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HRA 1996 04 04FILE COPY AGENDA HOUSING & REDEVELOPMENT AUTHORITY THURSDAY, APRIL 4. 19969 7:00 P.M. CHANHASSEN CITY HALL, 690 COULTER DRIVE CALL TO ORDER APPROVAL OF MINUTES 1. Approval of February 1, 1996 Minutes VISITOR PRESENTATIONS Anyone wishing to address the HRA may do so at this time. NEW BUSINESS 2. Consider Approval of Private Redevelopment Agreements for the Entertainment Center: a. Conference Center b. Retail Phase I C. Bowling Center d. Movie Theaters 3. Consider Approval of Private Redevelopment Agreement with Market Square III Addition. OLD BUSINESS 4. Consider Extending Pauly's Lease. 5. Discussion Regarding the Redevelopment of the Pauly/Pony/Przymus Site. HRA PRESENTATIONS 6. Approval of Bills. ADJOURNMENT SCANNED C'HANHASSEN HOUSING AND REDEVELOPMENT AUTHORITY REGULAR MEETING FEBRUARY 1, 1996 Chairman Boyle called the meeting to order at 7:00 p.m. MEMBERS PRESENT: Jim Bohn, Charlie Robbins, Mike Mason, Don Chmiel and Gary Boyle STAFF PRESENT: Todd Gerhadt, Asst. Executive Director APPROVAL OF MINUTES: Bohn moved, Robbins seconded to approve the Minutes of the Housing and Redevelopment Authority meeting dated November 9, 1995 as presented. All voted in favor and the motion carried. VISITOR PRESENTATIONS: None. ESTABLISH 1996 MEETING SCHEDULE. Boyle: First item under new business is establishing the 1996 meeting schedule. Charlie, I'll start with you. Do you see any major conflicts? Robbins: No conflicts but I'd like to raise up the discussion when we come into the discussion portion of it. Boyle: Okay, Jim. Bohn: No. Boyle: Mike. Mason: I will be out of town for the month of July pretty much so, I guess that's not worth... but other than that, I don't see any conflicts here at this point. Boyle: Any short term ones for you Don? Chmiel: No. No, it's fine. Mason: Are we going to have, Todd were we going to meet on the 22nd of February? Gerhardt: No we would not. This would cover our February meeting. Mason: Okay. 1 Housing and Redevelopment Authority - February 1, 1996 Boyle: Okay, so the next meeting would be scheduled in March. I'm currently in a seminar that entire week so I would be out the 21st. Gerhardt: Of February? Boyle: Of March. But Jim can carry that if we had to. If something comes up early. May I have a motion to accept the meeting, proposed meeting schedule as listed. Robbins: I'll move it. Mason: Second. Boyle: Did you have a question Charlie? Robbins: Yeah, just a general question. We've all said we've got conflicts so I would propose that the revised sentence that we say this is the proposed and adjustments will be made at each meeting accordingly... Boyle: So noted. Robbins moved, Mason seconded to approve the proposed 1996 meeting schedule for the Housing and Redevelopment Authority amended to state that any adjustments can be made at each meeting. All voted in favor and the motion caned. CONSIDER APPROVAL OF 1996 GOALS AND REVIEW 1995 ACCOMPLISHMENTS. Boyle: Did you have any previous statements you'd like to make Todd on that? Gerhardt: No, unless HRA members have any specific questions. We kind of went through the '95 HRA goals, accomplishments in our budget session and '96 is basically a continuation of un- accomplished '95 and continuing to work with the bowling center /entertainment complex redevelopment. Working with MnDot on the overall landscape plans for the intersections of Dakota, Great Plains and Market. You may have noticed this last fall that somebody was out in the ditch telling some of those sections in the ditch areas. The city has worked out agreements with MnDot to add about $100,000.00 worth of landscape materials as a part of their road beautification projects, so with no expense back onto the HRA. Chmiel: Question. Will we have a chance to review the proposed landscaping for each of these locations? My only concern is, you know we've gone through this once before and P Housing and Redevelopment Authority - February 1, 1996 twice before and maybe three times before and it's great to do this kind of landscaping but to over do it is another question. Gerhardt: I can put in the administrative section of the next HRA packet of what the plans are that staff had worked with MnDot on and show you. I can assure you that MnDot has not over done it. Chmiel: Good. Gerhardt: And for all these intersections for $100,000.00 they've, you know it's nice we don't have to spend the money. Chmiel: As long as they're paying though. Boyle: Todd one question regarding the sale of the Hanus property back to Gary Kirt. Is that on schedule then for this month? Gerhardt: Yes. Title work has been ordered on it and it's being reviewed right now. And there does need to be a final lift of bituminous and striping done. It's the only thing left on the project and we would escrow that money until that work's completed. And Gary Kirt is aware of that and he's accepted those terms. Boyle: Okay. As kind of an update, do you know or do you have a current update on a Pauly lease? Do we anticipate that's going to happen June 1st? Gerhardt: I think a good person to ask would be Vemelle. I have not heard of any updates on it. I think that it's in it's final draft but I do not know if Dan Dahlin has signed that as of yet. From what I was told 2 weeks ago. Boyle: The lease is still pending? Vemelle Clayton: The lease is still pending. I met with Russ last week and Gary Rommel and I are going to meet tomorrow. Gary Rommel... Boyle: Is there quite a bit of renovations going to be required before they move in? Are we talking 90 days? 120 days? Would you guess Vernelle. Vernelle Clayton: He wants 90 days from the time he 3 Housing and Redevelopment Authority - February 1, 1996 Boyle: Okay. Are there any other questions? May I have a motion that we approve the 1996 goals and '95 accomplishments as listed. Bohn: I'll make the motion. Robbins: Second. Boyle: Question? Bohn moved, Robbins seconded that the HRA approve the 1996 goals and 1995 accomplishments as presented. All voted in favor and the motion carried. PRESENTATION ON THE REDEVELOPMENT OF THE BOWLING CENTER/ ENTERTAINMENT COMPLEX. Todd Gerhardt presented the staff report on this item. Vemelle Clayton: Well as Todd was saying we've been through Planning Commission and I believe two of the members... and we want to show you what we have come up with. It's been going on a year I guess that we've been talking about the project now and made some changes. The plan or the sketches that you saw earlier were a little more ... little more understandable and a little simpler. The materials are basically brick and what a lot of people will be calling stucco, it's not the old fashion stucco that you... all that. It's a new style drivit which an example is on the Americana Bank building... Perkins. It's a very flexible material and... Hopefully the parking plan ... vacating Pauly Drive and that gave the project a lot more room here in the front. It allowed the ... folks that will be doing business here to have more parking. It allows the city to, it allows us to meet a lot of the requirements of the city on turn lanes, widths of lanes, getting the fire trucks around through here and so forth. Now the concept is that this is the metro transit park and ride. It's the turn around or that will all stay the same and they'll be adding these islands with parking lot. Other than that we won't do much with it. What we have in trees, I'll show you the landscaping plan in a minute. This will be a drive thru here to, and then it will go on through here for people who might need to go back through there. This will be the new parking lot... Any questions on the parking lot? Boyle: I think Jim you had a question regarding the easement. Bohn: The vacating of, I have two. One was about the vacating of Pauly Drive. We would be turning ownership of it over? lu' Housing and Redevelopment Authority - February 1, 1996 Vemelle Clayton: No, well I don't know who owns it now. If the city does or if the HRA owns it so it'd be like the HRA owns... This is actually an outlot down here. Bohn: So the city would still own that property? Vemelle Clayton: Correct. Bohn: The other question is, the park, the property, the parking lot that's by the shelter for the park and ride. That is also city owned property. Vemelle Clayton: Yes. This is the landscaping that goes along the parking. Moving this now gives us a chance to go more of a green space up by the building here... The other part of the landscaping and the front of area is the boardwalk. There will be some landscaping on the boardwalk. We keep calling it boardwalk. I don't know if there are going to be any boards in the construction. There will be concrete across here. Break off block and I've got an example of that somewhere around here... concrete cap and then on the top of it ... railing and this would be a little darker green. It's kind of the old fashion dark green... think of in St. Paul. And then this would lead into the ... in a few areas up to I think 6 signs. Just to make it a little more interesting for the pedestrians as they're walking along within this area which will be from 20 to 22 feet wide in this area... There will be some signs that will go at ... to the building. And they'll have... That's the boardwalk. This is the front and then I'm going to get to the colors. Rendering. This is more or less our art rendering in that it's bright colors, and I'll show you the brick that goes along with it. But this would be the front. Movie theater. The clock tower building we call it, which is behind. There would be the retail section. This is the existing door but it's not that high but right in there is where you climb up a bunch of steps up to that iron low railing thing and go into the bowling alley. And this is 4 feet above grade, which is why we're doing this. Boyle: Is it 4 feet above grade, the whole thing? Vemelle Clayton: ...it goes up and down a little bit. It's 4 feet above grade here and then it actually wraps around. Boyle: That's the highest huh? Vemelle Clayton: Then it slopes off to grade. For example this one... coming along the alley. It comes to about there and then you're at grade and then back up. Boyle: That's the east side, is it? 5 Housing and Redevelopment Authority - February 1, 1996 Vemelle Clayton: This is what we're looking at right down there. And then if you go to... right around in here too. Robbins: Could you say it's above grade in terms of where it's... right now? Right around the walkways? Vemelle Clayton: Yes. Robbins: Will that look like, for example the facing of this where you're actually literally 4 feet above and it's all block or will it... Vemelle Clayton: Oh no, it'll be all block so you can't walk underneath... Robbins: So just a concrete facia that... Vemelle Clayton: Right... Gerhardt: Charlie, that picture on the floor there represents what would be the wall of the boardwalk. Robbins: Yeah,... Vemelle Clayton: You've got the Frontier building and you've got ... and this is kind of at an angle so if you're standing out here facing the ... and this is the other side, wrapped around the other side of that building... This is a sample of the materials that they... These are samples of the two colors that will be used for the movie theater. I can't...I think this is the bottom part and then this is the part of the ... As you get a more a frame of reference here to how the different colors... as opposed to the renderings. This is the same... Boyle: Wherever you'd like to put it. Vemelle Clayton: This is the bank building and this is the other building. We're looking for... Boyle: It's excellent. I really like it. It will be a tremendous improvement from what we have right now. Bohn: That's not saying much. Housing and Redevelopment Authority - February 1, 1996 Vernelle Clayton: That doesn't say much, right but I think ... and I think the use of it... Expanding the hours of excitement in Chanhassen... Chmiel: I just, just yesterday talked to kids at Bluff Creek, in their pride groups and I gave them a short presentation on what a Mayor does within the city and some of the things that are happening within. And I mentioned the fact that we're going to have movie theaters and I think that blew the whole thing. They were just right with it. Boyle: From that point on they didn't care. Chmiel: Yeah, but one of the things that I thought was really interesting, I asked the kids what do they think about town? What do they think about their community? What do you think about your downtown? The kids came back and said, we think it's really nice because there's places we can go and we can go shopping with our parents. And the other one stood up and said, you know what I really like about this town is the people. And that really impressed me. Mason: How old are these kids? Chmiel: From first to sixth grade. And I thought, something's going right. The parents are doing the right thing that they can really understand what the community's about. So a good need. Vernelle Clayton: Well I guess I just went through what we're doing. Boyle: We appreciate it very much Vernelle. What's the time schedule? Vemelle Clayton: We talked about that a little bit earlier this evening. We all met ... you all know I think Clayton Johnson and I think that most of you Bob Copeland. Bob is going to be part owner of this building. Of this enterprise and ... and Dan Dahlen is probably going to show up because he's still caught in traffic I guess. He called me. Chmiel: He's still on 494 Vemelle Clayton: ...But anyhow. So we don't have everybody's input ... but the cinema needs to be open no later than November so we're trying to set an October date for that. They need probably 4 months to do their work. And we need a similar time to go through the platting process and the documents finalization ... and so we're hoping, I think what we're anticipating is that we'll see summer construction on this. 7 Housing and Redevelopment Authority - February 1, 1996 Bohn: Do you have somebody for the Frontier building? Vernelle Clayton: We're working on that. Bohn: How about the retail space? Vernelle Clayton: Well we've been ... a little bit to get through the approval process and get through the cost analysis. We have... Mason: I don't think that's going to be much of a problem. Vemelle Clayton's statement was not picked up by the microphone. Boyle: Anything else? Bohn: ...the bowling alley will come from the front? Vernelle Clayton: Well, I think they will come from both. I think new people will come through here and the league bowlers will probably come through here. Boyle: Thank you very much. Appreciate it. PRESENTATION ON THE PROPOSED DEVELOPMENT OF LOTS 2 AND 3, MARKET SQUARE DEVELOPMENT. Todd Gerhardt presented the staff report on this item. Vemelle Clayton: We, as to the Lots 2 and 3, first I guess I should say that to prevent confusion... When this was originally platted out, there were—for whatever reason there just isn't enough room to have a building on both of those lots. So what... combination of those lots into one parcel so we're talking about Lots 2 and 3, we're talking about one project on one site ... and you have a purchase agreement, re- purchase agreement with Market Square... Limited Partnership which is the ... the people in that partnership also own the, what we call the Edina building... and they will be doing that in the next, I would say couple of months. We are, we have been experiencing, due to the weather... we're on the agenda for the one that was delayed and ... because one of our tenants is most anxious to get in there. But that's to tell you a little about our time line with this... While we're on the subject of tenants, one of the key tenants in the building will be ... Redmond Products services. They are going to ... a new concept for upscale hair salon and... they're a quality group ... I don't know anything else that I really need to say about the project right now, except that I'd like to introduce Bill Brisley, 3 Housing and Redevelopment Authority - February 1, 1996 also with Amcon, who will talk to you a little bit about the design. We're attempting to ... tie it in a little more with Market Square, so it won't stand out as just a separate building there... see it as all one... so with that, I'd like to introduce Bill Brisley... Bill Brisley: Page SD -1 is our site plan. As you can see it is ... two lots just north of Subway. Subway is that little... third door, second building there. It's an existing... Subway. And the hardware store is just south of that. And what we're going to do is we're going to create 8,200 -8,300 square feet here to the right, on your plan there and then there are 24 stalls for parking on the left and then there are 8 stalls right down in the front to the south of the building south. One of the tenants is, that we're planning on is being as a coffee shop and they're talking about an outside tables and that sort of thing ... And then Redmond too is intending to have, the sidewalk is large for that kind of activity. A lot of pedestrian activity. We have a stairway coming down. This is set down a lot lower than the street because we have to get from Subway up to this level where the building is. It steps up again ... the rendering I did for you. It kind of shows you the, it sort of drops about 4 feet, about 5 feet I should say from about even with the sidewalk that goes along West 78th Street to the edge and we're going to slope the grass down there... We're going to slope the grass down to a retaining wall and then we have a walkway to the back of this edge of the building. The building is basically the same on all sides so the back is ... except for in the back there facing 78th I have the windows much higher... The materials to tie into the shopping center, the materials are identical to the shopping center. The form is similar. The materials are identical. Color, texture, those sorts of things. It's exactly what you see on the center so it comes within about 35 -40 feet of Subway so really from a lot of angles we're going to look at this as just being ... an extension. You can't see between the two... any distance, you'll think they're connected. But it is updated in a lot of ways. It has the rounded form ... bit more upscale. It has a little wider windows. We have the... above the normal window... little more of that coffee, personal kind of feeling that you get from a free standing room or shop like this. I know that the mechanicals, the mechanical equipment is a concern. We have, at the minimal, if you look at the elevation you'll see there are several heights in the elevations. The third page of the handout there. There are ... of these walls. They're interlocking ... what would normally be a flat wall. The lowest, this 3 foot 6 over the roof and any mechanical unit we would use on a building of this size would be no larger than that. In fact they're... so at the lowest point it is covered by a wall already in front of it. The next one up, which are the end walls, are 5 foot 6 and the middle wall is 7 foot 6 and they'll probably organize... so it's not going to be very visible. This building is 18, or Subway's about 18 feet high to the top of the parapet. This building's about 2 feet higher than Subway at the floor level so the floor is 2 feet higher ... but the top of the building goes up to 22 foot 6 in the middle... so really as you go away from the building in any direction, you're going to see the Subway mechanicals. I mean if you go up the hill, you're going to see the mechanical on the Subway, ...because they're really not different from each other... Other than that... G: Housing and Redevelopment Authority - February 1, 1996 Boyle: Charlie, do you have some questions? Robbins: Just a general observation. On the north end of Subway, which is the building right now, there's a drive there around the building and out the back. And having taken that myself, there is traffic there. It goes both ways... configuration that you've shown, it looks to be a little restricted, and maybe I'm not guessing it right but it looks to be like ... if you've got a lot of retail on both sides. Cars going back and forth in there, what if, not a problem but will it be a concern that we should look at? Bill Brisley: We've been through engineering already and Dave Hempel was a little bit concerned with the idea of a parking. What I used to have, you see the islands in the middle of the parking lot there? That's where our light fixture's going to be. It used to go all the way up and be dead -ended on each side. So you'd drive in and drive back out and I had a turn around at the end of it. But the thing is that a person driving by might not be able to see that they were all filled. This was a concern of his. But other than that, and that's why we opened that up ... enough parking stalls but other than that... Robbins: And then also a related question is, down the next three buildings is the hardware store and Merlin's. Part of their business is also rental of equipment that comes out the west side of the building and sometimes if you're pulling a trailer or whatever, you might be going around that building to go the other way. Are the radius and turns? Bill Brisley: They're the same as they were. Robbins: What? Bill Brisley: They are the same... Boyle: Jim. Bohn: Is there going to be no parking on that road that goes between these buildings? Bill Brisley: Absolutely. Bohn: Because now, Subway does have a truck that stops there several times a week and unloads on that road. Bill Brisley: I can't really address that but that sounds like a management problem. Vemelle Clayton: ...but I don't have them drive by... 10 Housing and Redevelopment Authority - February 1, 1996 Bill Brisley: The people... will probably talk to them about that. We could certainly block this... Bohn: Another question. Originally when you we had ... the buildings on 78th Street, they were all supposed to have gabled roofs, which we did with Edina Realty... Then we come along, Edina Realty did put a gabled roof in. Now we're putting another building on 78th Street without a gabled roof. At the time Market Square, that was a big hassle at the time Market Square was being built because we did want a gabled roof on those buildings because of the view from the top and the process went so far that we couldn't stop them from putting a flat roof on. Vemelle Clayton: I did talk with Sharmin a little bit about that ... and we feel that this building has been ... and rather see this look than have it just kind of..They're more comfortable with this than they would be with a gabled roof. Bill Brisley: This building is small. The small parts of the center are flat roof and the gabled parts will be—and to do that sort of thing ... so it really echoes what we see in any section of the center is between the large anchor tenants. Bohn: It is a small building. Bill Brisley: It's a continuation of the center Boyle: Don, did you have something? Chmiel: Yeah, I guess I had the same concerns as Charlie had. I was wondering, that existing drive as you showed us Mandan Drive, I think that should be Kerber. Because that's a continuation of Kerber as it goes straight along there. Vernelle Clayton: It used to be Mandan and Kerber... Bohn: That's been changed for a couple years. Chmiel: Yeah, for at least 2 years plus. But anyway, with the accessibility, what is the existing road width there with that turn as you come in and make the turn around at Subway? Bill Brisley: All of our's are 24. Chmiel: 24. Is that what the proposed is? Todd, do you happen to know? 11 Housing and Redevelopment Authority - February 1, 1996 Gerhardt: What was the question? Chmiel: What is the existing and what's the proposed width of that road. I'm not sure what the existing is because many times you go, you use to get back onto Kerber rather than going back and around. Gerhardt: The road that's in front of Subway? Chmiel: Yeah. Gerhardt: It's not shown here. Bill Brisley: It's not shown there... Chmiel: Well that's what I'm thinking. There should be some kind of change made within there. Make it a little wider. Gerhardt: If you take a look at the site plan, there's no place for it to go. I mean you start eliminating parking and that's not what the development needs is to eliminate parking. You're absolutely right, it is not a safe turning area through there and I don't know what you can do to try to make it better with the exception of you know, turning it maybe into one way traffic. But I'm not an engineer. I leave that up to the Planning Commission, City Council to make sure that they're doing it. It's an internal development, not a city one. Chmiel: I realize that, yes. I realize that. Gerhardt: But we do have controls from the city level to monitor that. We cannot ticket people if they do park along there. The only powers that we have are to ticket people that are in handicapped parking stalls. That is the only power that we have in that development. And the way it looks to me is that you put the engineer scale on a turning radius is that a semi could maneuver that comer. Bohn: Provided there's nobody coming from the opposite direction. Chmiel: That's correct, yeah. Bill Brisley: There's rarely that a... Bohn: Well the truck comes in there and he's going into the parking lot, coming off Kerber. Going in there and they unload from that side door into. 12 Housing and Redevelopment Authority - February 1, 1996 Chmiel: You indicated you had 24 stalls within that parking area in itself and then 8 stalls to the south with the proposed building. Bill Brisley: 26 actually. Chmiel: 26? Okay. Well that'd be something I'd be curious to find out as to how maybe that corner could even be cut off without affecting those. Bill Brisley: That big one where you're...? Chmiel: Yeah. Bill Brisley: I think that would help a lot. Chmiel: I think that could correct a lot of the given problems because when people swing there, they swing around and I know in my own case, over the years, it's happened to me more than twice where someone wanted to come onto my side. Luckily I was right to the curb side. But it's really, and I've had a lot of people mention that to me as well, that it's not a very good and safe turn within that particular location. So if something could be looked at to alleviate some of that wide turning there to come up directly back onto Kerber, that might help some. Bill Brisley: The distance from West 78th and that, where that end of that curve was really set a long time ago by the minimal distance from 78th. That was a concern years ago so ... it is kind of complicated. It would be really good if it could just go straight up but then we'd be so close to that intersection... Chmiel: I'd like to see something looked at. At that particular. I guess that's all I had. Mason: Do you know when this is going to the Planning Commission? Vemelle Clayton: In two weeks. The 21st. Mason: Okay. Bohn: I have another question. The sidewalk coming from Subway over to the new building, you have to walk around from the parking lot because you have shrubs, you have sidewalk. Vemelle Clayton and Bill Brisley made statements that were not picked up by the tape. 13 Housing and Redevelopment Authority - February 1, 1996 Boyle: Yes Charlie. Robbins: A question on the proposed... would be on the east side. That'd be that driveway as you're going out. If it's a one way than going ... Now the building you're saying is four sided and ... I was concerned about cars coming down on a one way the other way and stopping because it would create... Bill Brisley: If you look at A -2, that's the third page. The east elevation. That is really ... be able to go around the comer and I don't have the sidewalk going around that far, even though I show a 50 foot... Robbins: Would there be doors there or anything? Bill Brisley: No, the grades goes up and really it's up against, it's retaining against the walls ... and then it starts to go up. So it's buried. Bohn: You'll have doors on the south and the west side. Bill Brisley: And on the north side for egress but those are like ... It's access from the center side, and from the west side. Boyle: What was the one way? Robbins: No, right here is that, how can I show you. When you're going out this way you can only go one way. When you're coming in, you've got to go down, if you stop here and let people out between this door, you're going to tie up ... but as long as we know. Bill Brisley: The hill is actually quite severe. About 6 or 7 foot tall there and... Boyle: Good. Thank you very much. APPLEBEES REQUEST FOR TEMPORARY PARKING ON THE HRA'S PROPERTY. Todd Gerhardt presented the staff report on this item. Boyle: Todd, you had made the statement that we would add the condition that HRA had the right to vacate the easement at any time. If another business came in and those lots were sold and they said that they wanted that property, do they agree that that statement, with that condition being in there? 