no obligation to take any action to clear defects in the
title to the Redevelopment Property.
(b) The City shall take no actions to encumber title to the Redevelopment
Property between the moment the City acquires to the moment on which the City's
Deed is delivered to the Redeveloper, it being understood that such conveyances will
occur simultaneously.
Section 3.5. Soil Conditions. The Redeveloper acknowledges that the City
makes no representations or warranties as to the condition of the soils on the
Redevelopment Property or its fitness for construction of the Minimum Improvements
or any other purpose for which the Redeveloper may make use of such property.
The Redeveloper further agrees that it will indemnify, defend, and hold harmless
the City, its governing body members, officers, and employees, from any claims or
actions arising out of the presence, if any, of hazardous wastes or pollutants on the
Redevelopment Property.
Section 3.6. Purchase Price.
(a) The City shall pay the Redeveloper as purchase price for the
Redevelopment Property the aggregate principal amount of $121,545. Such payment
shall be made entirely and exclusively in accordance with the terms of a Limited
Revenue Note ( "Note ") in substantially the form of the attached Schedule D. This
Note is to be executed by the City and delivered to Redeveloper at Closing.
(b) The purchase price to be paid by the Redeveloper for the reconveyance
of the Redevelopment Property from the City shall be $1.00.
Section 3.7. Taxes and Special Assessments. Redeveloper shall pay all taxes
and installments of special assessments due and payable in years prior to the year
of closing. Redeveloper shall pay all installments of taxes and special assessments
due and payable in the year of Closing. Installments of special assessments due and
payable in future years shall be responsibility of Redeveloper.
Section 3.8. Other Costs. No cost, fee or other payment relating to any real
estate transaction of any nature shall be payable by the City to any person or
entity; and except as otherwise set forth in this Agreement, the City's entire
obligation in connection with the purchase and sale of the Redevelopment Property
shall be payment of the purchase price and reconveyance of the Redevelopment
Property as provided in this Agreement.
Section 3.9. Property Reconveyed As Is. Redeveloper acknowledges that the
City shall have no obligation to perform any site work in connection with the
proposed transaction or otherwise. The City's only obligation hereunder is to
reconvey the Redevelopment Property to the Redeveloper in the condition in which
it was conveyed to the City. All site work, including, without limitation, grading,
soil preparation and demolition of all structures and improvements shall be done by
the Redeveloper at Redeveloper's cost.
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Section 3. 10. Termination. In the event that all the preconditions to Closing
have not been satisfied or waived by the party in whose favor the precondition runs,
either party may give the other party ten day written notice of such defaults. If the
other party does not cure such default within such ten day period, this Agreement
may be declared null and void by either party and thereupon, neither party shall
have any obligation or liability to the other hereunder.
In the further event that the closing does not occur on or before A 0
unless such date is extended by mutual written agreement of the parties, this
' Agreement shall automatically become null and void and thereupon neither party shall
have any obligation or liability to the other hereunder.
Section 3.11. Hearing Prior to Sale. As a further precondition to the City's
' obligations hereunder, the City shall hold all hearings and make all findings as may
be required by law as a precondition to the transaction contemplated herein.
' Section 3.12. Assessment Agreement. At Closing, and as a precondition to
the City's obligations, the parties shall execute an Assessment Agreement and the
City shall secure the Assessor's Certification all in substantially the form of the
attached Schedule B. At the time of execution, the instrument must have been
executed by the county assessor. Subsequent to execution by the parties, the
instrument shall be recorded as provided for in the instrument.
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ARTICLE IV
Public Assistance
Section 4.1. Construction of the Minimum Improvements. Subject to the terms
and conditions of this Agreement, the Redeveloper agrees to purchase the
Redevelopment Property and if it constructs the Minimum Improvements on the
Redevelopment Property, it will do so substantially in accordance with the
Construction Plans. Should the Redeveloper construct the Minimum Improvements,
it agrees to maintain, preserve and keep them in good repair and condition, subject
to reasonable wear and tear and casualty excepted. Notwithstanding anything to the
contrary set forth in this Agreement, the Redeveloper has no obligation to construct
the Minimum Improvements. The Construction Plans must reasonably conform to the
Preliminary Plans unless such nonconformity is approved by the City. The City
agrees that it will promptly consider any proposed amendment to the Construction
Plans, will not unreasonably withhold its approval of such proposed amendments and
will approve the same if the amended plans: i) do not indicate a reduction in the
market value of the improvements; and ii) in the reasonable judgment of the City,
such amendment is in conformity with the applicable land use regulations of the City.
