The URL can be used to link to this page

CAS-08_CHICK-FIL-A PABMO BANK N.A. 163495 CITY OF CHANHASSEN CHICAGO, ICAGO, ILUNOIS 7700 MARKET BLVD., P.O. BOX 147 2-28 CHANHASSEN, MN 55317 710 (952) 227-1140 Pay THIRTY THOUSAND AND XX / 100 Date 9/22/2C 16 To the order of CHANHASSEN SHOPPES LLC ATTN: JAY SCOTT 9478 RILEY LAKE ROAD EDEN PRAIRIE, MN 55347 II'I63495Ii' 1:07I0002881: 20►,SS21, Check Date: 09/2212016 Vendor No: CHASHO Check Amount: 30,000.00 Vendor Name: CHANHASSEN SHOPPES LLC Vendor Acct No: Invoice Number Date Description 09152016 09/15/2016 Stormwater fees- 445 West79th Street Amount 5�0,000.00 Amount 30,000.00 7700 Market Boulevard PC Box 147 Chanhassen, MN 55317 Administration Phone:952.227,1100 Fax: 952.227.1110 Building Inspections Phone:952.227.1180 Fax:952.227.1190 Engineering Phone:952.227.1160 Fax:952.227.1170 Finance Phone:952.227.1140 Fax:952.227,1110 Park 8 Recreation Phone:952,227.1120 Fax: 952.227.1110 Recreation Center 2310 Coulter Boulevard Phone:952.22T1400 Fax:952.227.1404 Planning A Natural Resources Phone:952.227.1130 Fax: 952.227.1110 Public Works 7901 Park Place Phone:952.227.1300 Fax:952.227.1310 Senior Center Phone: 952.227.1125 Fax: 952.227.1110 Website www.ci.chanhassen.mn.us -PL- September 15, 2016 Mr. Jay M. Scott Chief Manager Solomon Real Estate Group 11995 Singletree Lane, Suite 240 Eden Prairie, MN 55344 Re: Chanhassen Shoppes, LLC/Chick-fil-A, Inc. Dear Mr. Scott: 02o1�-G� This letter is to inform you that the City of Chanhassen is issuing a credit in the amount of $30,000 for regional treatment of stormwater to the Chick-fil-A, Inc. development located at 445 West 79`s Street. This credit will reduce the development's overall stormwater fees to $9,994.68. Enclosed please find a check in the amount of $30,000 representing this credit. If you have any questions, please do not hesitate to call me at 952-227-1119. Sincerely, vl� Todd Gerhardt City Manager TG:km Enclosure g:�Plan\2016 planning cases\2016-08 chick-fil-a\statrwater credit letter 09-15-2016.docx Chanhassen is a Community for Life - Providing for Today and Planning for Tomorrow SCANNED 0 MEMORANDUM CYOF TO: Kate Aanenson, Community Development Director Paul Oehme, Director of Public Works/City Engineer FROM: Terry Jeffery, Water Resources Coordinator 7700 Market Boulevard PC Box 147 Chanhassen, MN 55317 DATE: May 9, 2016 SUBJ: Chick-fil-A Brownfield Remediation 1 Administration / Phone:952.227.1100 Fax: 952.227.1110 On April 28, 2016, HR Green, the consultant for Chick-fil-A, provided Barr Engineering, Building Inspections the district engineer for Riley Purgatory Bluff Creek Watershed District, with a draft Phone:952.227.1180 limited Phase II Environmental Site Assessment (ESA). This was provided to the City on Fax: 952.227.1190 May 1, 2016. The Phase I ESA identified three potential contaminant sources within 175 feet of the current property. The Phase II ESA identified the following contaminants on Engineering site above Minnesota groundwater standards. These include benzene, 1- Phone:952.2271 methylnaphthalene and naphthalene. Other volatile organic compounds (VOCs) and Fax:952.2271170 70 semi -volatile organic compounds (SVOCs) were detected but were below Minnesota Finance groundwater standards. In addition, Resources Conservation and Recovery Act (RCRA) Phone:952.227.1140 metals were detected within the soil. Fax: 952.227.1110 Based upon these findings, the environmental professional made a number of Park & Recreation recommendations. Some of the more germane recommendations are as follows: Phone:952.227.1120 Fax 952.227.1110 • Soils should be treated as hazardous materials and should be disposed of Recreation Center accordingly. 2310 Coulter Boulevard • Two permanent groundwater monitoring wells should be installed. Phone:952.227.1400 • The MN Pollution Control Agency (PCA) should be notified of the VOCs, Fax:952.227.1404 SVOCs, RCRA metals and gasses detected above the respective regulatory Planning & threshold according to MN Statute 115.061. Natural Resources Phone:952.227.1130 State and Federal laws prohibit infiltration in areas where, among other criteria, there is Fax: 952.227.1110 less than three (3) feet of separation from the bottom of the infiltration feature and the elevation of seasonally saturated soils and areas where high levels of contaminants in Public Works soils and groundwater will be mobilized by infiltrating stormwater. Staff cannot 7901 Park Place determine if these conditions exist based upon the evidence provided. Staff has already Phone:952.227.1300 made it a Condition of Approval that the applicant provide adequate evidence that the Fax:952.227.1310 mottled and gleyed soils were not created by saturated soil conditions, which is the most Senior Center likely cause. The Phase 11 findings have been provided to the MN PCA for their review Phone: 952.227.1125 and the development of a Response Action Plan (RAP). Fax: 952.227.1110 This site is located within the Drinking Water Surface Management Area (DWSMA) for Website Chanhassen. The site is also within the composite 1-year capture zone for nine (9) city www.b.chanhassen.mn.us wells. Because of these recent revelations, the following conditions should be added to the staff report: g:rren�AUnB s��1PihiAiityhfehf9fe�Pt�A@Gkylo�To9Jpdr a po--_4Ar+-x*a,,nfl,Iddo,\ Chick-fil-A Brownfield Remediation May 9, 2016 Page 2 • The applicant shall, as part of the RAP, get guidance from the MN Pollution Control Agency on whether infiltration would be allowed in the area. In the event that infiltration is not allowed, the applicant must redesign the storm sewer management system so that the following conditions are met: o There shall be no increase in rates leaving the site. o Abstraction is achieved to the maximum extent practicable. Other abstraction methods such as reuse must be evaluated. o Water is treated to achieve 90% removal of Total Suspended Solids and 60% removal of Total Phosphorus. In the event that infiltration is not allowed, the Surface Water Connection Fee credit shall be modified to reflect the amount of abstraction achieved on the site. If no abstraction is achieved the credit shall be $0.00 and the fee due shall be $39,994.68. This concludes my amended review. Please contact me at extension 1168 with any questions. gap1ant2016 planning cmest2016-08 chick-111420160506_memo to ka and po regarding bro"field.dmx Chick-fil-A, Planning Case #2016-08 445 West 79th Street (Lot 2, Block 1, Zamor Addition) Staff recommends that the City Council approve the site plan for a 4,775 square foot, one-story building with a drive-thru and a variance for hard cover, plans prepared by HR Green, Inc., dated 02/23/16, subject to the following revised conditions and adopts the findings of fact: Building: 1. The building is required to have an automatic fire extinguishing system. 2. Building plans must be prepared and signed by design professionals licensed in the State of Minnesota. 3. Retaining walls over four high must be designed by a professional engineer and a permit must be obtained prior to construction. 4. Sanitary and storm sewer service must comply with Minnesota State Plumbing Code (see Table 701.1). 5. Detailed occupancy related requirements will be addressed when complete building plans are submitted. 6. The owner and or their representative shall meet with the Inspections Division as soon as possible to discuss plan review and permit procedures. Engineering: 1. Several proposed items arc shown within the city's drainage and utility easement, including: both retaining walls, clearance bar post for the drive-thru and the Chick-fil-A monument sign. These items must be moved out of the easement or the applicant must enter into an encroachment agreement with the city after, but concurrent to the site plan agreement. 2. An additional drainage and utility easement shall be recorded over the two drainage basins located south of the parking lot. 3. Staff has requested further analysis to include the Market Boulevard intersection. 4. The applicant's engineer shall also examine ways to mitigate the queueing and decreased LOS. 5. The applicant shall and re -stripe the intersection of W 79`h Street & Great Plains Boulevard to provide a longer left turn queue. 6. The applicant's engineer shall verify whether an adequate sight line is provided for vehicles exiting via the eastern site access. 7. The applicant shall follow the accessibility code for the construction as well as all applicable State and Federal laws. 8. The applicant shall coordinate with city staff prior to removal or construction of the services regarding inspection and traffic control on W 79' Street. 9. Once construction is complete, the applicant shall retain ownership of the proposed sanitary service, water service and hydrant constructed on this property. Planning: 1. The applicant shall combine the two parcels as one lot. 2. The applicant shall enter into a site plan agreement with the City and provide the necessary security to guarantee erosion control, site restoration and landscaping. 3. Wall lighting and the trash enclosure lighting shall comply with city code. 4. The proposed monument sign shall be relocated on the site to comply with city code. 5. Signage shall comply with city code and requires separate sign permits for each sign. 6. The applicant shall reduce the drive-thru entry width to one lane to add a landscape peninsula in the southwest corner of the building and to expand the patio area. 7. The applicant shall investigate the shortening of the service sidewalk connecting the building to the parking lot. 8. The applicant shall provide enhanced landscaping to the north of the building. Landscaping: 1. The applicant shall revise the landscape plan to accommodate more of the required bufferyard trees in the south and east buffer yard areas. 2. The interior width of all landscape island must a minimum of 10 feet. 3. The 8" oak tree located on plans along the southeast property line must be preserved. Revised landscape plans shall note the tree as saved. 4. The London plane tree and Norway maple listed in the Plant Schedule shall be replaced with appropriate species from the city's Approved Tree List. Water Resources: 1. The applicant shall consider modifications to site grading, catch basin placement or both to minimize to the maximum extent practicable, the amount of runoff leaving the site to the west. 2. Sheet C-3.1 the two swales/basin areas shown on the southern property boundary shall be stabilized as soon as possible after going on-line but no more than 48 hours afterwards. 3. The applicant shall do additional subsurface exploration/investigation to provide more substantial evidence that the infiltration system will work as modeled. The method of exploration/investigation shall be left to the applicant and their engineer's discretion. In the event the findings indicate that infiltration is not feasible, stormwater management plans shall be modified accordingly. 4. The Stormtech system shall be owned and maintained by the property owner. 5. A drainage and utility easement shall be recorded over the Stormtech system and the two basins located south of the parking lot. 6. The design shall be modified to prevent the wall from experiencing inundation. In the event this is not possible, the D&U shall clearly state that the retaining wall is the sole responsibility of the property owner. 7. The applicant shall prepare an operations and maintenance manual which shall include a schedule of inspection as well as anticipated routine maintenance to maintain performance in perpetuity or until such a time as all parties agree it is no longer necessary. This document shall include persons responsible for inspections and maintenance and shall be recorded against the property. 8. The city or their representative shall be granted rights to come onto the property during and after construction to inspect the facility. 9. Inspection reports and maintenance records shall be made available to the City within 30 days of receiving a written request. 10. The applicant must evaluate the conveyance downstream to assure adequate capacity exists. 11. The model shall be modified to include the area that drains into ST-41 and the area that drains into ST-6 as basins. 12. Additional detail is needed for the Stormtech system to fully evaluate its efficacy. These items include elevation of chambers, interconnection between chambers for evaluation of short circuiting of the system, and elevation of the stone. 13. The applicant shall be responsible for all other agency permits such as MPCA, RPBCWD, MN DOT, MNDOT, et al. 14. It is estimated that $19,997.34 in stormwater connection fees will be due at lot consolidation. In the event that infiltration is not allowed, the Surface Water Connection Fee credit shall be modified to reflect the amount of abstraction achieved on the site. If no abstraction is achieved the credit shall be $0.00 and the fee due shall be $39,994.68. 15. The applicant shall, as part of the RAP, get guidance from the MN Pollution Control Agency on whether infiltration would be allowed in the area. 16. In the event that infiltration is not allowed, the applicant must redesign the storm sewer management system so that the following conditions are met: 17. There shall be no increase in rates leaving the site. 18. Abstraction is achieved to the maximum extent practicable. Other abstraction methods such as reuse must be evaluated. 19. Water is treated to achieve 90% removal of Total Suspended Solids and 60% removal of Total Phosphorus. i(1908 • • `( MEMORANDUM CITY OF CI11111IMSEN j0M�j]�Jfr11 TO: Todd Gerhardt, City Manager FROM: Kate Aanenson ACID, Community Development Director 7700 Market Boulevard PC Box 147 DATE: September 12, 2016 OK:cr' Chanhassen, MN 55317 SUBJECT: Carver County Development Agency Administration Community Growth Partnership Initiative Phone:952.2271100 Fax:952.227.1110 Building Inspections Background Phone:952.227.1180 As part of the construction plans for Chick-fil-A the applicant discovered that the Fax:952.227.1190 costs for an underground storm water system far exceeded budgeted expenses. Engineering Analysis Phone:952.227.1160 Fax:952.227.1170 The Chick-fil-A site is a redevelopment site. Development is complicated by the fact Finance that the site is deficient in storm water containment and is currently nonconforming to Phone:952.227.1140 the hard cover standard. Poor soils that need to be corrected were found in the area Fax:952.227.1110 where the water treatment system will be placed. Park & Recreation Staff supported the redevelopment of the site for the following reasons: Phone:952.227.1120 Fax: 952.227,1110 1. The new building will reduce the hard cover as well as provide storm water management including treatment and rate reduction. Recreation Center 2. The existing building has had a useful life cycle and a new building will have 2310 Coulter Boulevard Phone:952.227.1400 a higher quality of design. Fax:952.2271404 In order to assist the developer in defraying the unexpected costs the city will be Planning & applying for funding from the Carver County CDA's Community Growth Partnership Natural Resources Initiative. This initiative was approved the CDA in January 2016 with the goals to Phone: 52,2227110 Fax:952.2271110 increase the tax and improve the quality of life in Carver County. There are three P q �' ty• categories for funding: Affordable Housing, Community Development and Public Works Redevelopment. 7901 Park Place Phone:952.227.1300 The redevelopment program is intended to assist cities with Redevelopment Plan Fax:952.2271310 goals. Blighted and under-utilized areas do not maximize their potential economic value and can negatively impact the livability of a community. The maximum grant Senior Center allowed is $60,000, we are requesting $30,000. Phone: 952.227.1125 Fax:952.227.1110 Recommendation Website The next funding cycle deadline is September 30th. The staff will be making www.d.chanhassen.mn.us application on behalf of the developer for the Chick-fil-A site. g:\plan\2016 planning cases\2016-08 chick-fd-a\cc cda partnership.docx Chanhassen is a Community for Life - Providing for Today and Planning for Tomorrow • Ib og CITY OF CHANHASSEN • P 0 BOX 147 CHANHASSEN MN 55317 08/11/2016 3:19 PM Receipt No. 00323316 CLERK: AshleyM PAYEE: Commercial Partners Title LLC 200 S 6th Ste 1300 Minneapolis MN 55402- Planning Case 2016-08 Chick-Fil-A ------------------------------------------------------- Zoning Letter 25.00 Total Cash Check 33128 Change 25.00 0.00 25.00 0.00 SCANNEE Gerhardt, Todd From: Allison Streich <AllisonS@carvercda.org> Sent: Friday, October 28, 2016 9:51 AM To: Gerhardt, Todd Subject: RE: Redevelopment grant Attachments: Form - Redevelopment Grant Agreement.pdf Here you go. Thanks for catching that. f� Allison StreichYIIv1vA/ Deputy Director Carver County CDA 1 0 1 705 N Walnut St Chaska, MN 55318 Office:952-556-2803 1 Fax:952-448-6506 www.carvercda.org Before printing this a-maii, think if it is necessary. Think Green. The unauthorized disclosure or interception of email is a federal crime. This email is intended only for the use of those whom it is addressed and may contain information which is privileged, confidential and exempt from disclosure under the law. If you hove received this emit in error, do not distribute or copy it. Return it immediately to the sender with attachments, if any, and notify the sender by telephone. From: Gerhardt, Todd [mailto:TGerhardt@ci.chanhassen.mn.us] Sent: Thursday, October 27, 2016 2:07 PM To: Allison Streich Subject: RE: Redevelopment grant Allison Under the Funding sources: It should be... Private Financing: $52,799.68 not $21,720.31 From: Allison Streichfmailto:AllisonSCcacarvercda.ora] Sent: Wednesday, October 26, 2016 11:22 AM To: Aanenson, Kate; Gerhardt, Todd Subject: Redevelopment grant Here is the grant paperwork. Please review it for me and send back two signed copies to my attention. Once Julie signs it, I will send you an executed copy. Let me know if any questions. Allison Streich Deputy Director Carver County CDA 705 N Walnut St Chaska, MN 55318 Office: 952-556-2803 1 Fax: 952-448-6506 www.carvercda.org Before printing this e-mail, think if it is necessary. Think Green. J CARVER COUNTY COMMUNITY DEVELOPMENT AGENCY REDEVELOPMENT INCENTIVE GRANT PROGRAM REDEVELOPMENT GRANT AGREEMENT THIS GRANT AGREEMENT entered into this 26th day of October 2016 by and between the Carver County Community Development Agency, a public body corporate and politic (the "Agency"), and the city of Chanhassen, a political subdivision of the State of Minnesota (the "Grantee"). WHEREAS, pursuant to Resolution No. 15-15 the Agency established the Community Growth Partnership Initiative Grant Program (the "Program") to improve the tax base and quality of life in Carver County by assisting municipal redevelopment efforts and promoting the development of affordable housing; and WHEREAS, the activities to be undertaken under the Program are all activities that the Agency could undertake directly pursuant to Minnesota Statutes, §§469.001 to 469.047 and 469.090 to 469.1082; and WHEREAS, this Agreement shall constitute a cooperation agreement between the parties, as contemplated by Minnesota Statutes, §§469.041, clause (8) and 469.101, subdivisions 5 and 14; and WHEREAS, the Grantee submitted an application for a Redevelopment Incentive Grant (the "Application") in response to a request for proposals issued by the Agency and will use the grant funds made available under this Agreement to help fund the project identified in Attachment A (the "Project"); and WHEREAS, the Agency has concluded that the Grantee has the necessary expertise, skill and ability to successfully complete the Project and that the Project is in the best interests of the Agency and will positively contribute to meeting the goals of the Program; and WHEREAS, the Grantee is a municipality of Carver County that is supportive of the Agency's mission and of the development of affordable housing; and WHEREAS, the Agency agrees to provide grant funds to the Grantee pursuant to the Program and Resolution No. 16-30, subject to the terns, conditions, and clarifications hereof. NOW THEREFORE, in consideration of the mutual covenants and agreement contained herein, the Agency and the Grantee agree as follows: ARTICLE 1: TERMS OF GRANT 1.01 Grant Amount: The Agency agrees to provide a grant to the Grantee in the amount of Thirty Thousand Dollars ($30,000) (the "Grant") from the Program upon the terms and conditions and for the purposes set forth in this Agreement. 1.02 Match Requirement: The Grantee shall match the total Grant amount received from the Agency based upon the expenditure of two dollars ($2.00) of Grantee funds for each one dollar ($1.00) of Grant funding ("Matching Funds"). Such Matching Funds shall (a) constitute the actual expenditure of Grantee funds on the Project described in Attachment A and not "in kind" contributions and (b) be in balance at the time of each Grant disbursement pursuant to Section 1.06 hereof. The source and amount of Matching Funds shall be identified by the Grantee in each Reimbursement Request, as described in Section 1.06. 1.03 Use of Funds: The Grantee agrees to use the proceeds of the Grant solely for the purposes and activities described in Attachment A. A Project summary that identifies eligible uses of Grant proceeds, as approved by the Agency, is contained in Attachment A ("Eligible Uses"). Grant funds shall not be used for (a) construction costs, (b) soft costs related to the Project, (c) costs not included in the Application, (d) residential rehabilitation or house moving or (e) administration expenses. SCANNED 1.04 Grant Term: The Project shall be completed in a timely manner and all Grant funds will be expended upon eighteen (18) months of the date of this Agreement, April 26, 2018 (the "End Date"). 1.05 Term Extension: The End Date may be extended beyond the original End Date at the sole discretion of the Executive Director of the Agency. The Grantee must submit any extension request in writing at least thirty (30) calendar days prior to the End Date (a) stating the reason for the extension request, (b) providing a proposed new End Date and (c) describing in reasonable detail proposed changes to the Project activities and budget, if any. The End Date may be extended only once and the extension shall not exceed one (1) year beyond the original End Date. 1.06 Disbursement of Grant Funds: The Agency will disburse Grant funds in response to written reimbursement requests ("Reimbursement Requests") submitted to the Agency by the Grantee upon forms provided by the Agency and accompanied by (a) copies of bills and invoices from third parties for which Grantee seeks reimbursement and (b) proof of expenditure of Matching Funds in an amount at least equal to two times the amount of the Reimbursement Request. Subject to verification of the facts contained each Reimbursement Request and a determination of compliance with the terms of this Agreement, the Agency will disburse the requested amount to the Grantee within fourteen (14) days after receipt of each Reimbursement Request. 1.07 Release of Unused Grant Funds: Upon the earlier of (a) Completion of the Project or (b) the End Date (the "Grant Release Date"), any Grant funds not previously disbursed to the Grantee for any reason shall be automatically released from the terns of this Agreement. ARTICLE 2: ACCOUNTING, AUDIT AND REPORTING REQUIREMENTS 2.01 Accounting and Records: The Grantee agrees to accurately and completely establish and maintain detailed accounts and records relating to the receipt and expenditure of all Grant funds received under this Agreement. Such accounts and records shall be kept and maintained by the Grantee for a period of six (6) years following the Grant Release Date. Such financial records shall sufficiently evidence the nature and expenditure of all Match Funds required. Accounting methods shall be in accordance with generally accepted accounting principles. 2.02 Audits: The accounts and records of the Grantee described in Section 2.01 shall be audited in the same manner as all other accounts and records of the Grantee and may, for a period of six (6) years following the Grant Release Date, be inspected on the Grantee's premises by the Agency or individuals or organizations designated by the Agency, upon reasonable notice thereof to the Grantee. The books, records, documents and accounting procedures relevant to this Agreement are subject to examination by the State Auditor in accordance with State law. 2.03 Report Requirements: The Grantee shall periodically report to the Agency regarding the status of Project activities and the expenditures of the Grant funds. Reports are due on each May 31" and November 30'" during the Grant term, as defined in Section 1.04. A final report is due sixty (60) days following the Grant Release Date. This reporting requirement and all others required in this Agreement shall survive the termination or expiration of this Agreement. 2.04 Appraisal: The Grantee represents that an appraisal has been or will be carried out to determine the fair market value of any real property to be acquired as a part of Project activities and that any purchase offer and price paid was made based on the appraised value. The Grantee further represents that such appraisal conforms to Uniform Standards of Professional Appraisal Practice (USPAP) requirements and was performed by a qualified appraiser licensed in the State of Minnesota. 2.05 Acquisition and Relocation: The Grantee represents that all Project activities comply with all aspects of Minnesota Statutes, §§117.50 to 117.56 and the United States Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended, if applicable. v 2.06 Environmental Site Assessment: The Grantee represents that a Phase I Environmental Site Assessment or other environmental reviews have been or will be carried out, if such environmental assessment or review is appropriate for the scope and nature of the Project activities funded by this Grant and that any environmental issues have been or will be properly and adequately addressed. Issuance of this Grant neither implies any Agency responsibility for contamination, if any, at the Project site nor imposes any obligation on the Agency to participate in any pollution cleanup of the Project site if such cleanup is undertaken or required. 2.07 Public Bidding: The Grantee, in the expenditure of Grant funds, shall at all times comply with the requirements of Minnesota Statutes, §§469.015 and 471.345. ARTICLE 3: GRANTEE REPRESENTATIONS AND WARRANTIES 3.01 Authority: Grantee warrants that it is duly organized under applicable laws of the State of Minnesota and that it has authority to execute, deliver, and perform its obligations under this Agreement. 3.02 Use of Grant Funds: Grantee warrants that it shall use the proceeds of the Grant solely for Eligible Uses in accordance with Section 1.03 hereof. 3.03 Project Site Acknowledgements: The Grantee shall acknowledge the assistance provided by the Agency and Carver County in promotional materials, press releases, reports and publications relating to the Project activities that are funded in whole or in part with the Grant funds. The acknowledgement should contain the following language: "Financing for this project was provided by the Carver County CDA Redevelopment Incentive Grant Program and support from Carver County". Until the Project is completed, the Grantee shall ensure the above acknowledgement language, or alternative language approved by the Executive Director of the Agency, is included on all signs located at Project or construction sites that identify Project funding partners or entities providing financial support for the Project. 3.04 Assignment: Grantee shall not cause or permit any voluntary transfer, assignment, or other conveyance of this Agreement without the written consent of the Agency, which said consent may be withheld it the Agency's sole discretion. Any non -approved transfer, assignment or conveyance shall be void. 3.05 Indemnification: Grantee shall defend, hold harmless and indemnify the Agency and its elected and appointed officials, officers, agents and employees from and against all claims, liability, costs expenses, loss or damages of any nature whatsoever, including reasonable attorney's fees, arising out of or in any way connected with its failure to perform its covenants and obligations under this Agreement and any of its operations or activities related thereto, excluding the willful misconduct or the gross negligence of the person or entity seeking to be defended, indemnified, or held harmless. The provisions of this paragraph shall survive the termination of this Agreement. This indemnification shall not be construed as a waiver on the part of either the Grantee or the Agency of any immunities or limits on liability provided by applicable State law. ARTICLE IV: DEFAULT AND REMEDIES 4.01 Default Defined: The term "Default" shall mean, whenever it is used in this Agreement (a) any failure by the Grantee to substantially observe or perform any material covenant, condition, obligation or agreement on its part to be observed or performed hereunder or (b) any material breach of any representation set forth herein. 4.02 Remedies: Whenever a Default occurs, the Agency may immediately, without notice, suspend its performance under this Agreement. After providing thirty (30) days written notice to Grantee of a Default, but only if the alleged Default has not been cured within said thirty (30) days or, if the alleged Default cannot be cured within said thirty (30) days, within such time as is reasonably determined by the Agency as necessary to cure (assuming Grantee diligently pursues such cure), the Agency may (a) terminate this Agreement by written notice, upon which all non -disbursed Grant Funds shall be released, and/or (b) pursue whatever action, including legal, equitable or administrative action, which may appear necessary or desirable to collect any amounts due under this Agreement or to enforce the performance and observance of any obligation, agreement, or covenant hereof. 4.03 No Remedy Exclusive: No remedy herein conferred upon or reserved to the Agency 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 other 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 such right and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the Agency to exercise any remedy reserved to it, it shall not be necessary to give notice, other than such notice as provided in Section 4.02. 4.05 No Additional Waiver Implied by One Waiver: In the event any agreement contained in this Agreement should be breached by the Grantee and thereafter waived by the Agency, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other concurrent, previous or subsequent breach hereunder. ARTICLE 5: GENERAL PROVISIONS 5.01 Amendments: The Agency and the Grantee may amend this Agreement by mutual agreement and shall be effective only on the execution of written amendments signed by authorized representatives of the Agency and the Grantee. 5.02 Equal Opportunity: The Grantee agrees it will not discriminate against any employee or applicant for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, membership or activity in local civil rights commission, disability, sexual orientation or age and will take affirmative action to insure applicants and employees are treated equally with respect to all aspects of employment, rates of pay and other forms of compensation, and selection for training. 5.03 Conflict of Interest: The members, officers and employees of the Grantee shall comply with all applicable state statutory and regulatory conflict of interest laws and provisions. 5.04 Severability: If one or more provisions of this Agreement are found invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, the remaining provisions shall not in any way be affected, prejudiced, disturbed or impaired thereby, and all other provisions of this Agreement shall remain in full force. 5.05 Time: Time is of the essence in the performance of the terms and conditions of this Agreement. 5.06 Contacts: Reimbursement Requests, written reports and correspondence submitted to the Agency pursuant to this Agreement shall be directed to: Carver County CDA Attn: Allison Streich, Deputy Director of Carver County CDA 705 North Walnut Street Chaska, MN 55318 Any notice, demand, or other communication under the Agreement to the Grantee shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally to Grantee at: City of Chanhassen 7700 Market Blvd PO Box 147 Chanhassen, MN 55317 or at such other address that Grantee may, from time to time, designate in writing. Mailed notices shall be deemed duly delivered two (2) business days after the date of mailing. 4 f 5.07 Warranty of Leval Caoacity: The individuals signing this Agreement on behalf of the Grantee and on behalf of the Agency represent and warrant on the Grantee's and the Agency's behalf respectively that the individuals are duly authorized to execute this Agreement on the Grantee's and the Agency's behalf, respectively and that this Agreement constitutes the Grantee's and the Agency's valid, binding and enforceable agreements. 5.08 Counterparts: This Agreement may be executed in multiple counterparts, and all such executed counterparts shall constitute the same Agreement. It shall be necessary to account for only one (1) such counterpart executed by each party hereto in proving the existence, validity or content of this Agreement. IN WITNESS WHEREOF, the Grantee and the Agency have caused this Agreement to be executed by their duly authorized representatives. This Agreement is effective on the date of final execution by the Agency. Agency: The Carver County Community Development Agency 13y: Grantee: City of Chanhassen Julie Frick, Executive Director Dated: By: Its. t�� ZIy,- Dated: �d —Z$' 2ej Y ATTACHMENT A Project Name: Chanhassen Shoppes, LLC/Chick-fil-A Location: 445 79b St W Chanhassen, MN 55317 Redevelopment Project Description: The site currently has a 10,000 square -foot one-story multi -tenant retail building, Highway 5 Centre. The property has an area of 1.32 acres. The site is being redeveloped for the construction of a one-story 4,775 square -foot building with a drive-thru for a restaurant — Chick-fil-A Project Activities: Budget: Storm Water Connection Fees $39,994.28 Voluntary Remediation Program -Enrollment Application submitted -prepared by Brawn Intertec, seeking an approved Response Action Plan (RAP) which was granted by the MPCA on August 17, 2016 $4,500.00 Geotechnical Evaluation of soils by Brawn $5,420.00 Pre -demolition hazardous building materials inspection $7,185.00 Environmental Site Assessment -Phase I and Phase II $2,200.00 Installation of vapor barrier/venting system $23,500.00 Total $82,799.68 Funding Sources: Amounts: Initiative Funds $30,000.00 Private Financing $52,799.68 Total $82,799.68 CITY OF C HANHASSE N Chanhassen is a Community for Life- Providing for Today and Planning forTomorrow November 9, 2016 Carver County Community Development Agency Attn: Allison Streich, Deputy Director 705 North Walnut Street Chaska, MN 55318. Dear Ms. Streich, Please find attached the Community Growth Partnership Grant request for reimbursement. I have attached the reimbursement form and the appropriate attachments. Please feel free to contact me if you have any questions. I can be reached at 952-227-1139 or by email at kaanenson@ci.chanhassen.nin.us. Sincerely, Kathryn Aanenson, AICP Community Development Director &\plaMmonomic developmmkover letter reimbun men[.docx PH 952.227.1100 • www.ci.chanhassen.mn.us • FX 952.227.1110 7700 MARKET BOULEVARD • PO BOX 147 • CHANHASSEN • MINNESOTA 55317 Reimbursement Request Form for Carver County CDA Redevelopment Grant ProjectName: ehQh�4sSffn SNDPV�esj LI-c/ chtct'clI-cl DateofRequest: It'Q 10 Requested Amount: $ 50l Ot-0•oD Grant Termination Date: q, (� Reimbursement Request Number: Time Period covered: Se pkmDe I zolk Please refer to Grant Agreement for activities and items approved for reimbursement when completing the following table. Activity Budget Beginning* Balance Amount Re nested End* Balance Match Amount Match Source(s) _ Fun p * Note: If this is second or subsequent requests, Beginning Balance of Request #2 is the End Balance of Request #1, etc. Copies of invoices payment documentation and verification of matching funds must accompany this request. Grantee: Ct Project Manager: 06" itaptn o(1 Title: (�O MMuhiAl( beVeppmeh4- Phone: asZ- ( l3 I certify that the amounts Grant Program Grant Agi Grantee Signature: Original Grant Award: f3010x-0V This Request: 1.6, 0M• © o Remaining Balance: o �d for the a e listed activities are eligible under the Carver County CDA Redevelopment Incentive for this p sect. 'Y at Date: CITY OF CHANHASSEN 6 CH C GO, IWNOISJL 163495 7700 MARKET BLVD., P.O. BOX 147 22A CHANHASSEN, MN 55317 710 (952) 227-1140 Pay THIRTY THOUSAND AND XX / 100 To the order of CHANHASSEN SHOPPES LLC ATTN: JAY SCOTT 9478 RILEY LAKE ROAD EDEN PRAIRIE, MN 55347 Data 9/22/2016 "a&631,95'in 1:0730002881: 204552Loll' Check Date: 09/22/2016 Cheek Amount: 30,000.00 Vendor No: CHASHO Vendor Name: CHANHASSEN SHOPPES LLC Vendor Aeet No: Amount $30,000.00 Invoice Number Date Description Amount 09152016 09/15/2016 Storrnwaterfees- 445 West79th 30,000.00 Street ATTACHIIINT A Project Name: Chanhassen Shoppes, LLC/Chick-fil-A Location: 445 79 St W Chanhassen, MN 55317 Redevelopment Project Description: The site currently has a 10,000 square -foot one-story multi -tenant retail building, Highway 5 Centre. The property has an area of 1.32 acres. The site is being redeveloped for the construction of a one story 4,775 square -foot building with a drive-thru for a restaurant - Chick-fil-A Project Activities: Budget: _ Storm Water Connection Fees $39,994.28 Voluntary Remediation Program -Enrollment Application submitted -prepared by Brawn lntertec, seeking an approved Response Action Plan (RAP) which was granted by the MPCA on August 17, 2016 $4,500.00 Geotechnical Evaluation of soils by Brawn $5,420.00 Pre -demolition hazardous building materials inspection $7,185.00 Environmental Site Assessment -Phase I and Phase II $2,200.00 Installation of vapor barrier/venting system $23,500.00 Total 582,799.68 - Amounts: Funding Sources: Initiative Funds $30,000.00 Private Financing $52,799.68 Total $82 799.68 COMMUNITY GROWTH PARTNERSHIP GRANT APPLICATION Chanhassen Shoppes, LLC/Chick-fil-A, Inc. Index 1. Summary of Grant Request. 