14 Housing and Redevelopment Authority - February 1, 1996 Gerhardt: Yes, they do. They know that the reason I wanted it in there is if we should happen to sell the property and with the sale of that property, the site would be developed. This site plan was always one that we were all going to share parking. That you could have overflow. I mean we looked at a Fuddrucker's at one time and they still may be interested, you know that there would be extra parking over there and depending on the use in the back of, directly east of Tires Plus, there would be some additional parking there also. And so with that, they don't have a problem with that additional language. Bohn: Fuddrucker's went over to Eden Prairie Gerhardt: They were always planning on going to Eden Prairie. I think that they're dragging their feet. His initial conversation with me is that, he wanted to come in one year after Applebee's opened. It's just a lot to take on for a business to go head to head, two new businesses going head to head in the city area and they kind of wanted Applebee's to go ahead and establish the market and pattern and then they could sneak in and draw off of those patterns once they've been established. And then the community grows, the business is growing. Right now the city's looking at putting on a half million square feet of industrial office space next year and you're going to see a lot more interest. That's going to bring in close to 2,000 new jobs into the community. That's a lot of lunches. Chmiel: Will that give us a total of 10,000 working force? Gerhardt: Pretty close to that. And our population right now is at 17,000, as of April Mason: Is that right? Gerhardt: Yep. So I don't know if you foresee any problems with this. I think it's kind of a minor thing. It's 5 parking stalls and it doesn't create any havoc. Robbins: ...legality. Now if that would be—if there's an accident or something happens in these 5 spots and we're the owner of that land, technically we're liable. Gerhardt: You're right. Robbins: I guess I would like to just have that addressed. Gerhardt: With that easement agreement that we put together, they'd have to give us a certificate of insurance with a million dollar liability for those 5 parking stalls. It's not unusual for people to put, extend their coverage into other areas and that would be included in there. 15 Housing and Redevelopment Authority - February 1, 1996 Robbins: Why don't you take out of the word million and put in hold harmless indemnity. No matter what the dollars are, people know that and go beyond that. Gerhardt: Okay. Boyle: Thank you Charlie, good point. Robbins: And secondly, the maintenance of it. Gerhardt: No, they've agreed to maintain it. They know that is their responsibility. We talked about that. They would plow it. They would stripe it. They would build it. We talked about that. Robbins: No other questions. Boyle: Okay, Jim? Bohn: No. Boyle: Okay. I guess we need some action. Mason: I move approval of the request for Applebee's for temporary parking. Bohn: Second it. Boyle: Discussion. Robbins: With the motion. Mason: With the hold harmless. Robbins: ...as stated. Mason: Yeah. Boyle: Alright. Any further questions? 16 Housing and Redevelopment Authority - February 1, 1996 Mason moved, Bohn seconded that the HRA approve Applebee's request for a temporary paddng easement with the condition that Applebee's be responsible for constructing the paddng area and maintenance, that the HRA has the right to vacate the easement at any time and that Applebee's will have a hold harmless indemnity clause for insurance purposes. All voted in favor and the motion carried unanimously. HRA PRESENTATION: Mason: Under HRA presentations. This will only take about a minute. You know we're, and anyone involved in public government is kind of taking it on the chin right now and last Thursday we were at the St. Francis Regional Medical Center waiting for our son to recover from getting his tonsils pulled. And in an adjoining room a nurse and I believe a surgeon or a doctor, they didn't know we lived in Chanhassen, just started talking and one of them lived in Eden Prairie and one of them lived in Shakopee and the conversation went over the weather and blah, blah, blah and then they started talking about Chanhassen. And this lady from Eden Prairie, who lives on the west side of Eden Prairie said boy, I just can't tell you how nice Chanhassen is right now. Do you shop there? I don't shop in Eden Prairie any more at all. I just think, Market Square is, I mean she did and I was, of course my wife was there and I was just kind of going, oh this is great. They didn't know we lived in Chan. It's just nice to know that there are people out there saying that kind of stuff about our city and I wanted to share that with you folks. Boyle: Good. You hear so much of the negatives, it's nice to hear positive things. (There was a tape change at this point in the discussion. The recording the remainder of the meeting was very poor quality and most of the conversation was not audible on the tape.) APPROVAL OF BILLS: Gerhardt: ... Applebee's is classified as a wetland. So with that we hired Peterson Environmental to come in and identify boundaries of that wetland. They're in the process of doing a wetland delineation. It's not a pristine wetland. Top end wetland. It doesn't really provide any filtering benefits that go along with a Class A wetland. So what we are doing is relocating the wetland over onto the McCarville piece and Outlot B, on the other side of West 79th Street. And then a small portion would also be placed by the Taco Shoppe... Boyle: Todd, what is TIF Services? Gerhardt: That's the... that's the redevelopment plan that we're working on. The movie theater project... entertainment complex... 17 Housing and Redevelopment Authority - February 1, 1996 Chmiel moved, Mason seconded to approve the HRA bills as presented. All voted in favor and the motion carried. Mason moved, Bohn seconded to adjourn the meeting. All voted in favor and the motion carried. The meeting was adjourned. Submitted by Todd Gerhardt Assistant Executive Director Prepared by Nann Opheim lu MEMORANDUM CITY OF 2 CHANHASSEN 690 COULTER DRIVE • P.O. BOX 147 • CHANHASSEN, MINNESOTA 55317 (612) 937 -1900 • FAX (612) 937 -5739 TO: Housing and Redevelopment Authority FROM: Todd Gerhardt, Assistant Executive Director DATE: March 29, 1996 SUBJ: Consider Approval of Private Redevelopment Agreements for the Entertainment Center Approximately one year ago, the HRA approved TIF District #4 for the purpose of redeveloping the Bowling Center and the Frontier Building. The redevelopment of this area would consist of a new facade, boardwalk, and expanding the existing Country Suites Hotel. The costs associated with this developer were estimated to be $1,765,00.00 (see Attachment #1). Our current costs are up slightly because of improvements Bloomberg Companies made to the front of the old hardware store and other retail shops in this area. The increase for these improvements total $45,000. The second area where we have seen an increase is in land acquisition costs /facade improvements from $690,000 to $754,000, a $60,000 increase. This is due to a land access issue to the bowling center property and the movie theater project. However, the tax increment generated from the redevelopment has gone up from $1,516,965.00 to $1,688,783.00, and increase of $171,818 and a net increase of $66,818.00. The process being proposed to pay for these improvements is a "pay as you go" program. As you know, under this process, the developers construct/finance the improvements up front. The HRA would then enter into a private redevelopment agreement with each of the owners and reimburse the increment generated from the development for the next 25 years. The following is a summary of estimated new taxes each of the businesses will be generating from this development and the costs that each will be reimbursed for based on improvements made on the site. HRA March 29, 1996 Page 2 Total Taxes Capture Tax Total Total Limited Increment Improvement Revenue Note Costs Bowling Center $115,608 $26,248 $710,000 $2,050,391* Movie $99,844 $73,877 $495,000 $1,429,498* Frontier $107,505 $40,647 $360,000 $1,039,635* TOTAL $322,957 $140,772 $1,565,000 $4,519,524* (* Includes interest and Principal) Total Total Special Land Write Increment Increment Assessments Down Per Year * *Conference Center $18,990 x 3 years = $56,970- 35,360 = $21,610 ( ** HRA 3 year program) Staff has invited Sid Inman from Public Corp. to present the cash flow numbers at Thursday night's meeting and to answer any questions the HRA may have regarding this information (see Attachment #2). RECOMMENDATION Staff would recommend that the HRA approve the private redevelopment agreements with: • David F. Dahlin (bowling center) with a minimum market value of $1,684,724 and a limited revenue note of $2,050,391. • Chanhassen Cinema, Inc. (movie) with a minimum market value of $1,455,000 and a limited revenue note of $1,429,498. • Bloomberg Companies, Inc. (Frontier Center) with a minimum market value of $1,566,645 and a limited revenue note of $1,039,635. • Bloomberg Companies, Inc. (Conference Center) with a minimum market value $450,000 and a limited revenue note of $21,610. HRA March 29, 1996 Page 3 ATTACHMENTS 1. Report from Todd Gerhardt dated May 9, 1995 2. TIF Cash Flow Assumptions 3. Private Redevelopment Agreements MEMORANDUM CITY OF CHANHASSEN 690 COULTER DRIVE • P.O. BOX 147 • CHANHASSEN, MINNESOTA 55317 {$12) 937 -1900 • FAX (612) 937 -5739 TO: Housing and Redevelopment Authority FROM: Todd Gerhardt, Assistant Executive Director ` r DATE: May 9, 1995 SUBJ: Consider Approval of TIF District #4 Attached for the HRA's consideration is the Tax Increment Financing Plan for creating TIF District #4 (Attachment #1). The purpose of this district is to assist with the redevelopment of the bowling center, the old Instant Web facility, Frontier Center and expansion to the Country Suites Hotel. The redevelopment of this area would consist of a new facade, boardwalk and expanding the existing Country Suites Hotel (Attachment #2). The following costs are anticipated to be incurred: Entertainment Center Redevelopment Land Acquisition/Facade Improvements $ 690,000 Boardwalk/Sidewalk Improvements $ 470,000 Parking Lot/Landscaping Improvements $ 300.000 Subtotal $ 1,460,000 Hotel /Conference Center Expansion Public Improvements t $ _ Land Acquisition $ 210,000 Subtotal $ 255,000 Administrative Expenses $ 50,000 TOTAL S 1,765.000 fit? 45,000 HRA May 9, 1995 Page 2 The process being considered to pay for these improvements is a "pay as you go program.' Under this process, the redevelopers (Dan Dahlin, bowling center; Bob Copeland, movie theater; Herb Bloomberg, Frontier Center) would construct/finance the improvements up front. The HRA would then enter into a private redevelopment agreement with each of these parties, establish a minimum market value for each of their developments then reimburse the redevelopers their costs for the public improvements and interest (see Attachment #3 for cash flow assumptions). Staff will be prepared to answer any questions regarding this information at Thursday night's meeting. RECOMMENDATION Staff would recommend approving the resolution creating Tax Increment Financing District No. #4 and adopting the Tax Increment Financing Plan as presented. MAY 10 '95 14:10 HOLMES Q GRAVEN Date Motion By CITY OF CHANHASSEN HOUSING AND REDEVELOPMENT AUTHORITY Resolution No. Seconded By RESOLUTION APPROVING THE PLAN FOR TAX INCREMENT FINANCING DISTRICT NO. 4 P.2 BE IT RESOLVED by the Housing and Redevelopment Authority in and for the City of Chanhassen, Minnesota as follows: Section 1. Recitals. 1.01. The Housing and Redevelopment Authority in and for the City of Chanhassen (Authority) and the City Council of the City of Chanhassen (City) approved a redevelopment project for the downtown Chanhassen area (Project) and adopted a redevelopment plan and tax increment financing plan for same on November 29, 1977 and December 19, 1977, respectively. 1.02. Due to changes in the nature and extent of public and private improvements to be constructed or increases the area included within the Project, the redevelopment plan and tax increment financing plan have been the subject of numerous modifications since their adoption in 1977. 1.03. In light of recent redevelopment proposals and the limited duration of the downtown tax increment financing district, it has been determined to remove selected properties from the downtown tax increment financing district and to include them in a new tax increment district, to be called Tax Increment Financing District No. 4 (TIF District No. 4). 1.04. In response to these changes, the Authority and the City have authorized the preparation of a plan (Plan) for Tax Increment Financing District No. 4 which is contained in a document entitled "Tax Increment Financing Plan, Tax Increment Financing District No. 4" dated May 22, 1995 and on file with the Authority. Section 2. Authority Approval. 2.01, The Authority finds that the objectives of the Authority and the City of encouraging development and redevelopment within the Project will be advanced by adoption of the Plan for TIF District No. 4. 2.02. The Plan is hereby approved and adopted by the Authority. RHBO8408 0{130 -40 MAY 10 '95 14:10 HOLMES ° GRAVEN P.3 Section 3. Further Proceedings, 3.01. It is noted that copies of the Plan have been transmitted to the board of Independent School District No. 112 and the board of commissioners of Carver County for review and comment and that said public bodies have been notified of the hearing to be held on the Plan by the City. 3,02. The Authority requests the City to hold a public hearing on the Plan pursuant to Minnesota Statutes, section 469.175, subd. 3 as soon hereafter as is practicable and recommends that the Plan be approved by the City. Adopted by the Housing and Redevelopment Authority in and for the City of Chanhassen, Minnesota this day of , 1995. Chairperson ATTEST: Secretary RH &8.409 CH130 -40 2 t I� �; r c• i �r ,• � y, �- 1. +J, ;� . !;� ` .. r ,,�.;. Jr E�i�'�9 N. ��. _��'/ .. __ !d i i ry e! i ;1 Y� .a ccv! i� �3 a� e MEMORANDUM CITY �OF �. CHANHASSEN 690 COULTER DRIVE • P.O. BOX 147 • CHANHASSEN, MINNESOTA 55317 (612) 937 -1900 • FAX (612) 937 -5739 TO: Don Ashworth, City Manager FROM: Todd Gerhardt, Assistant City Manager \- DATE: April 20, 1995 SUBJ: Financial Information Regarding TIF District No. 4, Entertainment Center At our last meeting, staff was asked to bring back financial information regarding TIF District No. 4 and the assistance requested for the Entertainment Center Project. Attached is the following information: 1. A map of TIF District No. 4 that shows the area being considered for redevelopment. 2. TIF Cash Flow Assumptions: This table shows the 1995 taxes and the proposed new taxes generated from the redevelopment project. 3. TIF Cash Flow Assumptions that outline the following: a. Semi - Annual Gross Tax Investment: New taxes generated based on the proposed improvements = $101,711 x 2 = $203,422 in new taxes annually. b. Administration Fee of 10 %: Money the HRA keeps to administer the TIF District = $20,342 annually. C. Net Tax Increment: Total revenue available to repay the redeveloper for the public improvement costs and the facade improvements/land acquisitions = $92,540 x 2 = $183,080 annually. The public improvement costs are as follows: Facade Improvements/Land Acquisitions $690,000* Boardwalk/Sidewalk Improvements 470,000 Parking Lot/Landscaping Improvements 300.000 Total $1,460,000 * The HRA cannot use tax increment to build or pay for facade improvements, but the HRA can purchase enough land at a cost equal to the amount of the facade improvements. See Attachment #4 for proposed public improvements. Mr. Don Ashworth April 20, 1995 Page 2 d. LGA, Local Government Aid (Homestead Credit): With the creation of this new district, the city will see a loss of homestead credit allocation from the state starting in 2002. This revenue may be made up if we find a general fund expenditure that could be made in TIF District #4 where the district could expend their revenues to pay for the improvement/expense. e. Limited Revenue Note: This sheet shows the proposed repayment schedule from the HRA to the redeveloper for installation of public /facade improvements totalling $1,460,000. This repayment schedule also takes into account interest payments to the redeveloper at a level 9 %. You should also be aware that payment would only be made if the project generates sufficient taxes as outlined in the proforma. LGA Cash Flow: This chart shows a comparison of the administrative fee the HRA would receive minus the loss of local government aid from the creation of the district. The net result of the city would be a $139,567 loss in local government aid. But again, one way to make up this loss would be to find a general fund expenditure that would be needed in TIF District No. 4, i.e. the development of Heritage Square Park and redevelopment of old St. Hubert's Church. Staff has invited Sid Inman from Public Corp to Monday's meeting to analyze the attached cash flows he prepared. Following his presentation, staff will be prepared to answer any questions. APR 12 '95 03 :23PM EHI�RS & ASSOCIATES 04112195 City of Cnanhassan • Emerminmant Canter T.I.F. CASK FLOW- ASSUMPTIONS Inflation Rate: 100.0000% Pay- As- You-Go Interest Rate: 9.000% Tax Extension Rate: 1.491763 Pay 95 Fiscal Disparities Rates 0.00% School District No. 112 Basic Rate: 39.26% School District No. 112 Sales Ratio: 97.50% LG.A. as a Percent of Tax Increment: 27-01% LGA Investment Rate: 4.000% - --► THIS CASH FLOW ASSUMES USING ALL THE 10% ADMINISTRATION TO COVER ANY L.G.A. LOSS. P. 2/5 Page s PID Total Taxes Per BASE VALUE INFORMATION Tax Market Date Total Market Total Current _ValUa Value _ Tax Ca softy Taxes 27,448 25 -118 -00.10 _ 114,700 ^ 5,276 7,871 Pay 95 25- 118.00.20 35,782 1,646 2,455 Pay 95 25. 130.07 -00 974,300 44,818 66,858 Pay 95 25- 195 -00.20 1,200,000 55,200 82,345 Pay 95 25- 195.00.21 137,000 6,302 9,401 Pay 95 25- 119.00.30 91,300 4,200 6,265 Pay 95 25. 119.00 -40 4,100 189 281 Pay 95 25. 195 -00 -30 378,400 17,406 25,966 Pay 95 25- 272 -00.30 0 0 0 Pay 95 25- 272.00 -20 0 0 0 Pay 95 25- 272 -00.10 0 0 0 Pay 85 2,935,582 135,037 201,443 Class Rate: CII 4.6000% Pay 94 PID Total Taxes Per Total Tax Market Date Date Sq. Ft,_ Sg. Ft._ Taxes- _Capacity _ValUa AsSCSSabie ,- Payable,_ 25. 118 -00 -10 27,448 18,400 400,000 1996 1997 25- 118 -00.20 82,345 55,200 1,200,000 1996 1997 25- 130.07 -00 95,070 64,400 1,400,000 1996 1997 25. 195 -00.20 137,242 92,000 2,000,000 1996 1997 04/12!95 APR 12 '95 03:23PM EN1rRS & ASSOCIATES Chy of Chanha$Gon - EMortainment Center T NCRE T CASH _ .- - .� Original Project Captured Semi - Annual Admin. Net IPERIOD BEGINNING Tax Tax Tax Gross Tax at _ TAX rrs Yr., Capaci C�a_aatm- .Caaaaty ncrement 10.00% _ =Mph. 0.0 0661199i Amount 135,037 135,037 0 0 0 0.002-01 1996 135,037 135,037 0 0 0 0.008-01 1996 135,037 135,037 0 0 0 0,002-01 1997 135,037 135,037 0 0 0 0.00841 1997 135,037 271,400 136,363 101,711 10,171 0.502-01 1998 135,037 271,400 136,363 101,711 10,171 1.008-01 1998 135,037 271,400 138,363 101,711 10,171 1.502-01 1999 135,037 271,400 136,363 101,711 10,171 2.008-01 1999 135,037 271,400 138,363 101,711 10,171 2.502-01 2000 135,037 271,400 136,363 101,711 10,171 3.008-01 2000 135,037 271,400 136,363 101,711 10,171 3.502-01 2001 135,037 271,400 136,363 101,711 10,171 4.008-01 2001 135,037 271,400 136,363 101,711 10,171 4.502-01 2002 135,037 271,400 136,363 101,711 10,171 5.0 08-01 2002 135,037 271,400 136,363 101,711 10,171 5.502-01 2003 135,037 271,400 136,363 101,711 10,171 6.0 0&01 2003 135,037 271,400 136,363 101,711 10,171 6,502-01 2004 135,037 271,400 136,363 101,711 10,171 7.008-01 2004 135,037 271,400 136,363 101,711 10,171 7.502-01 2005 135,037 271,400 136,363 101,711 10,171 8.0 08 -01 2005 135,037 271,400 136,363 101,711 10,171 8.502-01 2006 135,037 271,400 136,363 101,711 10,171 9.008-01 2006 135,037 271,400 136,363 101,711 10,171 9.502-01 2007 135,037 271,400 136,363 101,711 10,171 10,008-01 2007 135,037 271,400 136,363 101,711 10,171 10.502 -01 2006 135,037 271,400 136,363 101,711 10,171 11,008-01 2008 135,037 271,400 136,363 101,711 10,171 11.5 02.01 2009 135,037 271,400 136,363 101,711 10,171 12.008-01 2009 135,037 271,400 136,363 101,711 10,171 12.5 02 -01 2010 135,037 271,400 136,363 101,711 10,171 13.008-01 2010 135,037 271,400 136,363 101,711 10,171 13,502-01 2011 135,037 271,400 136,363 101,711 10,171 14.008-01 2011 135,037 271,400 136,363 101,711 10,171 14.502-01 2012 135,037 271,400 136,363 101,711 10,171 15.008-01 2012 135,037 271,400 136,363 101,711 10,171 15.502-01 2013 135,037 271,400 136,363 101,711 10,171 16.008-01 2013 125,037 271,400 136,363 101,711 10,171 16.502-01 2014 135,037 271,400 136,363 101,711 10,171 17.008-01 2014 135,037 271,400 136,363 101,711 10,171 17.502-01 2015 135,037 271,400 136,363 101,711 10,171 18.008-01 2015 135,037 271,400 136,363 101,711 10,171 18.502-01 2016 135,037 271,400 136,363 101,711 10,171 19.008-01 2016 135,037 271,400 136,363 101,711 10,171 19.602-01 2017 135,037 271,400 136,363 101,711 10,171 20.008-01 2017 135,037 271,400 136,363 101,711 10,171 20.502-01 2018 135,037 271,400 136,363 101,711 10,171 21.0 08 -01 2018 135,037 271,400 136,363 101,711 10,171 21.502-01 2019 135,037 271,400 136,363 101,711 10,111 22,008-01 2019 135,037 271,400 136,363 101,711 10,171 22.502-01 2020 135,037 271,400 136,363 101,711 10,171 23.0 08-01 2020 135,037 271,400 136,363 101,711 10,171 23.502-01 2021 135,037 271,400 136,363 101,711 10,171 24.008-01 2021 135,037 271,400 1$6,363 101,711 10,171 0 0 0 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,540 91,640 91,540 91 91 91,540 P.3 /5 Page 2 L.GA. L.G.A. PERIOD ENDING 27,01% Amount Yrs. Mth_Yr,_l 0.00% 0 0.0 02-01 141961 0,00% 0 0.008-01 1996, 0.000% 0 0,002-01 1997 0.00% 0 0.006-01 19971 0.00% 0 0,602-01 19081 0100% 0 1.008-01 1998 0,00% 0 1.502-01 1999 0.00% 0 2,008-01 1999 0.00 °k 0 2.502-01 2000 0100% 0 3.008-01 2000 0.00% 0 3.502-01 2001 0.00% 0 4.008-01 2001 6.25% 1,711 4.502-01 2002 6.25% 1,717 5.008-01 2002 12.50% 3,434 6.602-01 2003 12.500/6 3,434 6.0 08-01 2003 18.75% 5,150 6.502-01 2004 18.75% 5,150 7.008-01 2004 25.00% 8,867 7.502-01 2005 25.00% 6,867 8.008-01 2005 31,25% 8,584 8.502-01 2006 31.25 ° /a 8,584 9.008-01 2006 37.50% 10,301 9.502-01 2007 3750% 10,301 10,008-01 2007, 43.75% 12,017 10.502-01 2008 43.75% 12,017 11.008-01 2008 50,00% 13,734 11.5 02 -01 2009 50.00% 13,734, 12.0 08.01 2009 56.25% 15,4511 12.502-01 2010 56.25% 15,451 ` 13.00$-0 2010 62.50% 17,166 13.602-0 2011 $2.50% 17,168 14.008-0 2011 68.75% 18,885 14.5 02.01 20121 68.75% 18,885 15.008-01 20121, 75.00% 20,601 16.502-01 2013 75.00% 20,601 16.009-01 20;3 81.250/6 22,318 16-502-01 2014 81.25% 22,318 17.008-01 2014 87.50% 24,035 17.502-01 2015 87.50% 24,035 18.0 08-01 2015 93.75% 25,752 18.502-01 20.16 93.75% 25,752 19.008-01 2016 100.00% 27,468 19.602-01 2017 100.00% 27,468 20.008-01 2017 100.00% 27,468 20.502-01 2018 100.00% 27,468 21.008-01 2018 100.00% 27,468 21.602-01 2019 100.00% 27,468 22.008-01 2019 100.00% 27,468 22.502-01 2020 100.00% 27,468 23.008-01 2020 100.00% 27,468 23.502-01 2021 100.00% 27,468 24-008-01 2021 100.00% 27,468 24.502-01 2022 /A "3 ENTER• 04112I9S APR 12 '95 03 :24PM EHi -RS & ASSOCIATES City of Chanhassen - Entertainment COMM LIMITED REVENUE NOTE P. 4/5 Page =RI00 BEGINNING B Beg. A Accrued P Pfncipal I Interest T Total E End P PERIOD ENDING DING Mth. Y Yr. 891anC6 I Interest P Payment P Pa�meni p payment _ __ Y 0.0 OP•01 1 1996 0.0 06-01 1 1995 1 1,516,965 6 68263 0 0 0 0 0 0 1 1,656,564 0 0.008-01 1 1996, 0.002-01 1 1996 1 1,585,228 7 71,335 0 0 0 0 0 0 1 1,731,109 0 0.002-01 1 1997i 0.008-01 1 1996 1 1,656,564 7 74,545 0 0 0 0 0 1 1,809,009 0 0.008 -01 1 1947. 