Section 4.2. Form of Public Assistance. In order to facilitate the financial
feasibility of the redevelopment of the Redevelopment Property and in consideration
for the Redeveloper's fulfillment of its covenants and obligations under this
Agreement, the City will provide to the Redeveloper a land -write down from the tax
increments. The public assistance will be payable by the City in the form of a land -
write down in an amount of One Hundred Twenty -One Thousand Five Hundred Forty -
five Dollars ($121,545) which shall be paid to the Redeveloper out of and only out of
Available Tax Increment (as such term is described in Schedule D) generated by the
Minimum Improvements constructed on the Redevelopment Property. Payments of the
land write down shall be made solely in accordance with the terms of Schedule D.
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ARTICLE V
Tax Increment
Section 5.1. Tax Increment Certification. The City has established the Tax
Increment District pursuant to the Tax Increment Act.
Section 5.2. Real Property Taxes; Special Assessments,. The Redeveloper
' shall pay, in accordance with Section 3.7 herein, all ad valorem taxes and special
assessments on the Redevelopment Property which are payable subsequent to closing
on the sale of the Redevelopment Property.
Section 5.3. Real Property Assessment. The Redeveloper shall not cause the
Redevelopment Property to be removed from the public tax rolls or to become exempt
from assessment for general real estate taxes by reason of any conveyance, lease,
abatement or other action until the Termination Date.
Section 5.4. Receipt of Tax Increment; Proof of Payment. The Redeveloper
shall receive its annual tax increment payment from the City in as provided for in the
Note.
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ARTICLE VI
Additional Provisions
Section 6.1. Equal Employment Opportunitv. The Redeveloper, for itself and
its successors and assigns, agrees that in the event the Minimum Improvements are
constructed as provided for in the Agreement, it will comply with all applicable
federal, state and local equal employment and nondiscrimination laws and
regulations.
Section 6.2. Restrictions on Use. 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 land use regulations of the City of Chanhassen in effect on the date of the
issuance of a building permit for construction of Minimum Improvements.
Section 6.3. 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.
Section 6.4. Notices and Demands. Except as otherwise expressly provided
in this Agreement, a notice, demand, or other communication under the Agreement
or the deed by either party to the other shall be sufficiently given or delivered only
if it is dispatched by registered or certified mail, postage prepaid, return receipt
requested, or delivered personally; and
(a) in the case of the Redeveloper, is addressed to or delivered to the
Redeveloper at ; and
(b) in the case of the City, is addressed to or delivered personally to the
City at 690 Coulter Drive, Box 147, Chanhassen, Minnesota 55317, or at such other
address with respect to either such party as that party may, from time to time,
designate in writing and forward to the other as provided in this Section.
Section 6.5. Disclaimer of Relationships. The Redeveloper acknowledges that
nothing contained in this Agreement nor any act by the City or the Redeveloper shall
be deemed or construed by the Redeveloper or by any third person to create any
relationship of third -party beneficiary, principal and agent, limited or general
partner, or joint venture between the City and the Redeveloper.
Section 6.6. Covenants Running with the Land. The terms and provisions of
this Agreement shall be deemed to be covenants running with the Redevelopment
Property and shall be binding upon any successors or assigns of the Redeveloper
and any future owners or encumbrances of the Redevelopment Property.
Section 6.7. Modifications. This Agreement may be modified solely through
written amendments hereto executed by the Redeveloper and the City.
Section 6.8. Counterparts. This Agreement may be executed in any number
of counterparts, each of which shall constitute one and the same instrument.
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CH130 -46 11
Section 6.9. Assignment. The Redeveloper may at any time that it is not in
default under this Agreement assign its rights and obligations hereunder to another
entity which is acceptable to the City in its reasonable discretion. The assignment
must be evidenced by an instrument in recordable form and acceptable to the City
whereby the Redeveloper assigns and the assignee accepts all of the Redeveloper's
rights and obligations hereunder.