2. Application. I Letter confirming issuance of Stormwater Credit and copy of check. 4. Resolution approving application for funding & condition showing original Stormwater fee amount. 5. Redevelopment Plan/Staff Report. 6. Document of Commitment. 7. Appraisal or Assessors Current & projected Value. 8. Photo of building that was demolished. 9. New Site Plan and Building Elevation — Chick-fil-A. 10. Map showing property boundaries with north arrow and bar -scale. 11. Site History. 1. SUMMARY OF GRANT REQUEST City of Chanhassen Grant Summary Proposal After taking inventory of their final expenses, Chick-fil-A was in doubt about moving forward with their proposed restaurant in Chanhassen. They contacted the owner of the proposed site, Jay Scott from Solomon Real Estate Group, and informed him that they would not be closing on the property due to higher development costs then they had budgeted for. After several weeks of deliberation on what steps could be taken to help reduce Chick-fil-A's costs, Mr. Scott made a concession to substantially lower the final purchase price, with the understanding that the City of Chanhassen would be successful in receiving the Community Growth Partnership Grant from Carver County Community Development (CCDA) in the amount of $30,000. To keep the project on schedule and beat winter construction, Mr. Scott and the City of Chanhassen took the risk of closing with Chick-fil-A without certainty that the city would receive the grant. The City of Chanhassen granted Mr. Scott a credit to the development's stormwater connection fees in the amount of $30,000, thereby reducing their connection fees to $9,994.68, in the hope the city would get reimbursed through the Community Growth Partnership Grant in the amount of $30,000. Thank you for considering our request. g:lp1an12016 planning c \2016-% chick-fila\city of chanhas pant nmunaq propowl.docx 2. APPLICATION 7. Itemize Redevelopment Plan expenses. Itemized Use of Funds/Expenses Costs Funding Source Storm Water Connection Fees (see attachment #3) $39,994.28 Private Financing Voluntary Remediation Program -Enrollment Application submitted -prepared by Bran Intertec, seeking an approved Response Action Plan (RAP) which was granted by the MPCA on AuEst 17, 2016 $4,500.00 Geotechnical Evaluation of soils by Brain $5,420.00 Pre -demolition hazardous building materials inspection $7,185.00 Environmental Site Assessment -Phase I and Phase 11 $2,200.00 Installation of vapor barrier/venting system $23,500.00 Total: $82,799.68 8. Environmental Benefits. • Has the Redevelopment Plan area been found or suspected to be contaminated? Yes • Does your Redevelopment Plan include the cleanup of contaminated soils, hazardous waste or materials? If Yes, please describe information on type of cleanum what measures have been taken to address the contamination consultant reports and/or Response Action Plan The project received an approval from the MPCA for the proposed Response Action Plan (RAP). The developer will install a vapor barrier venting system beneath the building. Describe positive environmental impacts of the redevelopment plan. • Enrolled in the Voluntary Reclamation Program through the MN Pollution Control Agency • Installation of the Vapor BarrierNenting system - $23,500.00. • The developer has received approval from the MPCA for their Response Action Plan. 9. Housin2 Affordability. Indicate the number of housing units planned in the Redevelopment Plan. Attach separate sheet if necessary. Total -# of Units # of Owner Units # of Rental Units Proposed Rents/ Sales Prices Single Family Townhouse Apartments/Condominiums Duplexes t Other: COMMUNITY GROWTH PARTNERSHIP GRANT APPLICATION Introduction. This application requests information about the redevelopment plan, project, and activities. The Redevelopment Plan question portion of the application refers to the entire redevelopment area. The project and activity question portion of the application refers to the specific work to be completed in the redevelopment plan area. General Information Project Name: Chanhassen Shoppes. LLC. Chick-fil-A Applicant City: City of Chanhassen Applicant Address: 7700 Market Blvd, P.O. Box 147, Chanhassen MN 55317 Application/Project Contact: Kate Aanenson, AICP. Community Development Director Email Address: kaanensonoa,ci.chanhassen.mn.us Phone Number: 952-227-1139 Authorized Official(s) for Execution of Contracts (name and title): Todd Gerhardt, City Manaeer How much funding are you requesting? $30,000 Credit for Stormwater Connection Fees (see attached letter dated September 15, 2016) 1. Describe Redevelopment Plan including the city's goals and need for the Redevelopment Area and anticipated businesses, housing units, and other proposed components. The site currently has a 10,000 square -foot one-story multi -tenant retail building, Highway 5 Centre. The property has an area of 1.32 acres. The site is being redeveloped for the construction of a one-story 4,775 square -foot building with a drive-thru for a restaurant — Chick-fil-A (see attachment #5). 2. Has an end user committed to redevelopment of site? Yes, Chick-fil-A (see attachment #6 for documentation of commitment). 3. Provide a brief history of the site including previous uses, activities, prior or existing contamination, and other attempts at redevelopment. The site was previously occupied by the Prairie House Restaurant building. The building was demolished April 3-10, 1996 to prepare the site for future development. On July 22, 1996, the City approved a 10,000 square -foot one-story multi -tenant retail building, Highway 5 Centre, on a 1.06-acre site, SPR#96-03. On May 9, 2016, the Chanhassen City Council approved the site plan for a 4,775 square -foot one-story building with a drive-tbru and a variance for hard cover for the construction of Chick-fil-A. After taking inventory of their final expenses, Chick-fil-A was in doubt about moving forward with their Proposed restaurant in Chanhassen. They contacted the owner of the proposed site, Jay Scott from Solomon II. PROJECT AND ACTIVITY QUESTIONS 1 Project site address(es): 445 79th Street West Chanhassen, MN 55317 Acreage of site: 1.32 acres Number of parcels: Was two, now combined into one Is the Project site publicly or privately owned? 1.06 acres privately owned and .26 acres publicly owned that was sold to the developer for a total of 1.32 acres The city sold 0.26 acres to the developer, below market value, in order for the development to improve a nonconforming hard surface coverage Current Project site owner(s): Chick-fil-A, Inc. 5200 Buffington Road, Atlanta, GA Current appraised or assessed value of the site: $1,710,600 Projected appraised or assessed value of the site after Redevelopment: See attachment #7 for assessed value. After Redevelopment is complete, will the Project site be publicly or privately owned? Privately Post -redevelopment Project site owner(s): Chanhassen Shoppes LLC, Jay Scott, Solomon Real Estate Group, 11995 Singe Tree Lane, Suite 240 Eden Prairie MN 55344 When the acquisition has/will be completed? September 6. 2016 Legal description of Project site (may be separate attachment): Includes two lots: Lot 2. Block 1. Zamor Addition. I. Describe the Project including location map, photos, and current and projected site plans. Maps should include property boundaries, north arrow, and bar scale. The site is being redeveloped into a one-story building to be occupied by a drive-thru restaurant: Chick-fil-A (see attachments #9 and #10). 2. Describe the Activities that are part of the Project. Is demolition of slum or blighted buildings or other structures an Activity of the Project? The existing building is 20 years old and is deficient in many of the city's standards including storm water, architecture, hard -surface coverage and storm water management. City approved a 10,000 square -foot one- story multi -tenant retail building, called the Highway 5 Centre, on July 22, 1996 on a 1.06-acre site, SPR#96-03. The site was previously occupied by the Prairie House Restaurant building. The building was demolished April 3-10, 1996 to prepare the site for future development. The existing building is deficient in surface water rate and treatment. The existing development has a hard cover of 81.9 percent. However, with the expansion of the site through the acquisition of the easterly portion of the site, it will have a weighted hard cover of 65.8 percent. The proposed development requested a variance to have a hard cover of 77.5 percent. Landscaping for the proposed development includes 3,436 square feet of landscaped area around the parking lot, landscape islands or peninsulas, and 13 trees for the parking lot. 3. How many residential buildings are on Project site? N/A Commercial buildings? N/A 4. How many residential buildings are vacant? N/A Commercial buildings? One • Domino's Pizza — The restaurant relocated to anew location in downtown Chanhassen. • The Hockey Stop —The tenant relocated to anew location in downtown Chanhassen. 9. Readiness to Proceed. Please provide detailed project timeline withal] actions, phases, and anticipated dates for completion. The project has started in anticipation of receiving Community Growth Partnership Grant Funds. Demolition has begun. The building permit has been reviewed and is ready to issue. 10. Please indicate whether any of the following entitlement or due diligence actions are required or have been completed for the Project: Zoning amendments or variances: 1 Status: There is an existing hard cover variance. The proposed development will reduce this nonconformity. Comprehensive plan amendment: The site is guided commercial. Status: The request is consistent with the comprehensive plan. Environmental review: Applied and completed. Status: Received Market or feasibility study: Status: N/A Project Information Describe the city's goals and need for this project. This area contained an underutilized building that was dated and did not conform to current ordinance standards. The site also had deteriorating infrastructure. This was an opportunity to introduce those needed improvements. Describe the type and scope of the planning project. The development consisted of demolishing an existing 10,000 square -foot building and building a 4,800 square -foot drive-thru restaurant. See attachment #5 for detailed information. Describe the redevelopment project, if established, for which this planning project is a component. As mentioned above, the intent was to redevelop and introduce much needed improvements to this area. The development was review by the Planning Commission and approved by the City Council. Who will perform this planning project? Chanhassen Shoppes, LLC. Describe all other funding sources. •� _ 111 111 When is the planning project expected to be completed? Expected to be completed in 2017. g:\plankconomic developmenPoommunity growth partner initiatives 2nd draft.docx 3. LETTER CONFIRMING ISSUANCE OF STORMWATER CREDIT AND COPY OF CHECK 0 CITY OF CAANHASSEN 7700 Market Boulevard PO Box 147 Chanhassen, MN 55317 Administration Phone:952.2271100 Fax: 952.2271110 Building Inspections Phone: 952.227.1180 Fax:952.227.1190 Engineering Phone:952.227.1160 Fax:952.227.1170 Finance Phone. 952.227.1140 Fax: 952.227.1110 Park 6 Recreation Phone:952.227.1120 Fax: 952.227.1110 Recreation Center 2310 Coulter Boulevard Phone:952.227.1400 Fax:952.227.1404 Planning & Natural Resources Phone: 952.227.1130 Fax: 952.227.1110 Public Works 7901 Park Place Phone: 952.227.1300 Fax: 952.227.1310 Senior Center Phone: 952.227.1125 Fax: 952.227,1110 Website www.ci.dsmhassen.mn.us September 15, 2016 Mr. Jay M. Scott Chief Manager Solomon Real Estate Group 11995 Singletree Lane, Suite 240 Eden Prairie, MN 55344 Re: Chanhassen Shoppes, LLC/Chick-fil-A, Inc. Dear Mr. Scott: This letter is to inform you that the City of Chanhassen is issuing a credit in the amount of $30.000 for regional treatment of stormwater to the Chick-fil-A, Inc. development located at 445 West 79'h Street. This credit will reduce the development's overall stormwater fees to $9,994.68. Enclosed please find a check in the amount of $30,000 representing this credit. If you have any questions, please do not hesitate to call me at 952-227-1 119. Sincerely, Todd Gerhardt City Manager TG:km Enclosure gAplW2016 Planning Mr 2016418 chick•ril- inam,mh cmhl iota 09.l5.2r116.drca Chanhassen is a Community for Life . Providing for Today and Planning for Tomorrow 4. RESOLUTION APPROVING APPLICATION FOR FUNDING AND CONDITION SHOWING ORIGINAL STORMWATER FEE AMOUNT CERTIFICATION STATE OF MINNESOTA ) ) ss COUNTY OF CARVER ) I, Kim T. Meuwissen, duly appointed and acting Deputy Clerk for the City of Chanhassen, Minnesota, do hereby certify that I have compared the foregoing copy of Resolution No. 2016-59 "Approving Application for Funding from the Carver County Community Development Agency Community Growth Partnership Incentive Grant Program" adopted by the Chanhassen City Council on September 12, 2016 with the original copy now on file in my office and have found the same to be a true and correct copy thereof. Witness my hand and official seal at Chanhassen, Minnesota, this 16`s day of September, 2016. T Kun . Meuwissen, Depu Jerk 4. The London plane -tree and Norway maple listed in the Plant Schedule shall be replaced with appropriate species from the city's Approved Tree List. Water Resources: 1. Sheet C-3.1 the two swales/basin areas shown on the southern property boundary shall be stabilized as soon as possible after going on-line but no more than 48 hours afterwards. 2. The Stormtech system shall be owned and maintained by the property owner. 3. A drainage and utility easement shall be recorded over the Stonmtech system and the two basins located south of the parking lot. 4. The design shall be modified to prevent the wall from experiencing inundation. In the event this is not possible, the drainage and utility easement shall clearly state that the retaining wall is the sole responsibility of the property owner. 5. The applicant shall prepare an operations and maintenance manual which shall include a schedule of inspection as well as anticipated routine maintenance to maintain performance of the storm water convenience and treatment system in perpetuity or until such a time as all parties agree it is no longer necessary. This document shall include persons responsible for inspections and maintenance and shall be recorded against the property. 6. The city or their representative shall be granted rights to come onto the property during and after construction of the site to inspect the facility. 7. Inspection reports and maintenance records regarding the storm water treatment system shall be made available to the City within 30 days of receiving a written request. 8. The applicant must evaluate the conveyance downstream to assure adequate capacity exists. 9. The applicant shall be responsible for all other agency permits such as MPCA, RPBCWD, MN DOT, MNDOT, et al. 10. The stormwater connection fees will be due at lot consolidation. The fee is $39,994.68. 6. General Conditions. The general conditions of this Permit are attached as Exhibit "A" and incorporated herein. CITY OF CHANHASSEN M Denny Laufenburger, Mayor Todd Gerhardt, City Manager 5. REDEVELOPMENT PLAN/STAFF REPORT 7700 Market Boulevard PO Box 147 Chanhassen, MN 55317 Administration Phone:952.227.1100 Fax: 952.227.1110 Building Inspections Phone:952.227.1180 Fax:952.227.1190 Engineering Phone: 952.2271160 Fax: 952.227.1170 Finance Phone: 952.227.1140 Fax: 952.227.1110 Park 6 Recreation Phone:952.227.1120 Fax: 952227.1110 Recreation Center 2310 Coulter Boulevard Phone: 952227.1400 Fax:952.227.1404 Planning It Natural Resources Phone: 952227.1130 Fax: 952.227.1110 Public Works 7901 Park Place Phone:952.2271300 Fax: 952.2211310 Senior Center Phone:952.227-1125 Fax 952.227.1110 Webslte www.ci.chanhassen.mmus MEMORANDUM TO: Todd Gerhardt, City Manager FROM: Bob Generous, Senior Planner DATE: May 9, 2016 ow SUBJ: Planning Case #2016-08 — Chick-fil-A Site Plan Review with a Variance PROPOSED MOTION "The Chanhassen City Council approve the site plan with a variance for hard surface coverage subject to conditions of approval and adopts the findings of fact." City Council approval requires a simple majority vote of City Council. EXECUTIVE SUMMARY The applicant, Cbick-fil-A, Inc. is requesting site plan review with a variance to permit 77.5 percent hardcover on a 1.32-acre parcel for a 4,775 square, one-story restaurant building with a drive-thru. PLANNING COMMISSION SUMMARY The Planning Commission held a public hearing on April 19, 2016 to review the proposed site plan with a variance for hard cover. The Planning Commission voted five for and none against to recommend that City Council approve the development. Planning Commission discussed the shared access and potential shared parking with the property to the west. There is currently an access and parking easement in place which the property owner has sent to the city. They intend to keep the easement in place with some clarification on maintenance responsibility. The Commission also was concerned that the storm water facility was adequate for the development. They applicant's Engineer needs additional information to verify this, but intends to meet the requirements of the city and watershed district. Finally, the city had the applicant review the traffic impacts of the development. The study was expanded to include the intersection of Market Boulevard and West 79's Street. Potential improvements and mitigation measures were included in the study. Planning Commission minutes for April 19, 2016 are included in the consent agenda for the May 9, 2016, City Council packet. Chanhassen is a Community for Ufa - Providing for Today and Planning for Tomorrow PC DATE: April 19, 2016 L —_— e- a PROPOSED MOTION: CC DATE: May 9, 2016 REVIEW DEADLINE: May 17, 2016 CASE #: 2016-08 BY: RG, JM, JS, SS, ML, TJ "The Chanhassen Planning Commission recommends that City Council approve the site plan with a variance for hard surface coverage subject to conditions of approval and adopts the findings of fact and recommendation." SUMMARY OF REQUEST: Site Plan Review with a Variance from the hard cover requirement to construct a 4,775 square -foot restaurant with a drive thru — Chick-fil-A. LOCATION: 445 West 79th Street (Lot 2, Block 1, Zamor Addition) `K_ APPLICANT: Chick-fil-A Inc. Chanhassen Shoppes, LLC. 5200 Buffington Road 9478 Riley Lake Road Atlanta, GA 30349 Eden Prairie, MN 55347 (404) 68408530 (651) 336-6060 Lason.hilIC cfacorp.com JavScott6dsolomonrexom PRESENT ZONING: Highway and Business Services District (BH) 2020 LAND USE PLAN: Commercial ACREAGE: 1.32 acres DENSITY: 0.08 F.A.R. LEVEL OF CITY DISCRETION IN DECISION-MAK NG: The city's discretion in approving or denying a Site Plan is limited to whether or not the proposed project complies with Zoning Ordinance requirements. If it meets these standards, the city must then approve the site plan. This is a quasi-judicial decision. The city's discretion in approving or denying a Variance is limited to whether or not the proposed project meets the standards in the Zoning Ordinance for a variance. The city has a relatively high level of discretion with a variance because the applicant is seeking a deviation from established standards. This is a quasi-judicial decision. Notice of this public hearing has been mailed to all property owners within 500 feet. PROPOSAL/SUMMARY The applicant, Chick-fil-A, Inc. is requesting site plan review with a variance to permit 77.5 percent hardcover on a 1.32-acre parcel for a 4,775 square, one-story restaurant building with a drive-thru. Planning Commission 445 West 791° Street — Chick-fil-A — Planning Case 2016-08 April 19, 2016 Page 3of16 Wetland Protection The City of Chanhassen Wetland Inventory, the National Wetland Inventory, a review of historic aerial photography and a site visit did not reveal any indications that wetland is present on either site. Bluf'Protection There are no bluffs or steep slopes present on the site. Shoreland Management The property does not lie within a shoreland overlay district. F000dplain Overlay This property does not lie within a floodplain. ARCHITECTURAL COMPLIANCE Joum ano West hlevatlons North and East Elevation Planning Commission 445 West 79w Street — Chick-fil-A — Planning Case 2016-08 April 19, 2016 Page 5 of 16 Lighting The applicant is proposing light -emitting diode (LED) area lighting throughout the parking lot with a height of 25 feet 6 inches and a 90-degree cut-off angle. Such lighting complies with city code. The applicant is also proposing decorative sconce lighting on the building. Such lighting must also have a 90-degree cut-off, i.e., it may not project upward. They are also proposing mini -wall packs in the trash enclosure. City code does not permit the use of metal halide so this must be replaced. There is one spotlight proposed on the east side of the building. City code only permits this type of lighting for the United States of America flag. Signage The applicant is proposing signage on the east, south and west elevations of the building. The applicant has street frontage on the east, south and north sides of the building which would permit wall signage on each of these elevations. However, they intend to forgo the wall signage on the north elevation and locate it on the west elevation instead, which is also their main entrance to the building. Signage must comply with the standards for Highway and Business Services District and will require a separate sign permit application and review for each proposed sign. Wall signs shall use individual dimension letters. The applicant shows a pylon sign on the south side of the building. This pylon may not be located within the drainage and utility easement or within 10 feet of the property line. The pylon sign shall be relocated on the site to comply with city code. The pylon sign may be 16 feet tall with 64 square feet of display area. Company logos shall not occupy more than 30 percent of the sign display area. Pylon sign shall use individual dimension letters, at least one-half inch deep. Site Furnishings The applicant is proposing a patio seating area on the south side of the building. With the redesign of the drive-thru beginning with a one lane entry, this patio area may be enlarged. A decorative fence shall separate the patio from the drive-thru. Landscaping Minimum requirements for landscaping at the proposed development include 3,436 sq. ft. of landscaped area around the parking lot, landscape islands or peninsulas, 13 trees for the parking lot. The applicant's proposed as compared to the requirements for landscape area and parking lot trees is shown in the following table. Planning Commission 445 West 79'" Street — Chick-fil-A — Planning Case 2016-08 April 19, 2016 Page 7 of 16 Lot Frontage and Parking Location The lot fronts on three public streets: Highway 5, Great Plains Boulevard and West 79"' Street. Its only access is via West 79th Street. Parking is located to the north and west of the building. EASEMENTS There are several existing easements on this property as shown on the survey. An existing access control for MnDOT's Trunk Highway 5 is along the southern property line. This property is subject to a cross -easement for parking with the adjacent property to the west. A drainage & utility perimeter easement for the city was dedicated with the original ZAMOR ADDITION plat. Several proposed items are shown within the city's drainage and utility easement, including: both retaining walls, clearance bar post for the drive-thru and the Chick-fil-A monument sign. These items must be moved out of the easement or the applicant must enter into an encroachment agreement with the city after, but concurrent to the site plan agreement. An additional drainage and utility easement shall be recorded over the two drainage basins located south of the parking lot. GRADING AND DRAINAGE Drainage The majority of the site drains to the south and west into the MNDOT right-of-way and eventually reaches Rice Marsh Lake. The proposed site plan generally keeps the same drainage pattern. The water will be captured and directed to an underground treatment system to meet water quality, water quantity and rate control requirements. The neighboring property to the west has indicated to staff in the past that they experience minor flooding in their parking lot during certain rain events. As designed, it appears that approximately 20 to 25 feet of the entire western parking lot south of storm manhole 25, will not be captured by the proposed system but will continue to drain onto the neighboring property. The applicant shall consider modifications to site grading, catch basin placement or both to minimize to the maximum extent practicable, the amount of runoff leaving the site in this area In order to verify that the grading plan will not cause runoff to flow towards structures, the first floor elevations of buildings on adjacent lots and the elevation at the comers of the proposed building shall be shown on the plans. Existing and proposed elevations shall be shown at each corner of the lot to verify the plan will tie- in successfully to the grading of adjacent parcels. Several flow arrows are pointing in directions contrary to the grading contours. The arrows shall be revised to show a flow pattern consistent with the contours. Planning Commission 445 West 79"' Street — Chick-fil-A — Planning Case 2016-08 April 19, 2016 Page 9of16 PARHING LOT & DRIVE-THRU The drive-thru aisle contains a 23-car stacking from the entrance to the service window. This is greatly in excess of the code requirement for 6 car stacking for fast food restaurants. The applicant is also proposing more parking stalls than City Ordinance requires. These excesses account for a portion of the hardcover variance request. Please see the section on stormwater management for staff's concerns about hardcover and downstream capacity. The applicant's engineer shall verify whether an adequate sight line is provided for vehicles exiting via the eastern site access. Staff is concerned that the pine trees fronting W 79a' Street near the proposed trash enclosure are within the sight triangle for that access. If the trees are an obstruction, the applicant shall prune the trees to provide adequate sight lines or they may be removed subject to the approval of the City's Environmental Resource Coordinator. A pedestrian route is provided to the proposed building through the drive-thru lanes. The applicant's plan shows crosswalk striping and pedestrian crossing signage. Staff recommends use of MN MUTCD approved signage for these crossings. The applicant shall follow the accessibility code for the construction as well as all applicable State and Federal laws. STORM WATER MANAGEMENT Article VII, Chapter 19 of City Code describes the required storm water management development standards. It states that sites must meet the National Urban Runoff Program recommendations of the National Pollution Discharge Elimination System standards, whichever is more restrictive. Section 19-141 states that "these development standards shall be reflected in plans prepared by developers and/or project proposers in the design and layout of site plans, subdivisions and water management features." The NPDES requires that 1 inch of runoff is treated for water quality and that there is a net reduction in runoff volume post -development. Minnesota has elected to meet this requirement through Minimal Impact Design Standard guidelines which requires abstraction of 1.1 inch of runoff from all impervious surface. This standard has been adopted by the Riley -Purgatory -Bluff Creek Watershed District. As well as a 90% reduction in total suspended solids (TSS) and a 60% reduction in total phosphorus (TP). This water quality standard is consistent with Chanhassen removal requirements. Planning Commission 445 West 79's Street — Chick-fil-A — Planning Case 2016-08 April 19, 2016 Page 11 of 16 If the operations and maintenance manual is made for the watershed district this shall be acceptable provided it includes the aforementioned information and the city is granted site access per above. The proposed system will discharge into a basin which will drain into the MN DOT system. During larger rain events, the pipe connecting to the MN DOT system will be full and water will bounce to the west where it will be picked up by an existing flared end section (FES). This FES discharges into the same MN DOT structure as the aforementioned pipe. The applicant must evaluate the downstream conveyance to assure adequate capacity exists. The model shall also be modified to include the area that drains into ST-41 and the area that drains into ST-6 as basins. There is a short wall on the north side of the basin that drains into ST-6. The design should be altered to prevent inundation of base of the wall. The wall should not be within the D&U. If this cannot be done, it must be clearly stated that the wall is the responsibility of the property owner. Storm Water Utility Connection Charges Section 4-30 of code sets out the fees associated with surface water management. A stormwater utility connection charge shall be due at the time of final plat. These fees are based on land use type and are intended to reflect the fact that more intense the development type, the greater the degradation of surface water. This fee will be applied to the new lot of record being created. It is calculate as shown in the table below. In the event that abstraction rates change, the credit will be modified accordingly. Per acre rate Size of new lot in acres Totals Stormwater Development Fee $30,299.00 1.32 $39,994.68 Abstraction Credit 100% of 1.1 inch = 50% reduction $19,997.34 Total due at final plat $19,997.34 PERAUTS Agency A Minnesota Department of Transportation permit will be required for a drainage permit and work within the right-of-way. STREETS, ACCESS AND INTERNAL SITE CIRCULATION Traffic Analysis Staff is working with the applicant's engineer on a traffic analysis for how this proposal will affect Level of Service (LOS) for the intersections at W 79'h Street & Great Plains Boulevard. Planning Commission 445 West 79a' Street — Chick-fil-A — Planning Case 2016-08 April 19, 2016 Page 13 of 16 MISCELLANEOUS The building is required to have an automatic fire extinguishing system. Building plans must be prepared and signed by design professionals licensed in the State of Minnesota. Retaining walls over four high must be designed by a professional engineer and a permit must be obtained prior to construction. Sanitary and storm sewer service must comply with Minnesota State Plumbing Code (see Table 701.1). Detailed occupancy related requirements will be addressed when complete building plans are submitted. The owner and or their representative shall meet with the Inspections Division as soon as possible to discuss plan review and permit procedures. COMPLIANCE TABLE Building Height Building Setback Code 2 stories NA feet N-25'E-10' W-10'S-25' Parking Stalls 60 stalls (One space per 80 square feet) Parking Setback Hard Surface Coverage Lot Area N- 10'E-10' W-0'S-10' 65% 20,000 sq. ft. Proiect 1 story 21 feet N-180'E-27' W-99'5-38' 73 stalls N-1PE-10' W-0'5-10' 77.5% # 57,588 sq. ft. (1.32 ac.) #Applicant is requesting a variance to exceed hard cover. RECOMMENDATION Staff recommends that the Planning Commission recommend approval of the site plan for a 4,775 square foot, one-story building with a drive-thru and a variance for hard cover, plans prepared by HR Green, Inc., dated 02/23/16, subject to the following conditions: Building: 1. The building is required to have an automatic fire extinguishing system. 2. Building plans must be prepared and signed by design professionals licensed in the State of Minnesota. Planning Commission 445 West 791" Street — Chick-fil-A — Planning Case 2016-08 April 19, 2016 Page 15 of 16 Landscaping: I . The applicant shall revise the landscape plan to accommodate more of the required bufferyard trees in the south and east buffer yard areas. 2. The interior width of all landscape island must a minimum of 10 feet. 3. The 8" oak tree located on plans along the southeast property line must be preserved. Revised landscape plans shall note the tree as saved. 4. The London plane tree and Norway maple listed in the Plant Schedule shall be replaced with appropriate species from the city's Approved Tree List. Water Resources: 1. The applicant shall consider modifications to site grading, catch basin placement or both to minimize to the maximum extent practicable, the amount of runoff leaving the site to the west. 2. Sheet C-3.1 the two swales/basin areas shown on the southern property boundary shall be stabilized as soon as possible after going on-line but no more than 48 hours afterwards. 3. The applicant shall do additional subsurface exploration/investigation to provide more substantial evidence that the infiltration system will work as modeled. The method of exploration/investigation shall be left to the applicant and their engineer's discretion. In the event the findings indicate that infiltration is not feasible, stormwater management plans shall be modified accordingly. 4. The Stormtech system shall be owned and maintained by the property owner. 5. A drainage and utility easement shall be recorded over the Stormtech system and the two basins located south of the parking lot. 6. The design shall be modified to prevent the wall from experiencing inundation. In the event this is not possible, the D&U shall clearly state that the retaining wall is the sole responsibility of the property owner. 7. The applicant shall prepare an operations and maintenance manual which shall include a schedule of inspection as well as anticipated routine maintenance to maintain performance in perpetuity or until such a time as all parties agree it is no longer necessary. This document shall include persons responsible for inspections and maintenance and shall be recorded against the property. 8. The city or their representative shall be granted rights to come onto the property during and after construction to inspect the facility. 9. Inspection reports and maintenance records shall be made available to the City within 30 days of receiving a written request. 10. The applicant must evaluate the conveyance downstream to assure adequate capacity exists. 11. The model shall be modified to include the area that drains into ST-41 and the area that drains into ST-6 as basins. CITY OF CHANHASSEN CARVER AND HENNEPIN COUNTIES, MINNESOTA FINDINGS OF FACT AND RECOMMENDATION IN RE: Application of Chick-fil-A Inc. and Chanhassen Shoppes, LLC. for Site Plan review with a variance for hard cover. On April 19, 2016, the Chanhassen Planning Commission met at its regularly scheduled meeting to consider the application of Chick-fil-A Inc. and Chanhassen Shoppes, LLC. for Site Plan Review with a variance to exceed the hard cover to construct a 4,775 square foot, one-story restaurant buildings on the property located at 445 W. 791h Street. The Planning Commission conducted a public hearing on the proposed conditional use and site plan, which was preceded by published and mailed notice. The Planning Commission heard testimony from all interested persons wishing to speak and now makes the following: FINDINGS OF FACT L The property is currently zoned Highway and Business Services District (BH). 2. The property is guided by the Land Use Plan for Commercial uses. The legal description of the property is: Lot 2, Block 1, Zamor Addition 4. Site Plan. In evaluating a site plan and building plan, the city shall consider the development's compliance with the following: a. The proposed development, a commercial redevelopment of the property, is consistent with the elements and objectives of the city's development guides, including the comprehensive plan, official road mapping, and other plans that may be adopted; b. The proposed development is consistent with the site plan review requirements and meets all the specifications of city code subject to compliance with the conditions of approval and approval of the hard cover variance; c. The proposed development will preserve portions of the site in its natural state to the extent practicable by minimizing tree and soil removal and designing grade changes to be in keeping with the general appearance of the neighboring developed areas; d. The proposed development creates a harmonious relationship of building and open space with natural site features and with existing and future buildings having a visual relationship to the development; used to meet green space requirements. The joint access with the property to the west reduces green space by approximately 2,800 square feet. c. That the purpose of the variation is not based upon economic considerations alone. Finding: The purpose of the variance is to permit an efficient operation of the site for a restaurant. d. The plight of the landowner is due to circumstances unique to the property not created by the landowner. Finding: The applicant is trying to redevelop a site that currently exceeds the hard cover limitation by 17 percent (81.9 percent hard cover). Even with the addition of 0.26 acres of land, the proposed development will exceed the hard cover by 11.5 percent. e. The variance, if granted, will not alter the essential character of the locality. Finding: The variance approval will not alter the character of the area since it is a continuation of a commercial use of the property which exceeds the maximum hard cover permitted in the BH district. f. Variances shall be granted for earth sheltered construction as defined in Minnesota Statutes Section 216C.06, subdivision 14, when in harmony with this Chapter. Finding: This does not apply to this request. 6. The planning report #2016-08 dated April, 19, 2016, prepared by Robert Generous, eta], is incorporated herein. RECOMMENDATION The Planning Commission recommends that the City Council approve the Site Plan with variance subject to the conditions of the staff report. ADOPTED by the Chanhassen Planning Commission this 19`s day of April, 2016. CHANHASSEN PLANNING COMMISSION M Andrew Aller, Chairman �gL3^yiL4ius1tlr�a�iksY;r19L . .