0.002-01 1 1997 1 1,731,109 7 77,900 0 10,134 8 81,405 9 91,540 1 1,798,874 0 0.502-01 1 1988 0.0 0801 1 1997 1 1,809,009 0 0 1 10,590 8 80,949 9 91,540 1 1,788,284 1 1.0 08 -01 1 19981 0.502-01 1 1998 1 1,798,874 0 0 1 11,067 8 80,473 9 91,540 1 1,777,217 1 1.502-01 1 19991 1.008-01 1 1998 1 11786,284 0 0 1 11,565 7 79,975 9 91,540 1 1,765,662 2 2.008-01 1 19991 1,502-01 1 1,765,652 0 0 1 12,085 7 79,454 9 91,540 1 1,753,567 2 2.502-01 2 2000 2.008-01 1 1999 1 1,753,567 0 0 1 12,629 7 78,911 9 91,540 1 1,740,938 3 3.0 08 -01 2 2000 2.502-01 2 2000 1 1,740,938 0 0 1 13,198 7 78,342 9 91,540 1 1,727,740 3 3.5 02 -01 2 2001 2000 1 1,727,740 0 0 1 13,791 7 77,748 9 91,540 1 1,713,949 4 4.0 08-01 2 2001 3.502-01 2 2001 1 1,713,949 0 0 1 14,412 7 77,128 9 91,540 1 1,699,537 4 4,502-01 2 2002 4.008-01 2 2001 1 1,699,537 0 0 1 15,061 7 76,479 9 91,540 1 1,684,476 S S.008.01 2 2002 4.602-01 2 2002 1 1,684,476 0 0 1 15,736 7 75,801 9 91,540 1 1,668,738 5 5.502-01 2 2003 5.008-01 2 2002 1 1,668,738 0 0 1 16,447 7 75,093 9 91,540 1 1,652,291 6 6.0 08.01 2 2003 5.502-01 2 2003 1 1,652,291 0 0 1 17,187 7 74,353 9 91,540 1 1,635,105 6 6.602-01 2 2004 6.00S-01 2 2003 1 1,635,105 0 0 1 17,960 7 73,580 9 91,540 1 1,617,145 7 7.0 oe -01 2 2004 6,502-01 2 2004 1 1,617,145 0 0 1 18,768 7 72,772 9 91,540 1 1,598,376 7 7,502-01 2 200.5 7.008-01 2 2004 1 1,598,376 0 0 1 19,613 7 71,927 9 91,540 1 1,578,764 8 8.0 08 -01 2 2005 7,502-01 2 2005 1 1,578,764 0 0 2 20,495 7 71,044 9 91,540 1 1,558,268 8 8.502-01 2 2006 8.0 08.01 2 2005 1 1,558,268 0 0 2 21,418 7 70,122 9 91,540 1 1,536,851 9 9.0 08.01 2 2006 6.502-01 2 2006 1 1,536,851 0 0 2 22,381 6 69,158 9 91,540 1 1,514,469 9 9.502-01 2 2007 9.502-01 2 2007 1 1,514,469 0 0 2 23,389 6 68,151 9 91,540 1 1,491,080 1 10.502-01 2 2008 10.008-01 2 2007 1 1,491,080 0 0 2 25,541 6 65,999 9 91,540 1 1,441,098 1 11-008-01 2 2008 10,5 02 -01 2 2008 1 1,466,639 0 0 2 26,690 6 64,849 9 91,540 1 1,414,408 1 11.502-01 2 2009 11.0 0"1 2 2008 1 1,441,098 0 0 2 27,891 6 63,648 9 91,540 1 1,386,517 1 12.0 08.01 2 2009 11.502-01 2 2009 1 1,386,517 0 0 2 29,146 6 62,393 9 91,540 1 1,357,370 1 12.$ 02 -01 2 20101 12.008-01 2 2009 1 1,357,370 0 0 3 30,458 6 61,082 9 91,540 1 1,326,912 1 13.008-01 2 20101, 12.502-01 2 2010 1 1,326,912 0 0 3 31,829 5 59,711 9 91,540 1 1,295,083 1 13.502-01 2 2011 i 13.008-01 2 2010 1 1,295,083 0 0 3 33,261 5 58,279 9 91,540 1 1,261,822 1 14.008-01 2 2011 14.008 -01 2 2011 1 1,261,822 0 0 3 34,758 5 56,782 9 91,540 1 1,227,065 1 14.502.01 2 2012+ 14.502-01 2 2012 1 1,227,065 0 0 3 36,322 5 55,218 9 91,540 1 1,190,743 1 15.502-01 2 2013' ism 08 -01 2 2012 1 1,190,743 0 0 3 37,956 5 51,875 9 91,540 1 1,113,122 1 16.0 06.01 2 2013 155 02 -01 2 2013 1 1,152,787 0 0 4 41,449 5 50,091 9 91,540 1 1,071,673 1 16.5 02 -01 2 2014 16.008-01 2 2013 1 1,113,122 0 0 4 43,314 4 48,225 9 91,540 1 1,028,359 1 17.008-01 2 2014 16.502-01 2 2014 1 1,028,358 0 0 4 45,264 4 46,276 9 91,540 9 983,095 1 17.502-01 2 2015 17.0 08-01 2 2014 1 983,095 0 0 4 47,300 4 44,239 9 91,540 9 935,795 1 18-008-01 2 2015 17.502-01 2 2015 9 935,795 0 0 4 49,429 4 42,111 9 91,540 8 886,366 1 18,502-01 2 2016 18S 02 -01 2 2016 8 886,366 0 0 5 51,653 3 39,886 9 91,540 8 834,712 1 19-502-0 2 2017, 19.0 0&01 2 2016 8 834,712 0 0 5 53,978 3 37,562 9 91,540 7 724,328 2 20.0 08 -01 2 2017 19S 02 -01 2 2017 7 780,735 0 0 5 58,945 3 32,595 9 91,540 6 665,383 2 20,502-01 2 2018 20.502-01 2 2018 6 665,383 0 0 6 61,597 2 29,942 9 91,540 6 603,786 2 21.008-01 2 2018 21.008-01 2 2018 6 603,786 0 0 6 64,369 2 27,170 9 91,540 5 539,416 2 22.0 06.01 2 20191 21.502-01 2 2019 6 639,416 0 0 7 70,293 2 21,247 9 91,540 4 401,857 2 22.502-01 2 2020; 22.008-01 2 2019 4 401,857 0 0 7 73,456 1 18,064 9 91,540 3 328,401 2 23,008-01 2 2020' 23.008-01 2 2020 3 328,401 0 0 7 76,762 1 14,778 9 91,540 2 251,639 2 23.502-01 2 2021. d n EIJTEF 0M12195 APR 12 '95 03:25PM EN' -RS & ASSOCIATES City of Chanhassen - Entertainment Center L. G. A. CASH FLOW P.5 /5 Page 4 'ERIOD BEGINNING Beg Interest Admin. L.G.A. Ending PERIOD ENDING Yrs. Mth. Yr. Balance 4.00° Payment- Pavment Balance, Yrs. Mth. Yr. 0.0 06.01 1995 0 0 0 0 D 0.0 02.01 1998 0.002-01 1996 0 0 0 0 0 0.00$-01 1996 0.008-01 1996 0 0 0 0 0 0,002-01 1997 0,002-01 1997 0 0 0 0 0 0.008-01 1997 0-008-01 1997 0 0 10,171 0 10,171 0.502-01 1998 0.502-01 1998 10,171 203 10,171 0 20,548 1.009-01 1998 1.0 08.01 1998 20,546 411 10,171 0 31,128 1.502-01 1999 1.502-01 1999 31,128 623 10,171 0 41,921 2.008-01 1999 2.0 08-01 1999 41,921 838 10,171 0 52,931 2.S02-01 2000 2.502-01 2000 52,931 1,059 10,171 0 64,160 3.0 08.01 2000 3.0 08-01 2000 64,160 1,263 10,171 0 75,615 3.502-01 2001 3,602-01 2001 75,615 1,512 10,171 0 87,298 4.008-01 2001 4.008-01 2001 87,298 1,746 10,171 (1,717) 97,498 4.502-01 2002 4.502-01 2002 97,498 1,950 10,171 (1,717) 107,903 5.0 08 -01 2002 5.0 08 -01 2002 107,903 2,158 10,171 (3,434) 116,798 5.502-01 2003 5.502-01 2003 116,798 2,336 10,171 (3,434) 125,872 6.008-01 2003 6.008-01 2003 125,872 2,517 10,171 (5,150) 133,410 6.502-01 2004 6.5 02 -01 2004 133,410 2,668 10,171 (5,150) 141,099 7,0 08 -01 2004 7.0 08 -01 20D4 141,099 2,822 10,171 (6,867) 147,225 7.602-01 2D05 7.5 02 -01 2005 147,225 2,944 10,171 (6,867) 153,473 0,008-01 2005 8.008-01 2005 153,473 3,069 10,171 (8,584) 158,130 8.502-01 2006 8.502-01 2006 158,130 3,163 10,171 (8,584) 162,880 9.008-01 2006 9.0 08.01 2006 162,880 3,258 10,171 (10,301) 166,008 0,602-01 2007 9.5 02 -01 2007 166,008 3,320 10,171 (10,301) 169,198 10.0 08 -01 2007 10.008-01 2007 169,198 3,384 10,171 (12,017) 170,736 10.502-01 2008 10.502-01 2008 170,736 3,415 10,171 (12,017) 172,304 11.008-01 2008 11.0 08.01 2008 172,304 3,446 1.0,171 (13,734) 172,187 11,502-01 2009 11.502-01 2009 172,187 3,444 10,171 (13,734) 172,068 12.008-01 2009 12.0 08 -01 2009 172,068 3,441 10,171 (15,451) 170,229 12.602-01 2010 12.5 02 -01 2010 170,229 3,405 10,171 (15,451) 168,354 13.008-01 2010 13.008-01 2010 168,354 3,367 10,171 (17,168) 164,724 13.502-01 2011 13.5 02.01 2011 164,724 3,294 10,171 (17,168) 161,022 14.008-01 2011 14.008-01 2011 161,022 3,220 10,171 (18,885) 155,529 14.502-01 2012 14.502-01 2012 155,529 3,111 10,171 (18,885) 149,926 15.008-01 2012 15.0 08.01 2012 149,926 2,999 10,171 (20,601) 142,494 18,502-01 2013 15.502-01 2013 142,494 2,850 10,171 (20,601) 134,914 16.0 08 -01 2013 16.008-01 2013 134,914 2,698 10,171 (22,318) 125,465 16.502-01 2014 16,S02-01 2014 125,465 2,509 10,171 (22,318) 115,827 17.008-01 2014 17.008-01 2014 115,827 2,317 10,171 (24,035) 104,280 17.502-01 2015 17.502-01 2015 104,260 2,086 10,171 (24,035) 92,502 18.008-01 2015 18.008-01 2015 92,502 1,850 10,171 (25,752) 78,771 18.502-01 2016 18.502-01 2016 78,771 1,575 10,171 (25,752) 64,766 19.008-01 2016 19.008-01 2016 64,766 1,295 10,171 (27,468) 48,764 19.502-01 2017 19.602-01 2017 48,764 975 10,171 (27,468) 32,442 20.008-01 2017 20.008-01 2017 32,442 649 10,171 (27,468) 15,794 20.5 02.01 2018 20.502-01 2018 15,794 316 10,171 (27,468) (1,188) 21.008-01 2018 21.0 0801 2018 (1,188) 0 10,171 (27,468) (18,485) 21.502 -01 2019 21.5 02.01 2019 (18,485) 0 10,171 (27,468) (35,783) 22.008-01 2019 22.008-01 2019 (35,783) 0 10,171 (27,468) (53,080) 29.502-01 2020 22.502-01 2020 (53,080) 0 10,171 (27,468) (70,377) 23.008-01 2020 23.008-01 2020 (70,377) 0 10,171 (27,468) (87,675) 23.502-01 2021 23.502-01 2021 (87,675) 0 10,171 (27,468) (104,972) 24,008-01 2021 24.008-01 2021 (104,972) 0 10,171 (27,468) (122,269) 24.502-01 2022 �µ ,,,µ✓,.ryp!MT.`h ^'1T4iYM�i{Y9bM �f- lGPM�Aiap {pYRypp MAR 29 196 11 :30AM EHLERS & ASSOCIATES city of Chanhassen - Entenalnmerd carder • Local Match 13x29/96 pay -AS- You -Go Interest Rate: Tax Extension Rate: Fiscal Disparities Rate: 25, 11&00.10 Cont. Center 25- 118 -00 -20 Hotel 25130.07.00 Retail Phase 1 25- 195 -00.20 Bowling 25. 195.00 -21 Bowling 25. 195.00.30 Movie 25- 272 -00 -30 00001 C 25. 272.00 -20 Wort 8 25- 272 -00 -10 Outlot A fm 25. 118-W -10 Conf. Center 25- 118 -00 -20 Hotel 25. 130 -07.00 Retail Phase 1 25. 195.00 -20 Bowling 25. 195 -00 -21 Bowling 25- 195 -00.30 Movie 25. 272 -00 -30 Outl0t C 25- 272 -00.20 OuBot B 1 9.000°/ 1.491763 Pay 95 0.00% ,.iva Value _.,_, T>ix Ca acd9,�,^ �. Taxes 9,264 Pay 95 _ 735,000 6,210 2,617 3,905 Pay 95 56,900 44,818 66,858 Pay 95 974,300 1,200,000 53,600 79,958 Pay 95 3.00% 137,000 6,302 9,401 Pay 95 25,966 Pay 95 376,400 17,406 0 0 Pay 95 0 0 0 Pay 95 0 0 0 Pay 95 2,861,600 130,954 195,352 Class Rate: 'VALUE INFO%NIAT Total Tax g6 803 Capacity_, _Taxes_- 30,879 20,700 89,207 59,800 107,505 72,066 115,608 77,497 C/I Market Date 1,300,000 1996 1,566,645 1997 1,684,724 1997 09,644 66,930 1,455,000 1997 P. 318 Page t 4.6000% Pay 94 Date >aable 1998 1997 1998 1998 1898 15.272.00 -10 OuttOt A _,��. -- 443,043 g6 803 6.456, 69 -- TAX, INCREMENT INFORMATION Percent Bye Project Captured Tax Ca�eol�Tax Capacit Tax Inclement Amount Of Costs a Costs °/a Tax CaOacity 8,210 20.700 14,490 21,616 0 00 0.00% 25- 118 -00.10 Conf. Center 25.118.00.20 Hotel 2,617 59,800 57,183 85,303 0 360,000 23.00% 25- 130 -07 -00 Retail Phase 1 44.818 72,066 77,497 27,248 17,595 26,2461 710,000 45 -37°/ 25. 185 -00-24 Bowling 59,902 D D D 0 0.00% 25- 195 -00 -21 Bowling D 17,406 66,930 49,5244 71,871 495,0060 3p 00% 25.195.00.30 Movie 4 25- 272 -00.30 Outlot C 0 0 0 0 0.00% 25.272.04 -20 Outlot B 0 0 0 •- T'-5.� 0.00% nnoi EN 029196 MAR 29 '96 11:31AM EHLERS & ASSOCIATES City of Chanhaasmn - EnledalMerlt Center -1.0081 Match P. 4/8 Pa902 ENTE -Base Project Captured Semi - Annual nmmn. Costs Match Net Tax PERIOD ENDING PEAIODBEGINNIN(3 Tax Tax Tax Gross Tax 10.00 at °k 15 7.50% Increment Yrs. Yr. Yrs. Mth. Yr. Ca act Ca ac'lty_ Caoaciri Increment -00% 2.01 0.0 02.01 1996 0.0 0601 1995 130,954 130.954 0 -0 08 -01 1996 0.0 02 -01 1996 10,954 130,954 0 0 0 0 0 0.0 02.01 1997 0.0 08-01 1996 130,954 130,954 0 42,651 (4,265) (6398) 3,199 35,187 0.5 OB-Ot 1 10.0 02.01 1997 130,954 188,136 57,183 01 166,039 123,846 (12.385) (18,577) 9 288 102 173 1 5 08 01 1998 1 0 02.01 1998 130 954 296 993 (18 102,173 2.5 08.01 1999 02.01 1999 130 954 98 993 166 039 123,846 (12 365) 577) (18.577) 1),288 2.0 2.5 08.01 1989 130,954 296,983 166,038 123,848 (12,385) (12,385) (18,577) 8288 10 ,173 3.5 08- 01 2000 3.0 2.01 2000 130,954 296,993 166,039 123,846 123,846 (12.385) (18,577) 102,173 4.0 02-01 2001 3.5 08.01 2000 130,954 296,993 166,039 123,846 (12365) 9,288 102,173 4 -5 06-01 2001 4.0 2 -01 2001 130,954 296,993 166,039 123.846 (1867) 9288 102,173 5.0 02.01 2002 4.5 0801 2001 130,954 296.993 166,039 12..'•846 (12385) (18577) 9,288 102,173 5 -0 02 -01 202 130,954 296,993 166,039 123,846 (12,385) 9,288 102,1 3 6.0 0201 2003 5.5 08-01 202 130,954 296,993 166,039 123,846 (12,385) (18,577) 9,288 12,173 6 -5 08 -01 2003 6.0 02.01 2003 130,954 296,993 186,039 123,846 (12,385) (18'571) 02 6.5 08 -01 2003 130,954 296,993 166,039 123,846 (72385) 9,288 -01 2004 102173 7.5 7.0 02.01 2004 130,954 296,993 166,039 166,039 123,846 (18577) 9,288 102,173 8.0 02 -01 2005 08-01 2005 7.5 08.01 2004 130,954 296,993 296,993 166,039 123,846 (12,385) (16,577) 9.288 102,173 8.5 1 8.0 02 -01 2005 130,954 (18,577) 9,288 102,173 95 08 -01 OD6 9. 6 02 -01 2006 130,954 296 993 166,039 123,846 (12,385) (12,385) (18,577) 9,288 102,173 10.0 02 -01 2007 95 00.01 2006 1 130,954 296,993 166,039 123,846 123,846 (12,385) (18,577) 9,288 102,173 10.5 08.01 2007 ' 10.0 02 -01 2007 130,954 296,993 166,039 166,039 123,846 (12,385) (18,577) 9,288 08 2008 10 -5 08.01 2007 130,954 296,993 296,993 166,039 123,846 (12,38$) (18,577) 102,173 11.5 -01 102,173 12.0 02 -01 2009 11.0 02 -01 2008 11.5 08-01 2008 130,954 130,954 29,993 166.039 123,846 (12,385) (18,577) 9,288 9,286 102,173 12.5 08.01 2009 12.0 02.01 2009 130,954 296,993 166,039 123,846 (12,385) (12,385) (18,577) 9288 102,173 13.0 02 -01 2010 12.5 08 -01 2009 130,954 296,993 166,039 166,039 123,846 123,846 (12,385) (18,577) qRse 14.0 02 -01 20101 102173 13.5 08-01 13-0 c)2-01 2010 130.0$4 296,993 296,993 166,039 123,846 (12,385) (18,577) 9,288 102,173 102,173 14.5 08 -01 2011 135 08 01 2010 02 -01 2011 1$0,954 130,954 296,993 166,039 123,846 (12,365) (18,577) (18,577) 9,288 9,288 102,173 15.0 02-01 2012 14.0 14.5 08.01 2011 130,954 29.993 166,039 123,846 (12,385) ( (18,577) 9 288 102,173 15.5 08 -01 2012 15.0 02.01 2012 130,954 296,993 166,039 123,846 123,846 (12,385) (18,577) 9288 102,173 16.0 02 -01 2013 1165 08 -01 2012 130,954 296,993 166,039 123,846 (12.385) (18,577) 9288 16.0 02 -01 2013 1$0,954 296,93 166,039 166,039 123,846 (12,385) (18,577) 102 773 17 0 02 -01 2014 2014 16.5 08 -01 2013 130,954 130,954 296,993 296,93 166,039 123,846 (12,385) (18,577) 9,288 102,173 17.5 OS -Oi 12,173 18.0 02 -01 2015 17.0 02.01 2014 17.5 08.01 2014 130,954 296,993 166,039 123,848 (12,385) ( 2,385) (18,577) 9,288 9,288 102.173 18.5 08.01 2015 18 -0 02 -01 2015 130,954 296.993 166,039 123,846 123.846 (12,385) (18,577) 9,288 102,173 19.0 02 -07 2016 18.5 o8-01 2015 130,954 296,993 166.039 2017 1 0,954 296 993 166,039 123,846 (12,385) (18 577) 9288 102,173 20.0 02 01 102,173 20.5 08-Dl 2017 19.5 8 -01 2016 20.0 0201 2017 130,954 296,993 166,039 123,846 (12,385) (18,577) (18,577) 9,208 9288 102,173 21.0 02 -01 2018 20.5 08.01 2017 130,954 296,993 166,039 123,846 (12,385) 102,173 21,5 08-01 2018 298,993 166,039 123,846 (12385) (18577) 9,286 102,173 22.0 02 -01 2019 22.5 06.01 2019 21.5 08-01 2018 2019 130,954 130,954 296,993 166,039 123,846 (12,$85) (18,577) 9,286 9,288 102,173 102,173 23.0 02 -01 2020 22.0 02-01 22 -5 08 -01 2019 130,954 296.993 166,039 123,846 (12,385) (12,385) (18,577) (18,577) 9,288 102,173 23.5 23.0 0201 2020 130,954 296.993 166,039 123,846 123,846 (12,385) (18.577) 9288 102,173 24.0 02.01 20210 23.5 OB -01 2020 130,954 296,993 166,039 166,039 123,846 (12,3850 (18.5 0)- y 288 102 173 24.5 08 -01 2021 2022 24.0 02.01 2021 130,954 296,993 0 0 - 0 25 -0 02.01 24.5 08 -01 2021 296 993 296 993 0- a one net 1590.605) (885,906L_ 442 95a . 95,k 4.872,492 -- - _ _ _ - ENTE MAR 29 '96 11 :31AM EHLERS & ASSOCIATES l29/9a City of Chanhassen - rj EManalnmeM Cellar • Loael Metc11 P. 5/8 Faga3 ENT R71 8 9 Movie Conf. Center Hotel lax PERIOC ENDING ��"^ Conf. Center Hotel Tax Tax Payment Payment Increment Yrs. M r• RiOD BEGINNING Tax Increment Tax For Notes Increment Increment Increment 56.977,_. 230.000 0.0 02.01 1996 rs. Mth. Yr. Increment 0 0 08-01 1996 .0 06.01 1995 0 0 0 0 0 0 0 -0 02 -Ot 1997 .0 02.01 1998 0 D 0 0 0 0 p 0 (32,330) 2,857 0.5 08 -01 1997 LD O8 -ot 1996 0 42,651 0 0 p (32,330) 2,857 1.0 02.01 1998 1.0 02 -01 1997 1.5 08.01 1997 0 42,651 1999 1.0 02 -01 1998 10,808 20,324 13124 36,939 (9495) (41,335) 51,343 2.0 D201 2.5 08 -01 1 1.5 08-01 1998 10.806 42,651 42,651 20,324 13,124 36,939 (6,495) (41,335) (41,3350 51,343 $1,343 3.o o2-01 2000 > - -0 02 -01 1999 10,808 42,651 20,324 13,124 30,939 (9,495) 92.678 3.5 0801 2000 >_.5 08-01 1999 10,808 42,651 20,324 13,124 36,939 (') 0 92,677 4.0 02 -01 2001 3.0 02 -01 2000 10.808 10,808 42,651 20,324 13,124 36,939 (9.496) 0 102,173 4.5 08.01 2001 3.5 08-01 2000 10,808 42.651 20,324 13,124 36,939 0 0 102,173 5.D 02 -01 2002 1.0 0201 2001 10.808 42,651 20,324 13,124 36,939 0 0 102,173 5.5 06.01 2002 C.5 08 -01 2001 10,808 42,651 20,324 13,124 36,939 0 0 102,17$ 6.11 02 -01 2003 6.0 02-07 2002 10,808 42,651 20,324 13.124 36,939 0 p 102,173 6.5 08 -01 2003 5.5 08 -01 2002 10,808 42,651 20,324 13,124 36,839 0 0 102,173 7.0 02 -01 2004 6.0 02-01 2003 10,808 42,651 20,324 13,124 36,9$9 0 0 102,173 7.5 08 -01 2004 6.5 08 -01 2003 10,808 42,651 20,324 13,124 36,939 0 102,173 8.0 02 -01 2005 7.0 02.01 2004 10,808 42.651 20,324 13,124 36,839 0 p 402,173 8.5 08.01 2005 7.5 0801 2004 10,808 42,651 20,324 13,124 36,939 0 0 102,173 9 -0 02 -01 2006 8.0 02.07 2005 10,808 42,651 20,324 13,124 36,939 0 0 102,173 9.5 08.01 2006 8 -5 08 -01 2005 10,808 42,651 20,324 13,124 36,939 0 0 102,173 10.0 02 -01 20117 9.0 02 -07 2006 10,808 42,651 20,324 13,124 36,939 0 p 102,173 10.5 08.01 2007 9.5 08 -01 2006 10,808 42,651 20,324 13,124 36,939 0 p 102,173 11.0 02 -01 2008 10.0 02 -01 2007 10,806 42,651 20,324 13,124 35,939 0 0 102,173 11 -5 08 -01 2008 10.5 08-01 2007 10,808 42,651 20.324 13,124 36.939 0 0 102,173 12.0 02 -01 2009 11.0 02 -01 2008 10,808 42.651 20,324 13,124 36,939 11 0 102,173 12.5 08 -01 2009 11.5 08.01 2008 10,808 42,651 20,324 13,124 36,939 0 p 102,173 13.0 02.01 2010 12.0 02 -07 2009 10,808 42,651 20,324 13,124 36,939 0 0 102,173 13 -5 08 -01 2010 12 -5 08.01 2009 10.808 42,651 20,324 13,124 36,939 0 102,173 14.0 02.01 2011 13.0 o2 -01 2010 10,808 42,651 20,324 13,124 36,939 0 0 102.173 14.5 08.01 2011 13.5 08 -01 2010 10,808 42,1351 20,324 13,124 35,939 0 0 102,173 15.0 02 -01 2012 14.0 02.01 2011 10,808 42,651 20,324 13.124 36,939 0 0 102,173 15.5 08.01 2012 14.5 08 -01 2011 10,808 42,651 20,324 13,124 36,939 0 0 102,173 16.0 02 -01 2013 15.0 0201 2012 10,808 42,651 20,324 13,124 36,939 0 0 102,173 16.6 08.01 2013 1 15.5 08.01 2012 10,808 42,651 20,324 13,124 36,939 0 0 102.173 17.0 02 -07 2014 1 16.0 02 -01 2013 10,808 42,651 20,324 13,124 36,939 0 0 102,173 17.5 08 -01 2014 I 16.5 0801 2013 10,808 42,651 20,324 13,124 36,939 0 p 102,173 18.0 02.01 2015 17.0 02 -01 2014 10.808 42.651 20,324 13,124 36,939 0 0 102,173 16.5 08 -01 2015 17.5 08 -01 2014 10,808 42,651 20,324 13,124 36,939 0 p 102,173 19.0 02.01 2016 18.0 02 -01 2015 10.808 42,657 20,324 13,124 36,939 0 0 102,173 19.5 08•01 2016 18.5 0801 2015 10,808 42,651 20,324 13,124 36,939 0 0 102,173 20.0 02 -01 2017 19.0 02-01 2016 10,808 42,651 20,324 13,124 36,939 11 0 102,773 20.5 08.01 2017 19.5 08.01 2016 10,808 42,651 20,324 13,124 36,939 0 p 102,173 21.0 02.01 2018 20.0 02 -01 2017 10.808 42.651 20,324 13,124 36,939 0 0 102,173 21.5 08 -01 2018 20.5 08.01 2017 10,808 42,651 20,324 13,124 36,939 0 0 102,173 22.0 02.111 2019 21.0 02 -01 2018 10,808 42,651 20.324 13,124 36,939 0 0 102.173 22.5 08.01 2019 21.5 08-01 2018 10,808 42,651 20,324 13,124 38,939 0 0 102,173 23.0 02 -01 2020 22.0 02 -01 2019 2019 10,808 42,651 20,324 13,124 35,939 p 102,173 23.5 08 -01 2020 22.5 08 -01 10,808 42,651 20,324 13.124 36,939 0 102,173 24.0 02 -07 2021 23.0 02-01 2020 2020 10,806 42,651 20,324 13,724 36.939 0 0 102.173 24.5 08.01 2021 23.5 08-01 10,808 42651 20,324 13,124 36,939 p 0 0 2n.0 02 -01 2022 24.0 02 -01 2021 0�� p u�lf r9a00001 4.585,521 ENT 13129196 MAR 29 196 11 :32AM EHLERS & ASSOCIATES City of Chanhassen - Entertainment Canter. Local Match BEGINNING PERIOD 8J EGINNING 089• Accured lmeresz Interest Payment Payment ra Pa mant Balance Yrs. Balance 0.0 06 -01 1995 0.0 02 -01 1996 1996 710,000 31,950 p 0 0 0 1,296 741,950 774,041 0.0 08.01 0.0 02 -D1 1997 741,950 32,091 1,296 1296 0 1,296 807,577 0.5 08.01 1997 774,041 33,536 13,048 23,293 p 23,293 820,625 1.0 02.01 1998 807,577 13,635 23,293 0 23,293 834,260 1.5 08 -01 1998 820,625 834,260 14,249 23,293 23,293 848,509 863,399 2.0 02.01 1999 08 -01 1999 848,509 14,890 23,293 0 3,193 23,293 42,045 860,207 2.5 3.0 02 -01 2000 863,399 0 0 38,653 38,709 3,336 42,045 656,871 3.5 OS -01 2000 860,207 0 38,559 7,794 46,353 849,077 4.0 02 -01 2001 856,871 0 38,208 8,145 46,353 840,932 4.5 08.01 2001 849,077 840,932 0 37,842 8,511 46,353 832,421 823,527 5.0 02 -01 2002 832,421 0 37,459 8,894 46,353 814233 5.5 08.01 2002 823,527 0 37,059 9,294 46,353 46,353 804,520 6.0 02 -01 2003 6.5 OB -01 2003 814,233 0 36,640 36.203 9,713 10,150 46,353 794,370 7.0 02 -01 2004 804520 0 0 35,747 10,606 46,353 783,764 7.5 08.01 2004 784,370 0 35,269 11,084 46,353 772,680 8.0 02 -01 2005 783764 0 34,771 11,583 46,353 761,098 8.5 08 -01 2005 772,680 0 34,249 12,104 46,353 748.994 9.0 02.01 2006 761,098 0 33,705 12,648 46,353 736,346 9.5 08 -01 2006 748,994 p 33,136 13,218 46,353 723,128 10.0 02.01 2007 736.34S 0 32,541 13,812 46,353 709,316 10.5 08 -01 2007 723,128 0 31,919 14,434 46,353 694,882 11.0 02.01 2008 709,316 0 31,270 15,083 46,353 679,798 11.5 08.01 2008 694,882 0 30,591 15,762 46,353 664,036 12.0 02 -01 2009 679 798 2 9,882 16,471 46,353 647,565 12.5 08.01 2009 664,036 0 29,140 17,213 46,353 630,352 13.0 02 -01 2010 647,565 0 28,366 17,987 46,353 612,365 13.5 08-01 2010 630,352 0 27,556 18,797 46,353 593,568 14.0 02 -01 2011 612,365 0 26,711 19,643 46,353 573,926 14.5 08-01 2011 593,568 0 25 827 20,526 46,353 553,399 15.0 02 -01 2012 $73,926 0 24,903 28,002 52,905 525,397 15.5 08-01 2012 553,399 0 23,643 22,710 46,353 502,687 t6 -0 02.01 2013 525,397 0 22,621 23,732 46,353 478,955 16.5 08.01 2013 502,687 0 21553 24,800 46,353 454,154 17.0 02.01 2014 478,955 454,154 0 , 20,437 25,916 46,353 428,238 17.5 08.01 2014 0 19,271 27,082 46,353 401,156 18.0 02 -01 2015 428,238 0 18,052 28,301 46,353 372,855 18.5 08 -01 2015 401156 0 16.778 29,575 46,353 343,280 19.0 02 -01 2016 372 855 0 15,448 30,906 46,353 312,375 19.5 6 OB -O7 2016 343,280 0 14,057 32,286 46,353 280,078 20.0 02 -01 2017 - 312,375 280,078 0 12,604 33,750 46,353 246,329 20.5 08 -01 201-1 0 11,065 35,268 46,353 211,060 21.0 02 -01 2018 246,329 0 9,498 36,855 46,353 174,205 21.5 08.01 2018 211,060 0 7,839 38,514 46,353 135,691 22.0 02 -01 2019 174,205 0 6,106 40,247 46,353 95,+144 22.5 08.01 2019 135,691 0 4,295 42,058 46,353 $3,386 23.0 02.01 2020 95,444 0 2,402 43,951 46, 353 9,435 23.5 08 -01 2020 53,386 425 .9,435 9,860 (0', 24.0 02 -01 2021 9'435` n (0) 0 0 P,6 /8 Pa9e4 0.0 08.01 1996 0.0 02 -01 1997 0.5 08 -01 1997 1.0 02 -01 1998 1.5 08 -01 1998 2,0 02.01 1999 2.5 08.01 1999 3 -0 02 -01 2000 3.5 OB -01 2000 4.0 02 -01 2001 4.5 08.01 2001 5.0 02.01 2002 5.5 08-01 2002 6.0 02 -01 2003 6.5 03-01 2003 7.0 02.01 2004 7.5 08.01 2004 8.0 02 -01 2005 8.5 08.01 2005 1 9.0 02 -01 2006 9.5 08.01 2006 10.0 02 -01 2007 10.5 08.01 2007 11.0 02 -01 2008 11.5 0801 2008 12.0 02 -01 2009 12.5 08 -01 2009 13.0 02.01 2010 13.5 08 -01 2010 14.0 02 -01 2011 14.5 08.01 2011 15.0 02 -01 2012 15.5 08.01 2012 16,0 02 -01 2013 16 -5 08-01 2013 17.0 02.01 2014 17.5 08 -01 2014 18.0 02.01 2015 18.5 08 -01 2015 19.0 02.01 2016 19.5 0801 2018 20.0 02.01 2017 20.5 03-01 201-4 21.0 02.01 201E 21.5 08 -01 201f 22.0 02.01 201 S 22 -5 08 -01 2011 23.0 02.01 2021 23.5 08.01 202' 24.0 02 -01 202 24.5 0841 202 ENTE ,�.....