IN WITNESS WHEREOF, the City has caused this Agreement to be executed in
its corporate name by its duly authorized officers and sealed with its corporate seal;
' and the Redeveloper has caused this Agreement to be executed in its corporate name
as of the date first above written.
THE CITY OF CHANHASSEN, MINNESOTA
(SEAL)
BY
Its Mayor
And
Its City Manager
STATE OF MINNESOTA )
ss.
COUNTY OF )
On this day of , 1995, before me, a Notary Public within and
' for said county, appeared and to me personally
known, who being by me duly sworn, did say that they are respectively the Mayor
and City Manager of the City of Chanhassen, Minnesota, a municipal corporation
under the laws of the State of Minnesota, on behalf of the corporation.
I Notary Public
G
1
JBD93931 12
CH130-46
REDEVELOPER:
.. ...... .
By
Its
By
Its
STATE OF MINNESOTA )
ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this _ day of
1995, by and , the and
of A AU' 1L. --R .G:;::MA- A:GEIVSE�T'Z' : G `';;'L � � ; a Minnesota
........................
............ . ... . ...........::::......::..... .: :.:::.......
corporation, on behalf of the corporation .. ....................... ....
Notary Public
JBD93931
CH130 -46 13
SCHEDULE A
to
CONTRACT FOR PRIVATE REDEVELOPMENT
REDEVELOPMENT PROPERTY LEGAL DESCRIPTION:
[to be completed prior to execution]
JBD93931
CH130 -46 A -1
SCHEDULE B '
ASSESSMENT AGREEMENT '
and '
ASSESSOR'S CERTIFICATION ,
By and among
THE CITY OF CHANHASSEN
and
A BUITsDIN"r N1?1G"rEMEN7:<"rlt+lDtTP! L C
This Document was drafted by: '
KENNEDY & GRAVEN, Chartered
470 Pillsbury Center
Minneapolis, Minnesota 55402
JBD93931
CH130 -46
THIS AGREEMENT, dated as of this day of , 1995, by and
between the CITY OF CHANHASSEN, a Minnesota municipal corporation (the "City")
:...:.... , Minnesota co ratio (he
and A UVILD. N :: 1 1Q ' a Mi corp n, t
"Redeveloper" )
WITNESSETH, that
WHEREAS, on or before the date hereof the City and Redeveloper have entered
into a Contract for Private Redevelopment (the "Contract ") regarding certain real
property located in the County of Carver, pursuant to which the City is to acquire
certain property, hereinafter referred to as the Redevelopment Property and legally
described in Attachment A hereto; and
WHEREAS, it is contemplated that pursuant to said Contract the Redeveloper
will construct a 35, 000 square foot office /warehouse facility upon the Redevelopment
Property; and
WHEREAS, the City 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 City and the County Assessor for Carver County, have
reviewed the preliminary plans and specifications for the improvements which it is
contemplated will be erected;
NOW, THEREFORE, the parties to this Agreement, in consideration of the
promises, covenants and agreements made by each to the other, do hereby agree as
follows:
1. The minimum market value which shall be assessed for the land
described in Attachment A, with the Minimum Improvements thereon shall upon
substantial completion be not less than $1, 225, 000. The parties to this Agreement
expect that the construction of the above - referenced improvements will be entirely
completed on or before December 31, 1996.
2. The minimum market value herein established remains in full force and
effect until the earlier of: i) December 31, or ii) the date on which the City
is no longer entitled to receive tax increment with respect to the Tax Increment
District for the Redevelopment Area, at which time this Agreement shall terminate.
3. This Agreement shall be promptly recorded by the Redeveloper with a
copy of Minnesota Statutes Section 469.177, Subdivision 8, set forth in Attachment
B hereto. The Redeveloper shall pay all costs of recording.
4. Neither the preambles nor provisions of this Agreement are intended to,
nor shall they be construed as, modifying the terms of the Contract between the City
' and the Redeveloper.
5. This Agreement shall inure to the benefit of and be binding upon the
successors and assigns of the parties.
JBD93931
CH130 -46 B -1
CITY OF CHANHASSEN
By
Its Mayor
By
Its City Manager
By
Its
By
Its
STATE OF MINNESOTA )
ss
COUNTY OF )
The foregoing instrument was acknowledged before me this _ day of
, 199_, by and , the
Mayor and City Manager, respectively, of the City of Chanhassen, a Minnesota
municipal corporation, on behalf of the corporation.