� _-- _-- --- APPLICANT OTHER THAN PROPERTY OWNER: In signing this application, I, as applicant, represent to have obtained authorization from the property owner to file this application. I agree to be bound by conditions of approval, subject only to the right to object at the hearings on the application or during the appeal period. If this application has not been signed by the property owner, I have attached separate documentation of full legal capacity to file the application. This application should be processed in my name and I am the party whom the City should contact regarding any matter pertaining to this application. I will keep myself Informed of the deadlines for submission of material and the progress of this application. I further understand that additional fees may be charged for consulting fees, feasibility studies, etc. with an estimate prior to any authorization to proceed with the study. I certify that the information and exhibits submitted are true and correct. Name: Chick-fil-A, Inc. Contact: Jasofi Hill Address: 5200 Buffington Road Phone: 404 ( ) 6 84-8530 City/Slate/Zip: Atlanta, GA 30349 Cell: Email: jason.hiW@corp.com Fax: Signature: ti _ ' 7 Date: 3115116 � PROPERTY OWIll In signing this application, I, as property owner, have full legal capacity to, and hereby do, ' authorize the filing of this application. I understand that conditions of approval are binding and agree to be bound by those E conditions, subject only to the right to object at the hearings or during the appeal periods. I will keep myself informed of the deadlines for submission of material and the progress of this application. I further understand that additional fees may be charged for consulting fees, feasibility studies, etc. with an estimate prior to any authorization to proceed with the study. I certify that the information and exhibits submitted are true and correct. Name: Chanhassen Shoppes, LLC Contact: Jay Scott Address: 9478 Riley Lake Road phone: (651)336-6060 City/Stateop: Eden Prairie, MN 55347 Cell: Email: JayScott@—solomonre.com Fax: SignatureDate: This application must be completed in full and must be accompanied by all information and plans required by applicable City Ordinance provisions. Before filing this application, refer to the appropriate Application Checklist and confer with the Planning Department to determine the specific ordinance and applicable procedural requirements and fees. A detennlnetion of completeness of the application shall be made within 15 business days of application submittal. A written notice of application deficiencies shall be mailed to the applicant within 15 business days of application. PROJECT ENGINEER (if applicable) Name: HR Green, Inc. Contact: Joe Vavrina Address: 420 N. Front Street, Suite 100 Phone: (815) 385-1778 City/State/Zip: McHenry, IL 60050 Cell: Email: jvavrina@hrgreen.com Fax: Whb should receive copies of staff reports? *Other Contact Information: _i Y ❑ Property Owner Via: ❑ Email ❑ Mailed P(Iper Copy Name: Applicant Via: ❑Q Email ❑ Mailed Paper Copy Address: ❑v Engineer Vie: ❑v Email ❑ Mailed Paper Copy City/State/Zip: ❑ Other Via: ❑ Email ❑ Mailed Paper Copy Email: Ji "r OF C-IAhr♦AS2E! REGEI,EG Chick-ril-A, Inc. W I U 2U16 6200 Buffington Road Atlanta, Georgia 30349.2998 l•cr., t;, Introduction The following narrative outlines the proposed Chick-fil-A restaurant to be constructed at 445 West 791h Street in the City of Chanhassen, MN. Chick-fil-A and Solomon Real Estate Group, as current property owner, have executed a ground lease to redevelop the subject parcel. In addition to this narrative, HR Green has submitted a complete Application for Development Review consisting of plan documents to support a Sign Plan, Commercial Site Plan, Subdivision (Consolidate Lots), and Variance Reviews. Please refer to these plans and other documents for additional information which is outlined in this narrative. Project Description The subject lease property is currently a 1.32 acre lot of the Zamor Addition located on the north side of State Trunk Highway No. 5, just west of Great Plains Boulevard. The site is currently split up into two separate parcels which are proposed to be consolidated. The subject parcel is currently occupied by a 9,684 square foot one-story commercial retail building and associated parking lot. The property is currently zoned with a classification of BH-Highway and Business Services District. The project will consist of razing the existing building and bituminous parking lot and constructing the proposed restaurant which will contain approximately 4,775 square feet of floor area. This restaurant development will be attractively landscaped and will feature an outdoor seating area adjacent to STH No. 5. The challenges for Chick-fil-A in determining a site layout for this property were implementing a plan that would fit a building and drive-thru facility within the lease property while providing sufficient parking to meet the needs of the restaurant. Additionally, locating the building such that it could be visible from STH No. 5 was important from a brand recognition standpoint and for potential customers to easily identify where we are located. Visibility and appropriate signage will be paramount to the success of the store. Chick-fil-A feels the plan presented before you accomplishes all of the aforementioned challenges. The site has been oriented to locate the building in the southeastern corner of the subject property with the playground facing east towards the intersection of STH No. 5 and Great Plains Boulevard. It was important to orientate the site in a way to maintain the points of access to the site in order to minimize traffic backups onto West 791h Street and into the western neighboring development's parking lot. Additionally, this layout allowed us to isolate the drive-thru traffic from the dine -in traffic which will also help to eliminate traffic backups. The drive-thru lane has been proposed to start at the southwest corner of the building and continue around to the drive-thru window located at the northwest corner of the building. The proposed drive-thru will feature two stacking lanes up to the order points that will merge into one lane leading up to the pickup window. Chick-fil-A has found that this drive-thru configuration increases efficiency and minimizes vehicle overflow into the parking lot and arterial roads. Chick- fil-A has also found that they need enough space for nine vehicles to stack between the SCANNED Chick-fil-A, Inc. 5200 Buffington Road Atlanta, Georgia 30349-2998 suspended solids, and 60 percent reduction of total phosphorus. The underground system has also been designed to have a release rate at or below the existing rates to the Minnesota Department of Transportation's storm sewer system, matching existing drainage patterns. The proposed improvements will be increasing the amount of impervious area within the existing subject lease parcel by approximately 6,754 square feet. The Chick-fil-A building is proposed to be a predominately brick building with glass accents. The brick colors currently being proposed are a combination of Red Velour and Silverstone. The visual emphasis of the building is the earth tones of the materials leading towards the glass openings of the storefront and signage. The building has been designed to meet the 50 percent glazing requirement for the elevations facing the public right-of-ways. The goal of the architectural design is to promote their brand identity while offering a contemporary and non -thematic design. Mechanical units for heating/cooling will be located on the roof and will be screened via a parapet wall. Building signage is being proposed on the west, south, and east elevations. Accent light via wall sconces are proposed around the building to provide nighttime interest. A trash enclosure is proposed which will be constructed out of CMU with brick veneer to match the building. The gates for the enclosure will be constructed out of a plastic resin that CFA has found to be more durable than metal and certainly wood. A freestanding monument sign is proposed to be located on the STH No. 5 frontage. To accomplish the development as described above and as shown on the attached plans, a variation from the City code is being requested. Chick-fil-A is requesting a variance to allow the proposed development to exceed the maximum lot coverage of 65 percent. The Chick-fil-A Story It's a story that actually began 94 years ago when a man named Truett Cathy was born in 1921 in the small town of Eatonton, Georgia, about 80 miles from Atlanta, where he grew up. Truett's mom ran a boarding house, which meant she had to cook a lot of meals — but Truett helped, and he paid close attention, and picked up cooking and serving tips that would come in quite handy later. Along the way, he also learned to be quite the entrepreneur. He sold magazines door to door, delivered newspapers all over the neighborhood, and sold Coca -Colas from a stand in his front yard and all the while he was learning the importance of good customer service. After serving his country in World War II, in 1946 Truett used the business experience he gained growing up and opened his first restaurant with his brother, Ben, calling it the Dwarf Grill (later renamed the Dwarf House). Hamburgers were on the menu but, ironically, no chicken because he said it took too long to cook. Truett worked hard with that first venture, but considered Sunday to be a day of rest, for himself and his employees and as you know, that's a practice that Chick-fil-A honors to this day. Chick-ril-A, Inc. 5200 Buffington Road Atlanta, Georgia 30349-2998 Serving our Customers Whenever you ask people what they like about Chick-fil-A, one of first things they say is "the service" and it's an important part of our story, because it goes back to Truett's experience as a young businessman and to the values he instilled in Chick-fil-A. We call it Second Mile Service, and it's based on the belief that if someone asks you to carry something for them one mile, you do one better and carry it for them two. It's doing those unexpected things that make people feel special. Our drive-thru has been voted "America's #1 drive-thru" for six years in a row. We do our best to ensure a quick and pleasurable experience. and might even have a nugget for the family pet when you arrive at the window. But no matter if you're being served in our restaurants, at our drive-thrus, or with an outside delivery, you can always count on our team members responding to your words of thanks with two special words of their own — "My pleasure." Chick-fil-A Philosophy and Operator/Employment Model The Company's philosophy is that their restaurants become integral parts of the communities in which they are located. Toward that end, Chick-fil-A makes scholarships available to store employees and sponsors the Winshape Foundation which supports a family of programs designed to encourage outstanding young people nationwide. The Foundation has a college program and operates a series of camps, homes, and retreats. On the local level, individual restaurant operators typically engage in community support activities such as sponsoring youth sports teams, supporting educational activities, and leadership initiatives. Finally, and in accordance with company policy, the operators and employees in each Chick-fil-A Restaurant strive for a level of customer service unequaled in the quick -service food industry. It is quite common to go into a Chick-fil-A and have your tray carried to your table, have people clear your table, and ask if they can come and refresh your beverage. Beyond the above, Chick-fil-A's operators model is very unique in the fast food industry. In their situation, the operator is part owner with Chick-fil-A. It's similar to a franchise except they usually have one location. Sometimes they have two but for the most part they have one location and what that provides is a situation where they have very competent partners with great character in the restaurants and they are involved in the community, are part of the community, and they spend a lot of time in the community. What Chick-fil-A likes to say is that their operators are in business for themselves, but not by themselves. It is very unusual for an operator to shut down and the retention rate for operators is about 98%. A typical Chick-fil-A store will employ approximately 45 permanent jobs with approximately 120 jobs created for temporary construction employment. A typical store will operate between the hours of 6:00 am to 10:30 pm; Monday thru Saturday and are always closed on Sundays. Hryml,nas\0986160113\Oesgn\Corr\Iv-Pnjett NarmM1e 43-1)-16.tlm Community Development Department City of Chanhassen Chick-fil-A — Variance Letter Request HR Green Job No.: 86150413 March 17, 2016 Page 2 of 4 In order to provide for adequate parking, and sufficient drive-thru lane vehicle stacking to efficiently operate the Chick-fil-A restaurant, and locate the building to provide for visibility from adjacent roadways, we are requesting a variance to the City Ordinance: • Allow the proposed development to exceed the maximum lot coverage of 65 percent. To further support our request for the variance noted above, we will examine it as a whole as it relates to the six main variance criteria and provide information as to how we feel we satisfy these criteria. 1. Variances shall only be permitted when they are in harmony with the general purposes and intent of this Chapter and when the variances are consistent with the comprehensive plan. a. Chick-fil-A is requesting a variance to exceed the maximum lot coverage with in a commercially zoned parcel. According to the City of Chanhassen's Comprehensive Land Use Plan, the subject parcel is proposed to remain commercially zoned in 2030. The properties neighboring the Chick-fil-A parcel have also been planned to retain their zoning classification. The requested variance does not alter the goal or intent of the City's comprehensive plan. 2. When there are practical difficulties in complying with the zoning ordinance. "Practical difficulties," as used in connection with the granting of a variance, means that the property owner proposes to use the property in a reasonable manner not permitted by this chapter. Practical difficulties include, but are not limited to, inadequate access to direct sunlight for solar energy systems. a. Chick-fil-A is requesting a variance to exceed the maximum lot coverage requirement in order to provide a site layout that provides for efficient operations for the development. Chick-fil-A typically requires 70-75 parking spaces at each store location in order to provide enough parking for their team members and customers. In addition to this, Chick-fil-A at a minimum needs a drive-thru stack of 24 vehicles (9 from the pickup window to the order points and 14 from the order points to the entry). Being able to meet these design criteria will improve traffic circulation throughout the site and to reduce any impact to adjacent arterial roadways. Adhering to the City minimum parking requirement will compromise Chick-fil-A's ability to provide ample parking for their customers and team members resulting in traffic congestion within the plot. Chick-fil-A typically also provides a dual stack drive-thru lane to minimize customer wait times and to reduce chances of creating a vehicle que within the parking lot drive aisles. Reducing the drive-thru to a single lane could potentially have adverse effects to the traffic circulation within the associated and neighboring parking lots. To maximize the efficiency of the drive-thru facility, Chick-fil-A has found that the following should be provided in each drive-thru layout: A nine vehicle stack between the pickup window and order boards and a sixteen vehicle stack between the drive-thru entrance and order board locations. Although the proposed layout exceeds the Community Development Department City of Chanhassen Chick-fil-A— Variance Letter Request HR Green Job No.: 86150413 March 17, 2016 Page 4 of 4 If you have any questions or need additional information, please do not hesitate to contact me. Sincerely, HR GREEN, INC. Joseph F. Vavdna, P.E. LEED AP Project Manager JFV/ech Attachments HrgnrrdLW.M150413Q8S9n1C01Ntr-0314161mpBMdE Cater Vero Letosr 04/06/16 03840 CHANHASSEN FSU, CHANHASSEN, MN - CUSTOM Northwest Perspective f e ELEVATION 2W NORTH ELEVATION 2W 3 SO ELEVATION 2W 4 M T ELEVATION 2M' MI`NGWT N�(flal4il(111 �_�+BT; em omc->Mu e891DLL6: 1!IffiN!@6..�6T![4 CALL I-E=O2W--_-� �0 � 00,9 Qoa ti- pJ CHANHASSEN, MINNESOTA SITE _.,. 445 WEST 79TH STREET CHANHASSEN. MN. 55317 CURRENTLY ZONED BH — HIGHWAY AND BUSINESS SER\ICES DISTRICT VICINRY MAP ♦1%6 PRo,lEnr LOCaTON Baa: HRGreen COURT INTERNATIONAL BUILDING 2550 UNIVERSITY AVE. W., SUITE 400N I SL PAVL. MINNNESOTA 55114 PMna: M1.M4.4M I Toll F. M,T20.7505 I Far. 651.544.5448 I HRG..00m SHEET INDEX oanmas uanw nAx anonna m ..i1//I,LLI qrt DFFU4ANHAS ILr rEC--1,EJ MAR 1 b 201t; SCANNL_ uanw nAx anonna m ..i1//I,LLI qrt DFFU4ANHAS ILr rEC--1,EJ MAR 1 b 201t; SCANNL_ i�I.'+-�n�rw�ww.," e""'.wr'L; r."`ic �.ewr-+-n .... a^. �n:.�I's'.'L.:aw••�'.'.."".I n•�.'vaTai +:m.. • •^' 1•---� ..wr...r—.Yy X. l." 4 =w.. '^�iea7awi."a.+wa nv'°'.."'- � ..-. r - �� uJr.tnr J.r. ter.. yn.r.tl rwt [.-a•h .war• UUW w.wV wlr••nJtlw A..Nw • • •�� omM Mnv.elw..r. r...w w...Jr ti e+Mrn—.JtA.. n.w...Yw +ww..w+.b— mwn..u•... - rw .....�.. orWiY4Y..YSr.. w�r.w..r .n••I .M wr 6••4 •. tl•'Wtl rr "wtYrrnnnw�r �r..s.^.w...aw•...r. rna .�Mw1_.6 r., ii. AMYA ... r r^ w "u:_erI Mw_M. MerIMn•T+.r Jpu l•4 o • w�i.�YJWM�I{�-�pwn•utlr/hIP Y_M/w.6 _Y.M MIw..YM e..M1J••WrwM IwJn aw•rws..��rw.W �r �.•Y.ww.wrY.�)•r r. ^.q �� a •.. i. r w �iy.wW.wwr...—frww.w..•x s..•4rKn.wa w.KA ml. �••.Y1I ._�-Jr .I.Y� Aw.+y �`rrr.� • _ n•... w..e w tir� r...+ r7.+wiw�w�•il.r'�wa. e Jn..u1Yt[a mis �NwM....4.Mnw•w-r.b r.r•.wY.tl..L—lltl. •Mu�h•w iiw•1u.a �ii Y""w^..•�../ • _ __ _ _ wr•"J .11M M.wIJra. u• �� •I •.wniw...I..M'MV .. �'..M�.. plw .nr. Mrw•y"w—I_MI^�rlaYWl w.•.wrw•ry Mu•NOwY M r � � �� ul�Ww)wl LMtiwY I .Y (Y4.wbmr: INy •w ��" tl.PM ��M.. b�o.�b^.i.ww • • �r .• y yy)•w M I.tl.wiiMY.•O ^"�rr�'..r... u.. wnt • W.S.r ;°"'°.n wrr`.w.........w�a w...•nn r.wwrY row... ^...»o•+ • "• sF•r�sntl..u..� --- �S oy\nrr I1 ✓ \ r. ✓" hI FL• S�T DA 5MBi ,\r\ � --- �S oy\nrr I1 ✓ \ r. ✓" hI FL• S�T DA 5MBi ,\r\ � o i .... ._w.Ma.....,rw, _ x. —:....—.': i� �Q ��n-• %wV4J��H.��a M�.wu � m.a n® —� FOR REFERENCE ONLY ,. ab•ti C-0.2 ��~ ALT a..IW:R- -A MACM Grmn, Inc WestwoodlWestwoodM wa.w• �.. � 1.•A 77W •imp r_ N w Ei5 -p HOIES R KE paste ©�� ® �e B •' m.•m. ¢..sem�A e B e.v -• B B gaa_v.n s yr ne.. 9 B p s..e Waw.n rg JOF B 1pa�eJ��wnr ©mew ®mae 13 ® mn .e • ur n.+w�� i Ir ®ow rasa ian wee ®mlw amswam� ® ins wn m m¢nw avo vw mr Bm.. =---_. B i..ve.v B .s m.enAm•m ewewe�wwrl ________. ® �.ew•e © mrt sse WEST 7 M STREET STATE 1R HlC*4WY M. S ruuoa m�O1Xum Aia�-� �urna awa m — a® ¢ns s wrs¢ B _— IBRJ LZ.A '�a' u•J VJ �i.. �FY.�wYie�M pwia��I�.4rwlr�r ♦L _�F. t �l/mow err w�ro.�l.+<r w� F�.wrrti. n 1w II a< N� i� r��<•nwi w Mn.n 4 �r -- r w arw��o.�irr�i swwnsF t auw _' `_..-: re Yj1�TA ..........mow ___ WEST ]OM S EET wlp II11�-II • NIIR O SM1E mR Mfi1 y w* ! ��mmiM.s-e .I4I� .Iv I�wllpw yl wn tv •.'� R��w.w aau�4a wOl� 1a<�s w� nv we<\A.wVw.ltsl ��Iw'Iliwl�w Al 106MO ® STGP Lf1E ORAPML ��1 SST\IBGI entw ear ll one �.rrr—...ens-eorr ...ate yry� � rna 44I i MnIRHED CURB ACCESSIBLE RAMP l r�� r^CM i•r�. ®- lYPNK C Cg ETE SICE K @SIDMW KwnH CURB S GUTTER SECT LSllPYl1 NIM PAVEIIEM SEES�ON Y� n HEAW W� HMA�PAAAMENT SEC � .� R]111 (Jpl LgITRACTw JqM TfLW8VER EP!b LONOIlUg1NL lA CONTFAG �N JqM R �s a r> CORLRM OgMF ELM NEYFNCON�9TRULTION JgNT TMNRVERSE MO LONORUg �® OgYELED CON81�CIpN J01M f� CONCRETE APRONBTWHEN URE ________� �JtY1I661p1R"lTPO TYPKK SINR SECTION .T m Ynt ZCF PAVE LOT! � I EF • MET- - - - - - - - - - - - - - -�- PORTABLE CONCRETE WASHOUT COVOWHM ,raw, ....N..�NY NwN...Ny..�Y..N...N....rN�. F Nn.rw.Y.�..Yy�wN'..YY1Y1. Y�fw... N. �.YNwwM Y.YwiFwl..wN.Y M1iNr.NY V..ORI.YNN11. 4i.n...... MM4wN 9w0 •f � � .YR.Rf�rpmN +_ s Y.N. ."...`�..... vurive., WEST 7M STRIM7 .` wMam 1 wDWAK RAN "wi-yv':: m ,"wr/•.-u..•w�. l,m •.sww waw••r ls.m MUNK HIGHWAY NO. 9 NO it �c.re.reranun�r f= — ...____ - = —_r�- _�_= �s =.= � _.__. .___._.__ _ _ _ � � :=c.=: 5�...=. =.. rver��~•�— ` .. _ �=1:.e.0 �...r. _� .r._ _� _� �'7- AmR lwY4.. d1pwN COKl1 �'L".. r=; �._._.�._�r ... . MZ� r� ..�..._..�..__ r'T.�_ n.c�.�<an�. ravwu..rmu...n nao t ��.�........�,�.._�.._ ems.._ __ _ :.'7L'�_5�........ wea.lurwullR�uKsL•_•••Ye •nnF.1¢F Y l J �r2sr nne sr r `— f. J J �7iN s i a.ramue Ii i!'YA.IkpR. evm O O O o !W rAW wean w m� em eb..:ywab� me �rn.a •�«.wbrr.b :me i.mN inf 6W 1� fl9� aTard r ePFO rm nm AWi M. Truck WM ird 0.m Ipl blvl:lr� sse lMlAwylr ] WW ]M]M 1 pickup Truck Super Duty r.w em T� euo bIMTr7 •0 nbwbNp� b.e rPerformance Data Lumen Output dNerN.r.pAderldswr 7N w,r'vmla 7N mA n.dgg0otim Apple 68W nrmrurixwmawvn AuidwU.g. 71S s.etrsaum.mt.mw my NNby N-0%.Isw sax 1 0 1 71 owsep opwaU,Obl ON 3 204 a14 12D/B0V eA10%Canuq 0 7 x ac+,A.v.,vww.rrsm 4cmryfw /A53 : pvf t dm tn.n 0 : 1N 11S 53x 1 0 1 Al W33 2 0 3 Ix 7307 2 0 I 1N T]M S3N 1 0 2 79 6,611 2 0 2 9/ Tan 2 a 2 1N nS 5A79 1 0 1 al - Ai7 1 0 2 9➢ 73N 2 0 3 1N T3M 5,452 1 0 1 x 6,720 2 0 2 x IN 2 0 2 1N TOM SA61 1 0 1 x 6,736 2 0 2 x IX I 0 2 107 TFTN 53n 1 0 1 A 6633 1 0 2 x 7,171 1 0 1 105 TSYS S)x 2 0 0 11 I'm 3 0 0 IN 7,611 3 0 1 112 TSS SA39 2 0 0 0 6.955 2 0 0 111 7319 3 0 0 111 TSN S,7e ; 1 0 1 1 1 N I 7AU l 1 0 1 1 1 IN 1 7.613 3 1 • 1 2 1 111 TSW 5.551 ; 0 1 N 6" 3 0 1 7 1 W 7AN 3 0 2 m (3000 1000mA INW T1S 7,119 2 0 2 69 %IN 1 0 1 1 1 0 mm 1 0 I N 175 7A72 2 0 3 n 9A0) 2 0 I N 1 0 I x TIM / 2 0 2 A 9 1 0 3 x am 2 0 3 95 m bw 2 0 I 11 9^ 2 0 2 x KM 2 1 2 97 T3N 7,61 2 0 I 1 71 9AS0 2 0 2 x %Tn 1 0 2 97 TO Im 1 0 2 7l f 1 0 2 x 14195 2 0 1 97 T99M 7331 1 0 2 x 9313 2 0 2 x N.Oe 2 0 3 % TSYS I'm 3 0 1 A 9AN 3 0 1 N WX 3 0 1 %1 T5S IAMB 3 0 3 N 9)76 3 0 1 N %3N 3 0 1 no TSM 1,707 I 0 0 73 9An 3 0 I N WA 0 0 1 10 ISW 73x 3 0 2 n 9AI1 9 0 1 92 1030 0 0 2 99 aN 7N MA 99W nS 404 2 0 2 n UN 2 0 I N 9395 2 0 2 m T25 7 2 0 2 11 9A99 2 0 2 m IM 2 0 2 1 110 TIM 6.98 7 1 0 1 1 70 B,75S 2 0 2 x 9A01 1 0 3 IN US 7.m 2 0 1 w B" 2 0 2 101 909 3 0 2 IN TIN 1 7Ax 2 0 1 x 1 SOM 2 1 0 2 IN 9A33 2 0 2 1N To 7,10 2 0 2 x 1 UN 2 0 3 tx 9Ae 2 0 2 100 TFTM on 1 0 2 A Im I 0 1 2 x 130 3 0 1 %7 TM 7 3 0 0 0 93D 3 0 1 lx IN I 0 i 113 TSS IIn 1 0 0 0 9,210 3 0 1 m I'm 3 0 1 111 TSM 7AU 3 0 2 0 9AA 3 0 2 US IM 0 0 2 113 TSW 72% 3 0 2 BI 9A66 9 0 2 101 9AA 6 0 2 lx ROM)TtS ION mA 130W Im 2 0 2 x 1 3 0 I a 1 I 1 0 x IIS 9,972 2 0 3 71 I 3 0 3 n UN 3 0 1 3 1 x IS 2 0 1 3 To U.149 3 0 3 0 UM 3 0 1 3 1 x 735 9AU 1 0 2 n 144V 2 0 7 1 x 13331 I 0 2 97 UM I fAW 1 0 I n UX6 3 0 ) 1 x 0.761 1 0 1 3 x Tw 9A31 1 0 7 1 n W79 1 0 3 1 x 13,n0 1 0 1 3 x TF9M 9An 1 0 2 1 10 12,191 2 0 7 1 0 13 I 0 7 95 TSYS 10375 3 0 1 76 W37 3 0 1 1 N BAN 9 0 1 101 Tss KIN 3 0 1 10 I m 3 0 1 1 x 13,721 3 0 1 N TSM WVS 9 0 1 N U.942 A 0 ] 1 N 130 0 0 2 Im TSW 9M 9 0 2 n IXS12 9 0 7 1 n I3M 6 0 2 x 60( 7DO.A 131W TIS 10,226 2 0 2 n 1w 3 0 I 1 x UM 3 0 3 106 T2S AM 2 0 2 11 13A M 3 0 3 1 10 14,0 3 0 3 Ill IN IM 2 0 3 19 13Ae 3 0 3 lx 115 3 0 7 IN T35 10392 1 0 1 n 17 2 0 1 10 wm 3 0 3 in IN 10311 2 0 2 so1 3 0 3 1N XW 3 0 3 IN Um 10559 1 0 2 N 13 2 6 3 *1 1� 3 0 3 lx TFTM %,3% 2 0 3 A 13W 2 0 3 0X163 3 0 3 91 Tm 11A% 3 0 I N 13A90 I 0 I IN ISM 9 0 1 115 TSS 10,902 3 0 1 0 13,721 3 0 1 1N KW 9 0 1 113 TSM 11" 0 0 2 N BAN A 0 2 IN IV* 0 0 2 115 TO Am A 0 2 0 IM7 A 0 2 *3 Ik617 A 0 2 112 160lEDsl 1DDOW 209W T15 3 0 3 N 11 3 0 3 N 19AN 3 0 3 111 T75 IUn 1 0 3 IT 10A67 3 0 3 x If 7 0 3 Is TIM 3 0 3 N 17AWP 3 0 3 Is 19 ; 0 3 91 US %3N 3 0 1 N Im 3 0 3 D so 3 0 3 N um 166e 3 0 3 09 IkII3 3 0 A 0 NP 3 0 9 96 TO MA73 3 0 3 N MW 3 0 3 e ItAn 0 0 N TFTN Wm 1 0 3 x 17M 3 0 • x MRS 7 0 0 92 Tm IS In 0 0 1 n I9An 1 0 1 N 6 0 1 x TSS µ G 1 4 1 0 1 1 1 71 1 AM 6 0 1 xI Am 9 0 1 97 T51A Ism 0 1 0 1 1 1 72 1 IIA33 1 A B 1 1 1 91 1 Ig517 S 0 3 x TSW " 1 1 0 1 2 1 70 1 II,SN 1 S 1 0 1 l 1 x 4.9e: AqI Wewthphwph0emroenedamber LED%(romendm AMBPCI.These LED3 podu "wth97e%>S30r .Outputo nbe A.Amedby epplyn9.0.7f¢ w 4000 K lomenv I..nd plwtO ,(dw ,.d by 35ghwS F. . A®W pcb. m.y 7 mAgurrtiuv rot shorn h... ,. LfIN17AIA C)0a U*wlia Way a C9nyen. Gewgia 30017 a Pbwlc SOU392061 a F•K 770.91Q1209 • wlserTlthO .com D9D1ID f L/GH77NG 02M1.2110Auity&andslighting.lrc.M69hurem.ad pwomsm FIXTURE:CUM OD2 D-Series Size 1 LED Area Luminaire Introduction doseries The modem styling of the D-Series is striking yet unobtrusive - making a bold, progressive Specifications statement even as it blends seamlessly with its environment EPA: 1.2 ft" O W The D-Series distills the benefits of the latest in inn m1 LED technology into a high performance, high Length: 33""I efficacy, long -life luminaire. The outstanding 13" photometric performance results in sites with Width: On excellent uniformity, greater pole sparing and Height: 7112' li lower power density. It is ideal for replacing 100— -taov 40OW metal halide in pedestrian and area lighting Weight 27lbs applications with typical energy savings of 6.5% (max): oukm and expected service life of over 100,000 hours. • EXAMPLE: DSX1 LED 60C 10D0 40K T3M MVOLT SPA DDBXD Bait us Forward 53D 530 30K 3DOOKOX) 71S Wlshort I MYOLTa Shipped hadeded optic MA CMmM) US Type 11 short 1203 PA Square pole MC 30 LEDs 'M NO 40K 4000Kj10 r A boe 11 2D8' nal-ounig (acre engine) rM CFB mk13 medum 2401 REA Roundpde 10DO 1000 50K 5000 K(70 13S Typelll shoo n7a DeonOng 40C 40LEDs (two MA 11 A) (RI) 13M FjpeOl WBA Wall bradxt ertgmes) A AMBPC mM m �• SPUMBA Squat pole 60—LW Pho50tnu converted TO TypelV universal (two nedium �gbo7 "� TFTM hiral or Rotated they. UNU Paul pole 'Poll fsedlum onher 60C 60LEDs TSVS I*Vnery munting aWpmr e m9urs) TSS WVshon WAR Masi mn DDBXDU T5M TypeV mounting hackinAM- mLdium nx(sp¢4 TSW I*Vwide hnhh)a C 0.563' 'C 325 t7 26 P i45 MC" MLD 13M omen-sxnrmaolnomnw 0"7f t5 NL3U eroetall.9LtwiRlxADan1• w' • DL11A0rt5(Ul3U Haatwal-15L twiq#a11W0• "0 s:u snme4aa• O►, M115 U Nw tic Ete a4M ®Y i 0DI1115IxU HaueaiaeslidnaWOM M115"if Xae9k WYAre1®Y a NaaApomau Pw YwwOAekYmd sgtradera9Pbr9raAnNy ) rAAurowu RaxemaaerN9baMa4pr opeahhMl' te—aawwa—w Mr..:waw DSy1 slxema ungnedMlrrr? /eoem wrm me AEA15'bmA3 Speak Cars Mesa paten, etRn spxdyn9 poles, Ow tM able sebw lal Sngleant DM29A5 jvW- wiaAS 2111111' DWIPM "W' wogs car W' DN32AS ;arlm- 61+lSSA204CDM19ASDDBXD srearupep `. _w omrnrenrrpn®'eNrbsy x sea 'wwa .;xi,' mare Tenon Tenon Mounting Slipfitter" 1,W 01100 ASoNsM AS32PED AAIFLa A 3410 ASr3asf* 1rAr Am25n1ea ISrlS31111 A 210 A51 M ASlW3% 051 110 t ASDS190 MDS319 ASISSaa A5D5)M A5DS.10 AS[W o ietdedShipped PER RBAAtwist-lock receDtide 0*(no healed pmr—UR7 biome KS Home- DBLXD Blxk corrods)' Side • DME Natural DMG D IOV dn"ang shed aluminum WTB Noy driver(no wn:rols)' DWHKD Whine Dimmabilond terminal block" DDBTXD Tenured mnrrdlabk dark ea MAM•(no SF Sirrgglefuse antmis)e 0 277, DS Dwl swittheag e" 347V) ` DBLBXD Textured FIR Motnns ,,615' DF Doable file (M. bW mounting height ° 240, DNATXD Tenured PIRH Mownwanon 430V)" Mural aluninun 15-3Drnolint" height c ViedLrft DWHGXD Tenured BUO Bi-IeAel switched op11D n while durerf%3096"" R90 Right BL50 Blaexlsvmded romw dlmin%50%11p wia° NOTES 1 Ranted optic «aya aRablew:U .r 2 M LT anFyawerasss on rm ar7WmA 3 120. M driver operate on airy Fne svllage tram 1162]N (5a/d0 ebL Speck, 1 ot20B2lOa277 ordy VA ordemgwith SM.o(60DFoptierN / NM abrerna a with ,15 board, 530mA rrodvct (!DC SM. or, 60C 53D DSK Not a+aAabk with DCR, B B150. 5 Avabbb as a separate combropm a<aae«y P'JsaBA (Anyhl U. 6 Requires -SPA' mourrong apdon. ALrn be orcered u a separate a¢ee«y; areaAccessories nformauon. Ear use whh 2-3A3' mxt arm Irwt iMvdeC. 7 Ph«aall Sadared ndsopped n, separate IDS item, PahyBinds CMG oh.5ee x 347v or 4 Nat awkNe Marla opHm. 8 DMG esaRb Oens Ienikim are wth0-1 9 Spedfies a RDAMap enabled lum:wie sdth det dmseadwve andg onirb . PER option rtP±eed. Not avaladwith or a80V. e 31J Addrtvnal hsown, required for ROAMe depbyrr: , naet be pardrwd aei can 1a 142- 6715 waural: sa4serammerrius.nat. N/Aw 8130, BM, ,MR or MIRK 10 Raquies IOC «60C Proddes SW luminsre operation v¢ two Independsnr rid en on two=te dram. NIA with PER, IX ,VRB, MR, or PIRK 11 Requres an addid«ul snitched load 12 Milipai5asdr s.—.-.16.-r- -- ansroli MRM,pedHso the a � Brier ended. Non a..fine win os 13 Dimmbgdrivw Marchand AAVOLT a* Not ave1" dlh DCR. 4 Also ireilueraaapvms .a.«3:wxa iwinr«n.u«e 15 t„1Bn«ewe Dsarsail 16 5ndehee n ra�a�.s 120,277 or 347 ea1bger opO Double fie. M requires XX11d6 2Ip «I8g wetage ap4on 17 Avalable with 60 LEDs (611C option) only 18 Requies KAeiruire to be spedfed won MR option. Ordered and dripped as e One Lithonia Way • Conyers, Georgia 3OM2 a Phan: 800279AM1 a Fair 770.91a1209 a www.lnhona.ccm _ - L/Oh 77fe<C 0 M1 t-A14 Acuity Bnerr& Lighbng, Inc All rigka waved. Performance Data Lumen Ambient Temperature (LAT) Multipliers Electrical Load Use these fcianMdetamkiherelative lumen output for averageambient j mpwmes, ream uboc aloe-n. a% 12S lID 1A1 lea 1.00 a99 30 e0 m 530 M 1000 52 6B IDS 033 OMOM0.3e 1.03 030 01 0.26 031 0.21 O.m LL45 — 03a 0.36 — 0.1T 0-26 10M SOS 530 7010 1000 se B9 1311 a62 0.39 03a a29 015 M (131 a.N us "I 135 0.1r6 0.67 0511 0.e7 0,17 am 03a ILSY M M 111 a9c 101'F 530 M131 mil) % 209 11.91 os6 0.ae aa2 03a t]9 0.21 (1 0.56 0.45 In 1.14 a99 0,96 am 014 OX 0.50 Projected LED Lumen Maintenance Data nfwence, me eaoapdated pdommve Pgectiom for vie pbdome noted in a 25-C ambinrt. Gored m 10,000 tare, of Lill tes4y Dated per E U,44 03 and orolend per IESNa, TM-21-11) To celNax L: ,,,. the Omen maa.. factor that conmpore, to he desired number of ope-at:rc ha.s below For otM Faker maintenance values. commi story. F'__ a 25.000 50.Om 100.000 Iavt tm6a tom IC 095 093 o0 s Mat tEDW M, 10 0 % am u.96 • • _ To see complete photometric reports or download .ie, fries for the product, Wsil Ullpille Lgh"Is 0.Series Area Size 1 hamepage. hdo06urtdle PIOM for the DS%1 LED 60C 1000 40K Detanres am in units of mounting height On LEGM a e& s e 1& a 7 e s s a I z s s t s s s s • I s i s I s & z 1 a I s a f ■ G1k a _ — — 1 a —I I 8 r' Qa' ■ OSk F E 1Dk T t ti e 1 O(D g C3a T75 U T]MTW 3 FEATURES & SPECIFICATIONS INTENDED USE The akek design of the (-Series Sue 1 reflects the embedded high performance LED technology It e ideal for marry commercial and muridpal stof icatiere, such as perking lots, plains, canipws, and mnetrapaa CONSTRUCTION Singlepiece die-cast aluminum homing has integral hen sink fire to optim¢e thermal management through conductive and convective cooling. Modular design allows for arse of maintenance and future light engine upgrades. The LED ckw it mounted in dime t contact with the casting to promote low operating temperature and long life. Mousing is completely seined against mdsnne and eminsi m tidal commeiearm OP6S1. Low EPA 02 M for optimized pde wind loading. FINISH Emme, parts are protected by a nnc-infused Super Durable TGIC internment powder win finish that provides superior resemn e, to carman and weathering. A tighty, contealkad multistage procav ew,ns a minimum 3 mils thickness for a finish that an wit/Isund evueme denims changes without cracking or peeling. Available in both tenured and nmaenured finches. OPTICS Pma sierLmoldad propdatary acrylic lenses an engineered for superior area lighting disUhbudon, uruiformity and pot spacing. Light engine, an •wadable in standard 60M K f70 minimum CRO or optimal 3000 K W minimum CR0 or 51yp K 00 CRO configuration,. The D-Serim Sue 1 hu zero ,plight and qualfie; as a Nighttime Fninici product, meaner, R he consistent with the LEEDa and Green Globs,"' cmerie for eliminating wasteful uptight. ELECTRICAL Light engine configurations awe, of 30.40 or W higheffiocy LED& mounted to mete4rnn •roue boards to maximize heat dissipation and promote log Ifs (up to L96/1 00,00) hpes at 250q. caw 1 electronic driven an designed to have a powers 6ctm>9011, THD <2016, ant an e>pected Ice of 100.000 hours with <I%failure rate. Eully serviceable IOkV or 6kV surge protection device meets a minimum Category C Lou operation (per ANSVIEEE C62.61.21 INSTAILAT10N Included mounting block and integral arm facOuaM quick and eery installation. Stainless steel both. fasten the mounting dock securely to poles and walls, enabling the D-Sane, Size I to withstand up to a 30 G vibration load acting par ANSI C13631. The D.Senm Sue 1 ublizes the AER6^'series pole drilling pattern. Optional terminal bbdk, t.14. entry, and NEW photocantrd receptacle an also available. LISTINGS ILL Lined for we, locations. Light engines are IP66 rated; lummain is IP65 mad Rated for J0C minimum ambient. U.S. Proem No. D672.e92 S. International patent pending Dnign4ghta ConsoNunhW PLO qualified product. Not all seniors, of the product may be DLC quslfisd. Please died the DLC Qualified Produces Lief in, to confirm which renaiom an qualified. WARRANTY Five-year limited warranty Fill wertamy temp looted a MOM: $peafications ssthjeR to dhanW •Ylhoharh00a. �. (JMA7JVIA One Uthonta Way a Cionyns, Georgia 30012 a Pltprtc a00279"I a Fat 770.91a12f39 a vwm.b:Mn a com —. DSi UG/l7fN0 OIOttAtlApny&and ghrig.IxNd�tsnerwd. Rnawnvla SSS Square Straight Steel Poles TECHNICAL INFORMATION EPA (It') with 13 gust Catalog Number Nominal shaft length (feet) Pole Shaft Size(inxft) Wall Thickness (inches) Gau a 80 mph Max weight 90 mph Max weight 100 mph Max_ weight Bolt Circle (inches) Boll Size fin. isin.x in. Approximate ship weight founds SSS 10 4C 10 4.0 x 10.0 0.125 11 30.6 765 23-81 595 118.9 473 8--9 3/4 x 18 x 3 75 SSS 12 4C 12 4.0 x 12.0 0.125 11 24.4 610 18.8 470 114.8 370 8--9 3/4 is 10 x 3 9D SSS 14 4C 14 4.0 x 14.0 0.125 11 19.9 49B 15.1 378 11.7 293 8--9 34 x 1 B x 3 100 SSS 16 4C 16 4.0 x 16.0 0.125 17 1 15.9 398 11.B 295 8.9 223 B-9 3/4 x 18 x 3 115 SSS 18 4C 18 4.0 x 18.0 0.125 1 11 126 315 9.2 230 6.7 168 B--9 3/4 x 18 x 3 125 SSS 20 4C 20 4.0 x 20.0 0.125 11 9.6 240 6.7 167 4.5 150 8-9 3/4 x 18 x 3 140 SSS 20 4G 37 410 x 20.0 0.188 7 14.0 350 11.0 275 8.0 200 B-9 314 It 30 x 3 19B SSS 20 5C 20 5.0 x 20.0 0.125 11 17.7 443 127 1 343 9.4 235 10--12 1 x 36 x 4 185 SSS 20 5G 20 5.0 x 20.0 0.18E 7 2B.1 703 121.4 1 535 116.2 405 10--12 1 x 36 x 4 265 SSS 25 4C 25 4.0 x 25.0 0.125 11 4.8 150 26 100 1.0 50 8-9 3/4 x 1 B x 3 170 SSS 25 413 25 4.0 x 25.0 0.16E 7 10.8 270 7.7 18B 5.4 135 8--9 3/4 x 30 x 3 245 SSS 25 5C 25 5.0 x 25.0 0.125 11 9.8 245 63 157 3.7 150 ID--12 1 x 36 x 4 M5 SSS 25 5G 25 5.0 x 25.0 0.18E 7 185 463 133 333 9.5 238 10-12 1 x 36 x 4 36D SSS 30 4G 30 4.0 x 30.0 0.18E 7 6.7 16B 4.4 110 26 65 8--9 3/4 x 30 x 3 295 SSS 30 SC 30 5.0 x 30.0 0.125 11 4.7 150 20 5D - -- 10-12 1 x 36 x 4 265 SSS 30 5G 30 5.0 x 30.0 0.188 7 10.7 257 6.7 167 3.9 100 1G--12 1 x 36 x 4 300 SSS 30 6G 30 6.000. 1 0.188 7 19.0 475 132 330 9.0 225 11--13 1 x 36 x 4 520 SSS 35 5G 35 5.0 z 35.0 0.18E 7 5.9 150 25 100 - -- 10--12 1 x 36 x 4 440 SSS356G 1 35 1 6.0x35.0 0,188 7 124 310 7.6 190 4.2 105 i1--13 1x36x4 540 SSS 39 6G 39 6.0 x 39.0 0.188 7 7.2 180 3.0 75 - -- 11--13 1 x 36 x 4 605 BASE DETAIL i Pole Data Shalt Bolt Bch Anchor bolt base circle projection Base Template Anchor bolt and template size A B square description description number 4'C 8-112' 2-3/4'-4' 8' ABTEMPLATE PJ50004 AB18-0 ABSSS-4C 4'G 8-1/2' 2-3/4'-4' 8' ABTEMPLATE PJ500D4 AB30-0 ABSSS-4G 5' 10'-12' 3-3/8'-4' 11' ABTEMPLATE PJ50010 AB36-0 ABSSS-5 6' 11'-13' 3-3/8'-4' 12-1/2' ABTEMPLATE PJ50011 AB36-0 N/A IMPORTANT INSTALLATION NOTES: • Do mot erect poles without having fixtures installed. • Fsctory-supplied templates must be used when seeing anchor suits. Lithonia Lighting will not accept claim for incorrect anchorage placement due to failure to use Lthome Lighting factory templates. • If poles ere stored outside, all protective wrapping must be removed immediately upon delivery to prevent finish damage. • L'nhoma Lighting is not responsible for the foundation design. IMPORTANT: • These specifications are intended for general purposes only. Lithonis reserves the right to change material or design, without prior notice, in a continuing effort to upgrade its products. 0r® L/THO/VIA L/GHT/NGe AnS-4W1Wrariit Company Sheet #: Pole-SSS Cc 1994-2010 Acuity Brands Lighting, Inc. All rights reserved. Rev. 11/11/10 Lithonia Lighting critical One Lithonia Way, Conyers, GA30012 Phone :770-922-9000Fax:770-916-1209 wwmlithonie com I� L/THO/V/A Llownma Catalog Number OC FEATURES & SPECIFICATIONS INTENDED USE— Ice renearim areas, parking lots, buildinghades, car lots. CONStRUCHOM — MEMA May 'duty cauMnartion. (angered, Mwprpele die ap aluminum honing ansfrom heael. Fine heel N hinged for eay rermsal war posRlo-orknted hingeam deign. Sealed by a" pece bor led Mghtempeattre s&wegasac Lem:pnpact.eshtam,thermal-and shad-reamin deatempendglass. Flnish: Slancardhnish Is dad Mmn(DDB)a Omresistantpolyesttt powder.Wthadd'idwalachitectural colas. DPW —Anodized alummum reflector provides highly efhdem rectangular beam pattern. Optir chamber sealed to Inhihit entrance of Outside mntamlnants. ELECTRICAL —Ballast. Highprnv:resodium:lSOWhhlgAreXian[rMghpowwMda. (mstaawttageautaras- former la 200JAW, Meth hadoe, ISOWis highmm,we, high powetaaaand issandad with pulse-sanlgnila technology. -SCWA net required. (instant watrage aulotransfamala 175.4001N. Super (WA (pulse M West), 69%effluent and EISA Iegislaim compliant, is required fa metal halide 151JDOW (S(WA option) far US shipments Only . (SA. NON a kii, required for probe pan shipments outside of the US. Pale -Ran baNan (SCWA) required for 20ow.. 320111, a350W. Ballast h 1leg6 tactory-tined Sakeb Porcelain, hnr Jinfa tear mogul base seder with copper alloy, nkkelptated spew shed and center <man. IR NAed 15011600V, 4KV pulse rated. INSTALLATION — (maslaifedstant hreavy-0ute, aimed sled mounting yoke standard: Ne-cast Integral imm dlpMter cptloal. MI enemal dined bexJead spews speclally mXed fa rarodoneedsuae. LISTINGS — LBtad and labeled to o L standmds Usted and labeled to CSA standards Ise, Options. NON testified (see Options). UL listed for 2SnC amI upI;4P(fo2S0Mwdbebwa 1S05andbelow, ILL listed la wet Iocalm.I1P65raed Mote: Spedaanms wb}en to dMnge wethan rrodte. Naes Type Floodlighting TFR METAL HALIDE:15OW - 40OW wrI PRE55URE 50DIUM:150W - 400W 5p23Height 10-1/2(6.7) Width: 17-5/8(44.1) 12-M Depth: 12-3/4 324) MAI 'Weight 27 No (13.2 kg) EPA 13W 17-5/1 Iu.11 'Weigrnncadinexamplebelow Ab dmemlmsite indws(ceakrwm) wkssotbmwlse spmfied. r'a' For shortest lead times configure product using standard options(shown In 6oid) Example' TFR40OMTATB SCWA LPI TFR Serlen Mhthge DIsvlWtion V&"e Babst Mounting TFR MrIalhalide (nami[ 120 (blank) Magneticballast $pipped Installed Shipped seoamel less 15DM metal hah0e RB (6K6) 208, CWI Constant wastage isdated (blank) Yoke EY Extendedypke17 175M" 150MH( R( (5)(5) 240' � IS Integral dipfitter FRWB Radius wall bracket" 20OW 1� pressure 277 •_ _.._ 12-3/8-ODtmpn) FSAB Steelanglebracket1z SCWA Super S(WA pulse Stan Wllaa I 250M' 347 FSPB Steel square pole bracket's 320M3 15M 480a FTS Tenon dipfitter(2-3/8-to2-7/8.00 Nar Fashiprneraslo U.S. wnturin v 3501A 250S s SCWArambespeakedaarrptil tenon)1z ® 4005 23DSOHZ' BSA. FWPB Wood mounling bracket1z Options Finish' Leap' Shipped instaled nfixture (F (harcoalfilter Shipoed selaratelvw (blank) Dark bronze LPI Lampineuded SF Single fuse 1120,277,347V)" M Usted and labeled to comply WG Wiregtard"'a DNA Natural aluminum LAP Lesslamp DF Double fuse ROE, 240,48OV114 wit CSA standards VG Vandal guard"n DBL Black EC Imergency circuit" NOM NOM(mipeen UV Upper visor¢m DMA Medium brarttt ORS Quartz replacesystem° INTL Available for MH probe start GAIN While PER NEMA twist -lock photpdea gypping ouri the U.S. FV Full visor"" REGO California Tide 20 IN Mcr-3 PE1 NEMA tens -lock photamvoll(120,208, 24M CH Enhanced corrosion resistance (62 1'16-35E0 (ad prewired SEOc cord 171/02010 PRR NEMA twist-locke cetaamo1347V Dh 1 ) Qsl Non-stick protective C42 2'14-3 SEO mud prewired PE4 NEMA tvnsl-lock photocontrol(480V1 coating" (22 2'12-3 SEO Gold preemned PE7 NEMA twist -lock photocontrol (277V) SC Shortingcapfor PERoptim New 1 Nust yedfy(Wl la useb UNde. 15 Marlran adwaMe write an include. 