+ MAR 29 '96 11 :33AM EHLERS & ASSOCIATES City of Chanhassen - EM@rtainmerd Corner - Waal Match 329196 P. 7/8 Page ERIODBEGINNING Beg. ACCUreo Interest Pa en�m ,t_ Payment Payrr%�1 6alanca --- ,r,. ,_ 9' 0.0 02 -01 1996 Yrs. Mth. W. Balance 0.0 OB -01 1896 _ 0.0 06-01 1995 p 517275 0.0 02 -01 1997 0.0 02 -01 1996 495 000 22275 0 0 0 904 539,649 0.5 08.01 1997 0.0 o8 -ot 1996 517275 22,374 904 904 563,028 1.0 02 -01 1998 0.0 02.01 1997 53'� 23,380 904 0 p 16,239 572,126 1.5 08 -Ot 1998 0.5 02-01 1997 563,029 9,097 16239 16,239 581,632 2.0 02.01 1999 1.0 02.01 1998 572,126 9,506 16,239 0 0 16,239 591,566 2.5 08-01 1999 1.5 08 -01 1998 581,632 9,934 16.239 16239 601,947 $.0 02.01 2000 2.0 02.01 1999 591,566 10,381 16,239 0 2226 29,313 599,722 3.5 08 -01 2000 2.5 08 -01 1999 601,947 0 27,088 29,313 597,39 6 4.0 02 -01 2001 3.0 02.01 2000 589 722 0 26,987 2,326 32,317 581,962 4.5 08.01 2001 3.5 08.01 2000 597,398 0 26.883 5,434 32,317 586,284 5.0 02 -01 2002 4.0 02 -01 2001 591862 0 26,638 5,678 32,317 580,350 5.5 06.01 2002 4.5 08.01 2001 586,284 0 26,383 5,934 32,317 574.149 6.0 02 -01 2003 5.0 02 -01 2002 580,350 0 26,116 6,201 32,317 567,669 6.5 08.01 2003 5.5 08.01 2002 574,149 0 25,837 6,480 32,317 560,898 7.0 02 -Ot 2004 6 -0 02 -01 2003 567,669 0 25,545 6,771 32,317 553,822 7.5 08.01 2004 6.5 08.01 2003 560,898 0 25,240 7,076 32,317 546.427 8,() 02.01 2005 7 -0 02 -01 2004 553,622 0 24,922 7,395 32,317 538,700 8.5 08.01 2005 7.5 08 -01 2004 x''427 0 24,589 7,727 32,317 530,624 9.0 02 -Ot 2006 8.0 02 -01 2005 538,700 p 24,241 8,075 32,317 522,186 9.5 06 -01 2006 85 OS -01 2005 530,624 0 23,878 8,439 32,317 513,368 10.0 02.01 2007 9.0 02 -01 2006 522,186 0 23,498 8,618 32,317 504,153 10.5 08 -01 2007 9.5 08 -01 2006 513,368 0 23,702 9,215 32,317 494,523 11.0 02.07 2008 10.0 02 -01 2007 504,153 0 22,687 9,630 32,$17 484,460 11.5 OB -01 2008 10.5 o8 -Ot 2007 494,523 0 22,254 10,063 32,317 473,944 12.0 02.01 2009 11.0 02 -01 2008 464,460 0 21,601 10,516 32,317 462,955 12.5 08 -01 2009 11.5 08.01 2008 47$,944 0 21,327 10,989 $2,317 451,471 13,0 02 -01 2010 12.0 02 -01 2009 462,955 0 20,833 11,484 32,317 439,471 13.5 08.01 2010 12.5 08.01 2009 451,471 0 20,316 12,000 32,317 426,930 14.0 02 -Of 2011 13.0 02 -01 2010 439,471 0 19,776 12,540 32,317 413,826 14.5 08-01 2011 13.5 08 -01 2010 426,930 0 19,212 13,105 32,317 400,131 15.0 02.01 2012 14.0 02 -01 2011 413,826 0 18,622 13,694 32,317 385,820 15 5 OB -01 2012 14.5 08.01 2011 400,131 0 18,006 14,311 36,885 366, 16.0 02 -01 2013 15.0 02 -01 2012 385,820 0 17,362 19,523 32,317 350 16,5 08 -01 2013 i 15.5 08.01 2012 366,298 0 16,483 15,833 32,317 ,465 333,919 17.0 02 -01 2014 1 16.0 02 -01 2013 350,465 0 15,771 16,546 32,317 316,629 17.5 08.01 2014 16.5 08.01 2013 333,919 0 15,026 17.290 32,317 298,560 18.0 02 -Ot 2015 17.0 02 -07 2014 316,629 0 14,248 18,068 32,317 279,679 18.5 08.01 2015 i 17.5 08-Oi 2014 298,580 0 13,435 18,881 32,317 259,948 19.0 02 -Ot 2016 18.0 02 -01 2015 279,679 0 12,586 19,731 32,317 239,329 19.5 08.01 2016 78.5 08.01 2015 259,948 0 11,698 20,619 32,317 217,782 20.0 02 -01 2017 19.0 02.01 2016 239,329 0 10,770 21,547 32,317 195,266 20.5 08.01 2017 19.5 08 -01 2016 217,782 0 9,800 22.516 32,317 171,736 21.0 02 -01 2018 20.0 02 -01 2017 195,265 0 8,787 23,530 32,317 147,148 21.5 08 -01 2018 20.5 08-01 2017 171,736 0 7,728 24,588 32,317 121,453 22.0 02 -01 2019 21.0 02.01 2018 147,148 0 6,622 25,695 32,317 94,601 22.5 08.01 2019 21.5 08 -01 2018 121,453 0 5,465 26,851 32,317 66,542 23.0 02-01 2020 22.0 02 -01 2019 94,601 0 4,257 28,060 32,317 37,220 23.5 08 -01 2020 22.5 08.01 2019 66,542 0 2,984 29.322 32,317 6.578 24.0 02.01 2D21 23.0 02 -01 2020 37220 0 1,675 30.642 0 24.5 08 -01 2021 23.5 08-01 2020 6,578 0 296 6,578 6,874 0--- 25.0 02.01 2022 24.0 02.01 2021 0 0 0 __ . ENT MAR 29 196 11 34AM EHLERS & ASSOCIATES City of ,t enheseon • Entertainment Center • Local Match P.9 /8 Page 'ERIOD0� EGiNNINa i I 3 3 a 9 0 0 1 '1 ENTE Beg' CcUrst Patent moment Payment _Balance - "° 0.0 02.01 1996 Yrs. Mt__ hJ_�Yr. - Balance 0.0 OB -01 1996 O.D 06.01 1895 p 376,200 0 -0 02.01 1997 0.0 02 -01 1996 360,000 16200 0 O 657 392,472 0.5 OS -01 1997 p.0 08.01 1996 376,200 16.272 657 0 p 857 409,476 1.0 02 -01 1998 1998 0.0 02 -01 1997 392,472 17,004 657 D 11,810 416,092 1.5 08.01 02 -01 1999 0.5 08 -01 1997 4pg,476 6,816 11,810 0 11,810 423,005 2.0 08 1999 1.0 02.01 1998 08 1998 416,092 6'�5 11,510 11,810 0 11,810 430,230 25 -01 30 02.01 2000 1.5 -01 2.0 02 -01 1999 423,00$ 7,550 11,810 p 11,810 4$7,780 436'161 3.5 08 -01 2000 2.5 08.01 1999 4300 437,780 0 19,700 1,619 21,319 21,319 434,470 4.0 02 -01 2001 3.0 02 -01 2000 436,161 0 79,627 1,691 3,952 23,503 430,518 4.5 08-01 2001 2002 3.5 08.01 2000 2001 434,470 0 19.551 19,373 4,130 23,603 426,388 5,0 02 -01 5.5 08 -01 2002 4.0 02 -01 4.5 08-01 2001 0518 43, 0 p 19,187 4.316 23,503 422.073 6.0 02 -01 2003 5.0 02.01 2002 420388 p 18,993 4,510 23,503 417,563 412,650 6.5 08 -oi 2003 5.5 08 -01 2002 422.073 417,563 0 18,790 4,713 23,503 23,503 407,926 7.0 02 -01 2004 6.0 02.01 2003 412,850 0 18,578 4.925 23,503 402,779 7.5 08.01 2004 6 -5 08.01 2003 2004 407,926 p 18,357 18,125 5,146 5,378 23,503 397,401 6.0 02 -01 2005 8.5 08.01 2005 7.0 02 -01 7.5 08 -01 2004 0.02,779 0 0 17,883 5,620 23,503 391,782 9,0 02 -01 2006 8.0 02-01 2005 - 397,401 391,782 0 17,630 5,873 23,503 23,503 385,909 379.772 9.5 08 -01 2006 8.5 08.01 2005 365,909 p 17,386 6,137 23,503 373,356 10.0 02 -01 2007 9.0 02.01 2006 379.772 0 17,090 6,413 6,702 23,503 366.65 10.5 08.01 2007 2006 08.01 2006 02 -01 2007 373,358 0 16,801 16,500 7,003 23,503 359,653 11,0 02 -01 115 08 -01 2005 10 -0 0 10.5 06.01 2007 366,656 359,653 0 p 16,184 7,319 23,503 352,334 344.867 12.0 02 -01 2009 11.0 02 -01 2008 352,334 0 15,855 7,648 23,503 23.503 336,694 12.5 08-01 2009 11.5 08.01 2008 344687 0 15,511 7,992 8,352 23,503 328,313 13 -0 02 -01 2010 08-01 2010 12 -0 02 01 2009 08 2009 336,694 0 15,151 14,775 8,728 23,503 319,415 13.5 14.0 02 -01 2011 12.5 -01 13.0 02 -01 2010 328.343 319,615 0 0 14,383 9,120 23,503 23,503 310,495 300,964 14.5 08.01 2011 13.5 08.01 2010 310,495 0 13,972 9,531 23,503 291,004 15.0 02 -01 2012 14.0 02.01 2011 300,964 0 13,543 91960 23,503 280'597 15.5 06 -01 2012 14.5 08.01 2011 291004 0 13,095 10,408 26,825 256,384 16,0 02 -01 2013 15.0 02 -01 2012 280,597 0 12,627 14,198 23,503 254,884 16.5 08-01 2013 15.5 08.01 2012 266 0 11,968 11,515 23,503 242,850 17.0 02 -01 2014 16 -0 02 -01 2013 ,399 266 884 p 11,470 12,033 23,503 230,276 17.5 08 -01 2015 16.5 08.01 2013 242,850 p 10,928 12.575 23,503 217.135 18.0 o2 -01 201f 17.0 02 -01 2014 230,276 0 10,362 13,141 13,732 23,503 203,403 18.5 08-01 201: 2011 17.5 06 -01 2014 2015 217,135 0 9,771 9,153 14,350 23,503 189,053 19.0 02 -01 19.5 08 -01 2011 18 -0 02 -Ot 18.5 06.01 2015 203,403 p 0 8,507 14,996 23,503 174, 8 20.0 02 -01 201' 19.0 02.01 2016 189,053 174 058 0 7,833 15.670 23,503 158,387 142,012 20.5 06.01 201 19.5 08 -01 2018 158,387 0 7,127 16,376 23.503 23,503 124,899 21.0 02.01 201 20.0 02.01 2017 142,012 0 6,391 17,112 23,503 107,017 21.5 06 -01 201 20.5 OS -OS 2017 124,699 0 5,620 77,863 23,503 88,329 22.0 02 -01 201 21.0 02 -01 2018 107, 017 0 4,816 18,687 23,503 68,801 22.5 08.01 201 21.5 08.01 2016 88 328 0 3,975 19,528 23,503 �•3 23.0 0201 201 22.0 02 -01 2019 68,801 0 3,096 20,407 23,503 27,069 23 -5 08 -01 20' 22.5 o8 -01 2019 48,394 0 2,178 21,325 23,503 4,784 24.0 02.01 201 23.0 02 -01 2020 27,059 0 1,216 22,285 5,0000 24.5 08 -01 20: 23.5 08.01 2020 A 784 p 215 4,785 (01 25.0 02.01 20: 24.0 02-01 2021 rn, 0 m - --� ___..,u i I 3 3 a 9 0 0 1 '1 ENTE Kennedy & Graven, Chartered Draft March ^�3, 4998 CONTRACT FOR PRIVATE REDEVELOPMENT BY AND BETWEEN THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN AND DANIEL F. DAHLIN A 1996 This document was drafted by: Kennedy & Graven, Chartered 470 Pillsbury Center Minneapolis, MN 55402 JBD92331 CH130 -66 TABLE OF CONTENTS ARTICLE I Definitions Section 1.1. Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority . . . . . . . . . . . . . . 5 Section 2.2. Representations by the Redeveloper . . . . . . . . . . . . . 6 ARTICLE III Sale and Purchase of Land Section 3.1. Acquisition of Redevelopment Property . . . . . . . . . . . 8 Section 3.2. Conveyance of the Redevelopment Property . . . . . . . . . 8 Section 3.3. Time of Acquisition and Conveyance . . . . . . . . . . . . . 8 Section 3.4. Title . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 Section 3.5. Soil Conditions . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.6. Purchase Price . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.7. Taxes and Special Assessments . . . . . . . . . . . . . . . . 9 Section 3.8. State Deed Tax . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.9. Other Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.10. Property Reconveyed As Is . . . . . . . . . . . . . . . . . . 9 Section 3.11. Termination . . . . . . . . . . 10 Section 3.12. Hearing Prior to Sale . . . . . . . . . . . . . . . . . . . . . . 10 Section 3.13. Assessment Agreement . . . . . . . . . . . . . . . . . . . . . 10 ARTICLE IV Public Assistance Section 4.1. Construction of the Minimum Improvements . . . . . . . . . 11 Section 4.2. Form of Public Assistance . . . . . . . . . . . . . . . . . . . 11 ARTICLE V Tax Increment Section 5.1. Tax Increment Certification . . . . . . . . . . . . . . . . . . 13 Section 5.2. Real Property Taxes; Special Assessments . . . . . . . . . . 13 Section 5.3. Real Property Assessment . . . . . . . . . . . . . . . 13 Section 5.4. Receipt of Tax Increment; Proof of Payment . . . . . . . . . 13 ARTICLE VI Additional Provisions Section 6.1. Equal Employment Opportunity . . . . . . . . . . . . . . . . 14 Section 6.2. Restrictions on Use . . . . . . . . . . . . . . . . . . . . . . 14 Section 6.3. Provisions Not Merged With Deed . . . . . . . . . . . . . . . 14 Section 6.4. Notices and Demands . . . . . . . . . . . . . . . . . . . . . . 14 Section 6.5. Disclaimer of Relationships . . . . . . . . . . . . . . . . . . 14 Section 6.6. Covenants Running with the Land . . . . . . . . . . . . . . 14 Section 6.7. Modifications . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Section 6.8. Counterparts . . . . . . . . . . . . . . . . . . . . . . . . . . 14 JBD92331 CB130 -44 i SIGNATURES TESTIMONIALS SCHEDULE A REDEVELOPMENT PROPERTY LEGAL DESCRIPTION SCHEDULE B ASSESSMENT AGREEMENT AND ASSESSOR'S CERTIFICATION SCHEDULE C [Blank] SCHEDULE D [Blank] SCHEDULE E PRELIMINARY PLANS JBD92331 CB130 -44 11 CONTRACT FOR PRIVATE REDEVELOPMENT THIS AGREEMENT, made on or as of the day of , A 19964 and between THE HOUSING AND REDEVELOPMENT AUTHORITY IN ANDVOR E CITY OF CHANHASSEN (hereinafter referred to as the "Authority ") and as WITNESSETH: WHEREAS, the Authority was created pursuant to Minnesota Statutes, Sections 469.001 -.047 (the "Act ") and was authorized to transact business and exercise its powers by a resolution of the City Council of the City of Chanhassen (hereinafter the "City ") pursuant to Section 469.003 (formerly Section 462.425) of the Act; and WHEREAS, in furtherance of the objectives of the Act, the Authority has engaged in carrying out a redevelopment project known as the Redevelopment Plan for the Downtown Chanhassen Redevelopment Area (hereinafter referred to as the "Project ") in an area (hereinafter referred to as the "Project Area ") located in the City; and WHEREAS, as of the date of this Agreement there has been prepared and approved by the Authority and the City Council of the City a redevelopment plan for the project (which Plan is hereinafter referred to as the "Redevelopment Plan ") ; and WHEREAS, in order to finance, in part, the public redevelopment costs of the Project the Authority and City have created Tax Increment District No. 4 for land lying within the Downtown Chanhassen Redevelopment Area (the "Tax Increment District ") ; and WHEREAS, there has been presented by the Redeveloper to the City and the Authority for their consideration a proposal for the development of a n howling Winter facility;within the Project on property located within Tax Increment District; and WHEREAS, the Authority has reviewed the Redeveloper's development proposal and has determined that such proposal if completed would serve to accomplish the goals and objectives for which the Project and Tax Increment District were created; and WHEREAS, in order to achieve the objectives of the Redevelopment Plan the Authority has determined to provide aid and assistance to the Redevelopment Property in the form of special assessment reduction assistance. WHEREAS, the Authority intends to fund the redevelopment costs by using tax increments generated from the Redevelopment Property and the improvements to be constructed thereon; and WHEREAS, the Authority believes that the redevelopment of the Project Area pursuant to this Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable JBD92331 CB130 -44 state and local laws and requirements under which the Project has been undertaken and is being assisted. NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: JBD92331 CH130 -44 ARTICLE I Definitions Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the context: "Act" means Minnesota Statutes, Sections 469.001- 469.047 (formerly Municipal Housing and Redevelopment Act, Minnesota Statutes, Sections 462.411- 462.711) , as amended. "Agreement" means this Agreement, as the same may be from time to time modified, amended, or supplemented. "Assessed Market Value" or "Assessed Market Valuation" means the market value of real property as determined by the county assessor of the county in accordance with Minnesota Statutes, Section 273.11 (or as finally adjusted by the assessor, board of equalization, commissioner of revenue, or any court). "Authority" means the Housing and Redevelopment Authority in and for the City of Chanhassen, or any successor or assignee. "Available Tax Increment" means tax increment received by the Authority during any calendar year beginning with 1997 and ending with 2017 after deducting therefrom the following amounts: (i) any payment needed to make a payment previously due hereunder; (ii) any amounts used to pay any amount pledged for the payment of the tax increment general obligation bonds issued by the City prior to the date hereof; (iii) any amounts needed to make payments to a school district pursuant to Minnesota Statutes Section 469.117, subd. 10; "City" means the City of Chanhassen, a Minnesota municipal corporation and statutory city according to the laws of the State of Minnesota. "Construction Plans" means the plans, specifications, drawings and related documents on the construction work to be performed by the Redeveloper on the Redevelopment Property which shall be at least as detailed as the plans required to be submitted to the building inspector of the City. "Minimum Improvements" means the improvements described in the Preliminary Plans containing a A howling eenter of approximately A 39,0£!0 square feet. "Preliminary Plans" means those plan sheets and other descriptive material which are identified in the attached Schedule E. "Project" means Redevelopment Plan for the Downtown Chanhassen Redevelopment Area. JBD92331 CB130 -44 3 "Project Area" means the real property located within the boundaries of the Project. "Redeveloper" means A banal F. T3ahlhi a single person, or n his successors and assigns. "Redevelopment Property" means the real property, a legal description of which property is contained on the attached Schedule A. "Redevelopment Plan" means the plan for the Downtown Chanhassen Redevelopment Area as amended as of the date of this Agreement. "Tax Increment" means that portion of the real property taxes paid with respect to Tax Increment District No. 4 which is remitted to the Authority as tax increment pursuant to the Tax Increment Act. "Tax Increment Act" means Minnesota Statutes, Sections 469.174 -.179, as the same may be amended from time to time. "Tax Increment District" means Tax Increment District No. 4. "Termination Date" means the date when the Authority has paid the full amount due under the terms of this Agreement and the Limited Revenue Tax Increment Note. "Tax Official" means any city or county assessor; county auditor; city, county or state board of equalization, the commissioner of revenue of the state, any state or federal district court, the tax court of the state, or the State Supreme Court. "Unavoidable Delays" means delays which are the direct result of acts of God, unforeseen adverse weather conditions, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action causes delays, acts of any federal, state or local governmental unit (other than the Authority in enforcing its rights under this Agreement), Authority defaults as to the Redeveloper's delays, Redeveloper defaults as to the Authority's delays, or other matters which are not within the control of the Redeveloper as to the Redeveloper's delays or not within the control of the Authority as to the Authority's delays. JBD92331 CE130 -44 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority. The Authority makes the following representations as the basis for the undertaking on its part herein contained: (a) The Authority has the right, power and authority to execute, deliver and perform its obligations according to this Agreement and all other documents to be executed by the Authority pursuant hereto. The Authority will take all appropriate actions to provide or obtain from the City Council or other entities the required approvals in order to complete the transaction contemplated according to this Agreement. The Authority assures the Redeveloper that the individuals who execute this Agreement and all other documents executed by the Authority or on behalf of the Authority are duly authorized to sign the same on behalf of the Authority and to bind the Authority thereto. (b) The Project is a "redevelopment project" within the meaning of the Act and was created, adopted and approved in accordance with the terms of the Act. (c) The Tax Increment District is a "redevelopment tax increment financing district ", which was created, adopted, certified and approved pursuant to the Tax Increment Act. (d) Subject to satisfaction of the terms and conditions of this Agreement, the Authority will convey the Redevelopment Property to the Redeveloper for development in accordance with the terms of this Agreement. (e) Neither the Authority, nor, to the best of the Authority's knowledge, any entity or person has, at any time (i) "released" or actively or passively consented to the "release" or "threatened release" of any Hazardous Substance (as defined below) on or under or that would affect the environmental condition of the Redevelopment Property; or (ii) taken any action in "response" to a "release" in connection with the Redevelopment Property; or (iii) otherwise engaged in any activity or omitted to take any action which could subject the Authority or Redeveloper to claims for intentional or negligent torts, strict or absolute liability, either pursuant to statute or common law, in connection with Hazardous Substances (as defined below) located in or on the Redevelopment Property, including the generating, transporting, treating, storage, or manufacture of any Hazardous Substance (as defined below). The terms set within quotation marks above shall have the meaning given to them in the Comprehensive Environmental Response and Liability Act, 42 U.S.C. § 9601 et seq., as amended ( "CERCLA ") and any state environmental laws. "Hazardous Substances" means hazardous waste, toxic substances, formaldehyde, urea, polychlorinated, biphenyls, asbestos, petroleum, natural gas, synthetic gas usable as fuel or mixtures thereof, any materials related to any of the foregoing, and substances defined as "hazardous substances ", "toxic substances ", "hazardous waste", "pollutant ", or "contaminant" in CERCLA 42 U.S.C. § 9601 et seq., the Resource Conservation and Recovery Act as amended, the Hazardous Materials Transportation Act, 49 U.S. C. § 1801 et seg. , the Clean Water Act, 33 U.S.C. § 1251 et seq., any state laws regarding environmental matters, or any regulations promulgated pursuant to any of the foregoing statutes. JBD92331 CE130 -44 Section 2.2. Representations by the Redeveloper. The Redeveloper represents that: (a) The Redeveloper has the right, power and authority to execute, deliver and perform its obligations according to this Agreement. (b) If the Redeveloper, constructs the Minimum Improvements on the Redevelopment Property, it will do so in accordance with the terms of this Agreement, the Redevelopment Plan and all local, state and federal laws and zoning, building code and public health laws and regulations. (c) If constructed, the Minimum Improvements will have a market value of not less than h $1 6B.4 .24 ;inclusive of the value of the Redevelopment Property. (d) The Redeveloper has received no notice or communication from any local, state or federal official that the activities of the Redeveloper or the Authority in the Project Area may be or will be in violation of any environmental law or regulation. The Redeveloper is aware of no facts the existence of which would cause it to be in violation of any local, state or federal environmental law, regulation or review procedure. In the event that the Authority is required to take any action to obtain any necessary permits or approvals with respect to the Redevelopment Property under any local, state or federal environmental law or regulation, the Redeveloper will cooperate with the Authority in connection with such action. (e) If the Redeveloper constructs the Minimum Improvements, it will do so in accordance with all applicable local, state or federal energy conservation laws or regulations. (f) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement or instrument of any evidences of indebtedness, agreement or instrument of whatever nature to which the Redeveloper is now a party or by which it is bound, or constitutes a default under any of the foregoing. (g) Redeveloper certificate, statement ox Redevelopment Property. JBD92331 08130 -44 agrees to provide the Authority with the appropriate deed provision relating to any wells located on the ARTICLE III Acquisition and Conveyance of Property Section 3.1. Acquisition of Redevelopment Property. The Redeveloper represents that it has as of the date of this Agreement obtained title to or options to acquire title to the Redevelopment Property. Subject to the terms of this Agreement, the Authority agrees that it will, subsequent to the Redeveloper's acquisition of title to the Redevelopment Property, acquire the Redevelopment Property from the Redeveloper. The conveyance from the Redeveloper to the Authority shall be by a standard quit claim deed. Immediately after the Authority's acquisition of the Redevelopment Property, the Authority shall, by quit claim deed, reconvey such property to the Redeveloper for development in accordance with the terms of this Agreement. The cost to the Authority of acquiring the Redevelopment Property and conveying such property to the Redeveloper shall be paid in accordance with the terms of Section 3.6 of this Agreement. Section 3.2. Conveyance of the Redevelopment Property. The Authority shall reconvey title to and possession of the Redevelopment Property to the Redeveloper under a quit claim deed. The conveyance of and the Redeveloper's use of the Redevelopment Property shall be subject to all of the conditions, covenants, restrictions and limitations imposed by this Agreement. The conveyance of title to and the Redeveloper's use of the Redevelopment Property shall also be subject to building and zoning laws and ordinances and all other applicable local, state and federal laws and regulations. Section 3.3. Time of Acquisition and Conveyance. (a) The Authority shall, subject to all applicable provisions of law and preconditions to closing contained in this Agreement, if the Redeveloper is not then in default under the terms of this Agreement, acquire the Redevelopment Property from the Redeveloper and simultaneously reconvey the Redevelopment Property to the Redeveloper within ten (10) days after (i) the Authority's approval of the Preliminary Plans; and (ii) the Redeveloper having obtained all governmental permits and approvals, necessary to be obtained in order to permit conveyance of the Redevelopment Property to Redeveloper and construction of the Minimum Improvements, or on such other date as the Authority and the Redeveloper shall mutually agree in writing. The Redeveloper shall take possession of the Redevelopment Property the day of execution and delivery of the deed by the Authority. (b) Unless otherwise mutually agreed by the Authority and the Redeveloper, the execution and delivery of all deeds shall be made at the principal office of the Authority. Section 3.4. Title. (a) Prior to and as a condition to the Authority's obligation to acquire the Redevelopment Property, the Redeveloper shall obtain and furnish to the Authority a commitment for the issuance of a policy of title insurance. The Authority shall have twenty (20) days from the date of its receipt of such commitment to review the state of title and to provide the Redeveloper with a list of written objections to such title. No objection may be made by the Authority to any defect or encumbrance on JBD92331 CE130 -44 the title unless and to the extent that such defect or encumbrance would, if uncured, have the effect of precluding Redeveloper's request to convey marketable title or the construction of the Minimum Improvements. Upon receipt of the Authority's list of written objections, the Redeveloper shall proceed in good faith and with all due diligence to attempt to cure the objections made by the Authority. Within ten (10) days after the date that all such objections have been cured, to the reasonably satisfaction of the Authority, the Authority shall proceed with its acquisition and reconveyance of the Redevelopment Property. The Authority shall have no obligation to take any action to clear defects in the title to the Redevelopment Property. (b) The Authority shall take no actions to encumber title to the Redevelopment Property between the moment the Authority acquires to the moment on which the Authority's Deed is delivered to the Redeveloper, it being understood that such conveyances will occur simultaneously. Section 3.5. Soil Conditions. The Redeveloper acknowledges that the Authority makes no representations or warranties as to the condition of the soils on the Redevelopment Property or its fitness for construction of the Minimum Improvements or any other purpose for which the Redeveloper may make use of such property. The Redeveloper further agrees that it will indemnify, defend, and hold harmless the Authority, its governing body members, officers, and employees, from any claims or actions arising out of the presence, if any, of hazardous wastes or pollutants on the Redevelopment Property. Section 3.6. Purchase Price. (a) The Authority shall pay the Redeveloper as purchase price for the Redevelopment Property the aggregate principal amount of n 019 ..:Such payment shall be made entirely and exclusively in accordance with the terms of a Limited Revenue Note ( "Note ") in substantially the form of the attached Schedule D. This Note is to be executed by the Authority and delivered to Redeveloper at Closing. (b) The purchase price to be paid by the Redeveloper for the reconveyance of the Redevelopment Property from the Authority shall be $1.00. Section 3.7. Taxes and Special Assessments. Redeveloper shall pay all taxes and installments of special assessments due and payable in years prior to the year of closing. Redeveloper shall pay all installments of taxes and special assessments due and payable in the year of Closing. Installments of special assessments due and payable in future years shall be responsibility of Redeveloper. Section 3.8. Other Costs. No cost, fee or other payment relating to any real estate transaction of any nature shall be payable by the Authority to any person or entity; and except as otherwise set forth in this Agreement, the Authority's entire obligation in connection with the purchase and sale of the Redevelopment Property shall be payment of the purchase price and reconveyance of the Redevelopment Property as provided in this Agreement. Section 3.9. Property Reconveyed As Is. Redeveloper acknowledges that the Authority shall have no obligation to perform any site work in connection with the proposed transaction or otherwise. The Authority's only obligation hereunder is to reconvey the Redevelopment Property to the Redeveloper in the condition in which JBD92331 CH130 -44 it was conveyed to the Authority. All site work, including, without limitation, grading, soil preparation and demolition of all structures and improvements shall be done by the Redeveloper at Redeveloper's cost. Section 3.10. Termination. In the event that all the preconditions to Closing have not been satisfied or waived by the party in whose favor the precondition runs, either party may give the other party ten day written notice of such defaults. If the other party does not cure such default within such ten day period, this Agreement may be declared null and void by either party and thereupon, neither party shall have any obligation or liability to the other hereunder. In the further event that the closing does not occur on or before A AUg�� 1 . 