Notary Public
STATE OF MINNESOTA )
SS.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of
1995, by of A Bu lclxzxg: u ge e ; x a
Notary Public
JBD93931
CH130 -46 B-2
I CERTIFICATION BY COUNTY ASSESSOR
The undersigned, having reviewed the plans and specifications for the
improvements to be constructed and the minimum market value assigned to the land
upon which the improvements are to be constructed, and being of the opinion that
the minimum market value contained in the foregoing Agreement appears reasonable,
hereby certifies as follows: The undersigned Assessor, being legally responsible
for the assessment of the above described property, hereby certifies that the
minimum market value assigned to such land and improvements commencing on
December 31, 1996 (to be calculated on January 2, 1997) shall not be less than One
Million Two Hundred Twenty -five Thousand Dollars ($1,225,000) until termination
of this Agreement.
I Assessor for Carver County, Minnesota
STATE OF MINNESOTA )
ss
COUNTY OF CARVER )
The foregoing instrument was acknowledged before me this day of
by , the County Assessor for Carver
County, Minnesota.
Notary Public
t
JBD93931
CH130 -46 B -3
ATTACHMENT A
Legal Description of Land
REDEVELOPMENT PROPERTY:
[to be completed prior to execution]
i
1
E
1
1
r
JBD93931
CH130 -46 B-4
ATTACHMENT B
Section 469.177, Subd. 8. Assessment agreements. An authority may, upon
entering into a development or redevelopment agreement pursuant to section
469.176, subdivision 5, enter into a written assessment agreement in recordable form
with the developer or redeveloper of property within the tax increment financing
district which establishes a minimum market value of the land and completed
improvements to be constructed thereon until a specified termination date, which
date shall be not later than the date upon which tax increment will no longer be
remitted to the authority pursuant to section 469.176, subdivision 1. The
assessment agreement shall be presented to the county assessor, or city assessor
having the powers of the county assessor, of the jurisdiction in which the tax
increment financing district is located. The assessor shall review the plans and
specifications for the improvements to be constructed, review the market value
previously assigned to the land upon which the improvements are to be constructed
and, so long as the minimum market value contained in the assessment agreement
appears, in the judgment of the assessor, to be a reasonable estimate, shall execute
the following certification upon such agreement:
The undersigned assessor, being legally responsible for the assessment
r of the above - described property upon completion of the improvements
to be constructed thereon, hereby certifies that the market value
assigned to such land and improvements upon completion shall not be
less than $
Upon transfer of title of the land to be developed or redeveloped from the
authority to the developer or redeveloper, such assessment agreement, together
with a copy of this subdivision, shall be filed for record and recorded in the office
of the county recorder or filed in the office of the registrar of titles of the county
where the real estate or any part thereof is situated. Upon completion of the
improvements by the developer or redeveloper, the assessor shall value the property
pursuant to section 273. 11, except that the market value assigned thereto shall not
be less than the minimum market value contained in the assessment agreement.
Nothing herein shall limit the discretion of the assessor to assign a market value to
the property in excess of the minimum market value contained in the assessment
agreement nor prohibit the developer or redeveloper from seeking, through the
exercise of administrative and legal remedies, a reduction in market value for
property tax purposes; provided, however, that the developer or redeveloper shall
not seek, nor shall the city assessor, the county assessor, the county auditor, any
board of review, any board of equalization, the commissioner of revenue or any court
of this state grant a reduction of the market value below the minimum market value
contained in the assessment agreement during the term of the agreement filed of
record regardless of actual market values which may result from incomplete
construction of improvements, destruction or diminution by any cause, insured or
uninsured, except in the case of acquisition or reacquisition of the property by a
public entity. Recording or filing of an assessment agreement complying with the
terms of this subdivision shall constitute notice of the agreement to any subsequent
purchaser or encumbrancer of the land or any part thereof, whether voluntary or
involuntary, and shall be binding upon them.