1 17SM SCWA Par anlaMewnhItaly. E OptarW mum -tap balan(120, 2011, 20,277V). 16 Mwaael via molded. 2 TWA wttrages de na(OffOY Well California ink 20 requh0ae in Ca,da 120,277,347Y. ships X 120/3f7. 17 Preen MIh TFR Wren¢dered as an accessory. Red! modldfiatbn 3 Must ender SCWA. 9 Consul faulty for available vantages rryurred unless ordered wb firtae. 4 These wattages regare the REGO epdon to be[haen for shipments 10 May W ordered as an accessory 11 Sttwwwddwola.mm/artkabns fa additional color optian. MOCiRnma IWTMt 20 complian(e. 250M REVI in nut anlable 11 Must apedly finish when ordered as an re[epalry 19 Binkerdshorly. in347a4$W.. 12 vokemammu%orly. N Mug spent LAP not rwrlable of, MHC. 5 Nmaviawe Min SCWA. 13 Requires 6 or FR sliphnn. 6 Na ava/able warn 15DS. 14 Mug WdfysMtage. NarvalablewltnTB. OUTDOOR TFR- c P 5 642 SERIES PROGRESS^ LED Wall Mount • Wet Location P5642-30/30K Dimming Notes: P5642 is designed to be compatible with many Electronic Low Voltage (ELV-Reverse Phase) controls. The following is a partial list of known compatible dimmer controls: t:kctronlc Low Voltage ELV Reverse Phase Controls Luton Dwa Series (Part Number DVELV-too) - Lutron Nova T Series (Part Number NTELVyoo) Lutron Vierli Series (Part Number VTELV-boo) Lutron (Part Number MAELV-bop) Lutron (Part Number SPELV-boo) Leviton (Part Number AWRMG-EAW) Digital type dimmers are not recommended. Dimming capabilities will vary depending on the dimmer control, load, and circuit installation. Always refer to dimmer manufacturer instructions or a controls specialist for specific requirements. Dimmer control brand names where identified above are trade names or registered trademarks of each respective company. For more inhMaition via0 ourwebaie vwaacpmgressigh6ngopn Progres udths-701MMennium Boulemd-Graa ilk SC 29M r Mr chk1,44A IndhAduel Channel IsOMs Irdemary IMaN WW LED 77.67 Tap d sign ro grads • ITW B m of sign W grads a 174' Front Elevation (W stl Scale: 1/8' - T-0' Variance Required 98'3 _ �- Left Elevation (North) Scale: Y32' = V-O' Alln:,Lle Squm G,Jl eII, Eluv.�lmn. An 11 $nlJ[ FdII .lr ;bo HMmll; m IntlMMN onerxrN talkers Internal' Mumineletl LED 37.67 Top of sign m gretle = te'-0' Boller of sign In grade = 174' nti rreEUY �. uY.e y uYxavmrreae ueoaxmas!e. wc. x�U e.n.Irw Y'R: lam4rmmloz4fmm While LEDs (X) 60w Transformer Total Amps: X.XX (1) 20 amp 120V Ckcuft Rep. This sign is to be installed in accordance with the requirements of Ample 600 of the National Electrical Code. 1) Grounded and bonded per NEC 600.7/NEC 250 2) Existing branch circuit in compliance with NEC 600.6, not to exceed 20 amps 3) Sign Is to be UL listed per NEC 600.3 4) UL disconnect switch per NEC 600.6- required per sign component before leaving rnanufacturee 'For multiple signs, a disconnect is permitted but not required for each section 4MA0 Sign Layout Detail Scale: 1/2' = 1.-0. 1. Existing Facade: Brick 2..D40 Aluminum letter returns painted to match SW N6108'LaBe' 3..125' x 1' Won cap to match red 4. 0.080' aluminum backs (Interior of sign can painted white for maximum illumination) 5. Red LEDs 6. 3/16' Red Acrylic faces 7. Waterproof disconnect switch per NEC 6W6 S. Primary electrical feed 9. Transformers 10. 3/8' Sleeve anchors wl'/:' Aluminum spacers of letter cans (2) per War Section CID LED Channel Letter Front -Lit (Remote) Scale: N.T.S. 60-Chick4M Individuel aharx14Ia10Ns Intemaly Sm k -tad LED 5e.75 Top of sign to prsda • 16'4r BOIIOm bM011 b pads � 11'�' lri4 Feder kLL a uxoemrwreia usoiunras, IMG wk Mr M rek: tn=umsomfmmI White LEDs (X) 60w Transformer Total Amps: X.XX (1) 20 amp 12(YV Ckcult Reg. This sign is to be Installed In accordance with the requirements of Article 600 Of the National Electrical Code. 1) Grounded and bonded per NEC 600.7/NEC 250 2) Existing branch circult in cwnpliance with NEC 600.5. not to exceed 20 amps 3) Sign Is to be UL listed per NEC 600.3 4) UL disconnect switch per NEC 600.6- required per sign component before leaving manufacturer' 'For multiple signs, a disconnect Is permitted but not required for each section 141' '^"^ Sign Layout Detail Scab: 17Y - rE 1. Existing Facade: Buick 2..040 Aluminum Letter returns painted to match SW #6108'Lafte' 3..125' x 1' Ulm cap to match red 4. 0.080' aluminum backs (interior of sign can painted white for maximum Illumination) 5. Red LEDs 8. 3/16' Red Acrylic faces 7. Waterproof disconnect switch per NEC 600E B. Primary electrical feed 9. Transformers 10. 3/8' Sleeve anchors w/'A' Aluminum spacers Section A LED Channel Letter Front -Lit (Remote) Scale: N.T.S. CMck-0I-A '=Iasl Signs IruemaM Illu,al.w w/ anxeecanl bobs 2.85 iIIIIIIIl TRYTO KEEP DIRECTIM" NO FROM CURBS WHEREVER POS,41BI.E TO INSURE VEHCIES DOKT HT TNBA rnlm naw.r w urwe b uertimwimw tAeaeAsamm. eme .r awn r r: marr4fumo5zliNn• i (2) F3OT81CW/84/1HOIRDC (1) EBR828-120V4S2 TOTAL AMPS - 1.20 This sign Is to be Installed In ecm tense with the requirements of Article 600 of the National Electrical Coda. 1) Grounded and bonded per NEC 600.7/NEC 250 2) Existing branch circuit In compliance with NEC 600.5, not to exceed 20 amps 3) Sign Is to be UL listed per NEC 600.3 4) OL disconnect switch per NEC 600.6- required per sign component before leaving manufacturer' 'For multiple signs, a disconnect is permitted but not required for each section M Fabricated AMM,um Sig, Cabinet Internally Illuminated w/ T12/CW/ NO fluorescent lmnvV Wflest (@10' O.c.) Calvet lace and aitums pointed 30M psi win@II loading (caisson) " TvIT. D/F Directional Sign - 2.65 Sq Ft Optional Cow fe o Side View Qty 1 Scale: 3/4' = P-0' I Scale. 3/4 -1.4r enter Opposite Bids Support ppla, Pole has 13' x 13' x 3/4' thick steel plate with four (4)1' dia. Holes In each comer 2' from each end and four (4) anchor Dolls Metal S nfa -as N Painted MATTE BUCK TEXTIMED nraphl,., [] While high performance VN Man graphics m 8OTT0M OF FRAME IS 6 x 6 A 114 (A500 GRADE 8) r FROM CENM OF POLE / TOBACK OF CURBING (4) 3/4' L-30' } BOLTS (A307) W/ HARDWARE (A- THREAD. 4- HOOK) i 'A' x to' x to' (A381 0-0' GRADE AT POLE BASE #4 0 12' O.C. VERTICALLY IF COVERAGE) (4) #4 012' O.C. EACH WAY (A615 GR 40) 3000 PSI CONCRETE FOOTING ® Clearance Bar netall Oty 2 Stale: 3/8' = l'-0' Side View t)etall Scale: 3/8' = 1'-0' Bitro Lattice White LEDs IAT60-24S-W (65001 ) (X)BOw Transformer Total Amps: XX (1) 20 amp 120V Circuit Req. Lum This sign Is to be Installed In accordance with the requirements of Article 600 of the National Electrical Code. 1) Grounded and bonded per NEC 600.7/NEC 250 2) EKisdng branch circult In compliance with NEC 600.5. not to exceed 20 amps 3) Sign Is to be UL listed per NEC 600.3 4) UL disconnect switch per NEC 600.6- required per sign component before leaving manufacturer* 'For multiple signs, a disconnect Is permitted but not required for each section Rear Outer Lane Island - Plan View Srals: 3/6' • 1'•0` 11 17 5'd 17 xIr ® Side View Detail ® Qty 2 Scale: 3fB' = t b' ti 7• WEB ALUMINUM CHANNEL (6001 T6) (PERIMETER) AND ALUMINUM ANGLE CANOPY FRAMING CLADDED WITH ALUMINUM PANELS PAINTED MATTE BLACK TEIOURED FAB'D ALUMINUM SOFFIT PANELS TS 2 x 6 x 19'CABNET SUPPORTARM WELDED TO MAIN SUPPORT FABRICATED ALUMINUM DISPLAY CABINET Wf INTERNAL LED ILLUMINATION TS 6x 6 • W (A60D GRADE 6) NOTE OFFSETTOALLOW FOR —. (4)3/4- L=36' d BOLTS 1A307) LP _ W/HARDWARE(4-THREAD./'HOOT() R 3/4' r 14• • 14' (A36) PRIMARY ELECTRICAL J4 a 12- O.C. VERTICALLY (3- COVERAGE) (4) #4 012' O.C. EACH WAY a• (A615 GR 40) FOOT PCONCRETE FOOTING Drive Thru Canopy Detail Scales 3/8' = 1'-0' SIGN POSTS Posts are 2' x Y x .125 square aluminum tubing rapped on top N Painted Matthews MP 74155'Custom Black' Panels am .080 aluminum with 3M #3290 Reflective White and 3M #3272 Re#ech" Red background and graphics. to match PMS #186c Red F1 3M #3290 Reflective White Mounting Panels are to be mounted w/ 3/8'0 Um bolts w/washer and nut DOT Slanane - StopSian Oty 2 Scale: 17r = T-0• �_TBD4 Panel Layout Detail Scale: 1' - V-0' Z t� Y B E 0 2 F � eS= c Et D rc� Is a ov $ Xin m �qp CQ!� i K Dm c N � qq U N n n R F 6 ry� C m Flag ® Flag Pole HEIGHT A B C 20' 3'-S' 30' 24' 25' 3'-5' 30' 24' 30' 3'b' 24' 40' 4'$ 42' 36' 46 5'-0' 4B 42' w V4r Air 42' Size Chart Ground sleeve and conaele installed by the general con"clor Pole Installed on pre -Installed ground sleeve by sign mntmctor Gold anodized atim — aluminum Ball. lush seam Cast aluminum hick -- msomv rorvloding type Sa1vel snaps d mvem 2nd HalyaM (optional) Halyard(Rope) Halyard rover (optional) Cleat cover box (Optbnaq 9' Cast Alums nn Cleat 9' Casl aluminum deal (Optional) � / Aluminum lash collar 3000 PSI concrete Hardwood wedges cav (suppled by others) FRI space whh •+. packed dry sand Foundation sleeve hot •' dip g"nbed steel Steel centerhg wedges Steel base plate Steel suppod pale c 9 ndWU a Flag Pole Elevation s,,, COMING r SOON Home Of The Original Chicken Sandwich chlck-fll, c.o Banner Layout Detail Scab: r e r-or Right -of -Way., There is an existing Limited Use Permit (LUP) with the City of Chanhassen, LUP 1002-009, that is attached. The City of Chanhassen will need to work with Dan Phelps to modify this LUP to include the new sidewalk connection from Chick-fil-A. Dan Phelps can be reached at 651-234- 7585 or dan.phelps(a,state.mm.us Permits: As previously stated, a drainage permit is required. Additionally, any use of or work within or affecting MnDOT right of way requires a permit. The proposed sign must be located entirely on the Chick-Fil-A property. Permit forms are available from MnDOT's utility website at hto://www.dotstate.mn.us/metro/maintenancelpermits.html Please include one 11 x 17 plan set and one full size plan set with each permit application. Please direct any questions regarding permit requirements to Buck Craig (651-234-7911) of MnDOT's Metro Permits Section. Review Submittal Options: MnDOT's goal is to complete the review of plans within 30 days. Submittals sent in electronically can usually be turned around faster. There are four submittal options. Please submit either: 1. One (1) electronic pdf version of the plans. MnDOT can accept the plans via e-mail at metrodeweviews.dotQstate.mn.us provided that each separate e-mail is under 20 megabytes. 2. Three (3) sets of full size plans. Although submitting seven sets of full size plans will expedite the review process. Plans can be sent to: MnDOT — Metro District Planning Section Development Reviews Coordinator 1500 West County Road B-2 Roseville, MN 55113 3. One (1) compact disc. 4. Plans can also be submitted to MnDOT's External FTP Site. Please send files to: ftp://ftn2.dot.state.nm.us/pub/incoming/MetroWatersEdae/Planning Internet Explorer doesn't work using ffp so please use an FTP Client or your Windows Explorer (My Computer). Also, please send a note to metrodevreviews.dotCdstate.mn.us indicating that the plans have been submitted on the FTP site. If you have any questions concerning this review, please contact me at (651) 234-7794. Sincerely, Tod Sherman Planning Supervisor STATE OF MINNESOTA DEPARTMENT OF TRANSPORTATION LIMITED USE PERMIT FOR NONMOTORIZED RECREATIONAL TRAIL C.S. 1002 County of Carver City of Chanhassen TH 5 Trail from CSAH 17 to Carver/Hennepin County Line In accordance with Minnesota Statutes Section 161.434 and 23 C.F.R. 652 also published as the Federal -Aid Policy Guide, a Limited Use Permit is hereby granted to the, City of Chanhassen, Permittee. This permit is for the purpose of constructing, maintaining and operating a nonmotorized recreational trail, (hereinafter called trail), within the right of way of Trunk Highway No. 5 as shown in red on Exhibit "A", which is attached hereto and incorporated herein by reference. This permit is executed by the Permittee pursuant to the attached resolution. In addition, the following special provisions shall apply: SPECIAL PROVISIONS The construction, maintenance, and supervision of the trail shall be at no expense to the Minnesota Department of Transportation. 2. Before construction of any kind, the plans for such construction shall be approved in writing by the Minnesota Department of Transportation, through the District Engineer. No permanent structure(s) or advertising device(s) in any manner, form or size shall be constructed, placed or permitted to be constructed or placed upon the State of Minnesota right of way. 4. No commercial activity or activities shall be allowed to operate upon said State of Minnesota right of way. Any and all maintenance of the trail shall be provided by the Permittee; this includes, but is not limited to, the plowing and removal of snow, and the installation and removal of regulatory signs. 6. This permit is non-exclusive and is granted subject to the rights of others, including, but not limited to public utilities which may occupy said right of way. Page 1 of 4 15. The Permittee, for itself, its successors, and assigns, agrees to abide by the provisions of Title VI Appendix C of the Civil Rights Act of 1964, which provides in part that no person in the United States, shall on the grounds of race, color, or national origin, be excluded from, or denied use of any trail. 16. The State of Minnesota, through its Commissioner of Transportation, shall retain the right to limit and/or restrict the parking of vehicles and assemblage of trail users on the highway right of way over which this permit is granted, so as to maintain the safety of both the motoring public and trail users. 17. No assignment of this permit is allowed. 18. The Permittee shall not dispose of any materials regulated by any governmental or regulatory agency onto the ground, or into any body of water, or into any container on the State's right of way. In the event of spillage of regulated materials, the Permittee shall provide for cleanup of the spilled material and of materials contaminated by the spillage in accordance with all applicable federal, state and local laws and regulations, at the sole expense of the Permittee. 19. The Permittee shall hold harmless and indemnify the State of Minnesota, its Commissioner of Transportation and employees and its successors and assigns, from liability claims for damages because of bodily injury, death, property damage, sickness, disease, or loss and expense arising from the operations of the trail or from the use of the portion of highway right of way over which this permit is granted. 20. The Permittee shall hold harmless and indemnify the State of Minnesota, its Commissioner of Transportation and employees and its successors and assigns from claims arising or resulting from the temporary or permanent termination of trail user rights on any portion of highway right of way over which this permit is granted. 21. The Permittee will hold harmless and indemnify the State of Minnesota, its Commissioner of Transportation and employees from claims resulting from temporary or permanent changes in drainage patterns resulting in flood damages. 22, The Permittee (for itself, its contractors, subcontractors, its materialmen, and all other persons acting for, through or under it or any of them), covenants that no laborers', mechanics', or materialmens' liens or other liens or claims of any kind whatsoever shall be filed or maintained by it or by any subcontractor, materialmen or other person or persons acting for, through or under it or any of them against the work and/or against said lands, for or on account of any work done or materials furnished by it or any of them under any agreement or any amendment or supplement thereto; agrees to indemnify and hold harmless the State of Minnesota from all such liens and claims. Page 3 of 4 CITY OF CHANHASSEN CARVER AND HENNEPIN COUNTIES, MINTSMOTA DATE: _ Auril 12, 2004 RESOLUTION NO: 2004.19 MOTION BY: Peterson SECONDED BY: Lundouist A RESOLUTION APPROVING THE LIMITED USE PERMIT FOR NON -MOTORIZED RECREATIONAL TRAIL FROM CSAH 17 TO CARVER/HENNEPIN COUNTY LINE BE IT RESOLVED, that the Chanhassen City Council hereby approves the Limited Use Permit for Non -Motorized Recreation Trail, per attached document. This permit is for the purpose of constructing, maintaining, and operating a non -motorized recreation trail from CSAH 17 to Carver/Hennepin County Line as shown on Exhibit A. Passed and adopted by the Chanhassen City Council this 12m day of April 2004. ATTEST: Todd Gerhardt, City Manager M Furlong Ayotte Labatt Lundquist Peterson Thomas A. Furlong, Mayor None None Mfo M�KY '%x �i li)a Yll, Kx'"P • •'xn vN.aMi irn w«„'l ,w)'n a lxxLexx. kr n"fin '""/ « Nwiiri •• r /� X') w� LLN n M � y .MN t IT)LL]M Nxx1A N40 �i ,1 11 1 piA Iws�, - 4fp,M ppx KFf1 .,Y/'/ MN ll nORLIP �m1' n ff VyJ ' �„il.w Ai 1M1MM,A / IIM IIR),InM.'x yj;� lY % MtO9 llw �l 1".YNI,IIW"])iYl�l'kIR itl[wIM I MM: NK Nxn ]«,0).)l' ✓1 „ ) �' MIY IT,x Ks, lq/ 9ii ,'�B9W i � roi1On "x ii ,".�/.�y'a'"i,wA'>ii ee a�/cK,/nnu neB. :gin WNMY 'x'MC LI .",flfrtx/lj1FA.A. sun pJ"C 1Pp.gN B.Ky By,.,py, 50,.'.iioeE'I.51•all9.1/."0,u1'�L1O'"' MNABI. MTT IRJTIMb MI'MW CB RM LINENF. ® e•aomurrulxa evB• 1¢.I.AOI CB CEF. LINE m e91.® NB PIIOfM.0 LIK• W I•®.M EH XEf. LNE � wffio�.ee wB B°ROAEB.iSr�E"E• ® mi ie� °flEwe"pE+ uN""e M'w • ® o.Lam rm 1B 1 UW- Notice of Public Hearing Chanhassen Planning Commission Meeting Date & Time: Tuesday, April 19, 2016 at 7:00 P.M. This hearing may not start until later in the evening, depending on the order of the agenda. Location: City Hall Council Chambers, 7700 Market Blvd. Site Plan Review with Variances to construct a 4,775 square - Proposal: foot restaurant on 1.32 acres of property zoned Highway and Business Services District BH Applicant: Chick-fil-A Inc. Owner: Chanhassen Shoppes, LLC. Property 445 West 7r Street Location: A location map Is on the reverse side of this notice. The purpose of this public hearing is to inform you about the applicant's request and to obtain input from the neighborhood about this project. During the meeting, the Chair will lead the What Happens public hearing through the following steps: at the Meeting: 1. Staff will give an overview of the proposed project. 2. The applicant will present plans on the project. 3. Comments are received from the public. 4. Public hearing is closed and the Commission discusses the project. If you want to see the plans before the meeting, please visit the City's projects web page at: www.ei.chanhassen.mn.us/2016-08. If you wish to talk to someone about this project, please contact Robert Generous Questions & by email at boenerous(o)ci.chanhassen.mn.us or by phone at Comments: 952-227-1131. If you choose to submit written comments, it is helpful to have one copy to the department in advance of the meeting. Staff will provide copies to the Commission. The staff report for this item will be available online on the project web site listed above the Thursday prior to the Planning Commission meeting. NEWT Sign up to receive email and/or text notifications when meeting agendas, packets, minutes and videos are uploaded to the city's website. Go to www.ci.chanhassen.mn.us/notifyme to sign up! City Review Procedure: . Subdidslons, planned Unit Developments, Site Ran Re f.es. Conditional am Interim uses, Wetland Alterations, Rezonings. Comprehenslw Ran Amendments and Cade Amendments require a pudic healing belle the Raining Commissioncity ordinances require all property within 500 feet of the fubjecl site to be nmiaed of the application In wrifing. Any Interested pony Is ladled to attend the meaing. • Staff prepares a report on Me subject application that includes all pertinent inforn,etion and a moo maxim aeon. These reports am Mailable by mqurai At the Manning Commission meeting, staff Will giw a verbal matrix" of the report end a recammendatien. The Item will be opened for the W Nc to speak about Ma parakeet as a pan of the heeding process. The Commission will close the public heading and discuss the Item and make a recommendation to the City Council. The City Council may reverse, affirm or modify AMo1Ty or party Me Plannhq Commission's racommerMatbn. Rezonings, land use and code amendments take a simple majority woe of the City Council except mzonlngs and land use amendments from residential to commerdalAmwIdm. • Mnn e"As State Statute 519.gg requlrm all Applications to be processed wltbln 60 days unless the applicant waives this standard. Some appllcel ons due to their complexity may take sewral months to complete. Any person wishing to Him an item through the process should check with the planning Department regarding its status Ark arlink rg for the City Council meeting. • A neighbodood spokespenenlrepresantatiw Is encouraged to prodde a tented M the city. Often de nfopeas are encouraged to meal with the rrelghbohood regarding their proposal. Staff is moo Available to mdaw the project with any Interested mrson(s). • Because Me Manning Cummisslen holds the public hearing, Me City Council doe, not. Mlles am taken and any correspondence regarding the npplicallon All be Induced In the repot to the City Council. A you wish to haw something to be Inducted In Me report, ease coned the Manning Ste garrison named en the nodawtlm. Notice of Public Hearing Chanhassen Planning Commission Meeting Date & Time: Tuesday, April 19, 2016 at 7:00 P.M. This hearing may not start unit later In the evening, depending on the order of the agenda. Location: City Hall Council Chambers, 7700 Market Blvd. Site Plan Review wfth.Variances to construct a 4,775 square - Proposal: foot restaurant on 1.32 acres of property zoned Highway and Business Services District BH Applicant: Chick-fil-A Inc. Owner: Chanhassen Shoppes, LLC. Property 445 West 79tt Street Location: A location map Is on the reverse side of this notice. The purpose of this public hearing is to inform you about the applicant's request and to obtain input from the neighborhood about this project. During the meeting, the Chair will lead the What Happens public hearing through the following steps: at the Meeting: 1. Staff will give an overview of the proposed project. 2. The applicant will present plans on the project. 3. Comments are received from the public. 4. Public hearing is closed and the Commission discusses the project. If you want to see the plans before the meeting, please visit the City's projects web page at: www.ci.chanhassen.mn.us12016-08. If you wish to talk to someone about this project, please contact Robert Generous Questions 8 by email at beenerousna ci.chanhassen.mn.us or by phone at Comments: 952-227-1131. If you choose to submit written comments, it is helpful to have one copy to the department in advance of the meeting. Staff will provide copies to the Commission. The staff report for this Item will be available online on the project web site listed above the Thursday prior to the Planning Commission meeting. NEWI Sign up to receive email and/or text notifications when meeting agendas, packets, minutes and videos are uploaded to the city's website. Go to www.ci.chanhassen.mn.us/notifyme to sign up! City Review Procedure: • Sulmosions, planned Unit Dma4cpmanb, Site MAn Redews. Conditional and Interim Uses, Welland Alterations, Rezonings, Compretrenmw Plan Amendments and Code Amendments require a public hearing before Me Manning Commission. City ordinances require all property within 500 feet of the subled site to be notified of Me application In arming. Any Interested pall Is Incited to Mmad the meeting. • Steil prepares a report on Me subject application that Includes all pertinent Information and a recomntentlmlen. These reports are mmatile by request. Al the planning Commission meeting, staff will give a verbal oiamr se, of the reaon and a recommentlatlon. TM Item We be opened for Me Wblic to speak about the proposal as a part of the heading process. The Commission will dose the public hearing and discuss Me Item end make A recommendation to the City Council. The City Council may rewree, affirm or modify Altair, a party Ill Planning Commission 'A recommendation Reconings, land use Am cock, amendments take a simple majority cote of the City Council except rezonings all land use amendments from msldentim to caemerciajandustdm. • Mnnesota State Statute 519,99 requires all applicatons to be processed within 60 days unless the applicant wmws this standard. Some applications due to their complexity may take several months to complete. Any person wbhlng to follow an Item thmugh the process should check with the Manning Department regarding its status and schedding for the City Council meeting. • A neighborhood spokespersen/representaliw Is encouraged to armada a contact for the ply. Often developers am encouraged to mein with The neighborhood! regaeang Moir proposal. Staff is also available te realew Me protect wlih any Interested peracr i. • Because the Manning Commission holds the public hearing. Me City Camtll does not. Minutes are taken antl any correspondence namee g the application will be Induced in the moat to are City Council, IF you Wish to haw saveti to be Indudm to the regal lease contact the Panning Stag person named on Me notification. 6. DOCUMENT OF COMMITMENT Stewart Title Guaranty Company X. Issued by its Agent, Land Title, Inc. 2200 County Road C West, Suite 2205, Roseville, MN 55113 :l7mC!!IdD'. COMMITMENT LT File No. 534205 SCHEDULE A 1. Effective Date: January 19, 2016 at 6:D0 am 2. Policy or Policies to be issued: Amount a. ALTA Owner's Policy — 6/17/06 TBD Proposed Insured: Chanhassen Shoppes, LLC, a Minnesota limited liability company b. ALTA Long Form Loan Policy — 6/17/06 Proposed Insured: -NONE - 3. The estate or interest in the land described or referred to in this Commitment and covered herein is: FEE SIMPLE 4. Title to the estate or interest in said land is at the effective date hereof vested in: City of Chanhassen, a Minnesota municipal corporation 5. The land referred to in this Commitment Is described as follows: See attached Exhibit A Abstract Property Carver County, Minnesota Copyright 2006.2009 American Land Title Association. All rights reserved. The use of this Form Is restricted to ALTA licensees and ALTA members In good standing as of the date of use. All other uses are prohibked, Reprinted under license from the American Land Title Association. Page t of 6 i"Dtint ruin r uwcunov Stewart Title Guaranty Company Issued by its Agent, Land Title, Inc. 2200 County Road C West, Suite 2205, Roseville, MN 55113 X411VAlullt iII,M111 SCHEDULE B Part 1 The following requirements must be met: LT File No. 534205 A. Pay the agreed amounts for the interest in the land and/or the mortgage to be insured. B. Pay us the premiums, fees and charges for the policy. C. Documents satisfactory to us creating the Interest in the land and/or the mortgage to be insured must be signed, delivered and recorded. D. The record does not disclose any open mortgages. Confirmation of this must be made prior to closing. E. Warranty Deed from City of Chanhassen, a Minnesota municipal corporation, to Chanhassen Shoppes, LLC, a Minnesota limited liability company. F. It appears from available maps that the property lacks access to a public road. An Easement for access Is required to be filed of record. G. The standard form of Seller's and/or Purchaser's Affidavit, satisfactory to the Company, will be required. Copyright 2006-2006 Amerlcan Land Ttk Association. All rights mowed. A.AIr RICAN AND Tani The use of this Forth is restricted to ALTA kerrsees anc ALTA members AIfOC4110N in good standing as of the date of use. All other uses are prohlblted. Reprinted under license from it* Amenran Land T& AasociaODn. Page 3 of 6 Stewart Title Guaranty Company Issued by its Agent, Land Title, Inc. 2200 County Road C West, Suite 2205, Roseville, MN 55113 COMMITMENT 10. Tax I.D. No.: 25.8900021 Taxes for the year 2015: $0.00, Total, are 1st 1/2 Paid, 2nd 1/2 Paid, Base Tax: $0.00 (Exempt) (Non -Homestead) 2016 Tax information not yet available. NOTE: 1st Half Taxes are payable on or before May 15th and 2nd Half Taxes are payable on or before October 15th, 11. There are no levied or pending special assessments. 12. Rights or claims of tenants, as tenants only, under unrecorded leases, if any. 13. Drainage and utility easements over the subject property as shown on the recorded plat. 14. Controlled access to Trunk Highway No. 5 as shown on Minnesota Department of Transportation Right - of -Way Plat No. 10-3 filed as Document Number 122284. 15. Lack of access. Note: The above item will be deleted upon completion of item (F) of Schedule B-1 herein. 16. if there are any questions regarding this Commitment, please contact Mark Haagensen at (651) 697-6191 or by email at mhaagensen@landtRleinc.com. Please reference LT File No. 534205. Copyright 2006-2005 American Land The Association. All rights reserved, MEWCAN AND TITLr The use of this Form is restricted to ALTA Lcensees and ALTA members wocunor: in good standing as 01 the data of use. All otter uses are prohibited. Reprinted under license from the American Land The Association, Page 5 of 6 STATE �y I .r�arr.•r �, r r- Z.AMOR o w a .owY rs rYr� r..r aw r waar ADO/ rrON .wW. r--W wYr1_ v Y w-r.t LLW Y W .Y. wNu W � r a•v. r .Y� rat 4 •sa_ ai_v •w4 rYr r W .r uy w yW.r W �u� Ir W1r w mar wpm_ r M.�•� t• •YY.1. w �• I4 � may,. .rµ,...�a..i�r..... ... .w M�-Cs.�rLY,. qW�i rat_ •Yr�-W u1.YA<— 4./�.� �VYS r =-F; a—QI .A, w ClL�RR/EN-WINTER B- ASSOCIATES, INC. �ears /xt�aravaarp W,(,y i�wrtyrmra� w. 7. APPRAISAL OR ASSESSORS CURRENT AND PROJECTED VALUE Property Card Parcel ID Number 258900021 Taxpayer Information } {` _s �/ ' t e�.��i �'.t0e s - Taxpayer Name CHANHASSEN CITY C/O CITY FINANCE DIRECTOR Mailing Address PO BOX 147 CHANHASSEN, MN 55317-0147 Property Address Address City Parcel Information Uses Muni Srvc Other GIS Acres 0.26 NetAares Deeded Acres Plat ZAMOR ADDITION Lot 002 Block 001 Tax Description P/O LOT 2 WHICH LIES ELY OF FOLLOWING LINE: COMM AT THE MOST ELY CORN OF LOT 2 TH N85' W Building Information Building Style I ova ra e Finished S Ft Bedrooms Year Built Garage N Bathrooms Miscellaneous Information School District 0112 Watershed District WS 064 RILEY PURG BLUFF Homestead N Green Acres N Ag Preserve I N Assessor Information Estimated Market Value 2015 Values (Payable 2016) 2016 Values (Payable 2017) Last Sale Land $206,300.00 $49,600.00 Date of Sale Building $0.00 $0.00 Sale Value Total $206.300.00 $49,600.00 The data W-Vided lm e k for reeerence ptaposes onN T is date W not sutlabte raw Mgel, erghwrYng surveNng a dbNr sirNa puryues. Cover County sides rwk guarartse the lss w of the Fdarmeban canNned De This dale Is bmiNieO w an es is Des¢ and Caiwr County melass m repwMs stations aw wananEes, eeher swessed a Implied, br lore mcrclumvwy or amass of the lnl n .G Wr dsd br -Y purpose. This diWaimer k pmvloM prteumt b MlmesW $tHbded §Ififi.N eM tlne user o/ the date Wm'ided Mel" etlaae/edges that Carver County Nall not De peble kor.ny demelim. and by uekM arts data Y,.ny wry Wesel, waN..11 cbtms, eM agmes b dererM. tdemnry, end hdd harmless Cery pmvtled Cmmty, its ofitlek. Assm.ts. en,pbyeee, et,. lmn arty nd ell claims breugl0 by anyp,e who us Di see WortMDon br hereor e in, b employees gems. ar CARVLR fthd WrDes ehiN area ad of,nxre ecoeas BY sapience d tl,a e.le, ax user agrees mt b trarmml Tis dal. or pm+de ecreas Ic it n any pan of h b aroNr WdY uMecs me user e,aa4s ( 011 \TT\' art B,e date a aPY ak ewe dudalmer. Monday, September 19, 2016 Carver County, MN �.a vw i,wxy napery mamaom Basemap Themc- Welcome Property fnfotmebon General Tax — - - 2016 Estimated Land $769,800 Value (Payable 2017) 2016 Estimated Building Value (Payable $940,800 2017) 2016 Total Estimated $1 710,600 Value (Payable 2017) 2015 Estimated Land $579,000 Value (Payable 2016) 2015 Estimated Building Value (Payable $707,700 2016) 2015 Total Estimated $1,286,700 Value (Payable 2016) Homestead Status N Green Acres N All Preserve N Building Photo hUpsJigts-m caW.Mmm"jo noel/ What property are you looking for? Search on address, property ID, or addition name M'" shoe j _ ".yrei"ow I_ i - ay i 8. PHOTO OF BUILDING THAT WAS DEMOLISHED Original Building -Highway 5 Centre Demolished on September 22, 2016 9. NEW SITE PLAN AND BUILDING ELEVATION - CHICK-FIL-A ChickmfilmA Site Plan WEST 72Ml ST 04/06/16 03840 CHANHASSEN FSU, CHANHASSEN. MN - CUSTOM Exectnive summm - Custom Exterior Modification@ Spandrel glazing was added to the exterior of the building to meet 50% glazing requirements on the right of way elevations (North, Fast, and South). Chick-M-A sign on South elevation to be backlight with white LEDs. Custom Front of House Mfx1J"rcahoaa Custom Eggk-*I House lQdificahQns Custom nne�lw - Sm>imrfat Perspecijiri '%fievis 10. MAP SHOWING PROPERTY BOUNDARIES WITH NORTH ARROW AND BAR SCALE IM Chick-Fil-A Site 0 150 300 MOMME-3 Feet (w 7 m st) what , t �Jt +� / CON ' f,-'_� • ice. v W 7 S� 41 - \egac _ State H`J`N `' co 2 Ptomenac+ - _ TV r , O rive *, J Site History The current building had a leasable space of 10,000 square feet. At the time of purchase by Chanhassen Shoppes LLC in 2015, the building had three leased spaces totaling approximately 7,000 square feet. The building was not fully leased. The building's functionality was not desirable in today's market. Following are the tenants that were in the building: • Tian Jin o The restaurant was underperforming and chose not to relocate. • Kidz Klipz o The hair solon chose to relocate outside of the City of Chanhassen • Domino's Pizza o The restaurant relocated to a new location in downtown Chanhassen • The Hockey Stop o The tenant relocated to a new location in downtown Chanhassen 0 CITY OF CAANAAS3EN 7700 Market Boulevard PO Box 147 Chanhassen, MN 55317 Administration Phone:952.227.1100 Fax: 952.227.1110 Building Inspections Phone,952,227.1180 Fax: 952.2271190 Engineering Phone: 952.227.1160 Fax: 952.227.1170 Finance Phone: 952.227.1140 Fax: 952.227-1110 Part & Recreation Phone: 952.2271120 Fax: 952.227.1110 Recreation Center 2310 Coulter Boulevard Phone: 952.227.1400 Fax: 952.227.1404 Planning & Natural Resources Phone: 952-227.1130 Fax 952.227.1110 Public Works 7901 Park Place Phone:952227.1300 Fax: 952.227.1310 Senior Center Phone:952-227.1125 Fax:952.2271110 Website www.cichanhasserimn.us September 23, 2016 Carver County Community Development Agency Attn: Allison Streich, Deputy Director 705 North Walnut Street Chaska, MN 55318. Dear Ms. Streich, Please find attached the Community Growth Partnership Grant application. Please feel free to contact me if you have any questions. I can be reached at 952-227-1139 or by email at kaanenson(a ci.chanhassen.mn.us. Sincerely, 4dt 04� Kathryn Aanenson, AICP Community Development Director g:\plan'' cmomic developmrnr`corer Ienn.dncx Chanhassen is a Community for Life - Providing for Today and Planning for Tomorrow COMMUNITY GROWTH PARTNERSHIP GRANT APPLICATION Chanhassen Shoppes LLC, Chick-fil-A Applicant: City of Chanhassen 7700 Market Boulevard PO Box 147 Chanhassen, MN 55317 CARVER COUNTY COMMUNITY DEVELOPMENT AGENCY REDEVELOPMENT INCENTIVE GRANT PROGRAM REDEVELOPMENT GRANT AGREEMENT THIS GRANT AGREEMENT entered into this 26th day of October 2016 by and between the Carver County Community Development Agency, a public body corporate and politic (the "Agency"), and the city of Chanhassen, a political subdivision of the State of Minnesota (the "Grantee"). WHEREAS, pursuant to Resolution No. 15-15 the Agency established the Community Growth Partnership Initiative Grant Program (the "Program") to improve the tax base and quality of life in Carver County by assisting municipal redevelopment efforts and promoting the development of affordable housing; and WHEREAS, the activities to be undertaken under the Program are all activities that the Agency could undertake directly pursuant to Minnesota Statutes, §§469.001 to 469.047 and 469.090 to 469.1082; and WHEREAS, this Agreement shall constitute a cooperation agreement between the parties, as contemplated by Minnesota Statutes, §§469.041, clause (8) and 469.101, subdivisions 5 and 14; and WHEREAS, the Grantee submitted an application for a Redevelopment Incentive Grant (the "Application") in response to a request for proposals issued by the Agency and will use the grant funds made available under this Agreement to help fund the project identified in Attachment A (the "Project'D; and WHEREAS, the Agency has concluded that the Grantee has the necessary expertise, skill and ability to successfully complete the Project and that the Project is in the best interests of the Agency and will positively contribute to meeting the goals of the Program; and WHEREAS, the Grantee is a municipality of Carver County that is supportive of the Agency's mission and of the development of affordable housing; and WHEREAS, the Agency agrees to provide grant funds to the Grantee pursuant to the Program and Resolution No. 16-30, subject to the terms, conditions, and clarifications hereof. NOW THEREFORE, in consideration of the mutual covenants and agreement contained herein, the Agency and the Grantee agree as follows: ARTICLE 1: TERMS OF GRANT 1.01 Grant Amount: The Agency agrees to provide a grant to the Grantee in the amount of Thirty Thousand Dollars (S30,000) (the "Grant") from the Program upon the terms and conditions and for the purposes set forth in this Agreement. 