19 unless such date is extended by mutual written agreement of the parties, this Agreement shall automatically become null and void and thereupon neither party shall have any obligation or liability to the other hereunder. Section 3.11. Hearing Prior to Sale. As a further precondition to the Authority's obligations hereunder, the Authority shall hold all hearings and make all findings as may be required by law as a precondition to the transaction contemplated herein. Section 3.12. Assessment Agreement. At Closing, and as a precondition to the Authority's obligations, the parties shall execute an Assessment Agreement and the Authority shall secure the Assessor's Certification all in substantially the form of the attached Schedule B. At the time of execution, the instrument must have been executed by the county assessor. Subsequent to execution by the parties, the instrument shall be recorded as provided for in the instrument. JBD92331 CE130 -66 ARTICLE IV Public Assistance Section 4.1. Construction of the Minimum Improvements. Subject to the terms and conditions of this Agreement, the Redeveloper agrees to purchase the Redevelopment Property and if it constructs the Minimum Improvements on the Redevelopment Property, it will do so substantially in accordance with the Construction Plans. Should the Redeveloper construct the Minimum Improvements, it agrees to maintain, preserve and keep them in good repair and condition, subject to reasonable wear and tear and casualty excepted. Notwithstanding anything to the contrary set forth in this Agreement, the Redeveloper has no obligation to construct the Minimum Improvements. The Construction Plans must reasonably conform to the Preliminary Plans unless such nonconformity is approved by the Authority. The Authority agrees that it will promptly consider any proposed amendment to the Construction Plans, will not unreasonably withhold its approval of such proposed amendments and will approve the same if the amended plans: i) do not indicate a reduction in the market value of the improvements; and ii) in the reasonable judgment of the Authority, such amendment is in conformity with the applicable land use regulations of the Authority. Section 4.2. Form of Public Assistance. In order to facilitate the financial feasibility of the redevelopment of the Redevelopment Property and in consideration for the Redeveloper's fulfillment of its covenants and obligations under this Agreement, the Authority will provide to the Redeveloper a land -write down from the tax increments. The public assistance will be payable by the Authority in. the ,form of a land write down in an amount of vet .Tundr�ai TentousaneC azicli#l1DD Dollars (0161 000) which shall be paid to�tlie Redeveloper out of and only out of Available Tax Increment (as such term is described in Schedule D) generated by the Minimum Improvements constructed on the Redevelopment Property. Payments of the land write down shall be made solely in accordance with the terms of Schedule D. JBD92331 CB130 -44 10 ARTICLE V Tax Increment Section 5.1. Tax Increment Certification. The City has established the Tax Increment District pursuant to the Tax Increment Act. Section 5.2. Real Property Taxes; Special Assessments. The Redeveloper shall pay, in accordance with Section 3.7 herein, all ad valorem taxes and special assessments on the Redevelopment Property. Section 5.3. Real Property Assessment. The Redeveloper shall not cause the Redevelopment Property to be removed from the public tax rolls or to become exempt from assessment for general real estate taxes by reason of any conveyance, lease, abatement or other action until the Termination Date. Section 5.4. Receipt of Tax Increment; Proof of Payment. The Redeveloper shall receive its annual tax increment payment from the Authority in as provided for in the Note. Section 5.5. Effect of Legislative Changes. The parties understand and acknowledge that certain legislation is currently being considered by the Minnesota Legislature which, if enacted, could limit or entirely remove the authority of the Authority to carry out its obligations hereunder including, without limitation, its obligations to make payments pursuant to the Limited Revenue Tax Increment Note. Redeveloper, for itself and its successors and assigns, understand and acknowledge that the Authority's obligations hereunder are entirely limited to the Authority's authority to act as such authority may be limited or removed from time to time. On the basis of the foregoing, the parties for themselves and their successors or assigns each agree that this Agreement, the Assessment Agreement and the Note shall automatically become null and void if the Authority's authority to act under this Agreement is completely removed. The parties for themselves and for their successors and assigns further agree that if the Authority's authority to carry out its obligation is materially impaired by legislative changes, the Redeveloper shall have the option to: i) terminate the Agreement, whereupon the parties will be relieved of any further obligations under this Agreement, the Assessment Agreement or the Note; or ii) agree to continue its performance hereunder and to accept the Authority's performance as limited. JBD92331 CH130 -66 11 ARTICLE VI Additional Provisions Section 6.1. Equal Employment Opportunity. The Redeveloper, for itself and its successors and assigns, agrees that in the event the Minimum Improvements are constructed as provided for in the Agreement, it will comply with all applicable federal, state and local equal employment and nondiscrimination laws and regulations. Section 6.2. Restrictions on Use. The Redeveloper agrees for itself, and its successors and assigns, and every successor in interest to the Redevelopment Property, or any part thereof, that the Redeveloper, and such successors and assigns, shall devote the Redevelopment Property to, and only to and in accordance with, the land use regulations of the Authority of Chanhassen. Section 6.3. Provisions Not Merced With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Redevelopment Property. Section 6.4. Notices and Demands. Except as otherwise expressly provided in this Agreement, a notice, demand, or other communication under the Agreement or the Redevelopment Deed by either party to the other shall be sufficiently given or delivered only if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally; and (a) in the case of the Redeveloper, is addressed to or delivered personally to the Redeveloper at ; and (b) in the case of the Authority, is addressed to or delivered personally to the Authority at 690 Coulter Drive, Box 147, Chanhassen, Minnesota 55317, or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Section 6.5. Disclaimer of Relationships. The Redeveloper acknowledges that nothing contained in this Agreement nor any act by the Authority or the Redeveloper shall be deemed or construed by the Redeveloper or by any third person to create any relationship of third -party beneficiary, principal and agent, limited or general partner, or joint venture between the Authority and the Redeveloper. Section 6.6. Covenants Running with the Land. The terms and provisions of this Agreement shall be deemed to be covenants running with the Redevelopment Property and shall be binding upon any successors or assigns of the Redeveloper and any future owners or encumbrances of the Redevelopment Property. Section 6.7. Modifications. This Agreement may be modified solely through written amendments hereto executed by the Redeveloper and the Authority. Section 6.8. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. ..... ............................... Section B, 9. Wa Q and . ob Covenants, ia) y na! later than two years of #er' tha firsf data an which the Redeveloper receives any payment,; pursuant to JBD92331 CH130 -44 12 IN WITNESS WHEREOF, the Authority has caused this Agreement to be executed in its corporate name by its duly authorized officers and sealed with its corporate seal; and the Redeveloper has caused this Agreement to be executed in its corporate name as of the date first above written. THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN, MINNESOTA (SEAL) By: Its Chairperson /:ill STATE OF MINNESOTA ) ) as. COUNTY OF CARVER ) Its Executive Director On this day of Rg, before me, a Notary Public within and for said county, appeared : and to me personally known, who being by me duly sworn, did say that they are respectively the Chairperson and Executive Director of The Housing and Redevelopment Authority in and for the City of Chanhassen, Minnesota, a public body, corporate and politic, known as the Housing and Redevelopment Authority in and for the Authority of Chanhassen, under the laws of the State of Minnesota, on behalf of the Housing and Redevelopment Authority. Notary Public JED92331 CE130 -44 13 REDEVELOPER: n STATE OF MINNESOTA ) ) as. COUNTY OF CARVER ) The foregoing instrument was acknowledged before me this day of 1996, by Notary Public JED92331 09130 -44 14 SCHEDULE A to CONTRACT FOR PRIVATE REDEVELOPMENT REDEVELOPMENT PROPERTY LEGAL DESCRIPTION: [to be completed prior to execution] JBD92331 CH130 -44 A -1 SCHEDULE B ASSESSMENT AGREEMENT and ASSESSOR'S CERTIFICATION By and among HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN and This Document was drafted by: KENNEDY & GRAVEN, Chartered 470 Pillsbury Center Minneapolis, Minnesota 55402 JBD92331 CH130 -64 THIS AGREEMENT, dated as of this day of n 1996, by and between the HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN, a Minnesota public body corporate and politic (the "Authority ") and A DANIEL F,. DAI3LiN, a sire le laerson residing in Ramsey County, 1vIinnesotia (the "Redeveloper "). WITNESSETH, that WHEREAS, on or before the date hereof the Authority and Redeveloper have entered into a Contract for Private Redevelopment (the "Contract ") regarding certain real property located in the County of Carver, pursuant to which the Authority is to acquire certain property, hereinafter referred to as the Redevelopment Property and legally described in Attachment A hereto; and WHEREAS, it is contemplated that pursuant to said Contract the Redeveloper will construct a A M9,000 square foot building center upon the Redevelopment Property; and WHEREAS, the Authority and Redeveloper desire to establish a minimum market value for said land and the improvements to be constructed thereon, pursuant to Minnesota Statutes Section 469.177, Subdivision 8; and WHEREAS, the Authority and the County Assessor for Carver County, have reviewed the preliminary plans and specifications for the improvements which it is contemplated will be erected; NOW, THEREFORE, the parties to this Agreement, in consideration of the promises, covenants and agreements made by each to the other, do hereby agree as follows: 1. The minimum market value which shall be assessed for the land described in Attachment A, with the Minimum Improvements constructed thereon shall upon substantial completion be not less than $1,684724. The parties to this Agreement expect that the construction of the above - referenced improvements will be entirely completed on or before December 31, A 1998,: 2. The minimum market value herein established remains in full force and effect until the earlier of: i) December 31, ; or ii) the date on which the Authority is no longer entitled to receive tax increment with respect to the Tax Increment District No. 4 for the Downtown Chanhassen Redevelopment Area, at which time this Agreement shall terminate. 3. This Agreement shall be promptly recorded by the Redeveloper with a copy of Minnesota Statutes Section 469.177, Subdivision 8, set forth in Attachment B hereto. The Redeveloper shall pay all costs of recording. 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the Contract between the Authority and the Redeveloper. 5. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties. JBD92331 CE130 -44 B -1 HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN By— Its By— Its DANIEL F!:. T1AHI,T1�t STATE OF MINNESOTA ) ss COUNTY OF ) The foregoing instrument was acknowledged before me this _ day of 199 —, by and , the and respectively, of the Housing and Redevelopment Authority in and for the City of Chanhassen, a Minnesota public body corporate and politic, on behalf of the Authority. Notary Public STATE OF MINNESOTA ) ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this daV of Notary Public J=92331 CH130 -44 B-2 CERTIFICATION BY COUNTY ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the minimum market value assigned to the land upon which the improvements are to be constructed, and being of the opinion that the minimum market value contained in the foregoing Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the above described property, hereby certifies that the minimum market value assigned to such land and improvements commencine on 31 STATE OF MINNESOTA ) ss COUNTY OF HENNEPIN ) shall not be less than Assessor for the Carver County, Minnesota The foregoing instrument was acknowledged before me this day of by the County Assessor for Carver County, Minnesota. Notary Public JBD92331 CH130 -44 B-3 ATTACHMENT A Legal Description of Land Redevelopment Property: [to be completed prior to execution] JM92331 CH130 -44 B -4 ATTACHMENT B Section 469.177, Subd. 8. Assessment agreements. An authority may, upon entering into a development or redevelopment agreement pursuant to section 469.176, subdivision 5, enter into a written assessment agreement in recordable form with the developer or redeveloper of property within the tax increment financing district which establishes a minimum market value of the land and completed Improvements to be constructed thereon until a specified termination date, which date shall be not later than the date upon which tax increment will no longer be remitted to the authority pursuant to section 469.176, subdivision 1. The assessment agreement shall be presented to the county assessor, or city assessor having the powers of the county assessor, of the jurisdiction in which the tax increment financing district is located. The assessor shall review the plans and specifications for the improvements to be constructed, review the market value previously assigned to the land upon which the improvements are to be constructed and, so long as the minimum market value contained in the assessment agreement appears, in the judgment of the assessor, to be a reasonable estimate, shall execute the following certification upon such agreement: The undersigned assessor, being legally responsible for the assessment of the above - described property upon completion of the improvements to be constructed thereon, hereby certifies that the market value assigned to such land and improvements upon completion shall not be less than $ Upon transfer of title of the land to be developed or redeveloped from the authority to the developer or redeveloper, such assessment agreement, together with a copy of this subdivision, shall be filed for record and recorded in the office of the county recorder or filed in the office of the registrar of titles of the county where the real estate or any part thereof is situated. Upon completion of the improvements by the developer or redeveloper, the assessor shall value the property pursuant to section 273.11, except that the market value assigned thereto shall not be less than the minimum market value contained in the assessment agreement. Nothing herein shall limit the discretion of the assessor to assign a market value to the property in excess of the minimum market value contained in the assessment agreement nor prohibit the developer or redeveloper from seeking, through the exercise of administrative and legal remedies, a reduction in market value for property tax purposes; provided, however, that the developer or redevel- oper shall not seek, nor shall the city assessor, the county assessor, the county auditor, any board of review, any board of equalization, the commissioner of revenue or any court of this state grant a reduction of the market value below the minimum market value contained in the assessment agreement during the term of the agreement filed of record regardless of actual market values which may result from incomplete construction of improvements, destruction or diminution by any cause, insured or uninsured, except in the case of acquisition or reacquisition of the property by a public entity. Recording or filing of an assessment agreement complying with the terms of this subdivision shall constitute notice of the agreement to any subsequent purchaser or encumbrancer of the land or any part thereof, whether voluntary or involuntary, and shall be binding upon them. JED92331 CE130 -44 B -5 SCHEDULE C JBD92331 CH130 -66 L+_ 1 SCHEDULE D $7�t1Qbt! UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF CARVER THE CITY OF CHANHASSEN LIMITED REVENUE TAX INCREMENT NOTE The Housing and Redevelopment Authority in and for the City of Chanhassen (the "Authority "), hereby acknowledges itself to be indebted and, for value received, promises to pay to the order of l:l"k;'. T7ahlz,A or its assigns, ( "i3ahii ") , solely from the Available Tax Increment generated by the Redevelopment Property and Minimum Improvements, to the extent and in the manner hereinafter Provided, the principal amount of this Note, being sXrehklundrsddenThsusan4end 5.10,01Dollars ($�10btiflt3), on the Payment Dates (as hereinafter defined) or such greater amount, if any, which the Authoritv is reauired to nav in accordance with the terms of this Note. Each payment on this Note is payable in any coin or currency of the United States of America which on the date of such payment is legal tender for public and private debts and shall be made by check or draft made payable to Ilahhiz and mailed to Dahllz at its postal address within the United States which shall be designated from time to time by ahlil7 The Note is a special and limited obligation and not a general obligation of the Authority, which has been issued by the Authority to aid in financing a "project ", as defined in Minnesota Statutes Section 469.174, of the Authority consisting generally of defraying certain capital and administration costs incurred and to be incurred by the Authority within and for the benefit of its Redevelopment Project (the "Project ") , and Tax Increment Financing District No. 4 (the "District "). EXCEPT AS TO THE OBLIGATION TO MAKE PAYMENTS FROM TAX INCREMENT, THE NOTE IS NOT A DEBT OF THE CITY OF CHANHASSEN, THE AUTHORITY OR THE STATE OF MINNESOTA (THE "STATE "), AND NEITHER THE CITY OF CHANHASSEN, THE AUTHORITY, THE STATE NOR ANY POLITICAL SUBDIVISION THEREOF SHALL BE LIABLE ON THE NOTE, NOR SHALL THE NOTE BE PAYABLE OUT OF ANY FUNDS OR PROPERTIES OTHER THAN AVAILABLE TAX INCREMENT, AS DEFINED BELOW. Any payments on this Note which are due on any Payment Date shall be payable solely from and only to the extent that the Authority shall have received as of such Payment Date "Available Tax Increment. " For the purpose of this Note, "Available Tax Increment" means: JBD92331 CH130 -44 D -1 A. Tax Increment (as defined in the Contract) generated from the Redevelopment Property for the years 199& throughg inclusive after first deducting therefrom: i) any payments made to pay amounts due hereunder with respect to previous Payment Dates; ii) any amounts used to pay any amount pledged for the payment of any tax increment general obligation bonds issued by the Authority or City prior to the date hereof; and iii) any amounts needed to make payments to a school district pursuant to Minnesota Statutes, 5 469.117, subd. 10. B • A "s�itxty „`five tiY#d 7 1.00 Percent (A' 0%) of the Tax Increment (as defined in the Contract) generated from the Hotel Expansion Property and /1 $ of the Tax Increment generated from the Conference Center Property for the years 2000 through A2t121 inclusive enter first deducting therefrom: i) any payments made to pay amounts due to the holder of any Note issued with respect to either such matters; ii) any other payments to be made in accordance with such matters; iii) any amounts used to pay any amount pledged for the payment of any tax increment general obligation bonds issued by the City or by the Authority prior to the date hereof; and iv) any payments needed to make payments to a school district pursuant to Minnesota Statutes § 469.117, subd 10. For purposes of this Note, a "Payment Date” shall mean each of the Scheduled Payment Dates set forth on Exhibit A attached hereto, and each additional Payment Date required in connection with any extension of the term of this Note as set forth below, because of changes made in Minnesota Statutes fig 469.174- 469.179. Notwithstanding anything to the contrary in this Note, on each of the Payment Dates, the Authority shall pay to A ?lft all of the Available Tax Increment up to the amount of the Scheduled payment, but in no event shall the aggregate of all such payments be in excess of A � lki'(lE#q kqg $x with c�,sM.. xx3tet� t. To the extent that on any Payment Date the .biuthority is unable to make a payment from Available Tax Increment at equal to the Scheduled Payment due on such date as a result of having received, as of such date, insufficient Available Tax Increment, such failure shall not constitute a default under this Note and, except as provided below, the Authority shall have no obligation under this Note, or otherwise, to subsequently pay any such deficiency. If, and only if, on any Payment Date there is insufficient Available Tax Increment to make the Scheduled Payment due on such date and such insufficiency is a result of changes made in Minnesota Statutes 4§ 469.174- 469.179 subsequent to the date of the Contract for Private Redevelopment dated between the Authority and A M . (the "Redevelopment Contract"), the amount of such deficiency in the uled Payment shall be deferred and shall be paid on the next Payment Date on which the Authority has Available Tax Increment in excess of the JW92331 CH130 -44 D -2 amount necessary to make the Scheduled Payment due on such Payment Date, and if such deficiency has not been paid in full by the final Scheduled Payment Date set forth on Exhibit A attached hereto, then the term of this Note shall be extended to include additional successive Payment Dates on which any Available Tax Increment will be applied to the payment of such accrued and unpaid deficiencies in the Scheduled Payments to be made hereunder. In no case, however, shall the term of this Note and the Authority's obligation to make payments hereunder, extend beyond the last date upon which the Authority receives tax increment based upon construction of the Minimum Improvements or the expiration of the Tax Increment District, whichever comes first. This Note shall not be payable from or constitute a charge upon any funds of the Authority, and the Authority shall not be subject to any liability hereon or be deemed to have obligated itself to pay hereon from any funds except the Available Tax Increment, and then only to the extent and in the manner herein specified. A bahizn!shall never have or be deemed to have the right to compel any exercise of any taxing power of the Authority or of any other public body, and neither the Authority nor any member, officer, employee or agent of the Authority, nor any person executing or registering this Note shall be liable personally hereon by reason of the issuance or registration hereof or otherwise. This Note shall not be transferable or assignable, in whole or in part, by A Tlablin! without the prior written consent of the Authority. This Note may be prepared at any time at the option of the Authority by paying the remaining principal balance on the Note present valued as of the date of prepayment using an interest factor of 9.00 %. This Note is given subject to the limitation contained in Section 5.5 of the Redevelopment Contract. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things required by the Constitution and laws of the State of Minnesota to be done, to have happened, and to be performed precedent to and in the issuance of this Note have been done, have happened, and have been performed in regular and due form, time, and manner as required by law; and that this Note, together with all other indebtedness of the Authority outstanding on the date hereof and on the date of its actual issuance and delivery, does not cause the indebtedness of the Authority to exceed any constitutional or statutory limitation thereon. IN WITNESS WHEREOF, the Board of Commissioners or the Authority has caused this Note to be executed by the manual signatures of the Executive Director and the Board Chairperson of the Authority and has caused this Note to be dated as of Chairperson Executive Director JBD92331 C8130 -44 D -3 �..: : _ Scheduled Payment Dates and Amounts of Scheduled Payments Scheduled 'Scheduled, payments are to be made up to these amounts but only from Available Tax Increment. JMM: 31 C9130 -" D -4 E/Z 99Vd O1E6L£EZ19°OI N9AVED T AaHNNRX:WOdd SZ=91 96- 6Z -dVW gs �+p�2 #�$A� � ■.<� EXHIBIT B Description of Redevelopment Property REDEVELOPMENT PROPERTY: [to be completed prior to execution] JBD92331 CE130 -66 D -5 Kennedy & Graven, Chartered A Mb:rch: 29 �- 1996' ,Draft A A = Deletion = Insertion CONTRACT FOR PRIVATE REDEVELOPMENT BY AND BETWEEN THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN AND APHANAAssEN1;iCINEMA, iNo� 199A 4, This document was drafted by: A Kennedy & Graven, Chartered 470 Pillsbury Center Minneapolis, MN 55402 JED89412 CH130-43 TABLE OF CONTENTS ARTICLE I Definitions Section 1.1. Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority . . . . . . . . . . . . . . 5 Section 2.2. Representations by the Redeveloper . . . . . . . . . . . . . 6 Section 5.3. ARTICLE III . . . . 13 Section 5.4. Sale and Purchase of Land . . . . 13 Section 3.1. Acquisition of Redevelopment Property . . . . . . . . . . . 8 Section 3.2. Conveyance of the Redevelopment Property . . . . . . . . . 8 Section 3.3. Time of Acquisition and Conveyance . . . . . . . . . . . . . 8 Section 3.4. Title . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 Section 3.5. Soil Conditions . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.6. Purchase Price . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.7. Taxes and Special Assessments . . . . . . . . . . . . . . . . 9 Section 3.8. State Deed Tax . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.9. Other Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.10. Property Reconveyed As Is . . . . . . . . . . . . . . . . . . 9 Section 3.11. Termination . . . . . . . . . . . . . . . . . . . . . . . . . 10 Section 3.12. Hearing Prior to Sale . . . . . . . . . . . . . . . . . . . . . . 10 Section 3.13. Assessment Agreement . . . . . . . . . . . . . . . . . . . . . 10 ARTICLE IV Public Assistance Section 4.1. Construction of the Minimum Improvements . . . . . . . . . 11 Section 4.2. Form of Public Assistance . . . . . . . . . . . . . . . . . . . 11 ARTICLE V Tax Increment Section 5.1. Tax Increment Certification . . . . . . . . . . . . . . . . . . 13 Section 5.2. Real Property Taxes; Special Assessments . . . . . . . . . . 13 Section 5.3. Real Property Assessment . . . . . . . . . . . . . . . 13 Section 5.4. Receipt of Tax Increment; Proof of Payment . . . . . . . . . 13 ARTICLE VI Additional Provisions Section 6.1. Equal Employment Opportunity . . . . . . . . . . . . . . . . 14 Section 6.2. Restrictions on Use . . . . . . . . . . . . . . . . . . . . . . 14 Section 6.3. Provisions Not Merged With Deed . . . . . . . . . . . . . . . 14 Section 6.4. Notices and Demands . . . . . . . . . . . . . . . . . . . . . . 14 Section 6.5. Disclaimer of Relationships . . . . . . . . . . . . . . . 14 Section 6.6. Covenants Running with the Land . . . . . . . . . . . . . . 14 Section 6.7. Modifications . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Section 6.8. Counterparts . . . . . . . . . . . . . . . . . . . . . . . . . . 14 JBD89412 CB130 -43 i SIGNATURES TESTIMONIALS SCHEDULE A REDEVELOPMENT PROPERTY LEGAL DESCRIPTION SCHEDULE B ASSESSMENT AGREEMENT AND ASSESSOR'S CERTIFICATION SCHEDULE C [Blank] SCHEDULE D [Blank] SCHEDULE E PRELIMINARY PLANS JBD89412 CH130 -43 11 CONTRACT FOR PRIVATE REDEVELOPMENT THIS AGREEMENT, made on or as of the day of 1995, by and between THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN (hereinafter referred to as the "Authority ") and CHANHASSEN CINEMA, INC., a Minnesota corporation (hereinafter referred to as the "Redeveloper "), WITNESSETH: WHEREAS, the Authority was created pursuant to Minnesota Statutes, Sections 469.001 -.047 (the "Act ") and was authorized to transact business and exercise its powers by a resolution of the City Council of the City of Chanhassen (hereinafter the "City ") pursuant to Section 469.003 (formerly Section 462.425) of the Act; and WHEREAS, in furtherance of the objectives of the Act, the Authority has engaged in carrying out a redevelopment project known as the Redevelopment Plan for the Downtown Chanhassen Redevelopment Area (hereinafter referred to as the "Project ") in an area (hereinafter referred to as the "Project Area ") located in the City; and WHEREAS, as of the date of this Agreement there has been prepared and approved by the Authority and the City Council of the City a redevelopment plan for the project (which Plan is hereinafter referred to as the "Redevelopment Plan ") ; and WHEREAS, in order to finance, in part, the public redevelopment costs of the Project the Authority and City have created Tax Increment District No. 4 for land lying within the Downtown Chanhassen Redevelopment Area (the "Tax Increment District "); and WHEREAS, there has been presented by the Redeveloper to the City and the Authority for their consideration a proposal for the development of a movie theater complex within the Project on property located within Tax Increment District; and WHEREAS, the Authority has reviewed the Redeveloper's development proposal and has determined that such proposal if completed would serve to accomplish the goals and objectives for which the Project and Tax Increment District were created; and WHEREAS, in order to achieve the objectives of the Redevelopment Plan the Authority has determined to provide aid and assistance to the Redevelopment Property in the form of special assessment reduction assistance. WHEREAS, the Authority intends to fund the redevelopment costs by using tax increments generated from the Redevelopment Property and the improvements to be constructed thereon; and WHEREAS, the Authority believes that the redevelopment of the Project Area pursuant to this Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable state and local laws and requirements under which the Project has been undertaken and is being assisted. JBD89412 CH130 -43 1 NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: JBD89412 CH130 -43 ARTICLE I Definitions Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the context: "Act" means Minnesota Statutes, Sections 469.001- 469.047 (formerly Municipal Housing and Redevelopment Act, Minnesota Statutes, Sections 462.411- 462.711) , as amended. "Agreement" means this Agreement, as the same may be from time to time modified, amended, or supplemented. "Assessed Market Value" or "Assessed Market Valuation" means the market value of real property as determined by the county assessor of the county in accordance with Minnesota Statutes, Section 273.11 (or as finally adjusted by the assessor, board of equalization, commissioner of revenue, or any court) . "Authority" means the Housing and Redevelopment Authority in and for the City of Chanhassen, or any successor or assignee. "Available Tax Increment" means tax increment received by the Authority during any calendar year beginning with 1997 and ending with 2017 after deducting therefrom the following amounts: (i) any payment needed to make a payment previously due hereunder; (ii) any amounts used to pay any amount pledged for the payment of the tax increment general obligation bonds issued by the City prior to the date hereof; (iii) any amounts needed to make payments to a school district pursuant to Minnesota Statutes Section 469.117, subd. 10; "City" means the City of Chanhassen, a Minnesota municipal corporation and statutory city according to the laws of the State of Minnesota. "Construction Plans" means the plans, specifications, drawings and related documents on the construction work to be performed by the Redeveloper on the Redevelopment Property which shall be at least as detailed as the plans required to be submitted to the building inspector of the City. "Minimum Improvements" means the improvements described in the Preliminary Plans containing a movie theater complex of approximately 22,000 square feet. "Preliminary Plans" means those plan sheets and other descriptive material which are identified in the attached Schedule E. "Project" means Redevelopment Plan for the Downtown Chanhassen Redevelopment Area. JBDB9412 CA130 -43 "Project Area" means the real property located within the boundaries of the Project. "Redeveloper" means Chanhassen Cinema, Inc. , a Minnesota cororaton, or its successors and assigns. ._ — "Redevelopment Property" means the real property, a legal description of which property is contained on the attached Schedule A. "Redevelopment Plan" means the plan for the Downtown Chanhassen Redevelopment Area as amended as of the date of this Agreement. "Tax Increment" means that portion of the real property taxes paid with respect to Tax Increment District No. 4 which is remitted to the Authority as tax increment pursuant to the Tax Increment Act. "Tax Increment Act" means Minnesota Statutes, Sections 469.174 -.179, as the same may be amended from time to time. "Tax Increment District" means Tax Increment District No. 4. "Termination Date" means the date when the Authority has paid the full amount due under the terms of this Agreement and the Limited Revenue Tax Increment Note. "Tax Official" means any city or county assessor; county auditor; city, county or state board of equalization, the commissioner of revenue of the state, any state or federal district court, the tax court of the state, or the State Supreme Court. "Unavoidable Delays" means delays which are the direct result of acts of God, unforeseen adverse weather conditions, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action causes delays, acts of any federal, state or local governmental unit (other than the Authority in enforcing its rights under this Agreement), Authority defaults as to the Redeveloper's delays, Redeveloper defaults as to the Authority's delays, or other matters which are not within the control of the Redeveloper as to the Redeveloper's delays or not within the control of the Authority as to the Authority's delays. JBD89412 CH130 -43 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority. The Authority makes the following representations as the basis for the undertaking on its part herein contained: (a) The Authority has the right, power and authority to execute, deliver and perform its obligations according to this Agreement and all other documents to be executed by the Authority pursuant hereto. The Authority will take all appropriate actions to provide or obtain from the City Council or other entities the required approvals in order to complete the transaction contemplated according to this Agreement. The Authority assures the Redeveloper that the individuals who execute this Agreement and all other documents executed by the Authority or on behalf of the Authority are duly authorized to sign the same on behalf of the Authority and to bind the Authority thereto. (b) The Project is a "redevelopment project" within the meaning of the Act and was created, adopted and approved in accordance with the terms of the Act. (c) The Tax Increment District is a "redevelopment tax increment financing district ", which was created, adopted, certified and approved pursuant to the Tax Increment Act. (d) Subject to satisfaction of the terms and conditions of this Agreement, the Authority will convey the Redevelopment Property to the Redeveloper for development in accordance with the terms of this Agreement. (e) Neither the Authority, nor, to the best of the Authority's knowledge, any entity or person has, at any time (i) "released" or actively or passively consented to the "release" or "threatened release" of any Hazardous Substance (as defined below) on or under or that would affect the environmental condition of the Redevelopment Property; or (ii) taken any action in "response" to a "release" in connection with the Redevelopment Property; or (iii) otherwise engaged in any activity or omitted to take any action which could subject the Authority or Redeveloper to claims for intentional or negligent torts, strict or absolute liability, either pursuant to statute or common law, in connection with Hazardous Substances (as defined below) located in or on the Redevelopment Property, including the generating, transporting, treating, storage, or manufacture of any Hazardous Substance (as defined below) . The terms set within quotation marks above shall have the meaning given to them in the Comprehensive Environmental Response and Liability Act, 42 U.S.C. 4 9601 et seq., as amended ( "CERCLA ") and any state environmental laws. "Hazardous Substances" means hazardous waste, toxic substances, formaldehyde, urea, polychlorinated, biphenyls, asbestos, petroleum, natural gas, synthetic gas usable as fuel or mixtures thereof, any materials related to any of the foregoing, and substances defined as "hazardous substances ", "toxic substances ", "hazardous waste ", "pollutant ", or "contaminant" in CERCLA 42 U.S.C. § 9601 et seq., the Resource Conservation and Recovery Act as amended, the Hazardous Materials Transportation Act, 49 U.S.C. 6 1801 et seq., the Clean Water Act, 33 U.S.C. § 1251 et seq., any state laws regarding environmental matters, or any regulations promulgated pursuant to any of the foregoing statutes. JBD89412 CH130 -43 Section 2.2. Representations by the Redeveloper. The Redeveloper represents that: (a) The Redeveloper has the right, power and authority to execute, deliver and perform its obligations according to this Agreement. (b) If the Redeveloper, constructs the Minimum Improvements on the Redevelopment Property, it will do so in accordance with the terms of this Agreement, the Redevelopment Plan and all local, state and federal laws and zoning, building code and public health laws and regulations. (c) If constructed, the Minimum Improvements will have a market value of not less than $1,00j,0.00 inclusive of the value of the Redevelopment Property. (d) The Redeveloper has received no notice or communication from any local, state or federal official that the activities of the Redeveloper or the Authority in the Project Area may be or will be in violation of any environmental law or regulation. The Redeveloper is aware of no facts the existence of which would cause it to be in violation of any local, state or federal environmental law, regulation or review procedure. In the event that the Authority is required to take any action to obtain any necessary permits or approvals with respect to the Redevelopment Property under any local, state or federal environmental law or regulation, the Redeveloper will cooperate with the Authority in connection with such action. (e) If the Redeveloper constructs the Minimum Improvements, it will do so in accordance with all applicable local, state or federal energy conservation laws or regulations. (f) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement or instrument of any evidences of indebtedness, agreement or instrument of whatever nature to which the Redeveloper is now a party or by which it is bound, or constitutes a default under any of the foregoing. (g) Redeveloper certificate, statement ox Redevelopment Property. JBD89412 CH130 -43 agrees to provide the Authority with the appropriate deed provision relating to any wells located on the ARTICLE III Acquisition and Conveyance of Property Section 3.1. Acquisition of Redevelopment Property. The Redeveloper represents that it has as of the date of this Agreement obtained title to or options to acquire title to the Redevelopment Property. Subject to the terms of this Agreement, the Authority agrees that it will, subsequent to the Redeveloper's acquisition of title to the Redevelopment Property, acquire the Redevelopment Property from the Redeveloper. The conveyance from the Redeveloper to the Authority shall be by a standard quit claim deed. Immediately after the Authority's acquisition of the Redevelopment Property, the Authority shall, by quit claim deed, reconvey such property to the Redeveloper for development in accordance with the terms of this Agreement. The cost to the Authority of acquiring the Redevelopment Property and conveying such property to the Redeveloper shall be paid in accordance with the terms of Section 3.6 of this Agreement. Section 3.2. Conveyance of the Redevelopment Property. The Authority shall reconvey title to and possession of the Redevelopment Property to the Redeveloper under a quit claim deed. The conveyance of and the Redeveloper's use of the Redevelopment Property shall be subject to all of the conditions, covenants, restrictions and limitations imposed by this Agreement. The conveyance of title to and the Redeveloper's use of the Redevelopment Property shall also be subject to building and zoning laws and ordinances and all other applicable local, state and federal laws and regulations. Section 3.3. Time of Acquisition and Conveyance. (a) The Authority shall, subject to all applicable provisions of law and preconditions to closing contained in this Agreement, if the Redeveloper is not then in default under the terms of this Agreement, acquire the Redevelopment Property from the Redeveloper and simultaneously reconvey the Redevelopment Property to the Redeveloper within ten (10) days after (i) the Authority's approval of the Preliminary Plans; and (ii) the Redeveloper having obtained all governmental permits and approvals, necessary to be obtained in order to permit conveyance of the Redevelopment Property to Redeveloper and construction of the Minimum Improvements, or on such other date as the Authority and the Redeveloper shall mutually agree in writing. The Redeveloper shall take possession of the Redevelopment Property the day of execution and delivery of the deed by the Authority. (b) Unless otherwise mutually agreed by the Authority and the Redeveloper, the execution and delivery of all deeds shall be made at the principal office of the Authority. Section 3.4. Title. (a) Prior to and as a condition to the Authority's obligation to acquire the Redevelopment Property, the Redeveloper shall obtain and furnish to the Authority a commitment for the issuance of a policy of title insurance. The Authority shall have twenty (20) days from the date of its receipt of such commitment to review the state of title and to provide the Redeveloper with a list of written objections to such title. No objection may be made by the Authority to any defect or encumbrance on J8089412 CE130 -43 the title unless and to the extent that such defect or encumbrance would, if uncured, have the effect of precluding Redeveloper's request to convey marketable title or the construction of the Minimum Improvements. Upon receipt of the Authority's list of written objections, the Redeveloper shall proceed in good faith and with all due diligence to attempt to cure the objections made by the Authority. Within ten (10) days after the date that all such objections have been cured, to the reasonably satisfaction of the Authority, the Authority shall proceed with its acquisition and reconveyance of the Redevelopment Property. The Authority shall have no obligation to take any action to clear defects in the title to the Redevelopment Property. (b) The Authority shall take no actions to encumber title to the Redevelopment Property between the moment the Authority acquires to the moment on which the Authority's Deed is delivered to the Redeveloper, it being understood that such conveyances will occur simultaneously. Section 3.5. Soil Conditions. The Redeveloper acknowledges that the Authority makes no representations or warranties as to the condition of the soils on the Redevelopment Property or its fitness for construction of the Minimum Improvements or any other purpose for which the Redeveloper may make use of such property. The Redeveloper further agrees that it will indemnify, defend, and hold harmless the Authority, its governing body members, officers, and employees, from any claims or actions arising out of the presence, if any, of hazardous wastes or pollutants on the Redevelopment Property. Section 3.6. Purchase Price. (a) The Authority shall pay the Redeveloper as purchase price for the Redevelopment Property the aggregate principal amount of $495, OOO... Such payment shall be made entirely and exclusively in accordance with the terms of a Limited Revenue Note ( "Note ") in substantially the form of the attached Schedule D. This Note is to be executed by the Authority and delivered to Redeveloper at Closing. (b) The purchase price to be paid by the Redeveloper for the reconveyance of the Redevelopment Property from the Authority shall be $1.00. Section 3.7. Taxes and Special Assessments. Redeveloper shall pay all taxes and installments of special assessments due and payable in years prior to the year of closing. Redeveloper shall pay all installments of taxes and special assessments due and payable in the year of Closing. Installments of special assessments due and payable in future years shall be responsibility of Redeveloper. Section 3.8. Other Costs. No cost, fee or other payment relating to any real estate transaction of any nature shall be payable by the Authority to any person or entity; and except as otherwise set forth in this Agreement, the Authority's entire obligation in connection with the purchase and sale of the Redevelopment Property shall be payment of the purchase price and reconveyance of the Redevelopment Property as provided in this Agreement. Section 3.9. Property Reconveyed As Is. Redeveloper acknowledges that the Authority shall have no obligation to perform any site work in connection with the proposed transaction or otherwise. The Authority's only obligation hereunder is to reconvey the Redevelopment Property to the Redeveloper in the condition in which it was conveyed to the Authority. All site work, including, without limitation, JED89412 CE130 -43 grading, soil preparation and demolition of all structures and improvements shall be done by the Redeveloper at Redeveloper's cost. Section 3.10. Termination. In the event that all the preconditions to Closing have not been satisfied or waived by the party in whose favor the precondition runs, either party may give the other party ten day written notice of such defaults. If the other party does not cure such default within such ten day period, this Agreement may be declared null and void by either party and thereupon, neither party shall have any obligation or liability to the other hereunder. In the further event that the closing does not occur on or before August 1i 1996, 19 , unless such date is extended by mutual written agreement of the parties, this Agreement shall automatically become null and void and thereupon neither party shall have any obligation or liability to the other hereunder. Section 3.11. Hearing Prior to Sale. As a further precondition to the Authority's obligations hereunder, the Authority shall hold all hearings and make all findings as may be required by law as a precondition to the transaction contemplated herein. Section 3.12. Assessment Agreement. At Closing, and as a precondition to the Authority's obligations, the parties shall execute an Assessment Agreement and the Authority shall secure the Assessor's Certification all in substantially the form of the attached Schedule B. At the time of execution, the instrument must have been executed by the county assessor. Subsequent to execution by the parties, the instrument shall be recorded as provided for in the instrument. JBD89412 CB130 -43 9 ARTICLE IV Public Assistance Section 4.1. Construction of the Minimum Improvements. Subject to the terms and conditions of this Agreement, the Redeveloper agrees to purchase the Redevelopment Property and if it constructs the Minimum Improvements on the Redevelopment Property, it will do so substantially in accordance with the Construction Plans. Should the Redeveloper construct the Minimum Improvements, it agrees to maintain, preserve and keep them in good repair and condition, subject to reasonable wear and tear and casualty excepted. Notwithstanding anything to the contrary set forth in this Agreement, the Redeveloper has no obligation to construct the Minimum Improvements. The Construction Plans must reasonably conform to the Preliminary Plans unless such nonconformity is approved by the Authority. The Authority agrees that it will promptly consider any proposed amendment to the Construction Plans, will not unreasonably withhold its approval of such proposed amendments and will approve the same if the amended plans: i) do not indicate a reduction in the market value of the improvements; and ii) in the reasonable judgment of the Authority, such amendment is in conformity with the applicable land use regulations of the Authority. Section 4.2. Form of Public Assistance. In order to facilitate the financial feasibility of the redevelopment of the Redevelopment Property and in consideration for the Redeveloper's fulfillment of its covenants and