JBD93931
CH130 -46 B -5
SCHEDULE C
[Blank]
JBD93931
CH130 -46 C -1
SCHEDULE D
$121,545
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF CARVER
THE CITY OF CHANHASSEN
LIMITED REVENUE TAX INCREMENT NOTE
The City of Chanhassen ( the "City ") , hereby acknowledges itself to be
indebted and, for value received, promises to pay to the order of Building
Management Group, L . L . C . , or its assigns, ("Redeveloper"), solely from the
Available Tax Increment generated by the Redevelopment Property and Minimum
Improvements, to the extent and in the manner hereinafter provided, the amount of
this Note, being :i. :: / ($121,545), on the Payment Dates (as hereinafter defined) or
such greater amount, if any, which the City is required to pay in accordance with
' the terms of this Note.
Each payment on this Note is payable in any coin or currency of the United
States of America which on the date of such payment is legal tender for public and
Private „ debts and shall be made by check or draft made payable to A phi
duxc�pr
and mailed to /� cdpr at its postal address within the Unit
States which shall be designated from time to time by A t* A : tec�e �. 6 •
The Note is a special and limited obligation and not a general obligation of the
City, which has been issued by the City to aid in financing a "project ", as defined
in Minnesota Statutes Section 469.174, of the City consisting generally of defraying
certain capital and administration costs incurred and to be incurred by the City
within and for the benefit of its Redevelopment Project (the "Project ") , and Tax
Increment Financing District (the "District ") .
EXCEPT AS TO THE OBLIGATION TO MAKE PAYMENTS FROM TAX
INCREMENT, THE NOTE IS NOT A DEBT OF THE CITY OF CHANHASSEN, OR THE
STATE OF MINNESOTA (THE "STATE "), AND NEITHER THE CITY OF
CHANHASSEN, THE STATE NOR ANY POLITICAL SUBDIVISION THEREOF SHALL
BE LIABLE ON THE NOTE, NOR SHALL THE NOTE BE PAYABLE OUT OF ANY
FUNDS OR PROPERTIES OTHER THAN AVAILABLE TAX INCREMENT, AS DEFINED
BELOW.
Any payments on this Note which are due on any Payment Date shall be
payable solely from and only to the extent that the City shall have received as of
such Payment Date "Available Tax Increment." For the purpose of this Note,
"Available Tax Increment" means any Tax Increment generated in the years 1998
through 2000 inclusive (or such longer time as provided for in this Note) and
received during the six (6) month period preceding a Payment Date, after deducting
therefrom the following amounts:
(i) any payment made to h;edeelcex;.of amounts previously
due hereunder with respect to previous Payment Dates but unpaid, and
n
JBD93931
' CH130 -46 D -1
(ii) any amounts used to pay any amount pledged for the payment of
tax increment general obligation bonds issued by the City prior to the date
hereof.
(iii) any amounts needed to make payments to a school district
pursuant to Minnesota Statutes, § 469.177, subd. 10 or of make a Fiscal
Disparities contribution as required by law.
For the purposes of this Note, "Tax Increment" means the portion of the real
property taxes generated with respect to the said Redevelopment Property and
Minimum Improvements but exclusive of Tax Increment generated with respect to
improvements located on the Redevelopment Property, prior to April 1, 1995 which
is remitted to the City commencing in 1998, as Tax Increment pursuant to Minnesota
Statutes § 469.174- 469.179.
For purposes of this Note, a "Payment Date" shall mean each of the Scheduled
Payment Dates set forth on Exhibit A attached hereto, and each additional Payment
Date required in connection with any extension of the term of this Note as set forth
below, because of changes made in Minnesota Statutes §§ 469.174- 469.179.
Notwithstanding anything to the contrary in this Note, on each of the Payment
Dates, the City shall pay to A he : . .R.' elQp±��` all of the Available Tax Increment
.................v .
up to the amount of the Scheduled Payment; but in no event shall the aggregate of
all such payments be in excess of A 1 �
y6 . To the extent that on any Payment
�!