1.02 Match Requirement: The Grantee shall match the total Grant amount received from the Agency based upon the expenditure of two dollars ($2.00) of Grantee funds for each one dollar ($1.00) of Grant funding ("Matching Funds"). Such Matching Funds shall (a) constitute the actual expenditure of Grantee funds on the Project described in Attachment A and not "in kind" contributions and (b) be in balance at the time of each Grant disbursement pursuant to Section 1.06 hereof. The source and amount of Matching Funds shall be identified by the Grantee in each Reimbursement Request, as described in Section 1.06. 1.03 Use of Funds: The Grantee agrees to use the proceeds of the Grant solely for the purposes and activities described in Attachment A. A Project summary that identifies eligible uses of Grant proceeds, as approved by the Agency, is contained in Attachment A ("Eligible Uses"). Grant funds shall not be used for (a) construction costs, (b) soft costs related to the Project, (c) costs not included in the Application, (d) residential rehabilitation or house moving or (e) administration expenses. 1.04 Grant Tenn: The Project shall be completed in a timely manner and all Grant funds will be expended upon eighteen (18) months of the date of this Agreement, April 26, 2018 (the "End Date"). L05 Term Extension: The End Date may be extended beyond the original End Date at the sole discretion of the Executive Director of the Agency. The Grantee must submit any extension request in writing at least thirty (30) calendar days prior to the End Date (a) stating the reason for the extension request, (b) providing a proposed new End Date and (c) describing in reasonable detail proposed changes to the Project activities and budget, if any. The End Date may be extended only once and the extension shall not exceed one (1) year beyond the original End Date. 1.06 Disbursement of Grant Funds: The Agency will disburse Grant funds in response to written reimbursement requests ("Reimbursement Requests") submitted to the Agency by the Grantee upon forms provided by the Agency and accompanied by (a) copies of bills and invoices from third parties for which Grantee seeks reimbursement and (b) proof of expenditure of Matching Funds in an amount at least equal to two times the amount of the Reimbursement Request. Subject to verification of the facts contained each Reimbursement Request and a determination of compliance with the terms of this Agreement, the Agency will disburse the requested amount to the Grantee within fourteen (14) days after receipt of each Reimbursement Request. 1.07 Release of Unused Grant Funds: Upon the earlier of (a) Completion of the Project or (b) the End Date (the "Grant Release Date"), any Grant funds not previously disbursed to the Grantee for any reason shall be automatically released from the terms of this Agreement. ARTICLE 2: ACCOUNTING, AUDIT AND REPORTING REQUIREMENTS 2.01 Accountings and Records: The Grantee agrees to accurately and completely establish and maintain detailed accounts and records relating to the receipt and expenditure of all Grant funds received under this Agreement. Such accounts and records shall be kept and maintained by the Grantee for a period of six (6) years following the Grant Release Date. Such financial records shall sufficiently evidence the nature and expenditure of all Match Funds required. Accounting methods shall be in accordance with generally accepted accounting principles. 2.02 Audits: The accounts and records of the Grantee described in Section 2.01 shall be audited in the same manner as all other accounts and records of the Grantee and may, for a period of six (6) years following the Grant Release Date, be inspected on the Grantee's premises by the Agency or individuals or organizations designated by the Agency, upon reasonable notice thereof to the Grantee. The books, records, documents and accounting procedures relevant to this Agreement are subject to examination by the State Auditor in accordance with State law. 2.03 Report Requirements: The Grantee shall periodically report to the Agency regarding the status of Project activities and the expenditures of the Grant funds. Reports are due on each May 31" and November 30'" during the Grant term, as defined in Section 1.04. A final report is due sixty (60) days following the Grant Release Date. This reporting requirement and all others required in this Agreement shall survive the termination or expiration of this Agreement. 2.04 Appraisal: The Grantee represents that an appraisal has been or will be carried out to determine the fair market value of any real property to be acquired as a part of Project activities and that any purchase offer and price paid was made based on the appraised value. The Grantee further represents that such appraisal conforms to Uniform Standards of Professional Appraisal Practice (USPAP) requirements and was performed by a qualified appraiser licensed in the State of Minnesota. 2.05 Acquisition and Relocation: The Grantee represents that all Project activities comply with all aspects of Minnesota Statutes, §§117.50 to 117.56 and the United States Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended, if applicable. 4.03 No Remedy Exclusive: No remedy herein conferred upon or reserved to the Agency 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 other 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 such right and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the Agency to exercise any remedy reserved to it, it shall not be necessary to give notice, other than such notice as provided in Section 4.02. 4.05 No Additional Waiver Implied by One Waiver: In the event any agreement contained in this Agreement should be breached by the Grantee and thereafter waived by the Agency, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other concurrent, previous or subsequent breach hereunder. ARTICLE 5: GENERAL PROVISIONS 5.01 Amendments: The Agency and the Grantee may amend this Agreement by mutual agreement and shall be effective only on the execution of written amendments signed by authorized representatives of the Agency and the Grantee. 5.02 Equal Opportunity: The Grantee agrees it will not discriminate against any employee or applicant for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, membership or activity in local civil rights commission, disability, sexual orientation or age and will take affirmative action to insure applicants and employees are treated equally with respect to all aspects of employment, rates of pay and other forms of compensation, and selection for training. 5.03 Conflict of Interest: The members, officers and employees of the Grantee shall comply with all applicable state statutory and regulatory conflict of interest laws and provisions. 5.04 Severability: If one or more provisions of this Agreement are found invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, the remaining provisions shall not in any way be affected, prejudiced, disturbed or impaired thereby, and all other provisions of this Agreement shall remain in full force. 5.05 Time: Time is of the essence in the performance of the terms and conditions of this Agreement. 5.06 Contacts: Reimbursement Requests, written reports and correspondence submitted to the Agency pursuant to this Agreement shall be directed to: Carver County CDA Attn: Allison Streich, Deputy Director of Carver County CDA 705 North Walnut Street Chaska, MN 55318 Any notice, demand, or other communication under the Agreement to the Grantee shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally to Grantee at: City of Chanhassen 7700 Market Blvd PO Box 147 Chanhassen; MN 55317 or at such other address that Grantee may, from time to time, designate in writing. Mailed notices shall be deemed duly delivered two (2) business days after the date of mailing. 2.06 Environmental Site Assessment: The Grantee represents that a Phase 1 Environmental Site Assessment or other environmental reviews have been or will be carried out, if such environmental assessment or review is appropriate for the scope and nature of the Project activities funded by this Grant and that any environmental issues have been or will be properly and adequately addressed. Issuance of this Grant neither implies any Agency responsibility for contamination, if any, at the Project site nor imposes any obligation on the Agency to participate in any pollution cleanup of the Project site if such cleanup is undertaken or required. 2.07 Public Biddine: The Grantee, in the expenditure of Grant funds, shall at all times comply with the requirements of Minnesota Statutes, §§469.015 and 471.345. ARTICLE 3: GRANTEE REPRESENTATIONS AND WARRANTIES 3.01 Authority: Grantee warrants that it is duly organized under applicable laws of the State of Minnesota and that it has authority to execute, deliver, and perform its obligations under this Agreement. 3.02 Use of Grant Funds: Grantee warrants that it shall use the proceeds of the Grant solely for Eligible Uses in accordance with Section 1.03 hereof. 3.03 Project Site Acknowledgements: The Grantee shall acknowledge the assistance provided by the Agency and Carver County in promotional materials, press releases, reports and publications relating to the Project activities that are funded in whole or in part with the Grant funds. The acknowledgement should contain the following language: "Financing for this project was provided by the Carver County CDA Redevelopment Incentive Grant Program and support from Carver County". Until the Project is completed, the Grantee shall ensure the above acknowledgement language, or alternative language approved by the Executive Director of the Agency, is included on all signs located at Project or construction sites that identify Project funding partners or entities providing financial support for the Project. 3.04 Assianment: Grantee shall not cause or permit any voluntary transfer, assignment, or other conveyance of this Agreement without the written consent of the Agency, which said consent may be withheld it the Agency's sole discretion. Any non -approved transfer, assignment or conveyance shall be void. 3.05 Indemnification: Grantee shall defend, hold harmless and indemnify the Agency and its elected and appointed officials, officers, agents and employees from and against all claims, liability, costs expenses, loss or damages of any nature whatsoever, including reasonable attorney's fees, arising out of or in any way connected with its failure to perform its covenants and obligations under this Agreement and any of its operations or activities related thereto, excluding the willful misconduct or the gross negligence of the person or entity seeking to he defended, indemnified, or held harmless. The provisions of this paragraph shall survive the termination of this Agreement. This indemnification shall not be construed as a waiver on the part of either the Grantee or the Agency of any immunities or limits on liability provided by applicable State law. ARTICLE IV: DEFAULT AND REMEDIES 4.01 Default Defined: The term "Default" shall mean, whenever it is used in this Agreement (a) any failure by the Grantee to substantially observe or perform any material covenant, condition, obligation or agreement on its part to be observed or performed hereunder or (b) any material breach of any representation set forth herein. 4.02 Remedies: Whenever a Default occurs, the Agency may immediately, without notice, suspend its performance under this Agreement. After providing thirty (30) days written notice to Grantee of a Default, but only if the alleged Default has not been cured within said thirty (30) days or, if the alleged Default cannot be cured within said thirty (30) days, within such time as is reasonably determined by the Agency as necessary to cure (assuming Grantee diligently Pursues such cure), the Agency may (a) terminate this Agreement by written notice, upon which all non -disbursed Grant Funds shall be released, and/or (b) pursue whatever action, including legal, equitable or administrative action, which may appear necessary or desirable to collect any amounts due under this Agreement or to enforce the performance and observance of any obligation, agreement, or covenant hereof. 5.08 Counterparts: This Agreement may be executed in multiple counterparts, and all such executed counterparts shall constitute the same Agreement. It shall be necessary to account for only one (1) such counterpart executed by each party hereto in proving the existence, validity or content of this Agreement. IN WITNESS WHEREOF, the Grantee and the Agency have caused this Agreement to be executed by their duly authorized representatives. This Agreement is cffective on the date of final execution by the Agency. Agency: The Carver Countyt7mmunity Development Agency B Grantee: City of Chanhassen Julie is Exec tiveDirector / Dated: (� By:/ �"`1 Its. Dated: 10 `Z8" 2a/(a 5.07 Warranty of Legal Capacity: The individuals signing this Agreement on behalf of the Grantee and on behalf of the Agency represent and warrant on the Grantee's and the Agency's behalf respectively that the individuals are duly authorized to execute this Agreement on the Grantee's and the Agency's behalf, respectively and that this Agreement constitutes the Grantee's and the Agency's valid, binding and enforceable agreements. CARVER COUNTY COMMUNITY DEVELOPMENT AGENCY REDEVELOPMENT INCENTIVE GRANT PROGRAM REDEVELOPMENT GRANT AGREEMENT THIS GRANT AGREEMENT entered into this 26th day of October 2016 by and between the Carver County Community Development Agency, a public body corporate and politic (the "Agency"), and the city of Chanhassen, a political subdivision of the State of Minnesota (the "Grantee' ). WHEREAS, pursuant to Resolution No. 15-15 the Agency established the Community Growth Partnership Initiative Grant Program (the "Program") to improve the tax base and quality of life in Carver County by assisting municipal redevelopment efforts and promoting the development of affordable housing; and WHEREAS, the activities to be undertaken under the Program are all activities that the Agency could undertake directly pursuant to Mznnesota Statutes, §§469.001 to 469.047 and 469.090 to 469.1082; and WHEREAS, this Agreement shall constitute a cooperation agreement between the parties, as contemplated by Minnesota Statutes, §§469.041, clause (8) and 469.101, subdivisions 5 and 14; and WHEREAS, the Grantee submitted an application for a Redevelopment Incentive Grant (the "Application") in response to a request for proposals issued by the Agency and will use the grant fimds made available under this Agreement to help fund the project identified in Attachment A (the "Project"); and WHEREAS, the Agency has concluded that the Grantee has the necessary expertise, skill and ability to successfully complete the Project and that the Project is in the best interests of the Agency and will positively contribute to meeting the goals of the Program; and WHEREAS, the Grantee is a municipality of Carver County that is supportive of the Agency's mission and of the development of affordable housing; and WHEREAS, the Agency agrees to provide grant funds to the Grantee pursuant to the Program and Resolution No. 16-30, subject to the terms, conditions, and clarifications hereof. NOW THEREFORE, in consideration of the mutual covenants and agreement contained herein, the Agency and the Grantee agree as follows: ARTICLE 1: TERMS OF GRANT 1.01 Grant Amount: The Agency agrees to provide a grant to the Grantee in the amount of Thirty Thousand Dollars (S30,000) (the "Grant") from the Program upon the terms and conditions and for the purposes set forth in this Agreement. 1.02 Match Requirement: The Grantee shall match the total Grant amount received from the Agency based upon the expenditure of two dollars ($2.00) of Grantee funds for each one dollar ($1.00) of Grant funding ("Matching Funds"). Such Matching Funds shall (a) constitute the actual expenditure of Grantee funds on the Project described in Attachment A and not "in kind" contributions and (b) be in balance at the time of each Grant disbursement pursuant to Section 1.06 hereof. The source and amount of Matching Funds shall be identified by the Grantee in each Reimbursement Request, as described in Section 1.06. 1.03 Use of Funds: The Grantee agrees to use the proceeds of the Grant solely for the purposes and activities described in Attachment A. A Project summary that identifies eligible uses of Grant proceeds, as approved by the Agency, is contained in Attachment A ("Eligible Uses"). Grant funds shall not be used for (a) construction costs, (b) soft costs related to the Project, (c) costs not included in the Application, (d) residential rehabilitation or house moving or (e) administration expenses. 1.04 Grant Tenn: The Project shall be completed in a timely manner and all Grant funds will be expended upon eighteen (18) months of the date of this Agreement, April 26, 2018 (the "End Date"). 1.05 Term Extension: The End Date maybe extended beyond the original End Date at the sole discretion of the Executive Director of the Agency. The Grantee must submit any extension request in writing at least thirty (30) calendar days prior to the End Date (a) stating the reason for the extension request, (b) providing a proposed new End Date and (c) describing in reasonable detail proposed changes to the Project activities and budget, if any. The End Date may be extended only once and the extension shall not exceed one (1) year beyond the original End Date. 1.06 Disbursement of Grant Funds: The Agency will disburse Grant funds in response to written reimbursement requests ('Reimbursement Requests") submitted to the Agency by the Grantee upon forms provided by the Agency and accompanied by (a) copies of bills and invoices from third parties for which Grantee seeks reimbursement and (b) proof of expenditure of Matching Funds in an amount at least equal to two times the amount of the Reimbursement Request. Subject to verification of the facts contained each Reimbursement Request and a determination of compliance with the terms of this Agreement, the Agency will disburse the requested amount to the Grantee within fourteen (14) days after receipt of each Reimbursement Request. 1.07 Release of Unused Grant Funds: Upon the earlier of (a) Completion of the Project or (b) the End Date (the "Grant Release Date"), any Grant funds not previously disbursed to the Grantee for any reason shall be automatically released from the terms of this Agreement. ARTICLE 2: ACCOUNTING, AUDIT AND REPORTING REQUIREMENTS 2.01 Accountin¢ and Records: The Grantee agrees to accurately and completely establish and maintain detailed accounts and records relating to the receipt and expenditure of all Grant funds received under this Agreement. Such accounts and records shall be kept and maintained by the Grantee for a period of six (6) years following the Grant Release Date. Such financial records shall sufficiently evidence the nature and expenditure of all Match Funds required. Accounting methods shall be in accordance with generally accepted accounting principles. 2.02 Audits: The accounts and records of the Grantee described in Section 2.01 shall he audited in the same manner as all other accounts and records of the Grantee and may, for a period of six (6) years following the Grant Release Date, be inspected on the Grantee's premises by the Agency or individuals or organizations designated by the Agency, upon reasonable notice thereof to the Grantee. The books, records, documents and accounting procedures relevant to this Agreement are subject to examination by the State Auditor in accordance with State law. 2.03 Report Requirements: The Grantee shall periodically report to the Agency regarding the status of Project activities and the expenditures of the Grant funds. Reports are due on each May 31" and November 30" during the Grant term, as defined in Section 1.04. A final report is due sixty (60) days following the Grant Release Date. This reporting requirement and all others required in this Agreement shall survive the termination or expiration of this Agreement. 2.04 Apmrasa1: The Grantee represents that an appraisal has been or will be carried out to determine the fair market value of any real property to be acquired as a part of Project activities and that any purchase offer and price paid was made based on the appraised value. The Grantee further represents that such appraisal conforms to Uniform Standards of Professional Appraisal Practice (USPAP) requirements and was performed by a qualified appraiser licensed in the State of Minnesota. 2.05 Acquisition and Relocation: The Grantee represents that all Project activities comply with all aspects of Minnesota Statutes, §§117.50 to 117.56 and the United States Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended, if applicable. 2.06 Environmental Site Assessment: The Grantee represents that a Phase I Environmental Site Assessment or other environmental reviews have been or will be carried out, if such environmental assessment or review is appropriate for the scope and nature of the Project activities funded by this Grant and that any environmental issues have been or will be properly and adequately addressed. Issuance of this Grant neither implies any Agency responsibility for contamination, if any, at the Project site nor imposes any obligation on the Agency to participate in any pollution cleanup of the Project site if such cleanup is undertaken or required. 2.07 Public Bidding: The Grantee, in the expenditure of Grant funds, shall at all times comply with the requirements of Minnesota Statutes, §§469.015 and 471.345. ARTICLE 3: GRANTEE REPRESENTATIONS AND WARRANTIES 3.01 Authori : Grantee warrants that it is duly organized under applicable laws of the State of Minnesota and that it has authority to execute, deliver, and perform its obligations under this Agreement. 3.02 Use of Grant Funds: Grantee warrants that it shall use the proceeds of the Grant solely for Eligible Uses in accordance with Section 1.03 hereof. 3.03 Project Site Acknowled ements: The Grantee shall acknowledge the assistance provided by the Agency and Carver County in promotional materials, press releases, reports and publications relating to the Project activities that are funded in whole or in part with the Grant funds. The acknowledgement should contain the following language: "Financing for this project was provided by the Carver County CDA Redevelopment Incentive Grant Program and support from Carver County". Until the Project is completed, the Grantee shall ensure the above acknowledgement language, or alternative language approved by the Executive Director of the Agency, is included on all signs located at Project or construction sites that identify Project funding partners or entities providing financial support for the Project. 3.04 Assignment: Grantee shall not cause or permit any voluntary transfer, assignment, or other conveyance of this Agreement without the written consent of the Agency, which said consent may be withheld it the Agency's sole discretion. Any non -approved transfer, assignment or conveyance shall be void. 3.05 Indemnification: Grantee shall defend, hold harmless and indemnify the Agency and its elected and appointed officials, officers, agents and employees from and against all claims, liability, costs expenses, loss or damages of any nature whatsoever, including reasonable attorney's fees, arising out of or in any way connected with its failure to perform its covenants and obligations under this Agreement and any of its operations or activities related thereto, excluding the willful misconduct or the gross negligence of the person or entity seeking to be defended, indemnified, or held harmless. The provisions of this paragraph shall survive the termination of this Agreement. This indemnification shall not be construed as a waiver on the part of either the Grantee or the Agency of any immunities or limits on liability provided by applicable State law. ARTICLE IV: DEFAULT AND REMEDIES 4.01 Default Defined: The term "Default" shall mean, whenever it is used in this Agreement (a) any failure by the Grantee to substantially observe or perform any material covenant, condition, obligation or agreement on its part to be observed or performed hereunder or (b) any material breach of any representation set forth herein. 4.02 Remedies: Whenever a Default occurs, the Agency may immediately, without notice, suspend its performance under this Agreement After providing thirty (30) days written notice to Grantee of a Default, but only if the alleged Default has not been cued within said thirty (30) days or, if the alleged Default cannot be cured within said thirty (30) days, within such time as is reasonably determined by the Agency as necessary to cure (assuming Grantee diligently pursues such cure), the Agency may (a) terminate this Agreement by written notice, upon which all non -disbursed Grant Funds shall be released, and/or (b) pursue whatever action, including legal, equitable or administrative action, which may appear necessary or desirable to collect any amounts due under this Agreement or to enforce the performance and observance of any obligation, agreement, or covenant hereof. 4.03 No Remedy Exclusive: No remedy herein conferred upon or reserved to the Agency 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 other 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 such right and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the Agency to exercise any remedy reserved to it, it shall not be necessary to give notice, other than such notice as provided in Section 4.02. 4.05 No Additional Waiver Implied by One Waiver: In the event any agreement contained in this Agreement should be breached by the Grantee and thereafter waived by the Agency, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other concurrent, previous or subsequent breach hereunder. ARTICLE 5: GENERAL PROVISIONS 5.01 Amendments: The Agency and the Grantee may amend this Agreement by mutual agreement and shall be effective only on the execution of written amendments signed by authorized representatives of the Agency and the Grantee. 5.02 Equal Opportunity: The Grantee agrees it will not discriminate against any employee or applicant for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, membership or activity in local civil rights commission, disability, sexual orientation or age and will take affirmative action to insure applicants and employees are treated equally with respect to all aspects of employment, rates of pay and other forms of compensation, and selection for training. 5.03 Conflict of Interest: The members, officers and employees of the Grantee shall comply with all applicable state statutory and regulatory conflict of interest laws and provisions. 5.04 Severability: If one or more provisions of this Agreement are found invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, the remaining provisions shall not in any way be affected, prejudiced, disturbed or impaired thereby, and all other provisions ofthis Agreement shall remain in full force. 5.05 Time: Time is of the essence in the performance of the terms and conditions of this Agreement. 5.06 Contacts: Reimbursement Requests, written reports and correspondence submitted to the Agency pursuant to this Agreement shall be directed to: Carver County CDA Attn: Allison Streich, Deputy Director of Carver County CDA 705 North Walnut Street Chaska, MN 55318 Any notice, demand, or other communication under the Agreement to the Grantee shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally to Grantee at: City of Chanhassen 7700 Market Blvd PO Box 147 Chanhassen, MN 55317 or at such other address that Grantee may, from time to time, designate in writing. Mailed notices shall be deemed duly delivered two (2) business days after the date of mailing. 5.07 Warranty of Legal Capacity: The individuals signing this Agreement on behalf of the Grantee and on behalf of the Agency represent and warrant on the Grantee's and the Agency's behalf respectively that the individuals are duly authorized to execute this Agreement on the Grantee's and the Agency's behalf, respectively and that this Agreement constitutes the Grantee's and the Agency's valid, binding and enforceable agreements. 5.08 Counterparts: This Agreement may be executed in multiple counterparts, and all such executed counterparts shall constitute the same Agreement. It shall be necessary to account for only one (I) such counterpart executed by each party hereto in proving the existence, validity or content of this Agreement. IN WITNESS WHEREOF, the Grantee and the Agency have caused this Agreement to be executed by their duly authorized representatives. This Agreement is effective on the date of final execution by the Agency. Agency: The Carver Cou2typ9mmunity Development Agency B / V ti Grantee: City of Chanhassen Julie icl Exec ive Director Dated: I a By: // </ Its. Dated: /0 —Z$- 2cl/&, ATTACHMENT A Project Name: Chanhassen Shoppes, LLC/Chick-fil-A Location: 445 79th St W Chanhassen, MN 55317 Redevelopment Project Description: The site currently has a 10,000 square -foot one-story multi -tenant retail building, Highway 5 Centre. The property has an area of 1.32 acres. The site is being redeveloped for the construction of a one-story 4,775 square -foot building with a drive-thru for a restaurant — Chick-fil-A Project Activities: Budget: Storm Water Connection Fees $39,994.28 Voluntary Remediation Program -Enrollment Application submitted -prepared by Brawn Intertec, seeking an approved Response Action Plan (RAP) which was granted by the MPCA on August 17, 2016 $4,500.00 Geotechnical Evaluation of soils by Brawn $5,420.00 Pre -demolition hazardous building materials inspection $7,185.00 Environmental Site Assessment -Phase I and Phase 11 $2,200.00 Installation of vapor barrier/venting system $23,500.00 Totai-I $82,799.68 Funding Sources: I Amounts: Initiative Funds $30,000.00 Private Financing$52,799.68 Total $82,799.68 _ HARRIS CITY OF CHANHASSEN BMO ICAGO, BANK N.A. 163454 CHICAGO, ILLINOIS 7700 MARKET BLVD., P.O. BOX 147 2-28 CHANHASSEN, MN 55317 710 (952) 227-1140 Pay ONE THOUSAND AND XX / 100 Date 9/15/2016 To the order of CHANHASSEN SHOPPES LLC ATTN: JAY SCOTT 9478 RILEY LAKE ROAD EDEN PRAIRIE, MN 55347 III IG34S411' 1:0410002881: 204SS2411' Check Date: 09/15/2016 Vendor No: CHASHO Check Amount: 1,000.00 Vendor Name: CHANHASSEN SHOPPES LLC Vendor Acct No: Invoice Number Date Description 00325643 09/08/2016 Overpayment Refund- PID# 25.8900021 L2, B1 ZamorAddn Amount $1,000.00 Amount 1,000.00 CITY OF CHANHASSEN P O BOX 147 CHANHASSEN MN 55317 12/18/2015 2:10 PM Receipt No. 00303308 CLERK: JoleneB PAYEE: MidAmerica Real Estate Chanhassen Shoppes LLC 5353 Wayzata Blvd 4650 Minneapolis MN 55416- 25.8900021 L2, B1 Zamor Addn ------------------------------------------------------- Down Payment 1,000.00 Total Cash Check 2197 Change 1,000.00 0.00 1,000.00 0.00 CITY OF CHANHASSEN P O BOX 147 CHANHASSEN MN 55317 12/18/2015 2:10 PM Receipt No. 00303308 CLERK: JoleneB PAYEE: MidAmerica Real Estate Chanhassen Shoppes LLC 5353 Wayzata Blvd #650 Minneapolis MN 55416- 25.8900021 L2, B1 Zamor Addn --------------------------------------- Down Payment 1,000.00 Total Cash Check 2197 Change 1,000.00 0.00 ---1,000_00 0.00 Closing Date: Disbursement Date: BUYER: SELLER: LENDER: Closing Agent: Closing Agent File No.: PROPERTY ADDRESS: Price COMMERCIALPAUNERS T I T L E, L L C 200 South Sixth Street, Suite 1300 Minneapolis, MN 55402 PHONE (612) 337-2470 FAX (612) 337.2471 SELLER'S CLOSING STATEMENT 51742 unassigned Chanhassen Minnesota (Carver County) IEarnest Monev none held by Commercial Partners Title I _ I SUBTOTAL CASH FROM SELLER CASH TO SELLER SEE ATTACHED SIGNATURE PAGE TO SELLER STATEMENT 400.00 CITY OF CHANHASSEN P O BOX 147 CHANHASSEN MN 55317 09/08/2016 3:54 PM Receipt No. 00325643 CLERK: AshleyM PAYEE: Commercial Partners Title, LLC 200 South Sixth Street Suite 1300 Minneapolis MN 55402- PID 25-8900021 L2,B1 Zamor Addn ------------------------------------------------------- Land Sale 34,323.69 Overpayment -Refund 1,000.00 Total Cash Check 14664 Change 35,323.69 0.00 35,323.69 0.00 MidAmerica Real Estate -MN LLC Bridgewater Bank 2197 Chanhassen Shoppes LLC 4400 Excelsior Blvd 5353 WaMw Blvd #650 St Louis Park MN 55416 Minneapolis MN 55416 TO THE ORDER OF **** ONE THOUSAND AND 00/100 DOLLARS COMMERCIAL PARTNERS TITLE 200 SOUTH 6TH STREET, STE 1300 MINNEAPOLIS, MN 55402 5 12/10/15 $11000.00*** 8 110021976a 1:09LO175231: 01303430,61 o z - o N a y m n 3 m amp m N091901869<Amencana Gommunft banK CITY OF CHANHASSEN PLANNING DEPARTMENT 7700 Market Boulevard P.O. Box 147 CHANHASSEN, MN 55317 (952) 227-1100 FAX (952) 227-1170 TO: Solomon Real Estate Group 9478 Riley Lake Road Eden Prairie, MN 55347 LETTER OF TRANSMITTAL 1/12/16 ATTENTION Jay Scott RE: Lot 2, Block 1, Zamor Addition WE ARE SENDING YOU ® Attached ❑ Under separate cover via the following items: ❑ Shop drawings ❑ Prints ❑ Plans ❑ Samples ❑ Specifications ❑ Copy of letter ❑ Change Order ❑ Pay Request ❑ THESE ARE TRANSMITTED as checked below: ❑ For approval ® Approved as submitted ❑ Resubmit copies for approval ® For your use ❑ Approved as noted ❑ Submit copies for distribution ® As requested ❑ Returned for corrections ❑ Return corrected prints ❑ For review and comment ❑ ❑ FORBIDS DUE ❑ PRINTS RETURNED AFTER LOAN TO US REMARKS COPY TO: 107 !ki_.. If enclosures are not as noted, kindly notify us at once. VACANT LAND PURCHASE AGREEMENT I. PARTIES. This Purchase Agreement is made on the � day ofjia ri� 201,5, by and between the CITY OF CHANHASSEN, a Minnesota municipal corporate n, 7700 Market Boulevard, P. O. Box 147, Chanhassen, Minnesota 55317 ("Seller'), and CHANHASSEN SHOPPES, LLC, a Minnesota limited liability company, 9478 Riley Lake Road, Eden Prairie, Minnesota 55347-3490 ("Buyer"). 2. OFFER/ACCEPTANCE. Buyer offers to purchase and Seller agrees to sell the following the real property located in Carver County, Minnesota, described on the Exhibit A attached hereto and incorporated herein by reference ("Property"). 3. PRICE AND TERMS. The purchase price for the Property included under this Purchase Agreement is approximately Thirty-six Thousand Ninety-nine and 20/100 Dollars ($36,099.20). The final purchase price shall be $3.20/square foot as determined by an ALTA survey obtained by Buyer in accordance with the terms of this Agreement ("Purchase Price'). If the total square footage of the Property is greater or less than 11,281 square feet, the Purchase Price shall be adjusted accordingly. The purchase price shall be payable as follows: A. Earnest Money. $1,000.00 as earnest money ("Earnest Money") which Earnest Money shall be held by Commercial Partners Title in an interest -bearing trust account ("Title Company") in accordance with the Escrow Agreement attached hereto as Exhibit B. All Earnest Money shall be: (i) distributed to Seller at the time of closing to be applied to the Purchase Price; (ii) distributed to Seller as liquidated damages and as Seller's sole remedy, in the event Seller performs all of its obligations under this Agreement and Buyer fails to close as required in this Agreement. The Earnest Money well be returned to the Buyer in the event of (i) refusal of the Seller to perform its obligations under this Agreement; or (ii) Buyer's termination of this Agreement under Paragraph 20.A. as hereinafter set forth. Buyer's sole remedies if Seller refuses to perform its obligations shall be to have the Earnest Money returned or commence an action for specific performance within 30 days of Seller's default. B. Balance of Purchase Price. The balance of Purchase Price in cash or by wire transfer of U.S. Federal Funds on the Closing Date as hereinafter defined. 4. DEED/MARKETABLE TITLE. Upon performance by Buyer, Seller shall execute and deliver to Buyer a Limited Warranty Deed, conveying good and marketable title of record, subject to: A, Reservations of minerals or mineral rights by the State of Minnesota, if any; B. Building and zoning laws, ordinances, state and federal regulations; and 182MM C. The lien of real property taxes and the lien of special assessments and interest due thereon, if any, payable in the year of closing which by the terms of this Purchase Agreement are to be paid or assumed by the Buyer. D. Any encumbrances shown on the title commitment to which Buyer has not objected to prior to the expiration of the twenty (20) day period provided under Section 9 of this Agreement ("Permitted Encumbrances"). 5. REAL ESTATE TAXES AND SPECIAL ASSESSMENTS. A. Prior Years' Delinquent Real Estate Taxes and Delinquent Special Assessments. Delinquent real estate taxes payable in years prior to the year of Closing and delinquent installments of special assessments certified for collection with real estate taxes payable in years prior to the year of Closing, together with penalty, interest and costs, shall be paid by Seller not later than the Date of Closing. B. Real Estate Taxes Payable in the Year of Closing. Real estate taxes payable in the year of Closing shall be prorated between Seller and Buyer on a calendar year basis to the Date of Closing. Buyer shall assume installments not paid at Closing. Seller shall pay penalty, interest and costs on any delinquent installment of taxes and special assessments payable by Seller in the year of Closing. Seller represents and wan -ants that there are no pending, levied or deferred special assessments on the Property. C. Deferred Real Estate Taxes. Seller shall pay on Date of Closing or provide for payment of any deferred real estate taxes (including "Green Acres" taxes under Minn. Star. § 273.111) payment of which is required as a result of the Closing of this sale and the recording of the Deed. Provision for payment shall be by payment into escrow of 1.5 times the estimated payoff amount of the deferred taxes. D. Certified Special Assessments. All installments of special assessments certified for payment with the real estate taxes payable in the year of Closing shall be paid by Seller at Closing. E. Pending Special Assessments. Seller shall provide for payment of special assessments pending as of the date of this Purchase Agreement for improvements that have been ordered by the City Council or other governmental authorities. Seller's provision for payment shall be by payment into escrow of 1.5 times the estimated amount of the assessments. If a special assessment becomes pending after the date of this Purchase Agreement and before the Date of Closing, Buyer may, at Buyer's option: (1) Assume payment of the pending special assessment without adjustment to the purchase price of the real property; or (2) Require Seller to pay the pending special assessment (or escrow for payment of same as provided above) and Buyer shall pay a commensurate increase in 152668v8 2 the purchase price of the real property, which increase shall be the same as the estimated amount of the assessment; or (3) Rescind this Agreement, in which case all Earnest Money shall be refunded to Buyer. F. All Other Levied Special Assessments. Seller shall pay on the Date of Closing all other special assessments levied as of the date of this Purchase Agreement. 