obligations under this Agreement, the Authority will provide to the Redeveloper a land -write down from the tax increments. The public assistance will be payable by the Authority in the form of a land -write down in an amount of Dollars ($405y000) which shall be paid to the Redeveloper out of and only out of Available Tax Increment (as such term is described in Schedule D) generated by the Minimum Improvements constructed on the Redevelopment Property. Payments of the land write down shall be made solely in accordance with the terms of Schedule D. JBDO9412 CB130 -43 10 ARTICLE V Tax Increment Section 5.1. Tax Increment Certification. The City has established the Tax Increment District pursuant to the Tax Increment Act. Section 5.2. Real Property Taxes; Special Assessments. The Redeveloper shall pay, in accordance with Section 3.7 herein, all ad valorem taxes and special assessments on the Redevelopment Property. Section 5.3. Real Property Assessment. The Redeveloper shall not cause the Redevelopment Property to be removed from the public tax rolls or to become exempt from assessment for general real estate taxes by reason of any conveyance, lease, abatement or other action until the Termination Date. Section 5.4. Receipt of Tax Increment; Proof of Payment. The Redeveloper shall receive its annual tax increment payment from the Authority in as provided for in the Note. Section 5.5. Effect of Legislative Changes. The parties understand and acknowledge that certain legislation is currently being considered by the Minnesota Legislature which, if enacted, could limit or entirely remove the authority of the Authority to carry out its obligations hereunder including, without limitation, its obligations to make payments pursuant to the Limited Revenue Tax Increment Note. Redeveloper, for itself and its successors and assigns, understand and acknowledge that the Authority's obligations hereunder are entirely limited to the Authority's authority to act as such authority may be limited or removed from time to time. On the basis of the foregoing, the parties for themselves and their successors or assigns each agree that this Agreement, the Assessment Agreement and the Note shall automatically become null and void if the Authority's authority to act under this Agreement is completely removed. The parties for themselves and for their successors and assigns further agree that if the Authority's authority to carry out its obligation is materially impaired by legislative changes, the Redeveloper shall have the option to: i) terminate the Agreement, whereupon the parties will be relieved of any further obligations under this Agreement, the Assessment Agreement or the Note; or ii) agree to continue its performance hereunder and to accept the Authority's performance as limited. JH089412 CH130 -43 11 ARTICLE VI Additional Provisions Section 6.1. Equal Employment Opportunity. The Redeveloper, for itself and its successors and assigns, agrees that in the event the Minimum Improvements are constructed as provided for in the Agreement, it will comply with all applicable federal, state and local equal employment and nondiscrimination laws and regulations. Section 6.2. Restrictions on Use. The Redeveloper agrees for itself, and its successors and assigns, and every successor in interest to the Redevelopment Property, or any part thereof, that the Redeveloper, and such successors and assigns, shall devote the Redevelopment Property to, and only to and in accordance with, the land use regulations of the Authority of Chanhassen. Section 6.3. Provisions Not Merged With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Redevelopment Property. Section 6.4. Notices and Demands. Except as otherwise expressly provided in this Agreement, a notice, demand, or other communication under the Agreement or the Redevelopment Deed by either party to the other shall be sufficiently given or delivered only if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally; and (a) in the case of the Redeveloper, is addressed to or delivered personally to the Redeveloper at ; and (b) in the case of the Authority, is addressed to or delivered personally to the Authority at 690 Coulter Drive, Box 147, Chanhassen, Minnesota 55317, or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Section 6.5. Disclaimer of Relationships. The Redeveloper acknowledges that nothing contained in this Agreement nor any act by the Authority or the Redeveloper shall be deemed or construed by the Redeveloper or by any third person to create any relationship of third -party beneficiary, principal and agent, limited or general partner, or joint venture between the Authority and the Redeveloper. Section 6.6. Covenants Running with the Land. The terms and provisions of this Agreement shall be deemed to be covenants running with the Redevelopment Property and shall be binding upon any successors or assigns of the Redeveloper and any future owners or encumbrances of the Redevelopment Property. Section 6.7. Modifications. This Agreement may be modified solely through written amendments hereto executed by the Redeveloper and the Authority. Section 6.8. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. Section 6.9. Wake and Job Covenants. (a) By no later than two years after the first date on which the Redeveloper receives any, Payment pursuant to Section J 89412 CR130 -43 12 IN WITNESS WHEREOF, the Authority has caused this Agreement to be executed in its corporate name by its duly authorized officers and sealed with its corporate seal; and the Redeveloper has caused this Agreement to be executed in its corporate name as of the date first above written. THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN, MINNESOTA (SEAL) By: Its Chairperson And STATE OF MINNESOTA ) ) ss. COUNTY OF CARVER ) Its Executive Director On this day of 199n6, before me, a Notary Public within and for said county, appeared and to me personally known, who being by me duly sworn, did say that they are respectively the Chairperson and Executive Director of The Housing and Redevelopment Authority in and for the City of Chanhassen, Minnesota, a public body, corporate and politic, known as the Housing and Redevelopment Authority in and for the Authority of Chanhassen, under the laws of the State of Minnesota, on behalf of the Housing and Redevelopment Authority. Notary Public JBD89412 CH130 -43 13 STATE OF MINNESOTA ) ) ss. COUNTY OF CARVER ) JBD89412 CE130 -43 REDEVELOPER: C1IANIIASS.EN CINRMA}' INC. LZ The foregoing instrument was acknowledged 199%, by the a Minnesota Notary Public 14 Its before me this _ day of _ of , on behalf of the SCHEDULE A to CONTRACT FOR PRIVATE REDEVELOPMENT REDEVELOPMENT PROPERTY LEGAL DESCRIPTION: [to be completed prior to execution] JBD89412 CH130 -63 A-1 SCHEDULE B ASSESSMENT AGREEMENT T. ASSESSOR'S CERTIFICATION By and among HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN and CHANHASSEN CINEMA,INC: This Document was drafted by: A KENNEDY & GRAVEN, Chartered 470 Pillsbury Center Minneapolis, Minnesota 55402 JBD89412 CH130 -43 THIS AGREEMENT, dated as of this day of , 1995, by and between the HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN, a Minnesota public body corporate and politic (the "Authority ") and CHANHASSEN C. I. INC. , a Minnesota corporation' (hereinafter referred to as the'"ltedevelober "). WITNESSETH, that WHEREAS, on or before the date hereof the Authority and Redeveloper have entered into a Contract for Private Redevelopment (the "Contract ") regarding certain real property located in the County of Carver, pursuant to which the Authority is to acquire certain property, hereinafter referred to as the Redevelopment Property and legally described in Attachment A hereto; and WHEREAS, it is contemplated that pursuant to said Contract the Redeveloper will construct a 22nd square foot movie theater complex upon the Redevelopment Property; and WHEREAS, the Authority and Redeveloper desire to establish a minimum market value for said land and the improvements to be constructed thereon, pursuant to Minnesota Statutes Section 469.177, Subdivision 8; and WHEREAS, the Authority and the County Assessor for Carver County, have reviewed the preliminary plans and specifications for the improvements which it is contemplated will be erected; NOW, THEREFORE, the parties to this Agreement, in consideration of the promises, covenants and agreements made by each to the other, do hereby agree as follows: 1. The minimum market value which shall be assessed for the land described in Attachment A, with the Minimum Improvements constructed thereon shall upon substantial completion be not less than $1,456,000. The parties to this Agreement expect that the construction of the above - referenced improvements will be entirely completed on or before December 31, 199/0. 2. The minimum market value herein established remains in full force and effect until the earlier of: i) December 31, 20/21; or ii) the date on which the Authority is no longer entitled to receive tax increment with respect to the Tax Increment District No. 4 for the Downtown Chanhassen Redevelopment Area, at which time this Agreement shall terminate. 3. This Agreement shall be promptly recorded by the Redeveloper with a copy of Minnesota Statutes Section 469.177, Subdivision 8, set forth in Attachment B hereto. The Redeveloper shall pay all costs of recording. 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the Contract between the Authority and the Redeveloper. 5. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties. JBDO9412 CH130 -43 B -1 HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN By— Its By— Its CIIANiI490N C::WMA,;; INC. M STATE OF MINNESOTA ) ss COUNTY OF ) Its The foregoing instrument was acknowledged before me this _ day of 1996, by and the and , respectively, of the Housing and Redevelopment Authority in and for the City of Chanhassen, a Minnesota public body corporate and politic, on behalf of the Authority. Notary Public STATE OF MINNESOTA ) ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this day of _, 199/6, by of , a Minnesota Notary Public JHD09412 CH130 -43 B-2 CERTIFICATION BY COUNTY ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the minimum market value assigned to the land upon which the improvements are to be constructed, and being of the opinion that the minimum market value contained in the foregoing Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the above described property, hereby certifies that the minimum market value assigned to such land and improvements commencing on December 31, 199AO.5 „(to be calculated on January 2, 199A7) shall not be less than One Million Ft�ur Hundred Fifty�FYve Thousand Dollars ($7 ,955,Oi)0) until termination ........ . Assessor for the Carver County, Minnesota STATE OF MINNESOTA ) ss COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of _, by the County Assessor for Carver County, Minnesota. Notary Public JBD89612 CB130-43 B-3 ATTACHMENT A Legal Description of Land Redevelopment Property: [to be completed prior to execution] JHD89412 CH130 -43 B-4 ATTACHMENT B Section 469.177, Subd. 8. Assessment agreements. An authority may, upon entering into a development or redevelopment agreement pursuant to section 469.176, subdivision 5, enter into a written assessment agreement in recordable form with the developer or redeveloper of property within the tax increment financing district which establishes a minimum market value of the land and completed improvements to be constructed thereon until a specified termination date, which date shall be not later than the date upon which tax increment will no longer be remitted to the authority pursuant to section 469.176, subdivision 1. The assessment agreement shall be presented to the county assessor, or city assessor having the powers of the county assessor, of the jurisdiction in which the tax increment financing district is located. The assessor shall review the plans and specifications for the improvements to be constructed, review the market value previously assigned to the land upon which the improvements are to be constructed and, so long as the minimum market value contained in the assessment agreement appears, in the judgment of the assessor, to be a reasonable estimate, shall execute the following certification upon such agreement: The undersigned assessor, being legally responsible for the assessment of the above - described property upon completion of the improvements to be constructed thereon, hereby certifies that the market value assigned to such land and improvements upon completion shall not be less than $ Upon transfer of title of the land to be developed or redeveloped from the authority to the developer or redeveloper, such assessment agreement, together with a copy of this subdivision, shall be filed for record and recorded in the office of the county recorder or filed in the office of the registrar of titles of the county where the real estate or any part thereof is situated. Upon completion of the improvements by the developer or redeveloper, the assessor shall value the property pursuant to section 273. 11, except that the market value assigned thereto shall not be less than the minimum market value contained in the assessment agreement. Nothing herein shall limit the discretion of the assessor to assign a market value to the property in excess of the minimum market value contained in the assessment agreement nor prohibit the developer or redeveloper from seeking, through the exercise of administrative and legal remedies, a reduction in market value for property tax purposes; provided, however, that the developer or redeveloper shall not seek, nor shall the city assessor, the county assessor, the county auditor, any board of review, any board of equalization, the commissioner of revenue or any court of this state grant a reduction of the market value below the minimum market value contained in the assessment agreement during the term of the agreement filed of record regardless of actual market values which may result from incomplete construction of improvements, destruction or diminution by any cause, insured or uninsured, except in the case of acquisition or reacquisition of the property by a public entity. Recording or filing of an assessment agreement complying with the terms of this subdivision shall constitute notice of the agreement to any subsequent purchaser or encumbrancer of the land or any part thereof, whether voluntary or involuntary, and shall be binding upon them. ,TBD09412 CH130 -43 B -5 SCHEDULE C [Blank] JBD89412 CH130 -43 C-1 SCHEDULE D $A 493,i" UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF CARVER THE CITY OF CHANHASSEN LIMITED REVENUE TAX INCREMENT NOTE The Housing and Redevelopment Authority in and for the City of Chanhassen (the "Authority "), hereby acknowledges itself to be indebted and, for value received, promises to pay to the order of Ci3s11tia. et9 rierna Inc,; a Minnesota corporation, or its assigns, ( "cinema "), solely from the Available Tax Increment generated by the Redevelopment Property and Minimum Improvements, to the extent and in the manner hereinafter provided, the principal . amount of this Note, being A Four Huzldred IJin�ty five Thousand Dollars ($A?I99,OUn), on the Payment Dates (as hereinafter defined) in accordance with the terms of *this Note. Interest an the Each payment on this Note is payable in any coin or currency of the United States of America which on the date of such payment is legal tender for public and private debts and shall be made by check or draft made payable to Cinema and mailed to Cinema at its postal address within the United States which shall 'b 'designated from time to time by i lfij a The Note is a special and limited obligation and not a general obligation of the Authority, which has been issued by the Authority to aid in financing a "project ", as defined in Minnesota Statutes Section 469.174, of the Authority consisting generally of defraying certain capital and administration costs incurred and to be incurred by the Authority within and for the benefit of its Redevelopment Project (the "Project "), and Tax Increment Financing District No. 4 (the "District "). EXCEPT AS TO THE OBLIGATION TO MAKE PAYMENTS FROM TAX INCREMENT, THE NOTE IS NOT A DEBT OF THE CITY OF CHANHASSEN, THE AUTHORITY OR THE STATE OF MINNESOTA (THE "STATE"), AND NEITHER THE CITY OF CHANHASSEN, THE AUTHORITY, THE STATE NOR ANY POLITICAL SUBDIVISION THEREOF SHALL BE LIABLE ON THE NOTE, NOR SHALL THE NOTE BE PAYABLE OUT OF ANY FUNDS OR PROPERTIES OTHER THAN AVAILABLE TAX INCREMENT, AS DEFINED BELOW. Any payments on this Note which are due on any Payment Date shall be payable solely from and only to the extent that the Authority shall have received as of such Payment Date "Available Tax Increment." For the purpose of this Note, "Available Tax Increment" means: A. Tax Increment (as defined in the Contract)_ generated from the Redevelopment Property for the years 199A 4 through A '0021; inclusive after first deducting therefrom: JBD89412 CB130 -43 C-2 i) any payments made to pay amounts due hereunder with respect to previous Payment Dates; ii) any amounts used to pay any amount pledged for the payment of any tax increment general obligation bonds issued by the Authority or City prior to the date hereof; and iii) any amounts needed to make payments to a school district pursuant to Minnesota Statutes, § 469.117, subd. 10. B • A Thirty One and 631100 Percent (A3z.63$) of the Tax Increment (as defined in the Contract) generated from the Hotel Expansion Property and A 31.63$ of the Tax Increment generated from the Conference Center Property for the years 2000 through 2017 inclusive enter first deducting therefrom: i) any payments made to pay amounts due to the holder of any Note issued with respect to either such matters; ii) any other payments to be made in accordance with such matters; iii) any amounts used to pay any amount pledged for the payment of any tax increment general obligation bonds issued by the City or by the Authority prior to the date hereof; and iv) any payments needed to make payments to a school district pursuant to Minnesota Statutes § 469.117, subd 10. The percentages contained in this paragraph B will be revised in the event that either of the Other Notes are terminated either by full payment or otherwise. The new percentage for the purposes of this paragrpah B will be obtained by dividing the precentage stated in paragraph B by the sum of the stated percentage and the percentage of the remaining Other Note. For purposes of this Note, a "Payment Date" shall mean each of the Scheduled Payment Dates set forth on Exhibit A attached hereto, and each additional Payment Date required in connection with any extension of the term of this Note as set forth below, because of changes made in Minnesota Statutes §§ 469.174- 469.179. Notwithstanding anything to the contrary in this Note, on each of the Payment Dates, the Authority shall pay to Cinema all of the Available Tax Increment up to the amount of the Scheduled Payment; but in no event shall the aggregate of all such payments be in excess of $n 495 i 000'together with accrued interest. To the extent that on any Payment Date the Authority is unable to make a payment from Available Tax Increment at equal to the Scheduled Payment due on such date as a result of having received, as of such date, insufficient Available Tax Increment, such failure shall not constitute a default under this Note and, except as provided below, the Authority shall have no obligation under this Note, or otherwise, to subsequently pay any such deficiency. If, and only if, on any Payment Date there is insufficient Available Tax Increment to make the Scheduled Payment due on such date and such insufficiency is a result of changes made in Minnesota Statutes §§ 469.174- 469.179 subsequent to the date of the Contract for Private Redevelopment dated between the Authority and Cinema (the "Redevelopment Contract ") , the amount of such deficiency in the Scheduled Payment shall be deferred and shall be paid on the next Payment Date on which the Authority has Available Tax Increment in excess of the amount necessary to make the JH089412 CH130 -43 `' -3 Scheduled Payment due on such Payment Date, and if such deficiency has not been paid in full by the final Scheduled Payment Date set forth on Exhibit A attached hereto, then the term of this Note shall be extended to include additional successive Payment Dates on which any Available Tax Increment will be applied to the payment of such accrued and unpaid deficiencies in the Scheduled Payments to be made hereunder. In no case, however, shall the term of this Note and the Authority's obligation to make payments hereunder, extend beyond the last date upon which the Authority receives tax increment based upon construction of the Minimum Improvements or the expiration of the Tax Increment District, whichever comes first. This Note shall not be payable from or constitute a charge upon any funds of the Authority, and the Authority shall not be subject to any liability hereon or be deemed to have obligated itself to pay hereon from any funds except the Available Tax Increment, and then only to the extent and in the manner herein specified. Cinema shall never have or be deemed to have the right to compel any exercise of any taxing power of the Authority or of any other public body, and neither the Authority nor any member, officer, employee or agent of the Authority, nor any person executing or registering this Note shall be liable personally hereon by reason of the issuance or registration hereof or otherwise. This Note shall not be transferable or assignable, in whole or in part, by Cinema without the prior written consent of the Authority. This Note may be prepared at any time at the option of the Authority by paying the remaining principal balance on the Note present valued as of the date of prepayment using an interest factor of 9.00 %. This Note is given subject to the limitation contained in Section 5.5 of the Redevelopment Contract; and unless the context clearly indicates otherwise, the definitions contained in the Contract are applicable to this Note. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things required by the Constitution and laws of the State of Minnesota to be done, to have happened, and to be performed precedent to and in the issuance of this Note have been done, have happened, and have been performed in regular and due form, time, and manner as required by law; and that this Note, together with all other indebtedness of the Authority outstanding on the date hereof and on the date of its actual issuance and delivery, does not cause the indebtedness of the Authority to exceed any constitutional or statutory limitation thereon. IN WITNESS WHEREOF, the Board of Commissioners or the Authority has caused this Note to be executed by the manual signatures of the Executive Director and the Board Chairperson of the Authority and has caused this Note to be dated as of Chairperson JBD89412 CB130 -43 C -4 Executive Director EXHIBIT A Scheduled Payment Dates and Amounts of Scheduled Payments Scheduled Scheduled Scheduled Scheduled Payment Dates Payments Payment Dates Payments 8/1/97 904 2/1/08 32,317 2/1/98 904 8/1/08 32,317 8/1/98 16,238 2/1/09 32,317 2/1/99 16,239 8/1/09 32,317 8/1/99 16,238 2/1/10 32,317 2/1/00 29,313 8/1/10 32,317 8/1/00 29,313 2/1/11 32,317 2/1/01 32,317 8/1/11 32,317 8/1/01 32,317 211/12 32,317 2/1/02 32,317 8/1/12 32,317 8/1/02 32,317 2/1/13 38,885 2/1/03 32,317 8/1/13 32,317 8/1/03 32,317 2/1/14 32,317 2/1/04 32,317 8/1/14 32,317 8/1/04 32,317 2/1/15 32,317 2/1/05 32,317 8/1/15 32,317 8/1/05 32,317 2/1/16 32,317 2/1/06 32,317 8/1/16 32,317 8/1/06 32,317 2/1/17 32,317 2/1/07 32,317 8/1/17 32,317 8/1/07 32,317 2/1/18 32,317 8/1/18 32,317 2/1/19 32,317 8/1/19 32,317 2/1/20 32,317 8/1/20 32,317 2/1/21 32,317 8/1/21 6,874 2/1/22 0 JBD89412 CB130 -43 C -5 EXHIBIT B Description of Redevelopment Property REDEVELOPMENT PROPERTY: [to be completed prior to execution] JED09412 CH130 -43 C_8 Kennedy & Graven, Chartered Draft This document was drafted by: Kennedy & Graven, Chartered 470 Pillsbury Center Minneapolis, MN 55402 ,TBD92339 CE130-45 TABLE OF CONTENTS ARTICLE I Definitions Section 1.1. Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority . . . . . . . . . . . . . . 5 Section 2.2. Representations by the Redeveloper . . . . . . . . . . . . . 6 ARTICLE III Sale and Purchase of Land Section 3.1. Acquisition of Redevelopment Property . . . . . . . . . . . Section 3.2. Conveyance of the Redevelopment Property . . . . . . . . . Section 3.3. Time of Acquisition and Conveyance . . . . . . . . . . . . . Section 3.4. Title . . . . . . . . . . . . . . . . . . . . . . . . . . . Section 3.5. Soil Conditions . . . . . . . . . . . . . . . . . . . . . . . . . Section 3.6. Purchase Price . . . . . . . . . . . . . . . . . . . . . . . . . Section 3.7. Taxes and Special Assessments . . . . . . . . . . . . . . . . Section 3.8. State Deed Tax . . . . . . . . . . . . . . . . . . . . . . . . . Section 3.9. Other Costs . . . . . . . . . . . . . . . . . . . . . . . . . Section 3.10. Property Reconveyed As Is . . . . . . . . . . . . . . . . . . Section 3.11. Termination . . . . . . . . . . . Section 3.12. Hearing Prior to Sale . . . . . . . . . . . . . . . . . . . . . . Section 3.13. Assessment Agreement . . . . . . . . . . . . . . . . . . . . . ARTICLE IV Public Assistance Section 4.1. Construction of the Minimum Improvements . . . . . . . . . 10 Section 4.2. Form of Public Assistance . . . . . . . . . . . . . . . . . . . 10 ARTICLE V Tax Increment Section 5.1. Tax Increment Certification . . . . . . . . . . . . . . . . . . 