Date the City is unable to make a payment from Available Tax Increment at equal to
the Scheduled Payment due on such date as a result of having received, as of such
date, insufficient Available Tax Increment, such failure shall not constitute a default
under this Note and, except as provided below, the City shall have no obligation
under this Note, or otherwise, to subsequently pay any such deficiency. If, and
only if, on any Payment Date there is insufficient Available Tax Increment to make
the Scheduled Payment due on such date and such insufficiency is a result of
changes made in Minnesota Statutes § § 469.174- 469.179 subsequent to the date of the
Contract for Private Redevelopment dated between the City and /lye
w*developer : ; ( the "Redevelopment Contract ") , the amount of such deficiency in the
Scheduled Payment shall be deferred and shall be paid on the next Payment Date on
which the City has Available Tax Increment in excess of the amount necessary to
make the Scheduled Payment due on such Payment Date, and if such deficiency has
not been paid in full by the final Scheduled Payment Date set forth on Exhibit A
attached hereto, then the term of this Note shall be extended to include additional
successive Payment Dates on which any Available Tax Increment will be applied to
the payment of such accrued and unpaid deficiencies in the Scheduled Payments to
be made hereunder. In no case, however, shall the term of this Note and the City's
obligation to make payments hereunder, extend beyond the last date upon which the
City receives tax increment based upon construction of the Minimum Improvements
or the expiration of the Tax Increment District, whichever comes first.
This Note shall not be payable from or constitute a charge upon any funds of
the City of Chanhassen, and the City shall not be subject to any liability hereon or
be deemed to have obligated itself to pay hereon from any funds except the Available
Tax Increment, and then only to the extent and in the manner herein specified.
A The;:: edevelope .. .,shall never have or be deemed to have the right to compel
any exercise of any taxing power of the City or of any other public body, and
neither the City nor any council member, officer, employee or agent of the City, nor
JBD93931
CH130 -46 D -2
any person executing or registering this Note shall be liable personally hereon by
reason of the issuance or registration hereof or otherwise.
This Note shall not be transferable or assignable, in whole or in part, by A
:...>.:::: .:::.,:::..::.::..::::.:.::.::: written consent of the City.
;ul °dig: aiagerie! Gxgur> ±'; without the prior Y
IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things
required by the Constitution and laws of the State of Minnesota to be done, to have
happened, and to be performed precedent to and in the issuance of this Note have
been done, have happened, and have been performed in regular and due form, time,
and manner as required by law; and that this Note, together with all other
indebtedness of the City outstanding on the date hereof and on the date of its actual
issuance and delivery, does not cause the indebtedness of the City to exceed any
constitutional or statutory limitation thereon.
IN WITNESS WHEREOF, the city council or the City of Chanhassen has caused
this Note to be executed by the manual signatures of the Mayor and the City Manager
of the City and has caused this Note to be dated as of
Mayor
City Manager
JBD93931
CH130 -46 D-3
EXHIBIT A
Scheduled Payment Dates
and Amounts of Scheduled Payments
Scheduled
Scheduled
Payment Dates
Payments'
July 31, 1998
20,257.50
December 31, 1998
20, 257.50
July 31, 1999
20,257.50
December 31, 1999
20,257.50
July 31, 2000
20,257.50
December 31, 2000
20,257.50
'Scheduled payments are to be made up to these amounts but only from
Available Tax Increment. No interest shall be due on any payment under this Note.
JBD93931
CH130 -46 D-4
EXHIBIT B
Description of Redevelopment Property
REDEVELOPMENT PROPERTY:
[to be completed prior to execution]
D -5
JBD93911
CB130 -46 D
ARBOR
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T.I.F. District No. 2 -1
��■�••■ T.I.F. District No. 2 -2
0 1000' 2000' 3000'
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August, 1995
Development Proposal For
CONTROL PRODUCTS
Estimated Taxes for 1995
Minimum Market Value:
$1,225,000
(35,000 sq. ft. Office/
-100.000
warehouse facility)
$1,125,000
x 4.6%
$51,750
+3,000
(3.1 % of the first
$100,000 of Market
Valuation)
$54,750
x 148%
(Estimated Tax Capacity %)
$81,030
Total Estimated Taxes
PROPOSED DEVELOPMENT INCENTIVE
$81,030
- 40,515
$40,515
Total Estimated Tax Incentive Per Year
1998 1999 2000
$40,515 $40,515 $40,515
Owner Building Management Group
7667 Cahill Road
Edina, MN 55439
Yearly Taxes
Fiscal Disparities /School Aid*
Total Estimated Incentive Per Year
Total $121,545