6. SELLER'S BOUNDARY LINE, ACCESS, RESTRICTIONS AND LIEN WARRANTIES. Seller warrants that buildings are entirely within the boundary lines of the Property. Seller warrants that there has been no labor or material furnished to the Property for Seller for which payment has not been made. Seller warrants that there are no present violations of any restrictions relating to the use or improvement of the Property. Seller warrants that the Property is not subject to a lien for Medical Assistance or other public assistance. 7. ACCESS PRIOR TO CLOSING. Upon reasonable notice to Seller, Buyer and Buyer's authorized agents as well as Chick-Fil- A, Inc ("CFA') and its authorized agents shall have the right during the period from the date of this Agreement to the Date of Closing to enter in and upon the Property in order to make, at Buyer's or CFA's expense, surveys, measurements, soil tests and other tests that Buyer or CIA shall deem necessary. Buyer agrees to restore any resulting damage to the Property and to indemnify, hold harmless and defend Seller from any and all claims by third persons of any nature whatsoever arising from Buyer's right of entry hereunder, including all actions, proceedings, demands, assessments, costs, expenses and attorneys' fees. No invasive testing of the Property shall be performed without Seller's prior written consent. Seller's consent may be conditioned upon any restrictions that Seller deems necessary. Buyer shall provide to Seller a copy of any such surveys, measurements, soil tests or other tests that Buyer or CFA obtain within five (5) days after receipt. 8. POSSESSION. Seller shall deliver possession of the Property not later than the actual date of closing. 9. TITLE INSURANCE. Within fifteen (15) days following the date of this Agreement, Seller, at its expense, shall furnish a title insurance commitment in the full amount of the Purchase Price issued by Land Title, Inc. ("Title Company"), certified to date to include proper searches covering bankruptcies, state and federal judgments and liens, by which said company commits to issue its policy of title insurance that insures that at closing Buyer shall have good, marketable and insurable title of record to the Premises. Buyer shall be allowed twenty (20) business days after receipt of the title commitment and land survey for examination of title and making any objections, which shall be made in writing or deemed waived. 10. TITLE CORRECTIONS AND REMEDIES. Seller shall have twenty (20) business days from receipt of Buyer's written title objections to notify Buyer of Seller's intention to make title marketable within (90) days from Seller's receipt of such written objections. If notice is given, payments hereunder required shall be postponed pending correction of title, but upon correction of title within ten (10) days after written notice to Buyer, the parties shall perform the 182668v8 Agreement according to its terms. If no such notice is given, or if notice is given but title is not corrected within the time provided for, this Agreement shall be null and void, at the option of Buyer, and in such case, neither parry shall be liable for damages hereunder to the other, unless Buyer notifies Seller in writing of Buyer's waiver of the uncured title objections within five (5) business days from the end of the twenty (20) day business day period. 11. NOTICES. All notices required herein shall be in writing and delivered personally or mailed to the address as shown at Paragraph 1, above and if mailed, are effective as of the date of mailing. 12. MINNESOTA LAW. This contract shall be governed by the laws of the State of Minnesota. 13. WELL DISCLOSURE. [Check one of the following:] XX Seller certifies that Seller does not know of any wells on the Property. Wells on the Property are disclosed by Seller on the attached Well Disclosure form. 14. DISCLOSURE OF INDIVIDUAL ON -SITE SEWAGE TREATMENT SYSTEM. [Check one of the following.] XX Seller certifies that Seller does not know of any individual on -site sewage treatment systems on the Property. _ Individual on -site sewage treatment systems on the Property are disclosed by Seller on the attached Disclosure form. 15. SELLER'S COVENANTS, REPRESENTATIONS AND WARRANTIES. A. Seller, as part of the consideration therefore, represents warrants, and covenants with Buyer and its successors and assigns that: (1) Seller has the present full authority and power to execute this Agreement and to close the sale of the Property. (2) That Seller has not received notice of (a) any actual or pending litigation or proceeding by any organization, person, individual or governmental agency against Seller with respect to the Property or against the Property, (b) any violation of the Property's compliance with applicable fire safety laws, building code ordinances, zoning ordinances or any similar statutes, ordinances, laws, rules or regulations, (c) any condition, defect or inadequacy which, if not corrected, would result in the termination of, or increase in the cost of, insurance coverage, (d) any proceedings which could cause the change, redefinition or other modification of the zoning classifications or of other legal requirements applicable to the Property or any part thereof, or (e) any pending or threatened condemnation proceeding that would affect the Property. 1s266sys (3) Except as set forth in Section 9, on the Date of Closing there will be no (a) outstanding leases or occupancy agreements, or (b) outstanding contracts made by Seller for any improvements to the Property which have not been fully paid for or for which Seller shall make arrangements to pay off except such contracts as shall be agreed upon by Seller and Buyer for improvements to the Property and Seller shall cause to be discharged all mechanic's or materialmen's liens arising from any labor or materials furnished to the Property prior to the Date of Closing. (4) Seller will not, without the prior written consent of Buyer: (a) construct or enter into any agreement or commitment to construct any improvement or alteration to the Property; or (b) enter into or consent to any lease, easement, covenant or other obligation affecting the Property or alteration to the Property except as provided herein. (5) Seller shall deliver to Buyer a written notice of the commencement of any legal action by any governmental authority or third party affecting the Property and will make no concessions or settlements with respect to any such action without Buyer's prior written consent. (6) Seller is not a foreign person, as such term is defined in Section 1445(f)(3) of the Internal Revenue Code of 1986, as amended, and shall deliver an affidavit to that effect at closing, which shall be in form and substance reasonably acceptable to Buyer. B. All of Seller's covenants, representations and warranties in this Agreement shall be true as of the date hereof and of the Closing Date, and shall survive closing for a period of six (6) months and shall be a condition precedent to the performance of Buyer's obligations hereunder. C. PROTECTED HISTORICAL SITES. (Select either (1) or (2) below.] X Seller represents that Seller does not know if there are historical, native American, or archeological materials on or in the property that might be protected by law. _ Seller represents that the property does not have any American Indian burial grounds, other human burial grounds, ceremonial earthworks, historical materials, and/or other archeological sites that are protected by federal or state law. Buyer's obligation to close is contingent upon Buyer determining to Buyer's satisfaction that the Property does not have any American Indian burial grounds, other human burial grounds, ceremonial earthworks, historical materials, and/or other archeological sites that are protected by federal or state law. 182668v8 5 16. SELLER'S AFFIDAVIT. At closing, Seller shall supplement the warranties and representations in this Purchase Agreement by executing and delivering a Minnesota Uniform Conveyancing Blank [Form No. 116-M, 117-M, or 118-M] Affidavit of Seller. 17. CLOSING. The closing (the "Closing") of the purchase and sale contemplated by this Agreement shall occur at a location designated by Buyer, and shall occur within five (5) days after written notice from Buyer, but in no event later than thirty (30) days after CFA has waived all of its contingencies under the Ground Lease between CIA and Buyer (the "Ground Lease'), including, without limitation Site Plan, Preliminary and Final Plat and receipt of all approvals for CIA to construct and operate a Chick-Fil-A restaurant on the Property and Buyer's adjacent property ("Closing Date"). The foregoing notwithstanding, in no event will the Closing Date be later than September 15, 2016. At Closing, Seller and Buyer shall disclose their Social Security Numbers or Federal Tax Identification Numbers for the purposes of completing state and federal tax forms. 18. CLOSING DOCUMENTS. A. At the Closing, Seller shall execute and/or deliver to Buyer the following (collectively the "Closing Documents"): (1) Limited Warranty Deed. A Limited Warranty Deed in recordable form and reasonably satisfactory to Buyer, which shall include the following well representations: "Seller certifies that the Seller does not know of any wells on the described Property." (2) Seller's Affidavit. A standard form affidavit by Seller indicating that on the date of Closing there are no outstanding, unsatisfied judgments, tax liens or bankruptcies against or involving Seller or the Property; that there has been no skill, labor or material furnished to the Property for which payment has not been made or for which mechanic's liens could be filed; and that there are no other unrecorded interests in the Property. (3) Non -Foreign Person Certification. A certification in form and content satisfactory to the parties hereto and their counsel, properly executed by Seller, containing such information as shall be required by the Internal Revenue Code, and the regulations issued there under, in order to establish that Seller is not a "foreign person" as defined in §1445(f)(3) of such Code and such regulations. (4) Storage Tanks. If required, an affidavit with respect to storage tanks pursuant to Minn. Stat. § 116.48. (5) Well Certificate. If there is a well located on the Property, a well disclosure certificate in form and substance true to form for recording. 1826WS 6 (6) Certification. A certification that the representations and/or warranties made by Seller is materially the same as were in existence on the date of this Agreement or noting any changes thereto; and (7) Other Documents. All other documents reasonably determined by either party or the title insurance company to be necessary to transfer and provide title insurance for the Property. B. At the Closing, Buyer shall execute and deliver to Seller the following: (1) All documents reasonably determined by either party or the title insurance company to he necessary to provide title insurance for the Property; (2) Payment of the Purchase Price. 19. CLOSING COSTS. The costs relating to the closing of this transaction shall be paid as follows: A. Buyer shall pay: (1) Recording fee for the Limited Warranty Deed; (2) One-half of the closing fee charged by the Title Company; (3) The premium for owner's title insurance, including survey coverage; and (4) All costs for preparation of an ALTA survey. B. Seller shall pay: (1) All costs of obtaining a title insurance commitment; (2) State deed tax; (3) One-half of the closing fee charged by the Title Company; and (4) Conservation fee attributable to the Limited Warranty Deed 20. ADDITIONAL TERMS. A. Buyer's Contingencies. Buyer's obligations under this Agreement are contingent upon the following ("Buyer's Contingencies") expressly contingent upon Buyer's satisfaction with each of the following prior to Closing: (1) The representations and warranties of Seller set forth in this Agreement must be true as of the date of this Agreement and on the Closing Date, and Seller 182668v8 7 shall have delivered to Buyers at Closing a certificate dated the Closing Date, signed by Seller, certifying that such representations and warranties are true as of the Closing Date. (2) Buyer determining on or before the Closing Date, that it is satisfied, in its sole discretion, with Buyer's physical inspection of the Property, including, without limitation, the results of matters disclosed by a Phase I Environmental Audit or by any environmental/engineering investigation or testing of the Property performed by Buyer or Buyer's agent. By executing this Agreement, Seller hereby authorizes Buyer to enter upon the Property at reasonable times to conduct the investigations and/or tests described herein. Buyer shall be solely responsible for all environmental tests and shall hold Seller barmless from any such costs and shall indemnify Seller for breach of this provision including reasonable attorneys' fees. (3) Receipt of all approvals required by CFA for the construction and operation of a Chick-Fil-A restaurant on the Property and the Buyer's adjacent property, including, without limitation site plan, vacation of appropriate drainage and utility easements, the combination of the Property with Buyer's adjacent lot and execution of a Site Plan Agreement (as set forth in B(1) and (2) below, respectively) all in Buyer's and CFA's sole discretion. Seller and Buyer agree that the transaction contemplated herein is contingent upon the performance or resolution of the contingencies contained in this Section. In the event any of the Contingencies have not been satisfied or waived, in the sole and absolute judgment of Buyer by the Closing Date ("Contingency Period"), the Buyer may terminate this Agreement by giving written notice to the Seller. The Contingencies are for the sole benefit of the Buyer and the Buyer shall have the right to waive any or all of the Buyer Contingencies by written notice to the Seller. Termination of this Agreement by Buyer as a result of any of the Contingencies not being satisfied shall result in both parties hereto being relieved of any further rights, responsibilities or obligations hereunder other than the return of the Earnest Money to Buyer. Upon Termination of this Agreement by Buyer, Buyer shall execute a Quit Claim Deed of the Property to the Seller terminating Buyer's interest in this Purchase Agreement. B. Seller's Contin eg ncies. Seller's obligations under this Agreement are contingent upon the following ("Seller's Contingencies') expressly contingent upon Seller's satisfaction with each of the following prior to Closing: (1) Buyer combining the Property with Buyer's abutting property identified as PID No. 258900020 ("Buyer's Parcel') under a single tax parcel at Closing; (2) Receipt of all approvals required by CFA for the construction and operation of a Chick-Fil-A restaurant on the Property and the Buyer's adjacent property, including, without limitation site plan, vacation of 182668vs appropriate drainage and utility easements, the combination of the Property with Buyer's adjacent lot and execution of a Site Plan Agreement (as set forth in B(1); and (3) Buyer obtaining an ALTA survey of the Property. Seller and Buyer agree that the transaction contemplated herein is contingent upon the performance or resolution of the contingencies contained in this Section. In the event any of the Contingencies have not been satisfied or waived, in the sole and absolute judgment of Seller by Closing, the Seller may terminate this Agreement by giving written notice to the Buyer. The Contingencies are for the sole benefit of the Seller and the Seller shall have the right to waive any or all of the Seller Contingencies by written notice to the Buyer. Termination of this Agreement by Seller as a result of any of the Contingencies not being satisfied shall result in both parties hereto being relieved of any further rights, responsibilities or obligations hereunder other than the return of the Earnest Money to Buyer. Upon Termination of this Agreement b by Seller, Buyer shall execute a Quit Claim Deed of the Property to the Seller terminating Buyer's interest in this Purchase Agreement. C. "AS IS" Purchase. Except as set forth in this Purchase Agreement or any document contemplated hereby, (i) the Property is being sold, conveyed, assigned, transferred and delivered "as is, where is" on the date hereof, and in its condition on the date hereof, "with all faults," and Seller is not making, and expressly disclaims, any other representation or warranties written or oral, statutory, express or implied, concerning the Property, including but not limited to, representations or warranties relating to value or quality of the Property or with respect to this Purchase Agreement or the transactions contemplated hereby or thereby, and (ii) Seller specifically disclaims any representation or warranty of merchantability, usage, suitability or fitness for any particular purpose with respect to the Property or any part thereof, or as to the workmanship thereof, or the absence of any defects therein, whether latent or patent. 21. ADDENDA. Attached are no addenda which are made a part of this Purchase Agreement. 22. TIME IS OF THE ESSENCE. Time is of the essence for all provisions of this Purchase Agreement. 23. MULTIPLE ORIGINALS. Seller and Buyer have signed two (2) originals of this Purchase Agreement. 182668v8 9 The City agrees to sell the Property for the price and terms and conditions set forth above. SELLER: CITY OF CHANHASSEN Un Denny M. Gerhardt, Its City Manager Dated: / - //- /( 182668v8 10 The Buyer agrees to buy the Property for the price and terms and conditions set forth above. BUYER: CHANHASSEN SHOPPES, LLC By ay M. Sc tt Its Chief Manager Dated: Dece+nkv- 1 i 2015 182668v8 11 vn; PROPERTY: All that part of Lot 2, Block 1, Zamor Addition, according to the recorded plat thereof, Carver County, Minnesota, which lies easterly of the following described line: Commencing at the most easterly comer of said Lot 2; thence on an assumed bearing of North 85 degrees 10 minutes 11 seconds West, along the boundary between said Lot 2 and Lot 1, Block 1, said Zamor Addition, for 154.54 feet to an angle point in said boundary and the actual point of beginning of the line to be described; thence South 18 degrees 20 minutes 00 seconds East for 129.14 feet to the southerly line of said Lot 2 and there terminating. 182668v8 12 ESCROW AGREEMENT The undersigned, Commercial Partners Title ("Escrow Agent") acknowledges receipt of One Thousand and No/100 Dollars ($1,000.00) (the "Deposit") to be held by it pursuant to the terms of the Purchase Agreement attached to this Escrow Agreement. Escrow Agent agrees to hold the Deposit in accordance with the terms of the Purchase Agreement and disburse the same strictly in accordance with such terms. Escrow Agent shall invest the Deposit in such interest -bearing accounts or instruments as shall be approved by both the Buyer and the Seller. Interest shall accrue for the benefit of Buyer and shall become part of the Earnest Money. Seller represents that its Tax I.D. Number is as follows: 41-0885331. Buyer represents that its Tax I.D. Number is as follows: 47-2624717. The sole duties of Escrow Agent shall be those described herein, and Escrow Agent shall be under no obligation to determine whether the other parties hereto are complying with any requirements of law or the terms and conditions of any other agreements among said parties. Escrow Agent may conclusively rely upon and shall be protected in acting upon any notice, consent, order or other document believed by it to be genuine and to have been signed or presented by the proper party or parties. Escrow Agent shall have no duty or liability to verify any such notice, consent, order or other document, and its sole responsibility shall be to act as expressly set forth in this Agreement. Escrow Agent shall be under no obligation to institute or defend any action, suit or proceeding in connection with this Agreement unless first indemnified to its satisfaction. Escrow Agent may consult with respect to any question arising under this Agreement and shall not be liable for any action taken or omitted in good faith upon advice of such counsel. The fees and charges of the Escrow Agent shall be paid as follows: one-half of such fees and charges shall be paid by Seller and one-half of such fees and charges shall be paid by Buyer. Dated: ESCROW AGENT: COAMIERCIAL PARTNERS TITLE M. 18266M 13 Dated: J -// - /(9 SELLER: CITY OF C 7,,SS By: Todd Gerh—arUF- 4ts: City Manager I:II1W", CHANHASSEN SHOPPES, C Dated: 1 Z �� S' I B ay M. ott Its: Chief Manager 182668vg 14 Date Received CARVER COUNTY Taxpayer Services Department Government Center -Administration -Building 600 East An Street Chaska, MN 55318-2102 taxsvc@co.carver.mn.us Phone (952) 361-1910 Fax (952) 361-1919 Application to Combine Real Estate Parcels Per MN Statute 272.46 the county auditor, upon written application of any person, shall for property tax purposes only, combine legal descriptions of contiguous parcels to which the applicant(s) hold title. In order to be combined, the following requirements must be met: • Receipt of completed form by owner or designated representative • Based upon deeds of record, parcels must be of the same (identic;C ownership • Parcels must be contiguous • Parcels must be located in same unique taxing districts (TAG) • Current year and delinquent taxes must be paid on each parcel • If parcels are in a Tax Increment Financing District (TIF), they must be located in the same TIF district • If special assessments are not paid on all parcels, the cityttownship would need to recertify the special assessments for the new parcel CAUTION Parcels that have been combined cannot be subdivided again without local munklpaltly approval If located In a township, Carver County Land Management Office must also approve the subdivision. Combined property tax will be reflected on next year's tax statement Owner (Applicant) Name: Chanhassen Shoppes LLC Address: 9478 Riley Lake Road Phone Number. 612-337-6134 Eden Prairie, MN 55347 Parcels fits to be combined: 258900020 258900021 Signature Date:-16-1(0 Please mail, fax or email completed and signed application to Taxpayer Services Department as listed above. ADolications must be received by Dec. 310 to be considered for the following tax y For Office Use Only: =Approved _ Denied By - Reason Denied: SN-and Records TerhslSplits- CombinalbnMApplication to Combine Real Estate Paroel$.doc VACANT LAND PURCHASE AGREEMENT 1. PARTIES. This Purchase Agreement is made on the dayofJdV111arq 201,$, by and between the CITY OF CHANHASSEN, a Minnesota municipal cot' dn, 7700 Market Boulevard, P. O. Box 147, Chanhassen, Minnesota 55317 ("Seller), and CHANHASSEN SHOPPES, LLC, a Minnesota limited liability company, 9478 Riley Lake Road, Eden Prairie, Minnesota 55347-3490 ("Buyer"). 2. OFFER/ACCEPTANCE. Buyer offers to purchase and Seller agrees to sell the following the real property located in Carver County, Minnesota,.described on the Exhibit A attached hereto and incorporated herein by reference ("Property'). 3. PRICE AND TERMS. The purchase price for the Property included under this Purchase Agreement is approximately Thirty-six Thousand Ninety-nine and 20/100 Dollars ($36,099.20). The final purchase price shall be $320/square foot as determined by an ALTA survey obtained by Buyer in accordance with the terms of this Agreement ("Purchase Price"). If the total square footage of the Property is greater or less than 11,281 square feet, the Purchase Price shall be adjusted accordingly. The purchase price shall be payable as follows: A. Earnest Money. $1,000.00 as earnest money (Earnest Money's which Earnest Money shall be held by Commercial Partners Title in an interest -bearing trust account ("Title Company's in accordance with the Escrow Agreement attached hereto as Exhibit B. All Earnest Money shall be: (i) distributed to Seller at the time of closing to be applied to the Purchase Price; (ii) distributed to Seller as liquidated damages and as Seller's sole remedy, in the event Seller performs all of its obligations under this Agreement and Buyer fails to close as required in this Agreement. The Earnest Money will be returned to the Buyer in the event of (i) refusal of the Seller to perform its obligations under this Agreement; or (ii) Buyer's termination of this Agreement under Paragraph 20.A. as hereinafter set forth. Buyer's sole remedies if Seller refuses to perform its obligations shall be to have the Earnest Money returned or commence an action for specific performance within 30 days of Seller's default. B. Balance of Purchase Price. The balance of Purchase Price in cash or by wire transfer of U.S. Federal Funds on the Closing Date as hereinafter defined. 4. DEED/MARKETABLE TITLE. Upon performance by Buyer, Seller shall execute and deliver to Buyer a Limited Warranty Deed, conveying good and marketable title of record, subject to: A, Reservations of minerals or mineral rights by the State of Minnesota, if any; B. Building and zoning laws, ordinances, state and federal regulations; and 1826684 C. The lien of real property taxes and the lien of special assessments and interest due thereon, if any, payable in the year of closing which by the terms of this Purchase Agreement are to be paid or assumed by the Buyer. D. Any encumbrances shown on the title commitment to which Buyer has not objected to prior to the expiration of the twenty (20) day period provided under Section 9 of this Agreement ("Permitted Encumbrances"). 5. REAL ESTATE TAXES AND SPECIAL ASSESSMENTS, A. Prior Years' Delinquent Real Estate Taxes and Delinquent Special Assessments. Delinquent real estate taxes payable in years prior to the year of Closing and delinquent installments of special assessments certified for collection with real estate taxes payable in years prior to the year of Closing, together with penalty, interest and costs, shall be paid by Seller not later than the Date of Closing. B. Real Estate Taxes Payable in the Year of Closing. Real estate taxes payable in the year of Closing shall be prorated between Seller and Buyer on a calendar year basis to the Date of Closing. Buyer shall assume installments not paid at Closing. Seller shall pay penalty, interest and costs on any delinquent installment of taxes and special assessments payable by Seller in the year of Closing. Seller represents and warrants that there are no pending, levied or deferred special assessments on the Properly. C. Deferred Real Estate Taxes. Seller shall pay on Date of Closing or provide for payment of any deferred real estate taxes (including "Green Acres" taxes under Minn. Star. § 273.111) payment of which is required as a result of the Closing of this sale and the recording of the Deed. Provision for payment shall be by payment into escrow of 1.5 times the estimated payoff amount of the deferred taxes. D. Certified Snecial Assessments. All installments of special assessments certified for payment with the real estate taxes payable in the year of Closing shall be paid by Seller at Closing. E. Pending Special Assessments. Seller shall provide for payment of special assessments pending as of the date of this Purchase Agreement for improvements that have been ordered by the City Council or other governmental authorities. Seller's provision for payment shall be by payment into escrow of 1.5 times the estimated amount of the assessments. If a special assessment becomes pending after the date of this Purchase Agreement and before the Date of Closing, Buyer may, at Buyer's option: (1) Assume payment of the pending special assessment without adjustment to the purchase price of the real property; or (2) Require Seller to pay the pending special assessment (or escrow for payment of same as provided above) and Buyer shall pay a commensurate increase in 182WA the purchase price of the real property, which increase shall be the some as the estimated amount of the assessment; or (3) Rescind this Agreement, in which case all Earnest Money shall be refunded to Buyer. F. All Other Levied SpNial Assessments. Seller shall pay on the Date of Closing all other special assessments levied as of the date of this Purchase Agreement. 6. SELLER'S BOUNDARY LINE, ACCESS, RESTRICTIONS AND LIEN WARRANTIES. Seller warrants that buildings are entirely within the boundary lines of the Property. Seller warrants that there has been no labor or material furnished to the Property for Seller for which payment has not been made. Seller warrants that there are no present violations of any restrictions relating to the use or improvement of the Property. Seller warrants that the Property is not subject to alien for Medical Assistance or other public assistance. 7. ACCESS PRIOR TO CLOSING. Upon reasonable notice to Seller, Buyer and Buyer's authorized agents as well as Chick-Fil- A, Inc ("CFA') and its authorized agents shall have the right during the period from the date of this Agreement to the Date of Closing to enter in and upon the Property in order to make, at Buyer's or CIA's expense, surveys, measurements, soil tests and other tests that Buyer or CFA shall deem necessary. Buyer agrees to restore any resulting damage to the Property and to indemnify, hold harmless and defend Seller from any and all claims by third persons of any nature whatsoever arising from Buyer's right of entry hereunder, including all actions, proceedings, demands, assessments, costs, expenses and attorneys' fees. No invasive testing of the Property shall be performed without Seller's prior written consent. Seller's consent may be conditioned upon any restrictions that Seller deems necessary. Buyer shall provide to Seller a copy of any such surveys, measurements, soil tests or other tests that Buyer or CFA obtain within five (5) days after receipt. 8. POSSESSION. Seller shall deliver possession of the Property not later than the actual date of closing. 9. TITLE INSURANCE. Within fifteen (15) days following the date of this Agreement, Seller, at its expense, shall furnish a title insurance commitment in the full amount of the Purchase Price issued by Land Title, Inc. ("Title Company"), certified to date to include proper searches covering bankruptcies, state and federal judgments and liens, by which said company commits to issue its policy of title insurance that insures that at closing Buyer shall have good, marketable and insurable title of record to the Premises. Buyer shall be allowed twenty (20) business days after receipt of the title commitment and land storey for examination of title and making any objections, which shall be made in writing or deemed waived 10. TITLE CORRECTIONS AND REMEDIES. Seller shall have twenty (20) business days from receipt of Buyer's written title objections to notify Buyer of Seller's intention to make title marketable within (90) days from Seller's receipt of such written objections. If notice is given, payments hereunder required shall be postponed pending correction of title, but upon correction of title within ten (10) days after written notice to Buyer, the parties shall perform the 182668v8 Agreement according to its terms. If no such notice is given, or if notice is given but title is not corrected within the time provided for, this Agreement shall be null and void, at the option of Buyer, and in such case, neither party shall be liable for damages hereunder to the other, unless Buyer notifies Seller in writing of Buyer's waiver of the uncured title objections within five (5) business days from the end of the twenty (20) day business day period. 11. NOTICES. All notices required herein shall be in writing and delivered personally or mailed to the address as shown at Paragraph 1, above and if mailed, are effective as of the date of mailing. 12. MINNESOTA LAW. This contract shall be governed by the laws of the State of Minnesota. 13. WELL DISCLOSURE. [Check one of the following:] XX Seller certifies that Seller does not know of any wells on the Property. Wells on the Property are disclosed by Seller on the attached Well Disclosure form. 14. DISCLOSURE OF INDIVIDUAL ON -SITE SEWAGE TREATMENT SYSTEM. [Check one of the following.] XX Seller certifies that Seller does not know of any individual on -site sewage treatment systems on the Property. _ Individual on -site sewage treatment systems on the Property are disclosed by Seller on the attached Disclosure form. 15. SELLER'S COVENANTS, REPRESENTATIONS AND WARRANTIES. A. Seller, as part of the consideration therefore, represents warrants, and covenants with Buyer and its successors and assigns that: (1) Seller has the present full authority and power to execute this Agreement and to close the sale of the Property. (2) That Seller has not received notice of (a) any actual or pending litigation or proceeding by any organization, person, individual or governmental agency against Seller with respect to the Property or against the Property, (b) any violation of the Property's compliance with applicable fire safety laws, building code ordinances, zoning ordinances or any similar statutes, ordinances, laws, rules or regulations, (c) any condition, defect or inadequacy which, if not corrected, would result in the termination of, or increase in the cost of, insurance coverage, (d) any proceedings which could cause the change, redefinition or other modification of the zoning classifications or of other legal requirements applicable to the Property or any part thereof, or (e) any pending or threatened condemnation proceeding that would affect the Property. 182668vg (3) Except as set forth in Section 9, on the Date of Closing there will be no (a) outstanding leases or occupancy agreements, or (b) outstanding contracts made by Seller for any improvements to the Property which have not been fully paid for or for which Seller shall make arrangements to pay off except such contracts as shall be agreed upon by Seller and Buyer for improvements to the Property and Seller shall cause to be discharged all mechanic's or materialmen's liens arising from any labor or materials famished to the Property prior to the Date of Closing. (4) Seller will not, without the prior written consent of Buyer: (a) construct or enter into any agreement or commitment to construct any improvement or alteration to the Property; or (b) enter into or consent to any lease, casement, covenant or other obligation affecting the Property or alteration to the Property except as provided herein. (5) Seller shall deliver to Buyer a written notice of the commencement of any legal action by any governmental authority or third party affecting the Property and will make no concessions or settlements with respect to any such action without Buyer's prior written consent. (6) Seller is not a foreign person, as such term is defined in Section 1445(0(3) of the Internal Revenue Code of 1986, as amended, and shall deliver an affidavit to that effect at closing, which shall be in form and substance reasonably acceptable to Buyer. B. All of Seller's covenants, representations and warranties in this Agreement shall be true as of the date hereof and of the Closing Date, and shall survive closing for a period of six (6) months and shall be a condition precedent to the performance of Buyer's obligations hereunder. C. PROTECTED HISTORICAL SITES. [Select either (1) or (2) below.] X Seller represents that Seller does not know if there are historical, native American, or archeological materials on or in the property that might be protected by law. _ Seller represents that the property does not have any American Indian burial grounds, other human burial grounds, ceremonial earthworks, historical materials, and/or other archeological sites that are protected by federal or state law. Buyer's obligation to close is contingent upon Buyer determining to Buyer's satisfaction that the Property does not have any American Indian burial grounds, other human burial grounds, ceremonial earthworks, historical materials, and/or other archeological sites that are protected by federal or state law. 18266M 16. SELLER'S AFFIDAVIT. At closing, Seller shall supplement the warranties and representations in this Purchase Agreement by executing and delivering a Minnesota Uniform Conveyancing Blank [Form No. 116-K 117-M, or 118-M] Affidavit of Seller. 17. CLOSING. The closing (the "Closing") of the purchase and sale contemplated by this Agreement shall occur at a location designated by Buyer, and shall occur within five (5) days after written notice from Buyer, but in no event later than thirty (30) days after CFA has waived all of its contingencies under the Ground Lease between CFA and Buyer (the "Ground Lease"), including, without limitation Site Plan, Preliminary and Final Plat and receipt of all approvals for CFA to construct and operate a Chick-Fil-A restaurant on the Property and Buyer's adjacent property ("Closing Date"). The foregoing notwithstanding, in no event will the Closing Date be later than September 15, 2016. At Closing, Seller and Buyer shall disclose their Social Security Numbers or Federal Tax Identification Numbers for the purposes of completing state and federal tax forms. IS. CLOSING DOCUMENTS. A. At the Closing, Seller shall execute and/or deliver to Buyer the following (collectively the "Closing Documents"): (1) Limited Warranty Deed. A Limited Warranty Deed in recordable form and reasonably satisfactory to Buyer, which shall include the following well representations: "Seller certifies that the Seller does not know of any wells on the described Property." (2) Seller's Affidavit. A standard form affidavit by Seller indicating that on the date of Closing there are no outstanding, unsatisfied judgments, tax liens or bankruptcies against or involving Seller or the Property; that there has been no skill, labor or material furnished to the Property for which payment has not been made or for which mechanic's liens could be filed; and that there are no other unrecorded interests in the Property. (3) Non -Foreign Person Certification. A certification in form and content satisfactory to the parties hereto and their counsel, properly executed by Seller, containing such information as shall be required by the Internal Revenue Code, and the regulations issued there under, in order to establish that Seller is not a "foreign person" as defined in §1445(f)(3) of such Code and such regulations. (4) Storage Tanks. If required, an affidavit with respect to storage tanks pursuant to Minn. Stat. § 116.48. (5) Well Certificate. If there is a well located on the Property, a well disclosure certificate in form and substance true to form for recording. 18266M (6) Certification. A certification that the representations and/or warranties made by Seller is materially the same as were in existence on the date of this Agreement or noting any changes thereto; and (7) Other Documents. All other documents reasonably determined by either party or the title insurance company to be necessary to transfer and provide title insurance for the Property. B. At the Closing, Buyer shall execute and deliver to Seller the following: (1) All documents reasonably determined by either party or the title insurance company to be necessary to provide title insurance for the Property; (2) Payment of the Purchase Price. 19. CLOSING COSTS. The costs relating to the closing of this transaction shall be paid as follows: A. Buyer shall pay: (1) Recording fee for the Limited Warranty Deed; (2) One-half of the closing fee charged by the Title Company; (3) The premium for owner's title insurance, including survey coverage; and (4) All costs for preparation of an ALTA survey. B. Seller shall pay: (1) All costs of obtaining a title insurance commitment; (2) State deed tax; (3) One-half of the closing fee charged by the Title Company; and (4) Conservation fee attributable to the Limited Warranty Deed 20. ADDITIONAL TERMS. A. Buyer's Contingencies. Buyer's obligations under this Agreement are contingent upon the following (`Buyer's Contingencies") expressly contingent upon Buyer's satisfaction with each of the following prior to Closing: (1) The representations and warranties of Seller set forth in this Agreement must be true as of the date of this Agreement and on the Closing Date, and Seller 182668v8 7 shall have delivered to Buyers at Closing a certificate dated the Closing Date, signed by Seller, certifying that such representations and warranties are true as of the Closing Date. (2) Buyer determining on or before the Closing Date, that it is satisfied, in its sole discretion, with Buyer's physical inspection of the Property, including, without limitation, the results of matters disclosed by a Phase I Environmental Audit or by any environmental/engineering investigation or testing of the Property performed by Buyer or Buyer's agent. By executing this Agreement, Seller hereby authorizes Buyer to enter upon the Property at reasonable times to conduct the investigations and/or tests described herein. Buyer shall be solely responsible for all environmental tests and shall hold Seller harmless from any such costs and shall indemnify Seller for breach of this provision including reasonable attorneys' fees. (3) Receipt of all approvals required by CFA for the construction and operation of a Chick-Fil-A restaurant on the Property and the Buyer's adjacent property, including, without limitation site plan, vacation of appropriate drainage and utility easements, the combination of the Property with Buyer's adjacent lot and execution of a Site Plan Agreement (as set forth in B(1) and (2) below, respectively) all in Buyer's and CFA's sole discretion. Seller and Buyer agree that the transaction contemplated herein is contingent upon the performance or resolution of the contingencies contained in this Section. In the event any of the Contingencies have not been satisfied or waived, in the sole and absolute judgment of Buyer by the Closing Date ("Contingency Period"), the Buyer may terminate this Agreement by giving written notice to the Seller. The Contingencies are for the sole benefit of the Buyer and the Buyer shall have the right to waive any or all of the Buyer Contingencies by written notice to the Seller. Termination of this Agreement by Buyer as a result of any of the Contingencies not being satisfied shall result in both parties hereto being relieved of any further rights, responsibilities or obligations hereunder other than the return of the Earnest Money to Buyer. Upon Termination of this Agreement by Buyer, Buyer shall execute a Quit Claim Deed of the Property to the Seiler terminating Buyer's interest in this Purchase Agreement. B. Seller's Contin eg ncies. Seller's obligations under this Agreement are contingent upon the following ("Seller's Contingencies') expressly contingent upon Seller's satisfaction with each of the following prior to Closing: (1) Buyer combining the Property with Buyer's abutting property identified as PID No. 258900020 ("Buyer's Parcel' under a single tax parcel at Closing; (2) Receipt of all approvals required by CFA for the construction and operation of a Click-Fil-A restaurant on the Property and the Buyer's adjacent property, including, without limitation site plan, vacation of 1826680 appropriate drainage and utility easements, the combination of the Property with Buyer's adjacent lot and execution of a Site Plan Agreement (as set forth in B(l); and (3) Buyer obtaining an ALTA survey of the Property. Seller and Buyer agree that the transaction contemplated herein is contingent upon the performance or resolution of the contingencies contained in this Section. In the event any of the Contingencies have not been satisfied or waived, in the sole and absolute judgment of Seller by Closing, the Seller may terminate this Agreement by giving written notice to the Buyer. The Contingencies are for the sole benefit of the Seller and the Seller shall have the right to waive any or all of the Seller Contingencies by written notice to the Buyer. Termination of this Agreement by Seller as a result of any of the Contingencies not being satisfied shall result in both parties hereto being relieved of any further rights, responsibilities or obligations hereunder other than the return of the Earnest Money to Buyer. Upon Termination of this Agreement b by Seller, Buyer shall execute a Quit Claim Deed of the Property to the Seller terminating Buyer's interest in this Purchase Agreement C. "AS IS" Purchase. Except as set forth in this Purchase Agreement or any document contemplated hereby, (i) the Property is being sold, conveyed, assigned, transferred and delivered "as is, where is" on the date hereof, and in its condition on the date hereof, "with all faults," and Seller is not making, and expressly disclaims, any other representation or warranties written or oral, statutory, express or implied, concerning the Property, including but not limited to, representations or warranties relating to value or quality of the Properly or with respect to this Purchase Agreement or the transactions contemplated hereby or thereby, and (ii) Seller specifically disclaims any representation or warranty of merchantability, usage, suitability or fitness for any particular purpose with respect to the Property or any part thereof, or as to the workmanship thereof, or the absence of any defects therein, whether latent or patent 21. ADDENDA. Attached are no addenda which are made a part of this Purchase Agreement. 22. TIME IS OF THE ESSENCE. Time is of the essence for all provisions of this Purchase Agreement. 23. MULTIPLE ORIGINALS. Seller and Buyer have signed two (2) originals of this Purchase Agreement 182668v8 The City agrees to sell the Property for the price and terms and conditions set forth above. SELLER: CITY OF CHANHASSEN Dated: / - //- /6 ,44 5--- ] 6266M 10 The Buyer agrees to buy the Property for the price and terms and conditions set forth above. BUYER; CHANHASSEN SHOPPES, LLC By' f Dated; Pegcmkr 15'2015 ay M. Scott Its Chief Manager 1&266M 11 EXHIBIT A PROPERTY: All that part of Lot 2, Block 1, Zamor Addition, according to the recorded plat thereof, Carver County, Minnesota, which lies easterly of the following described line: Commencing at the most easterly corner of said Lot 2; thence on an assumed bearing of North 85 degrees 10 minutes 11 seconds West, along the boundary between said Lot 2 and Lot 1, Block 1, said Zamor Addition, for 154.54 feet to an angle point in said boundary and the actual point of beginning of the line to be described; thence South 18 degrees 20 minutes 00 seconds East for 129.14 feet to the southerly line of said Lot 2 and there terminating. 182668v8 12 CITY OF CHANHASSEN P 0 BOX 147 CHANHASSEN MN 55317 12/18/2015 2:10 PM Receipt No. 00303308 CLERK: JoleneB PAYEE: MidAmerica Real Estate Chanhassen Shoppes LLC 5353 Wayzata Blvd #650 Minneapolis MN 55416- 25.8900021 L2, B1 Zamor Addn ------------------------------------------------------- Down Payment 1,000.00 Total Cash Check 2197 Change 1,000.00 0.00 1,000.00 0.00 EXHIBTT B ESCROW AGREEMENT The undersigned, Commercial Partners Title ("Escrow Agent") acknowledges receipt of One Thousand and No/100 Dollars ($1,000.00) (the "Deposit") to he held by it pursuant to the terms of the Purchase Agreement attached to this Escrow Agreement. Escrow Agent agrees to hold the Deposit in accordance with the terms of the Purchase Agreement and disburse the same strictly in accordance with such terms. Escrow Agent shall invest the Deposit in such interest -bearing accounts or instruments as shall be approved by both the Buyer and the Seller. Interest shall accrue for the benefit of Buyer and shall become part of the Earnest Money. Seller represents that its Tax I.D. Number is as follows: 41-0885331. Buyer represents that its Tax I.D. Number is as follows: 47-2624717. ✓ The sole duties of Escrow Agent shall be those described herein, and Escrow Agent shall be under no obligation to determine whether the other parties hereto are complying with any requirements of law or the terms and conditions of any other agreements among said parties. Escrow Agent may conclusively rely upon and shall be protected in acting upon any notice, consent, order or other document believed by it to be genuine and to have been signed or presented by the proper party or parties. Escrow Agent shall have no duty or liability to verify any such notice, consent, order or other document, and its sole responsibility shall be to act as expressly set forth in this Agreement. Escrow Agent shall be under no obligation to institute or defend any action, suit or proceeding in connection with this Agreement unless first indemnified to its satisfaction. Escrow Agent may consult with respect to any question arising under this Agreement and shall not be liable for any action taken or omitted in good faith upon advice of such counsel. The fees and charges of the Escrow Agent shall be paid as follows: one-half of such fees and charges shall be paid by Seller and one-half of such fees and charges shall be paid by Buyer. ESCROW AGENT: COMMERCIAL YARTNERS TITLE Dated: . q ZodiO By: ts: ta266M 13 Dated: 1 —11 —149 SELLER -- CITY OE C [ HASS N By: T d Gerhar ts: City Manager lavOu CHANHASSEN SHOPPES, VC Dated: ay M. colt Its: Chief Manager 182668v8 14 7700 Market Boulevard PO Box 147 Chanhassen, MN 55317 Administration Phone:952.227.1100 Fax:952.227.1110 Building Inspections Phone:952.227.1180 Fax: 952.227.1190 Engineering Phone:952.227.1160 Fax:952.227.1170 MEMORANDUM TO: Todd Gerhardt, City Manager FROM: Kate Aanenson AICP, Community Development Director DATE: January 11, 2016 `q.k~ SUBJ: Approve Purchase Agreement with Chanhassen Shoppes, LLC for Redevelopment of Lot 2, Block 1, Zamor Addition PROPOSED MOTION: "The City Council approves the Vacant Land Purchase Agreement between the City of Chanhassen and Chanhassen Shoppes, LLC in the amount of approximately $36,099.20, or $3.20 per square foot for purchase of excess property associated with the Zamor Addition. Approval requires a simple majority vote of the City Council. Finance Phone: 952.227.1140 Currently, the outlot for the Zamor Addition is .26 acres in size. This property will be Fax:952.227.1110 combined with the property to the west on which sits a multi -tenant building, which will be demolished in order to construct a 4,775 square -foot restaurant pad with a Park & Recreation Phone:952.227.1120 drive thru. Jay Scott is representing Chanhassen Shoppes, LLC which is located in Fax:952.227.1110 Eden Prairie. Recreation Center The property is zoned Business Highway. Chanhassen Shoppes, LLC is required to 2310 Coulter Boulevard do a minor traffic study and proceed through the site plan review process. Phone: 952.227.1400 Fax:952.227.1404 REDEVELOPMENT PROS AND CONS Planning & Natural Resources Pros Phone: 952.2271130 • Could boost tax revenues: Fax 952.2271110 2015 Tax Estimates: Total Public Works 7901 Park Place - Current Development Pays $47,360 Phone: 952.227.1300 - After Redevelopment $61,000 Fax:952.227.1310 • The excess right-of-way is not buildable in its current configuration. The area Senior Center is better served by combining the two parcels for one larger development. Phone:952.227.1125 Fax: 952.227.1110 e More Job Opportunities: In addition to the construction jobs created by the website redevelopment, new jobs would be created by the new tenants. www.ci.chanhassen.mn.us Chanhassen is a Community for Life - Providing for Today and Planning for Tomorrow Todd Gerhardt Purchase Agreement with Chanhassen Shoppes, LLC January 11, 2016 Page 2 Cons • Potential traffic increase on West 79'h Street • Loss of green space in the area PURCHASE AGREEMENT TERMS Purchase Price: $36,099.20 ($3.20 per square foot x 11,281 square feet) Closing: No later than September 15, 2016 Contingency: Sale is contingent upon the project receiving site plan approval from the city Staff supports the proposed redevelopment and the attached purchase agreement. Selling a portion of the city's property makes the project feasible for the city and developer. RECOMMENDATION Staff recommends approval of the attached Vacant Land Purchase Agreement with Chanhassen Shoppes, LLC for a purchase price of approximately $36,099.20 or $3.20 per square foot. ATTACHMENTS 1. Purchase Agreement. 2. Property Information/Aerial Photo of Zamor Addition. 9:\plan\2016 planning cases\chanhassen shopper llc\purchase agrmnentdocx VACANT LAND PURCHASE AGREEMENT I. PARTIES. This Purchase Agreement is made on the _ day of , 2015, by and between the CITY OF CHANHASSEN, a Minnesota municipal corporation, 7700 Market Boulevard, P. O. Box 147, Chanhassen, Minnesota 55317 ("Seller"), and CHANHASSEN SHOPPES, LLC, a Minnesota limited liability company, 9478 Riley Lake Road, Eden Prairie, Minnesota 55347-3490 ("Buyer"). 2. OFFER/ACCEPTANCE. Buyer offers to purchase and Seller agrees to sell the following the real property located in Carver County, Minnesota, described on the Exhibit A attached hereto and incorporated herein by reference ("Property"). 3. PRICE AND TERMS. The purchase price for the Property included under this Purchase Agreement is approximately Thirty-six Thousand Ninety-nine and 20/100 Dollars ($36,099.20). The final purchase price shall be $3.20/square foot as determined by an ALTA survey obtained by Buyer in accordance with the terms of this Agreement ("Purchase Price"). If the total square footage of the Property is greater or less than 11,281 square feet, the Purchase Price shall be adjusted accordingly. The purchase price shall be payable as follows: A. Earnest Money. $1,000.00 as earnest money ("Eamest Money") which Earnest Money shall be held by Commercial Partners Title in an interest -bearing trust account ("Title Company") in accordance with the Escrow Agreement attached hereto as Exhibit B. All Earnest Money shall be: (i) distributed to Seller at the time of closing to be applied to the Purchase Price; (ii) distributed to Seller as liquidated damages and as Seller's sole remedy, in the event Seller performs all of its obligations under this Agreement and Buyer fails to close as required in this Agreement. The Earnest Money will be returned to the Buyer in the event of (i) refusal of the Seller to perform its obligations under this Agreement; or (ii) Buyer's termination of this Agreement under Paragraph 20.A. as hereinafter set forth. Buyer's sole remedies if Seller refuses to perform its obligations shall be to have the Earnest Money returned or commence an action for specific performance within 30 days of Seller's default. B. Balance of Purchase Price. The balance of Purchase Price in cash or by wire transfer of U.S. Federal Funds on the Closing Date as hereinafter defined. 4. DEED/MARKETABLE TITLE. Upon performance by Buyer, Seller shall execute and deliver to Buyer a Limited Warranty Deed, conveying good and marketable title of record, subject to: A, Reservations of minerals or mineral rights by the State of Minnesota, if any; B. Building and zoning laws, ordinances, state and federal regulations; and 182Wv8 C. The lien of real property taxes and the lien of special assessments and interest due thereon, if any, payable in the year of closing which by the terms of this Purchase Agreement are to be paid or assumed by the Buyer. D. Any encumbrances shown on the title commitment to which Buyer has not objected to prior to the expiration of the twenty (20) day period provided under Section 9 of this Agreement ("Permitted Encumbrances"). 5. REAL ESTATE TAXES AND SPECIAL ASSESSMENTS. A. Prior Years' Delinquent Real Estate Taxes and Delinquent Special Assessments. Delinquent real estate taxes payable in years prior to the year of Closing and delinquent installments of special assessments certified for collection with real estate taxes payable in years prior to the year of Closing, together with penalty, interest and costs, shall be paid by Seller not later than the Date of Closing. B. Real Estate Taxes Payable in the Year of Closing. Real estate taxes payable in the year of Closing shall be prorated between Seller and Buyer on a calendar year basis to the Date of Closing. Buyer shall assume installments not paid at Closing. Seller shall pay penalty, interest and costs on any delinquent installment of taxes and special assessments payable by Seller in the year of Closing. Seller represents and warrants that there are no pending, levied or deferred special assessments on the Property. C. Deferred Real Estate Taxes. Seller shall pay on Date of Closing or provide for payment of any deferred real estate taxes (including "Green Acres" taxes under Minn. Stat. § 273.111) payment of which is required as a result of the Closing of this sale and the recording of the Deed. Provision for payment shall be by payment into escrow of 1.5 times the estimated payoff amount of the deferred taxes. D. Certified Special Assessments. All installments of special assessments certified for payment with the real estate taxes payable in the year of Closing shall be paid by Seller at Closing. E. Pending Special Assessments. Seller shall provide for payment of special assessments pending as of the date of this Purchase Agreement for improvements that have been ordered by the City Council or other governmental authorities. Seller's provision for payment shall be by payment into escrow of 1.5 times the estimated amount of the assessments. if a special assessment becomes pending after the date of this Purchase Agreement and before the Date of Closing, Buyer may, at Buyer's option: (1) Assume payment of the pending special assessment without adjustment to the purchase price of the real property; or (2) Require Seller to pay the pending special assessment (or escrow for payment of same as provided above) and Buyer shall pay a commensurate increase in 182668v8 the purchase price of the real property, which increase shall be the same as the estimated amount of the assessment; or (3) Rescind this Agreement, in which case all Earnest Money shall be refunded to Buyer. F. All Other Levied Special Assessments. Seller shall pay on the Date of Closing all other special assessments levied as of the date of this Purchase Agreement. 6. SELLER'S BOUNDARY LINE, ACCESS, RESTRICTIONS AND LIEN WARRANTIES. Seller warrants that buildings are entirely within the boundary lines of the Property. Seller warrants that there has been no labor or material famished to the Property for Seller for which payment has not been made. Seller warrants that there are no present violations of any restrictions relating to the use or improvement of the Property. Seller warrants that the Property is not subject to a lien for Medical Assistance or other public assistance. 7. ACCESS PRIOR TO CLOSING. Upon reasonable notice to Seller, Buyer and Buyer's authorized agents as well as Chick-Fil- A, Inc ("CFA") and its authorized agents shall have the right during the period from the date of this Agreement to the Date of Closing to enter in and upon the Property in order to make, at Buyer's or CFA's expense, surveys, measurements, soil tests and other tests that Buyer or CIA shall deem necessary. Buyer agrees to restore any resulting damage to the Property and to indemnify, hold harmless and defend Seller from any and all claims by third persons of any nature whatsoever arising from Buyer's right of entry hereunder, including all actions, proceedings, demands, assessments, costs, expenses and attorneys' fees. No invasive testing of the Property shall be performed without Seller's prior written consent. Seller's consent may be conditioned upon any restrictions that Seller deems necessary. Buyer shall provide to Seller a copy of any such surveys, measurements, soil tests or other tests that Buyer or CFA obtain within five (5) days after receipt. 8. POSSESSION. Seller shall deliver possession of the Property not later than the actual date of closing. 9. TITLE INSURANCE. Within fifteen (15) days following the date of this Agreement, Seller, at its expense, shall furnish a title insurance commitment in the full amount of the Purchase Price issued by Land Title, Inc. ("Title Company"), certified to date to include proper searches covering bankruptcies, state and federal judgments and liens, by which said company commits to issue its policy of title insurance that insures that at closing Buyer shall have good, marketable and insurable title of record to the Premises. Buyer shall be allowed twenty (20) business days after receipt of the title commitment and land survey for examination of title and making any objections, which shall be made in writing or deemed waived. 10. TITLE CORRECTIONS AND REMEDIES. Seller shall have twenty (20) business days from receipt of Buyer's written title objections to notify Buyer of Seller's intention to make title marketable within (90) days from Seller's receipt of such written objections. If notice is given, payments hereunder required shall be postponed pending correction of title, but upon correction of title within ten (10) days after written notice to Buyer, the parties shall perform the 1 s2668vs 3 Agreement according to its terns. If no such notice is given, or if notice is given but title is not corrected within the time provided for, this Agreement shall be null and void, at the option of Buyer, and in such case, neither party shall be liable for damages hereunder to the other, unless Buyer notifies Seller in writing of Buyer's waiver of the uncured title objections within five (5) business days from the end of the twenty (20) day business day period. 11. NOTICES. All notices required herein shall be in writing and delivered personally or mailed to the address as shown at Paragraph 1, above and if mailed, are effective as of the date of mailing. 12. MINNESOTA LAW. This contract shall be governed by the laws of the State of Minnesota. 13. WELL DISCLOSURE. [Check one of the following: J XX Seller certifies that Seller does not know of any wells on the Property. Wells on the Property are disclosed by Seller on the attached Well Disclosure form. 14. DISCLOSURE OF INDIVIDUAL ON -SITE SEWAGE TREATMENT SYSTEM. [Check one of the following:] XX Seller certifies that Seller does not know of any individual on -site sewage treatment systems on the Property. _ Individual on -site sewage treatment systems on the Property are disclosed by Seller on the attached Disclosure form. 15. SELLER'S COVENANTS, REPRESENTATIONS AND WARRANTIES. A. Seller, as part of the consideration therefore, represents warrants, and covenants with Buyer and its successors and assigns that: (1) Seller has the present full authority and power to execute this Agreement and to close the sale of the Property. (2) That Seller has not received notice of (a) any actual or pending litigation or proceeding by any organization, person, individual or governmental agency against Seller with respect to the Property or against the Property, (b) any violation of the Property's compliance with applicable fire safety laws, building code ordinances, zoning ordinances or any similar statutes, ordinances, laws, rules or regulations, (c) any condition, defect or inadequacy which, if not corrected, would result in the termination of, or increase in the cost of, insurance coverage, (d) any proceedings which could cause the change, redefinition or other modification of the zoning classifications or of other legal requirements applicable to the Property or any part thereof, or (e) any pending or threatened condemnation proceeding that would affect the Property. ts2tssys (3) Except as set forth in Section 9, on the Date of Closing there will be no (a) outstanding leases or occupancy agreements, or (b) outstanding contracts made by Seller for any improvements to the Property which have not been fully paid for or for which Seller shall make arrangements to pay off except such contracts as shall be agreed upon by Seller and Buyer for improvements to the Property and Seller shall cause to be discharged all mechanic's or materialmen's liens arising from any labor or materials furnished to the Property prior to the Date of Closing. (4) Seller will not, without the prior written consent of Buyer: (a) construct or enter into any agreement or commitment to construct any improvement or alteration to the Property; or (b) enter into or consent to any lease, easement, covenant or other obligation affecting the Property or alteration to the Property except as provided herein. (5) Seller shall deliver to Buyer a written notice of the commencement of any legal action by any governmental authority or third party affecting the Property and will make no concessions or settlements with respect to any such action without Buyer's prior written consent. (6) Seller is not a foreign person, as such term is defined in Section 1445(f)(3) of the Internal Revenue Code of 1986, as amended, and shall deliver an affidavit to that effect at closing, which shall be in form and substance reasonably acceptable to Buyer. B. All of Seller's covenants, representations and warranties in this Agreement shall be true as of the date hereof and of the Closing Date, and shall survive closing for a period of six (6) months and shall be a condition precedent to the performance of Buyer's obligations hereunder. C. PROTECTED HISTORICAL SITES. [Select either (1) or (2) below: J X Seller represents that Seller does not know if there are historical, native American, or archeological materials on or in the property that might be protected by law. _ Seller represents that the property does not have any American Indian burial grounds, other human burial grounds, ceremonial earthworks, historical materials, and/or other archeological sites that are protected by federal or state law. Buyer's obligation to close is contingent upon Buyer determining to Buyer's satisfaction that the Property does not have any American Indian burial grounds, other human burial grounds, ceremonial earthworks, historical materials, and/or other archeological sites that are protected by federal or state law. 18266M 5 16. SELLER'S AFFIDAVIT. At closing, Seller shall supplement the warranties and representations in this Purchase Agreement by executing and delivering a Minnesota Uniform Conveyancing Blank [Form No. 116-M, 117-M, or 118-M] Affidavit of Seller. 17. CLOSING. The closing (the "Closing") of the purchase and sale contemplated by this Agreement shall occur at a location designated by Buyer, and shall occur within five (5) days after written notice from Buyer, but in no event later than thirty (30) days after CIA has waived all of its contingencies under the Ground Lease between CFA and Buyer (the "Ground Lease"), including, without limitation Site Plan, Preliminary and Final Plat and receipt of all approvals for CIA to construct and operate a Chick-Fil-A restaurant on the Property and Buyer's adjacent property ("Closing Date"). The foregoing notwithstanding, in no event will the Closing Date be later than September 15, 2016. At Closing, Seller and Buyer shall disclose their Social Security Numbers or Federal Tax Identification Numbers for the purposes of completing state and federal tax forms. IS. CLOSING DOCUMENTS. A At the Closing, Seller shall execute and/or deliver to Buyer the following (collectively the "Closing Documents"): (1) Limited Warranty Deed. A Limited Warranty Deed in recordable form and reasonably satisfactory to Buyer, which shall include the following well representations: "Seller certifies that the Seller does not know of any wells on the described Property." (2) Seller's Affidavit. A standard form affidavit by Seller indicating that on the date of Closing there are no outstanding, unsatisfied judgments, tax liens or bankruptcies against or involving Seller or the Property; that there has been no skill, labor or material furnished to the Property for which payment has not been made or for which mechanic's liens could be filed; and that there are no other unrecorded interests in the Property. (3) Non -Foreign Person Certification. A certification in form and content satisfactory to the parties hereto and their counsel, properly executed by Seller, containing such information as shall be required by the Internal Revenue Code, and the regulations issued there under, in order to establish that Seller is not a "foreign person" as defined in §1445(f)(3) of such Code and such regulations. (4) Storage Tanks. If required, an affidavit with respect to storage tanks pursuant to Minn. Stat. § 116.48. (5) Well Certificate. If there is a well located on the Property, a well disclosure certificate in form and substance true to form for recording. 182668v8 (6) Certification. A certification that the representations and/or warranties made by Seller is materially the same as were in existence on the date of this Agreement or noting any changes thereto; and (7) Other Documents. All other documents reasonably determined by either party or the title insurance company to be necessary to transfer and provide title insurance for the Property. B. At the Closing, Buyer shall execute and deliver to Seller the following: (1) All documents reasonably determined by either party or the title insurance company to be necessary to provide title insurance for the Property; (2) Payment of the Purchase Price. 19. CLOSING COSTS. The costs relating to the closing of this transaction shall be paid as follows: A. Buyer shall pay: (1) Recording fee for the Limited Warranty Deed; (2) One-half of the closing fee charged by the Title Company; (3) The premium for owner's title insurance, including survey coverage; and (4) All costs for preparation of an ALTA survey. B. Seller shall pay: (1) All costs of obtaining a title insurance commitment; (2) State deed tax; (3) One-half of the closing fee charged by the Title Company; and (4) Conservation fee attributable to the Limited Warranty Deed 20. ADDITIONAL TERMS. A. Buyer's Contingencies. Buyer's obligations under this Agreement are contingent upon the following ("Buyer's Contingencies") expressly contingent upon Buyer's satisfaction with each of the following prior to Closing: (1) The representations and warranties of Seller set forth in this Agreement must be true as of the date of this Agreement and on the Closing Date, and Seller 182668v8 7 shall have delivered to Buyers at Closing a certificate dated the Closing Date, signed by Seller, certifying that such representations and warranties are true as of the Closing Date. (2) Buyer determining on or before the Closing Date, that it is satisfied, in its sole discretion, with Buyer's physical inspection of the Property, including, without limitation, the results of matters disclosed by a Phase I Environmental Audit or by any environmental/engineering investigation or testing of the Property performed by Buyer or Buyer's agent. By executing this Agreement, Seller hereby authorizes Buyer to enter upon the Property at reasonable times to conduct the investigations and/or tests described herein. Buyer shall be solely responsible for all environmental tests and shall hold Seller harmless from any such costs and shall indemnify Seller for breach of this provision including reasonable attorneys' fees. (3) Receipt of all approvals required by CFA for the construction and operation of a Chick-Fil-A restaurant on the Property and the Buyer's adjacent property, including, without limitation site plan, vacation of appropriate drainage and utility easements, the combination of the Property with Buyer's adjacent lot and execution of a Site Plan Agreement (as set forth in B(1) and (2) below, respectively) all in Buyer's and CFA's sole discretion. Seller and Buyer agree that the transaction contemplated herein is contingent upon the performance or resolution of the contingencies contained in this Section. In the event any of the Contingencies have not been satisfied or waived, in the sole and absolute judgment of Buyer by the Closing Date ("Contingency Period"), the Buyer may terminate this Agreement by giving written notice to the Seller. The Contingencies are for the sole benefit of the Buyer and the Buyer shall have the right to waive any or all of the Buyer Contingencies by written notice to the Seller. Termination of this Agreement by Buyer as a result of any of the Contingencies not being satisfied shall result in both parties hereto being relieved of any further rights, responsibilities or obligations hereunder other than the return of the Earnest Money to Buyer. Upon Termination of this Agreement by Buyer, Buyer shall execute a Quit Claim Deed of the Property to the Seller terminating Buyer's interest in this Purchase Agreement. B. Seller's Contingencies. Seller's obligations under this Agreement are contingent upon the following ("Seller's Contingencies') expressly contingent upon Seller's satisfaction with each of the following prior to Closing: (1) Buyer combining the Property with Buyer's abutting property identified as PID No. 258900020 ("Buyer's Parcel") under a single tax parcel at Closing; (2) Receipt of all approvals required by CFA for the construction and operation of a Chick-Fil-A restaurant on the Property and the Buyer's adjacent property, including, without limitation site plan, vacation of 1826c8v8 8 appropriate drainage and utility easements, the combination of the Property with Buyer's adjacent lot and execution of a Site Plan Agreement (as set forth in B(1); and (3) Buyer obtaining an ALTA survey of the Property. Seller and Buyer agree that the transaction contemplated herein is contingent upon the performance or resolution of the contingencies contained in this Section. In the event any of the Contingencies have not been satisfied or waived, in the sole and absolute judgment of Seller by Closing, the Seller may terminate this Agreement by giving written notice to the Buyer. The Contingencies are for the sole benefit of the Seller and the Seller shall have the right to waive any or all of the Seller Contingencies by written notice to the Buyer. Ternrination of this Agreement by Seller as a result of any of the Contingencies not being satisfied shall result in both parties hereto being relieved of any further rights, responsibilities or obligations hereunder other than the return of the Earnest Money to Buyer. Upon Termination of this Agreement b by Seller, Buyer shall execute a Quit Claim Deed of the Property to the Seller terminating Buyer's interest in this Purchase Agreement. C. "AS IS" Purchase. Except as set forth in this Purchase Agreement or any document contemplated hereby, (i) the Property is being sold, conveyed, assigned, transferred and delivered "as is, where is" on the date hereof, and in its condition on the date hereof, "with all faults," and Seller is not making, and expressly disclaims, any other representation or warranties written or oral, statutory, express or implied, concerning the Property, including but not limited to, representations or warranties relating to value or quality of the Property or with respect to this Purchase Agreement or the transactions contemplated hereby or thereby, and (ii) Seller specifically disclaims any representation or warranty of merchantability, usage, suitability or fitness for any particular purpose with respect to the Property or any part thereof, or as to the workmanship thereof, or the absence of any defects therein, whether latent or patent. 21. ADDENDA. Attached are no addenda which are made a part of this Purchase Agreement. 22. TIME IS OF THE ESSENCE. Time is of the essence for all provisions of this Purchase Agreement. 23. MULTIPLE ORIGINALS. Seller and Buyer have signed two (2) originals of this Purchase Agreement. ts266ava The City agrees to sell the Property for the price and terms and conditions set forth above. SELLER: CITY OF CHANHASSEN Un Denny Laufenburger, Its Mayor Todd Gerhardt, Its City Manager Dated: 12015 I82668v8 10 The Buyer agrees to buy the Property for the price and terms and conditions set forth above. BUYER: CHANHASSEN SHOPPES, LLC By: z // (/ Dated: Dec -es" Gw ) jl�, 2015 C-Jafm. Scott Its Chief Manager 1 s266ays 11 PROPERTY: All that part of Lot 2, Block 1, Zamor Addition, according to the recorded plat thereof, Carver County, Minnesota, which lies easterly of the following described line: Commencing at the most easterly comer of said Lot 2; thence on an assumed bearing of North 85 degrees 10 minutes 11 seconds West, along the boundary between said Lot 2 and Lot 1, Block 1, said Zamor Addition, for 154.54 feet to an angle point in said boundary and the actual point of beginning of the line to be described; thence South 18 degrees 20 minutes 00 seconds East for 129.14 feet to the southerly line of said Lot 2 and there terminating. 18266M 12 EXHIBIT B ESCROW AGREEMENT The undersigned, Commercial Partners Title ("Escrow Agent") acknowledges receipt of One Thousand and No/100 Dollars ($1,000.00) (the "Deposit') to be held by it pursuant to the terms of the Purchase Agreement attached to this Escrow Agreement. Escrow Agent agrees to hold the Deposit in accordance with the terms of the Purchase Agreement and disburse the same strictly in accordance with such terms. Escrow Agent shall invest the Deposit in such interest -bearing accounts or instruments as shall be approved by both the Buyer and the Seller. Interest shall accrue for the benefit of Buyer and shall become part of the Earnest Money. Seller represents that its Tax I.D. Number is as follows: 41-0885331. Buyer represents that its Tax I.D. Number is as follows: 47-2624717. The sole duties of Escrow Agent shall be those described herein, and Escrow Agent shall be under no obligation to determine whether the other parties hereto are complying with any requirements of law or the terms and conditions of any other agreements among said parties. Escrow Agent may conclusively rely upon and shall be protected in acting upon any notice, consent, order or other document believed by it to be genuine and to have been signed or presented by the proper party or parties. Escrow Agent shall have no duty or liability to verify any such notice, consent, order or other document, and its sole responsibility shall be to act as expressly set forth in this Agreement. Escrow Agent shall be under no obligation to institute or defend any action, suit or proceeding in connection with this Agreement unless first indemnified to its satisfaction. Escrow Agent may consult with respect to any question arising under this Agreement and shall not be liable for any action taken or omitted in good faith upon advice of such counsel. The fees and charges of the Escrow Agent shall be paid as follows: one-half of such fees and charges shall be paid by Seller and one-half of such fees and charges shall be paid by Buyer. Dated: ESCROW AGENT: COMMERCIAL PARTNERS TITLE M. 182668v8 13 Dated: Dated: SELLER: CITY OF CHANHASSEN Todd Gerhardt Its: City Manager BUYER: CHANHASSEN SHOPPES, LLC 0 Jay M.Scott Its: Chief Manager 182668v8 14 ESCROW AGREEMENT The undersigned, Commercial Partners Title ("Escrow Agent") acknowledges receipt of One Thousand and No/100 Dollars ($1,000.00) (the "Deposit') to be held by it pursuant to the terms of the Purchase Agreement attached to this Escrow Agreement. Escrow Agent agrees to hold the Deposit in accordance with the terms of the Purchase Agreement and disburse the same strictly in accordance with such terms. Escrow Agent shall invest the Deposit in such interest -bearing accounts or instruments as shall be approved by both the Buyer and the Seller. Interest shall accrue for the benefit of Buyer and shall become part of the Earnest Money. Seller represents that its Tax I.D. Number is as follows: 41-0885331. Buyer represents that its Tax I.D. Number is as follows: 47-2624717. The sole duties of Escrow Agent shall be those described herein, and Escrow Agent shall be under no obligation to determine whether the other parties hereto are complying with any requirements of law or the terms and conditions of any other agreements among said parties. Escrow Agent may conclusively rely upon and shall be protected in acting upon any notice, consent, order or other document believed by it to be genuine and to have been signed or presented by the proper party or parties. Escrow Agent shall have no duty or liability to verify any such notice, consent, order or other document, and its sole responsibility shall be to act as expressly set forth in this Agreement. Escrow Agent shall be under no obligation to institute or defend any action, suit or proceeding in connection with this Agreement unless first indemnified to its satisfaction. Escrow Agent may consult with respect to any question arising under this Agreement and shall not be liable for any action taken or omitted in good faith upon advice of such counsel. The fees and charges of the Escrow Agent shall be paid as follows: one-half of such fees and charges shall be paid by Seller and one-half of such fees and charges shall be paid by Buyer. Dated: ESCROW AGENT: COMMERCIAL PARTNERS TITLE 0 182%8vs 13 Dated: Dated: SELLER: Um Todd Gerhardt Its: City Manager CHANHA SHOES, loLC B. Jay M. Scwtt Its: Chief Manager 182668v8 14 Property Card Parcel ID Number 258900020 Taxpayer information Taxpayer Name CHANHASSEN SHOPPES LLC Address 9478 RILEY LAKE RD EDEN PRAIRIE, MN 55347-3490 Property Address Address 445 79TH ST W City CHANHASSEN,MN 55317 !►`a A.n F, , Ilk iswitr r \1 f k.p Parcel Information Uses Commercial GIS Acres 1.06 Net Acres 1.06 Deeded Acres Plat ZAMORADDITION Lot 002 Block 001 Tax Description Building Information Building Style Above Grade Bedrooms Finished Sq Ft Year Built Garage N Bathrooms Miscellaneous Information School District Watershed District Homestead Green Acres Ag Preserve 0112 WS 064 RILEY PURG BLUFF N N N Assessor Information Estimated Market Value 2014 Values (Payable 2015) 2015 Values (Payable 2016) Last Sale Land $579,000.00 $579,000.00 Date of Sale 02/04/2015 Building $707,700.00 $707,700.00 Sale Value $1,200,000.00 Total $1,286,700.00 $1,286,700.00 e ca,a pro , I ew:x is for rcererce p, rposee only. Thls cola Is nct swtaole for Iegai. engin eenng, a aV,e, um, I s r pr,rposea, Carve• C ty Does not ge amee ,he accuracy of ;he infoemabon contained herein. This data is fumished on an 'as is basis and Carver County makes no representations or waranbes, either expressed or implied for the memhantabilay or rMess of the information provded for any purpose. This disclaimer is provided pursuant to Minnesota Statutes §466.03 and the user of the data provided harem acknowledges that Carver County shall not be liable for any damages, and by using this data M any way eMnsssty waives all claims, and agrees to defend, indemnify, and hold CA harmless Carver County, its officials, officers, agentsemployees. etc. from any and all claims brought by anyone who uses the information provided for herein, As employees or agents, or CARVER Nlrel parties which ones out of users access. By acceptance of Nis data, the user agrees not to transmit Nis data or provide access to it or any pad of it to another parry unless the user includes COUNTY wdh Ne data a copy of this detcaimer. Tuesday, January 05, 2016 Carver County, MN Property Card Parcel ID Number 258900021 Taxpayer Information I Taxpayer Name CHANHASSEN CITY C/O CITY FINANCE DIRECTOR Mailing Addres PO BOX 147 CHANHASSEN, MN 55317-0147 Property Address Address City Parcel Information Uses Muni Srvc Other GIS Acres 0.26 Net Acres 0.26 Deeded Acres Plat ZAMORADDITION Lot 002 Block 001 Tax Description P/O LOT 2 WHICH LIES ELY OF FOLLOWING LINE: COMM AT THE MOST ELY CORN OF LOT 2 TH N85' W Building Information Building Style Above Grade Bedrooms Finished Sa Ft Year Built Garage N Bathrooms Miscellaneous Information School District Watershed District Homestead Green Acres Ag Preserve 0112 WS 064 RILEY PURG BLUFF N N N Assessor Information Estimated Market Value 2014 Values (Payable 2015) 2015 Values (Payable 2016) Last Sale Land $206,300.00 $206,300.00 Date of Sale Building $0.00 $0.00 Sale Value Total $206,300.00 $206,300.00 data C^- t f.al .T . r a isf a bas Carver county makes ne ely 4rtation o 'vrua purposes. vied!• ri implied, 0o, the oea hant bile 2trf tic;, o` iha nformaam ravened herein. This data is fumiehed on san as provided ded N and Cover ecota makes no 66.03 and Me u e of Me ias. either expressed or irtpl ea. trn the merchantability m fimeas of the Mmnaam provided far my a Met This diu t mo ll prt Willa W far to Minnesota Statutes by using s §466 03 to i the user of the data lummlea harem aCounty its o that Carver Goumy shall not he lade for any damages. and by oug this data in any was expressly waives all claims. and agrees to defend, s or agents and had harmless Carver Count y 4 officals, olamrs, agents, employees eta tram any arxf all claims brought by anyone who uses the information, pmvNetl for herein. As employees rn agents, or CARVER Curd parties wltlM arse sue W uses access. By acceptance of this data. the user agrees not transmit this Oam or provide access to it or any pile of it to another party unless the user includes COUNTY vaM the dam a copy of this disclaimer. Tuesday, January 05, 2016 Carver County, MN ZAMOR SrAI''E m s®22 4�1►« w.axas nronr a.e ♦ss�nxa .wn >• era .ucr r I.YM/ w NYr ✓ < /W-M-O IXY. O aM ADDMON rrV .t.m v[ tw.ruuxm tx x.x.nu [x ulllle>X:M x.Inm�W.P.... Nwn m TZIP NrgVe �iV t t v. t 11 1 "Int xlml [r. o[•u•iutx.�v. v"W,• aN ln•[ le •�m•m �"��X•X.xpl.e WlN wt.10. qlb NaFUW to M`a..bi>i.lN•lan ~ •e� .n. eNe W...e. m et iw. e. cwn!> N rM nrn>w. lW.a Ne Y.••unC fty 9�... . ewuLe �.!•a b tM elt aV V! c,:! M `Xlnn..x�:t ix.tlq tMra[ Maa t/"�L y43i3 raX.>W c�nre. n All. A' (A �S..tGL/raZw..i CHERR/ER - W/LATER B ASSOC/AYES, INC. , M rcartrwco aaovc:srova, uxo sunveXws w s ,_..e1V�� i Air 1. e. 4• ' 't,dor is w ' UOIJ!pPd Jou uz ESCROW AGREEMENT The undersigned, Commercial Partners Title ("Escrow Agent") acknowledges receipt of One Thousand and No/100 Dollars ($1,000.00) (the "Deposit') to be held by it pursuant tdthe terms of the Purchase Agreement attached to this Escrow Agreement. Escrow Agent agrees to hold the Deposit in accordance with the terms of the Purchase Agreement and disburse the same strictly in accordance with such terms. Escrow Agent shall invest the Deposit in such interest -bearing accounts or instruments as shall be approved by both the Buyer and the Seller. Interest shall accrue for the benefit of Buyer and shall become part of the Earnest Money. Seller represents that its Tax I.D. Number is as follows: 41-0885331. Buyer represents that its Tax I.D. Number is as follows: 47-2624717. The sole duties of Escrow Agent shall be those described herein, and Escrow Agent shall be under no obligation to determine whether the other parties hereto are complying with any requirements of law or the terms and conditions of any other agreements among said parties. Escrow Agent may conclusively rely upon and shall be protected in acting upon any notice, consent, order or other document believed by it to be genuine and to have been signed or presented by the proper party or parties. Escrow Agent shall have no duty or liability to verify any such notice, consent, order or other document, and its sole responsibility shall be to act as expressly set forth in this Agreement. Escrow Agent shall be under no obligation to institute or defend any action, suit or proceeding in connection with this Agreement unless first indemnified to its satisfaction. Escrow Agent may consult with respect to any question arising under this Agreement and shall not be liable for any action taken or omitted in good faith upon advice of such counsel. The fees and charges of the Escrow Agent shall be paid as follows: one-half of such fees and charges shall be paid by Seller and one-half of such fees and charges shall be paid by Buyer. ESCROW AGENT: COMMERCIAL PARTNERS TITLE Dated: Its: 182668v8 13 Dated: SELLER: CITY OF CHANHASSEN Todd Gerhardt Its: City Manager BUYER: CHANHASSEN SHOPPES, LLC Dated: By. " 1 Jay M. ott Its: Chief Manager 182668v8 14 VACANT LAND PURCHASE AGREEMENT 1. PARTIES. This Purchase Agreement is made on the _ day of 2015, by and between the CITY OF CHANHASSEN, a Minnesota municipal corporation, 7700 Market Boulevard, P. O. Box 147, Chanhassen, Minnesota 55317 ("Seller"), and CHANHASSEN SHOPPES, LLC, a Minnesota limited liability company, 9478 Riley Lake Road, Eden Prairie, Minnesota 55347-3490 ("Buyer"). 2. OFFER/ACCEPTANCE. Buyer offers to purchase and Seller agrees to sell the following the real property located in Carver County, Minnesota, described on the Exhibit A attached hereto and incorporated herein by reference ("Property"). 3. PRICE AND TERMS. The purchase price for the Property included under this Purchase Agreement is approximately Thirty-six Thousand Ninety-nine and 20/100 Dollars ($36,099.20). The final purchase price shall be $3.20/square foot as determined by an ALTA survey obtained by Buyer in accordance with the terms of this Agreement ("Purchase Price"). If the total square footage of the Property is greater or less than 11,281 square feet, the Purchase Price shall be adjusted accordingly. The purchase price shall be payable as follows: A. Earnest Money. $1,000.00 as earnest money ("Earnest Money") which Earnest Money shall be held by Commercial Partners Title in an interest -bearing trust account ("Title Company") in accordance with the Escrow Agreement attached hereto as Exhibit B. All Earnest Money shall be: (i) distributed to Seller at the time of closing to be applied to the Purchase Price; (ii) distributed to Seller as liquidated damages and as Seller's sole remedy, in the event Seller performs all of its obligations under this Agreement and Buyer fails to close as required in this Agreement. The Earnest Money will be returned to the Buyer in the event of (i) refusal of the Seller to perform its obligations under this Agreement; or (ii) Buyer's termination of this Agreement under Paragraph 20.A. as hereinafter set forth. Buyer's sole remedies if Seller refuses to perform its obligations shall be to have the Earnest Money returned or commence an action for specific performance within 30 days of Seller's default. B. Balance of Purchase Price. The balance of Purchase Price in cash or by wire transfer of U.S. Federal Funds on the Closing Date as hereinafter defined. 4. DEED/MARKETABLE TITLE. Upon performance by Buyer, Seller shall execute and deliver to Buyer a Limited Warranty Deed, conveying good and marketable title of record, subject to: A, Reservations of minerals or mineral rights by the State of Minnesota, if any; B. Building and zoning laws, ordinances, state and federal regulations; and t 82668v8 C. The lien of real property taxes and the lien of special assessments and interest due thereon, if any, payable in the year of closing which by the terms of this Purchase Agreement are to be paid or assumed by the Buyer. D. Any encumbrances shown on the title commitment to which Buyer has not objected to prior to the expiration of the twenty (20) day period provided under Section 9 of this Agreement ("Permitted Encumbrances"). 5. REAL ESTATE TAXES AND SPECIAL ASSESSMENTS. A. Prior Years' Delinquent Real Estate Taxes and Delinquent Special Assessments. Delinquent real estate taxes payable in years prior to the year of Closing and delinquent installments of special assessments certified for collection with real estate taxes payable in years prior to the year of Closing, together with penalty, interest and costs, shall be paid by Seller not later than the Date of Closing. B. Real Estate Taxes Payable in the Year of Closing. Real estate taxes payable in the year of Closing shall be prorated between Seller and Buyer on a calendar year basis to the Date of Closing. Buyer shall assume installments not paid at Closing. Seller shall pay penalty, interest and costs on any delinquent installment of taxes and special assessments payable by Seller in the year of Closing. Seller represents and warrants that there are no pending, levied or deferred special assessments on the Property. C. Deferred Real Estate Taxes. Seller shall pay on Date of Closing or provide for payment of any deferred real estate taxes (including "Green Acres" taxes under Minn. Stat. § 273.111) payment of which is required as a result of the Closing of this sale and the recording of the Deed. Provision for payment shall be by payment into escrow of 1.5 times the estimated payoff amount of the deferred taxes. D. Certified Special Assessments. All installments of special assessments certified for payment with the real estate taxes payable in the year of Closing shall be paid by Seller at Closing. E. Pending Special Assessments. Seller shall provide for payment of special assessments pending as of the date of this Purchase Agreement for improvements that have been ordered by the City Council or other governmental authorities. Seller's provision for payment shall be by payment into escrow of 1.5 times the estimated amount of the assessments. If a special assessment becomes pending after the date of this Purchase Agreement and before the Date of Closing, Buyer may, at Buyer's option: (1) Assume payment of the pending special assessment without adjustment to the purchase price of the real property; or (2) Require Seller to pay the pending special assessment (or escrow for payment of same as provided above) and Buyer shall pay a commensurate increase in is266ays 2 the purchase price of the real property, which increase shall be the same as the estimated amount of the assessment; or (3) Rescind this Agreement, in which case all Earnest Money shall be refunded to Buyer. F. All Other Levied Special Assessments. Seller shall pay on the Date of Closing all other special assessments levied as of the date of this Purchase Agreement. 6. SELLER'S BOUNDARY LINE, ACCESS, RESTRICTIONS AND LIEN WARRANTIES. Seller warrants that buildings are entirely within the boundary lines of the Property. Seller warrants that there has been no labor or material furnished to the Property for Seller for which payment has not been made. Seller warrants that there are no present violations of any restrictions relating to the use or improvement of the Property. Seller warrants that the Property is not subject to a lien for Medical Assistance or other public assistance. 7. ACCESS PRIOR TO CLOSING. Upon reasonable notice to Seller, Buyer and Buyer's authorized agents as well as Chick-Fil- A, Inc ("CFA") and its authorized agents shall have the right during the period from the date of this Agreement to the Date of Closing to enter in and upon the Property in order to make, at Buyer's or CFA's expense, surveys, measurements, soil tests and other tests that Buyer or CIA shall deem necessary. Buyer agrees to restore any resulting damage to the Property and to indemnify, hold harmless and defend Seller from any and all claims by third persons of any nature whatsoever arising from Buyer's right of entry hereunder, including all actions, proceedings, demands, assessments, costs, expenses and attorneys' fees. No invasive testing of the Property shall be performed without Seller's prior written consent. Seller's consent may be conditioned upon any restrictions that Seller deems necessary. Buyer shall provide to Seller a copy of any such surveys, measurements, soil tests or other tests that Buyer or CFA obtain within five (5) days after receipt. 8. POSSESSION. Seller shall deliver possession of the Property not later than the actual date of closing. 9. TITLE INSURANCE. Within fifteen (15) days following the date of this Agreement, Seller, at its expense, shall furnish a title insurance commitment in the full amount of the Purchase Price issued by Land Title, Inc. ("Title Company"), certified to date to include proper searches covering bankruptcies, state and federal judgments and liens, by which said company commits to issue its policy of title insurance that insures that at closing Buyer shall have good, marketable and insurable title of record to the Premises. Buyer shall be allowed twenty (20) business days after receipt of the title commitment and land survey for examination of title and making any objections, which shall be made in writing or deemed waived. 10. TITLE CORRECTIONS AND REMEDIES. Seller shall have twenty (20) business days from receipt of Buyer's written title objections to notify Buyer of Seller's intention to make title marketable within (90) days from Seller's receipt of such written objections. If notice is given, payments hereunder required shall be postponed pending correction of title, but upon correction of title within ten (10) days after written notice to Buyer, the parties shall perform the 182668v8 3 Agreement according to its terms. If no such notice is given, or if notice is given but title is not corrected within the time provided for, this Agreement shall be null and void, at the option of Buyer, and in such case, neither party shall be liable for damages hereunder to the other, unless Buyer notifies Seller in writing of Buyer's waiver of the uncured title objections within five (5) business days from the end of the twenty (20) day business day period. 11. NOTICES. All notices required herein shall be in writing and delivered personally or mailed to the address as shown at Paragraph 1, above and if mailed, are effective as of the date of mailing. 12. MINNESOTA LAW. This contract shall be governed by the laws of the State of Minnesota. 13. WELL DISCLOSURE. [Check one of the following:] XX Seller certifies that Seller does not know of any wells on the Property. Wells on the Property are disclosed by Seller on the attached Well Disclosure form. 14. DISCLOSURE OF INDIVIDUAL ON-S][TE SEWAGE TREATMENT SYSTEM. [Check one ofthe following:] XX Seller certifies that Seller does not know of any individual on -site sewage treatment systems on the Property. _ Individual on -site sewage treatment systems on the Property are disclosed by Seller on the attached Disclosure form. 15. SELLER'S COVENANTS, REPRESENTATIONS AND WARRANTIES. A. Seller, as part of the consideration therefore, represents warrants, and covenants with Buyer and its successors and assigns that: (1) Seller has the present full authority and power to execute this Agreement and to close the sale of the Property. (2) That Seller has not received notice of (a) any actual or pending litigation or proceeding by any organization, person, individual or governmental agency against Seller with respect to the Property or against the Property, (b) any violation of the Property's compliance with applicable fire safety laws, building code ordinances, zoning ordinances or any similar statutes, ordinances, laws, rules or regulations, (c) any condition, defect or inadequacy which, if not corrected, would result in the termination of, or increase in the cost of, insurance coverage, (d) any proceedings which could cause the change, redefinition or other modification of the zoning classifications or of other legal requirements applicable to the Property or any part thereof, or (e) any pending or threatened condemnation proceeding that would affect the Property. 1s2t6sys (3) Except as set forth in Section 9, on the Date of Closing there will be no (a) outstanding leases or occupancy agreements, or (b) outstanding contracts made by Seller for any improvements to the Property which have not been fully paid for or for which Seller shall make arrangements to pay off except such contracts as shall be agreed upon by Seller and Buyer for improvements to the Property and Seller shall cause to be discharged all mechanic's or materialmen's liens arising from any labor or materials furnished to the Property prior to the Date of Closing. (4) Seller will not, without the prior written consent of Buyer: (a) construct or enter into any agreement or commitment to construct any improvement or alteration to the Property; or (b) enter into or consent to any lease, easement, covenant or other obligation affecting the Property or alteration to the Property except as provided herein. (5) Seller shall deliver to Buyer a written notice of the commencement of any legal action by any governmental authority or third party affecting the Property and will make no concessions or settlements with respect to any such action without Buyer's prior written consent. (6) Seller is not a foreign person, as such term is defined in Section 1445(f)(3) of the Internal Revenue Code of 1986, as amended, and shall deliver an affidavit to that effect at closing, which shall be in form and substance reasonably acceptable to Buyer. B. All of Seller's covenants, representations and warranties in this Agreement shall be true as of the date hereof and of the Closing Date, and shall survive closing for a period of six (6) months and shall be a condition precedent to the performance of Buyer's obligations hereunder. C. PROTECTED HISTORICAL SITES. [Select either (1) or (2) below.] X Seller represents that Seller does not know if there are historical, native American, or archeological materials on or in the property that might be protected by law. _ Seller represents that the property does not have any American Indian burial grounds, other human burial grounds, ceremonial earthworks, historical materials, and/or other archeological sites that are protected by federal or state law. Buyer's obligation to close is contingent upon Buyer determining to Buyer's satisfaction that the Property does not have any American Indian burial grounds, other human burial grounds, ceremonial earthworks, historical materials, and/or other archeological sites that are protected by federal or state law. 182668v8 5 16. SELLER'S AFFIDAVIT. At closing, Seller shall supplement the warranties and representations in this Purchase Agreement by executing and delivering a Minnesota Uniform Conveyancing Blank [Form No. 116-M, 117-M, or 118-M] Affidavit of Seller. 17. CLOSING. The closing (the "Closing") of the purchase and sale contemplated by this Agreement shall occur at a location designated by Buyer, and shall occur within five (5) days after written notice from Buyer, but in no event later than thirty (30) days after CFA has waived all of its contingencies under the Ground Lease between CFA and Buyer (the "Ground Lease"), including, without limitation Site Plan, Preliminary and Final Plat and receipt of all approvals for CFA to construct and operate a Chick-Fil-A restaurant on the Property and Buyer's adjacent property ("Closing Date"). The foregoing notwithstanding, in no event will the Closing Date be later than September 15, 2016. At Closing, Seller and Buyer shall disclose their Social Security Numbers or Federal Tax Identification Numbers for the purposes of completing state and federal tax forms. 18. CLOSING DOCUMENTS. A. At the Closing, Seller shall execute and/or deliver to Buyer the following (collectively the "Closing Documents"): (1) Limited Warranty Deed. A Limited Warranty Deed in recordable form and reasonably satisfactory to Buyer, which shall include the following well representations: "Seller certifies that the Seller does not know of any wells on the described Property." (2) Seller's Affidavit. A standard form affidavit by Seller indicating that on the date of Closing there are no outstanding, unsatisfied judgments, tax liens or bankruptcies against or involving Seller or the Property; that there has been no skill, labor or material famished to the Property for which payment has not been made or for which mechanic's liens could be filed; and that there are no other unrecorded interests in the Property. (3) Non -Foreign Person Certification. A certification in form and content satisfactory to the parties hereto and their counsel, properly executed by Seller, containing such information as shall be required by the Internal Revenue Code, and the regulations issued there under, in order to establish that Seller is not a "foreign person" as defined in §1445(f)(3) of such Code and such regulations. (4) Storage Tanks. If required, an affidavit with respect to storage tanks pursuant to Minn. Stat. § 116.48. (5) Well Certificate. If there is a well located on the Property, a well disclosure certificate in form and substance true to form for recording. 182668v8 (6) Certification. A certification that the representations and/or warranties made by Seller is materially the same as were in existence on the date of this Agreement or noting any changes thereto; and (7) Other Documents. All other documents reasonably determined by either party or the title insurance company to be necessary to transfer and provide title insurance for the Property. B. At the Closing, Buyer shall execute and deliver to Seller the following: (1) All documents reasonably determined by either party or the title insurance company to be necessary to provide title insurance for the Property; (2) Payment of the Purchase Price. 19. CLOSING COSTS. The costs relating to the closing of this transaction shall be paid as follows: A. Buyer shall pay: (1) Recording fee for the Limited Warranty Deed; (2) One-half of the closing fee charged by the Title Company; (3) The premium for owner's title insurance, including survey coverage; and (4) All costs for preparation of an ALTA survey. B. Seller shall pay: (1) All costs of obtaining a title insurance commitment; (2) State deed tax; (3) One-half of the closing fee charged by the Title Company; and (4) Conservation fee attributable to the Limited Warranty Deed 20. ADDITIONAL TERMS. A. Buyer's Contingencies. Buyer's obligations under this Agreement are contingent upon the following ("Buyer's Contingencies") expressly contingent upon Buyer's satisfaction with each of the following prior to Closing: (1) The representations and warranties of Seller set forth in this Agreement must be true as of the date of this Agreement and on the Closing Date, and Seller 182668v8 shall have delivered to Buyers at Closing a certificate dated the Closing Date, signed by Seller, certifying that such representations and warranties are true as of the Closing Date. (2) Buyer determining on or before the Closing Date, that it is satisfied, in its sole discretion, with Buyer's physical inspection of the Property, including, without limitation, the results of matters disclosed by a Phase I Environmental Audit or by any environmental/engineering investigation or testing of the Property performed by Buyer or Buyer's agent. By executing this Agreement, Seller hereby authorizes Buyer to enter upon the Property at reasonable times to conduct the investigations and/or tests described herein. Buyer shall be solely responsible for all environmental tests and shall hold Seller harmless from any such costs and shall indemnify Seller for breach of this provision including reasonable attorneys' fees. (3) Receipt of all approvals required by CFA for the construction and operation of a Chick-Fil-A restaurant on the Property and the Buyer's adjacent property, including, without limitation site plan, vacation of appropriate drainage and utility easements, the combination of the Property with Buyer's adjacent lot and execution of a Site Plan Agreement (as set forth in B(1) and (2) below, respectively) all in Buyer's and CFA's sole discretion. Seller and Buyer agree that the transaction contemplated herein is contingent upon the performance or resolution of the contingencies contained in this Section. In the event any of the Contingencies have not been satisfied or waived, in the sole and absolute judgment of Buyer by the Closing Date ("Contingency Period'), the Buyer may terminate this Agreement by giving written notice to the Seller. The Contingencies are for the sole benefit of the Buyer and the Buyer shall have the right to waive any or all of the Buyer Contingencies by written notice to the Seller. Termination of this Agreement by Buyer as a result of any of the Contingencies not being satisfied shall result in both parties hereto being relieved of any further rights, responsibilities or obligations hereunder other than the return of the Earnest Money to Buyer. Upon Termination of this Agreement by Buyer, Buyer shall execute a Quit Claim Deed of the Property to the Seller terminating Buyer's interest in this Purchase Agreement. B. Seller's Contingencies. Seller's obligations under this Agreement are contingent upon the following ("Seller's Contingencies") expressly contingent upon Seller's satisfaction with each of the following prior to Closing: (1) Buyer combining the Property with Buyer's abutting property identified as PID No. 258900020 ("Buyer's Parcel") under a single tax parcel at Closing; (2) Receipt of all approvals required by CFA for the construction and operation of a Chick-Fil-A restaurant on the Property and the Buyer's adjacent property, including, without limitation site plan, vacation of 182668v8 8 appropriate drainage and utility easements, the combination of the Property with Buyer's adjacent lot and execution of a Site Plan Agreement (as set forth in B(1); and (3) Buyer obtaining an ALTA survey of the Property. Seller and Buyer agree that the transaction contemplated herein is contingent upon the performance or resolution of the contingencies contained in this Section. In the event any of the Contingencies have not been satisfied or waived, in the sole and absolute judgment of Seller by Closing, the Seller may terminate this Agreement by giving written notice to the Buyer. The Contingencies are for the sole benefit of the Seller and the Seller shall have the right to waive any or all of the Seller Contingencies by written notice to the Buyer. Termination of this Agreement by Seller as a result of any of the Contingencies not being satisfied shall result in both parties hereto being relieved of any further rights, responsibilities or obligations hereunder other than the return of the Earnest Money to Buyer. Upon Termination of this Agreement b by Seller, Buyer shall execute a Quit Claim Deed of the Property to the Seller terminating Buyer's interest in this Purchase Agreement. C. "AS IS" Purchase. Except as set forth in this Purchase Agreement or any document contemplated hereby, (i) the Property is being sold, conveyed, assigned, transferred and delivered "as is, where is" on the date hereof, and in its condition on the date hereof, "with all faults," and Seller is not making, and expressly disclaims, any other representation or warranties written or oral, statutory, express or implied, concerning the Property, including but not limited to, representations or warranties relating to value or quality of the Property or with respect to this Purchase Agreement or the transactions contemplated hereby or thereby, and (ii) Seller specifically disclaims any representation or warranty of merchantability, usage, suitability or fitness for any particular purpose with respect to the Property or any part thereof, or as to the workmanship thereof, or the absence of any defects therein, whether latent or patent. 21. ADDENDA. Attached are no addenda which are made a part of this Purchase Agreement. 22. TIME IS OF THE ESSENCE. Time is of the essence for all provisions of this Purchase Agreement. 23. MULTIPLE ORIGINALS. Seller and Buyer have signed two (2) originals of this Purchase Agreement. 1 s266sys 9 The City agrees to sell the Property for the price and terms and conditions set forth above. SELLER: CITY OF CHANHASSEN I� Denny Laufenburger, Its Mayor Todd Gerhardt, Its City Manager Dated: .2015 1 s266sys 10 The Buyer agrees to buy the Property for the price and terms and conditions set forth above. BUYER: CHANHASSEN SHOPPES, LLC Dated: 12015 Jay M. Scott Its Chief Manager 182668v8 11 EXHIBIT A PROPERTY: All that part of Lot 2, Block 1, Zamor Addition, according to the recorded plat thereof, Carver County, Minnesota, which lies easterly of the following described line: Commencing at the most easterly comer of said Lot 2; thence on an assumed bearing of North 85 degrees 10 minutes 11 seconds West, along the boundary between said Lot 2 and Lot 1, Block 1, said Zamor Addition, for 154.54 feet to an angle point in said boundary and the actual point of beginning of the line to be described; thence South 18 degrees 20 minutes 00 seconds East for 129.14 feet to the southerly line of said Lot 2 and there terminating. 182668v8 12 EXHIBIT B ESCROW AGREEMENT The undersigned, Commercial Partners Title ("Escrow Agent") acknowledges receipt of One Thousand and No/100 Dollars ($1,000.00) (the "Deposit') to be held by it pursuant to the terms of the Purchase Agreement attached to this Escrow Agreement. Escrow Agent agrees to hold the Deposit in accordance with the terms of the Purchase Agreement and disburse the same strictly in accordance with such terms. Escrow Agent shall invest the Deposit in such interest -bearing accounts or instruments as shall be approved by both the Buyer and the Seller. Interest shall accrue for the benefit of Buyer and shall become part of the Earnest Money. Seller represents that its Tax I.D. Number is as follows: 41-0885331. Buyer represents that its Tax I.D. Number is as follows: 47-2624717. The sole duties of Escrow Agent shall be those described herein, and Escrow Agent shall be under no obligation to determine whether the other parties hereto are complying with any requirements of law or the terms and conditions of any other agreements among said parties. Escrow Agent may conclusively rely upon and shall be protected in acting upon any notice, consent, order or other document believed by it to be genuine and to have been signed or presented by the proper party or parties. Escrow Agent shall have no duty or liability to verify any such notice, consent, order or other document, and its sole responsibility shall be to act as expressly set forth in this Agreement. Escrow Agent shall be under no obligation to institute or defend any action, suit or proceeding in connection with this Agreement unless first indemnified to its satisfaction. Escrow Agent may consult with respect to any question arising under this Agreement and shall not be liable for any action taken or omitted in good faith upon advice of such counsel. The fees and charges of the Escrow Agent shall be paid as follows: one-half of such fees and charges shall be paid by Seller and one-half of such fees and charges shall be paid by Buyer. ESCROW AGENT: COMMERCIAL PARTNERS TITLE Dated: Its: 182668v8 13 SELLER: CITY OF CHANHASSEN Dated: By: Todd Gerhardt Its: City Manager CHANHASSEN SHOPPES, LLC Dated: Jay M. Scott Its: Chief Manager 1 82668v8 14 �A "Malll y `t PRELIMINARY µ CONCEPT 1 NOT R ' i 'j+ / 1 AIM (Chanhasseq F") ' 2 \ \ r I \\84.nk AIM \ \\ Hoh ; is sores v 1' \ \\-._._._._._ 154' r \ \\ it -- a ------r- �,� / A /p \ \\ 19 Dn \ Q \ 3 A 70 PARKS �• / \ 2 CAR STACK I I• Y l Al M Netwak, Inc Jj e • ,��a t / ,m\E� 1 1 Ih Y 1 a Ln rt 90� 1 i r NA 5 5 Hob � �� 1►f' 8 � r Kidz Kli: 19 19 _ on. - zz - �O�` 3 i SO PRELIMINARY CONCEPT NOT FAR ATM (Charh-, -_ .e., e-11) ATM* PRELIMINARY r -•- • CONCEPT io - ' NOT R WO \ ATM (Chanhassen BP) \ r BApk ATM dft \ ` 19 i X /O \ I9 Dn 0 70 PARKS // \ \ 2 CAR STACK +