11 Section 5.2. Real Property Taxes; Special Assessments . . . . . . . . . . 11 Section 5.3. Real Property Assessment . . . . . . . . . . . . . . . . . 11 Section 5.4. Receipt of Tax Increment; Proof of Payment . . . . . . . . . 11 ARTICLE VI Additional Provisions Section 6.1. Equal Employment Opportunity . . . . . . . . . . . . . . . . 12 Section 6.2. Restrictions on Use . . . . . . . . . . . . . . . . . . . . . . 12 Section 6.3. Provisions Not Merged With Deed . . . . . . . . . . . . . . . 12 Section 6.4. Notices and Demands . . . . . . . . . . . . . . . . . . . . . . 12 Section 6.5. Disclaimer of Relationships . . . . . . . . . . . . . . . . . . 12 Section 6.6. Covenants Running with the Land . . . . . . . . . . . . . . 12 Section 6.7. Modifications . . . . . . . . . . . . . . . . . . . . . . . . . . 12 Section 6.8. Counterparts . . . . . . . . . . . . . . . . . . 12 ,S coon 6: §i Wage and .%'h Covenants JBD92339 CH130 -45 i eeiian 6 A Ot. Ht ld Harmless SIGNATURES TESTIMONIALS SCHEDULE A REDEVELOPMENT PROPERTY LEGAL DESCRIPTION SCHEDULE B ASSESSMENT AGREEMENT AND ASSESSOR'S CERTIFICATION SCHEDULE C [Blank] SCHEDULE D [Blank] SCHEDULE E PRELIMINARY PLANS JBD92339 CB130 -45 11 CONTRACT FOR PRIVATE REDEVELOPMENT THIS AGREEMENT, made on or as of the day of , A 1996 -1 and between THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND`r Oii. E CITY OF CHANHASSEN (hereinafter referred to as the "Authority ") and A (? B !,(G ANT I?i �NO� �DRAmEf�, a M�z nes�rta ca�*p�ratztp z (hereinafter erred to as the r'Redeveloner"i • WITNESSETH: WHEREAS, the Authority was created pursuant to Minnesota Statutes, Sections 469.001 -.047 (the "Act ") and was authorized to transact business and exercise its powers by a resolution of the City Council of the City of Chanhassen (hereinafter the "City ") pursuant to Section 469.003 (formerly Section 462.425) of the Act; and WHEREAS, in furtherance of the objectives of the Act, the Authority has engaged in carrying out a redevelopment project known as the Redevelopment Plan for the Downtown Chanhassen Redevelopment Area (hereinafter referred to as the "Project ") in an area (hereinafter referred to as the "Project Area ") located in the City; and WHEREAS, as of the date of this Agreement there has been prepared and approved by the Authority and the City Council of the City a redevelopment plan for the project (which Plan is hereinafter referred to as the "Redevelopment Plan ") ; and WHEREAS, in order to finance, in part, the public redevelopment costs of the Project the Authority and City have created Tax Increment District No. 4 for land lying within the Downtown Chanhassen Redevelopment Area (the "Tax Increment District ") ; and WHEREAS, there has been presented by the Redeveloper to the City and the Authority for their consideration a proposal for the development of a A 3X,Si) Cjuar foot coaattneriim retaiLfadiift: within the Project on property located within .... . T'ax Increment Diistrict arid.......,., ............... WHEREAS, the Authority has reviewed the Redeveloper's development proposal and has determined that such proposal if completed would serve to accomplish the goals and objectives for which the Project and Tax Increment District were created; and WHEREAS, in order to achieve the objectives of the Redevelopment Plan the Authority has determined to provide aid and assistance to the Redevelopment Property in the form of special assessment reduction assistance. WHEREAS, the Authority intends to fund the redevelopment costs by using tax increments generated from the Redevelopment Property and the improvements to be constructed thereon; and WHEREAS, the Authority believes that the redevelopment of the Project Area pursuant to this Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable JBD92339 CH130 -45 1 state and local laws and requirements under which the Project has been undertaken and is being assisted. NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: JBD92339 CH130 -45 ARTICLE I Definitions Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the context: "Act" means Minnesota Statutes, Sections 469.001- 469.047 (formerly Municipal Housing and Redevelopment Act, Minnesota Statutes, Sections 462.411- 462.711) , as amended. "Agreement" means this Agreement, as the same may be from time to time modified, amended, or supplemented. "Assessed Market Value" or "Assessed Market Valuation" means the market value of real property as determined by the county assessor of the county in accordance with Minnesota Statutes, Section 273.11 (or as finally adjusted by the assessor, board of equalization, commissioner of revenue, or any court) . "Authority" means the Housing and Redevelopment Authority in and for the City of Chanhassen, or any successor or assignee. "Available Tax Increment" means tax increment received by the Authority during any calendar year beginning with A 199$ and ending with A after deducting therefrom the following amounts: (i) any payment needed to make a payment previously due hereunder; (ii) any amounts used to pay any amount pledged for the payment of the tax increment general obligation bonds issued by the City prior to the date hereof; (iii) any amounts needed to make payments to a school district pursuant to Minnesota Statutes Section 469.117, subd. 10; "City" means the City of Chanhassen, a Minnesota municipal corporation and statutory city according to the laws of the State of Minnesota. "Construction Plans" means the plans, specifications, drawings and related documents on the construction work to be performed by the Redeveloper on the Redevelopment Property which shall be at least as detailed as the plans required to be submitted to the building inspector of the City. "Minimum Improvements" means the improvements described in the Preliminary Plans containing a A acrraiznercial- ;xetazl facility of approximately n 3 ?,$00, square feet._.. _ . ...... "Preliminary Plans" means those plan sheets and other descriptive material which are identified in the attached Schedule E. JBD92339 CH130 -45 3 "Project" means Redevelopment Plan for the Downtown Chanhassen Redevelopment Area. "Project Area" means the real property located within the boundaries of the Project. "Redeveloper" means n $Ioomterg Cb panics Incorporated, a n Minnesota eorparatiot, or its successors and assigns. "Redevelopment Property" means the real property, a legal description of which property is contained on the attached Schedule A. "Redevelopment Plan" means the plan for the Downtown Chanhassen Redevelopment Area as amended as of the date of this Agreement. "Tax Increment" means that portion of the real property taxes paid with respect to Tax Increment District No. 4 which is remitted to the Authority as tax increment pursuant to the Tax Increment Act. "Tax Increment Act" means Minnesota Statutes, Sections 469.174 -.179, as the same may be amended from time to time. "Tax Increment District" means Tax Increment District No. 4. "Termination Date" means the date when the Authority has paid the full amount due under the terms of this Agreement and the Limited Revenue Tax Increment Note. "Tax Official" means any city or county assessor; county auditor; city, county or state board of equalization, the commissioner of revenue of the state, any state or federal district court, the tax court of the state, or the State Supreme Court. "Unavoidable Delays" means delays which are the direct result of acts of God, unforeseen adverse weather conditions, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action causes delays, acts of any federal, state or local governmental unit (other than the Authority in enforcing its rights under this Agreement), Authority defaults as to the Redeveloper's delays, Redeveloper defaults as to the Authority's delays, or other matters which are not within the control of the Redeveloper as to the Redeveloper's delays or not within the control of the Authority as to the Authority's delays. JBD92339 CH130 -45 4 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority. The Authority makes the following representations as the basis for the undertaking on its part herein contained: (a) The Authority has the right, power and authority to execute, deliver and perform its obligations according to this Agreement and all other documents to be executed by the Authority pursuant hereto. The Authority will take all appropriate actions to provide or obtain from the City Council or other entities the required approvals in order to complete the transaction contemplated according to this Agreement. The Authority assures the Redeveloper that the individuals who execute this Agreement and all other documents executed by the Authority or on behalf of the Authority are duly authorized to sign the same on behalf of the Authority and to bind the Authority thereto. (b) The Project is a "redevelopment project" within the meaning of the Act and was created, adopted and approved in accordance with the terms of the Act. (c) The Tax Increment District is a "redevelopment tax increment financing district ", which was created, adopted, certified and approved pursuant to the Tax Increment Act. (d) Subject to satisfaction of the terms and conditions of this Agreement, the Authority will convey the Redevelopment Property to the Redeveloper for development in accordance with the terms of this Agreement. (e) Neither the Authority, nor, to the best of the Authority's knowledge, any entity or person has, at any time (1) "released" or actively or passively consented to the "release" or "threatened release" of any Hazardous Substance (as defined below) on or under or that would affect the environmental condition of the Redevelopment Property; or (ii) taken any action in "response" to a "release" in connection with the Redevelopment Property; or (iii) otherwise engaged in any activity or omitted to take any action which could subject the Authority or Redeveloper to claims for intentional or negligent torts, strict or absolute liability, either pursuant to statute or common law, in connection with Hazardous Substances (as defined below) located in or on the Redevelopment Property, including the generating, transporting, treating, storage, or manufacture of any Hazardous Substance (as defined below) . The terms set within quotation marks above shall have the meaning given to them in the Comprehensive Environmental Response and Liability Act, 42 U.S.C. § 9601 et seq., as amended (" CERCLA") and any state environmental laws. "Hazardous Substances" means hazardous waste, toxic substances, formaldehyde, urea, polychlorinated, biphenyls, asbestos, petroleum, natural gas, synthetic gas usable as fuel or mixtures thereof, any materials related to any of the foregoing, and substances defined as "hazardous substances ", "toxic substances ", "hazardous waste", "pollutant ", or "contaminant" in CERCLA 42 U.S.C. 4 9601 et seq., the Resource Conservation and Recovery Act as amended, the Hazardous Materials Transportation Act, 49 U.S.C. § 1801 et seq., the Clean Water Act, 33 U.S.C. 4 1251 et seg., any state laws regarding environmental matters, or any regulations promulgated pursuant to any of the foregoing statutes. JBD92339 CB130 -45 Section 2.2. Representations by the Redeveloper. The Redeveloper represents that: (a) The Redeveloper has the right, power and authority to execute, deliver and perform its obligations according to this Agreement. (b) If the Redeveloper, constructs the Minimum Improvements on the Redevelopment Property, it will do so in accordance with the terms of this Agreement, the Redevelopment Plan and all local, state and federal laws and zoning, building code and public health laws and regulations. (c) If constructed, the Minimum Improvements will have a market value of not less than A �+1,566,6i5 inclusive of the value of the Redevelopment Property. (d) The Redeveloper has received no notice or communication from any local, state or federal official that the activities of the Redeveloper or the Authority in the Project Area may be or will be in violation of any environmental law or regulation. The Redeveloper is aware of no facts the existence of which would cause it to be in violation of any local, state or federal environmental law, regulation or review procedure. In the event that the Authority is required to take any action to obtain any necessary permits or approvals with respect to the Redevelopment Property under any local, state or federal environmental law or regulation, the Redeveloper will cooperate with the Authority in connection with such action. (e) If the Redeveloper constructs the Minimum Improvements, it will do so in accordance with all applicable local, state or federal energy conservation laws or regulations. (f) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement or instrument of any evidences of indebtedness, agreement or instrument of whatever nature to which the Redeveloper is now a party or by which it is bound, or constitutes a default under any of the foregoing. (g) Redeveloper agrees to provide the Authority with the appropriate certificate, statement or deed provision relating to any wells located on the Redevelopment Property. JBD92339 CE130 -45 ARTICLE III Acquisition and Conveyance of Property Section 3.1. Acquisition of Redevelopment Property. The Redeveloper represents that it has as of the date of this Agreement obtained title to or options to acquire title to the Redevelopment Property. Subject to the terms of this Agreement, the Authority agrees that it will, subsequent to the Redeveloper's acquisition of title to the Redevelopment Property, acquire the Redevelopment Property from the Redeveloper. The conveyance from the Redeveloper to the Authority shall be by a standard quit claim deed. Immediately after the Authority's acquisition of the Redevelopment Property, the Authority shall, by quit claim deed, reconvey such property to the Redeveloper for development in accordance with the terms of this Agreement. The cost to the Authority of acquiring the Redevelopment Property and conveying such property to the Redeveloper shall be paid in accordance with the terms of Section 3.6 of this Agreement. Section 3.2. Conveyance of the Redevelopment Property. The Authority shall reconvey title to and possession of the Redevelopment Property to the Redeveloper under a quit claim deed. The conveyance of and the Redeveloper's use of the Redevelopment Property shall be subject to all of the conditions, covenants, restrictions and limitations imposed by this Agreement. The conveyance of title to and the Redeveloper's use of the Redevelopment Property shall also be subject to building and zoning laws and ordinances and all other applicable local, state and federal laws and regulations. Section 3.3. Time of Acquisition and Conveyance. (a) The Authority shall, subject to all applicable provisions of law and preconditions to closing contained in this Agreement, if the Redeveloper is not then in default under the terms of this Agreement, acquire the Redevelopment Property from the Redeveloper and simultaneously reconvey the Redevelopment Property to the Redeveloper within ten (10) days after (i) the Authority's approval of the Preliminary Plans; and (ii) the Redeveloper having obtained all governmental permits and approvals, necessary to be obtained in order to permit conveyance of the Redevelopment Property to Redeveloper and construction of the Minimum Improvements, or on such other date as the Authority and the Redeveloper shall mutually agree in writing. The Redeveloper shall take possession of the Redevelopment Property the day of execution and delivery of the deed by the Authority. (b) Unless otherwise mutually agreed by the Authority and the Redeveloper, the execution and delivery of all deeds shall be made at the principal office of the Authority. Section 3.4. Title. (a) Prior to and as a condition to the Authority's obligation to acquire the Redevelopment Property, the Redeveloper shall obtain and furnish to the Authority a commitment for the issuance of a policy of title insurance. The Authority shall have twenty (20) days from the date of its receipt of such commitment to review the state of title and to provide the Redeveloper with a list of written objections to such title. No objection may be made by the Authority to any defect or encumbrance on JBD92339 CE130 -65 the title unless and to the extent that such defect or encumbrance would, if uncured, have the effect of precluding Redeveloper's request to convey marketable title or the construction of the Minimum Improvements. Upon receipt of the Authority's list of written objections, the Redeveloper shall proceed in good faith and with all due diligence to attempt to cure the objections made by the Authority. Within ten (10) days after the date that all such objections have been cured, to the reasonably satisfaction of the Authority, the Authority shall proceed with its acquisition and reconveyance of the Redevelopment Property. The Authority shall have no obligation to take any action to clear defects in the title to the Redevelopment Property. (b) The Authority shall take no actions to encumber title to the Redevelopment Property between the moment the Authority acquires to the moment on which the Authority's Deed is delivered to the Redeveloper, it being understood that such conveyances will occur simultaneously. Section 3.5. Soil Conditions. The Redeveloper acknowledges that the Authority makes no representations or warranties as to the condition of the soils on the Redevelopment Property or its fitness for construction of the Minimum Improvements or any other purpose for which the Redeveloper may make use of such property. The Redeveloper further agrees that it will indemnify, defend, and hold harmless the Authority, its governing body members, officers, and employees, from any claims or actions arising out of the presence, if any, of hazardous wastes or pollutants on the Redevelopment Property. Section 3.6. Purchase Price. (a) The Authority shall pay the Redeveloper as purchase price for the Redevelopment Property the aggregate principal amount of $A 8th b£1 Such payment shall be made entirely and exclusively in accordance with the terms of a Limited Revenue Note ( "Note ") in substantially the form of the attached Schedule D. This Note is to be executed by the Authority and delivered to Redeveloper at Closing. (b) The purchase price to be paid by the Redeveloper for the reconveyance of the Redevelopment Property from the Authority shall be $1.00. Section 3.7. Taxes and Special Assessments. Redeveloper shall pay all taxes and installments of special assessments due and payable in years prior to the year of closing. Redeveloper shall pay all installments of taxes and special assessments due and payable in the year of Closing. Installments of special assessments due and payable in future years shall be responsibility of Redeveloper. Section 3.8. Other Costs. No cost, fee or other payment relating to any real estate transaction of any nature shall be payable by the Authority to any person or entity; and except as otherwise set forth in this Agreement, the Authority's entire obligation in connection with the purchase and sale of the Redevelopment Property shall be payment of the purchase price and reconveyance of the Redevelopment Property as provided in this Agreement. Section 3.9. Property Reconvened As Is. Redeveloper acknowledges that the Authority shall have no obligation to perform any site work in connection with the proposed transaction or otherwise. The Authority's only obligation hereunder is to reconvey the Redevelopment Property to the Redeveloper in the condition in which JBD92339 CH130 -65 0 it was conveyed to the Authority. All site work, including, without limitation, grading, soil preparation and demolition of all structures and improvements shall be done by the Redeveloper at Redeveloper's cost. Section 3.10. Termination. In the event that all the preconditions to Closing have not been satisfied or waived by the party in whose favor the precondition runs, either party may give the other party ten day written notice of such defaults. If the other party does not cure such default within such ten day period, this Agreement may be declared null and void by either party and thereupon, neither party shall have any obligation or liability to the other hereunder. In the further event that the closing does not occur on or before A u Ag nt of the paust 21, 1946, unless such date is extended by mutual written agreemerties, this Agreement shall automatically become null and void and thereupon neither party shall have any obligation or liability to the other hereunder. Section 3.11. Hearing Prior to Sale. As a further precondition to the Authority's obligations hereunder, the Authority shall hold all hearings and make all findings as may be required by law as a precondition to the transaction contemplated herein. Section 3.12. Assessment Agreement. At Closing, and as a precondition to the Authority's obligations, the parties shall execute an Assessment Agreement and the Authority shall secure the Assessor's Certification all in substantially the form of the attached Schedule B. At the time of execution, the instrument must have been executed by the county assessor. Subsequent to execution by the parties, the instrument shall be recorded as provided for in the instrument. JBD92339 CB130 -65 ARTICLE IV Public Assistance Section 4.1. Construction of the Minimum Improvements. Subject to the terms and conditions of this Agreement, the Redeveloper agrees to purchase the Redevelopment Property and if it constructs the Minimum Improvements on the Redevelopment Property, it will do so substantially in accordance with the Construction Plans. Should the Redeveloper construct the Minimum Improvements, it agrees to maintain, preserve and keep them in good repair and condition, subject to reasonable wear and tear and casualty excepted. Notwithstanding anything to the contrary set forth in this Agreement, the Redeveloper has no obligation to construct the Minimum Improvements. The Construction Plans must reasonably conform to the Preliminary Plans unless such nonconformity is approved by the Authority. The Authority agrees that it will promptly consider any proposed amendment to the Construction Plans, will not unreasonably withhold its approval of such proposed amendments and will approve the same if the amended plans: i) do not indicate a reduction in the market value of the improvements; and ii) in the reasonable judgment of the Authority, such amendment is in conformity with the applicable land use regulations of the Authority. Section 4.2. Form of Public Assistance. In order to facilitate the financial feasibility of the redevelopment of the Redevelopment Property and in consideration for the Redeveloper's fulfillment of its covenants and obligations under this Agreement, the Authority will provide to the Redeveloper a land -write down from the tax increments The public assistance will be payable by the Authority in the .form of a land-write down in an amount of Tree:.Iuxtdel 5i7et*rllz{eai [1 andi1Oti Dollars ,QQQ) which shall be paid to the Redeveloper out of and only out o£ Available Tax Increment (as such term is described in Schedule D) generated by the Minimum Improvements constructed on the Redevelopment Property. Payments of the land write down shall be made solely in accordance with the terms of Schedule D. JM92339 CH130 -45 10 ARTICLE V Tax Increment Section 5.1. Tax Increment Certification. The City has established the Tax Increment District pursuant to the Tax Increment Act. Section 5.2. Real Property Taxes; Special Assessments. The Redeveloper shall pay, in accordance with Section 3.7 herein, all ad valorem taxes and special assessments on the Redevelopment Property. Section 5.3. Real Property Assessment. The Redeveloper shall not cause the Redevelopment Property to be removed from the public tax rolls or to become exempt from assessment for general real estate taxes by reason of any conveyance, lease, abatement or other action until the Termination Date. Section 5.4. Receipt of Tax Increment; Proof of Payment. The Redeveloper shall receive its annual tax increment payment from the Authority in as provided for in the Note. Section 5.5. Effect of Legislative Changes. The parties understand and acknowledge that certain legislation is currently being considered by the Minnesota Legislature which, if enacted, could limit or entirely remove the authority of the Authority to carry out its obligations hereunder including, without limitation, its obligations to make payments pursuant to the Limited Revenue Tax Increment Note. Redeveloper, for itself and its successors and assigns, understand and acknowledge that the Authority's obligations hereunder are entirely limited to the Authority's authority to act as such authority may be limited or removed from time to time. On the basis of the foregoing, the parties for themselves and their successors or assigns each agree that this Agreement, the Assessment Agreement and the Note shall automatically become null and void if the Authority's authority to act under this Agreement is completely removed. The parties for themselves and for their successors and assigns further agree that if the Authority's authority to carry out its obligation is materially impaired by legislative changes, the Redeveloper shall have the option to: i) terminate the Agreement, whereupon the parties will be relieved of any further obligations under this Agreement, the Assessment Agreement or the Note; or ii) agree to continue its performance hereunder and to accept the Authority's performance as limited. JBD92339 C9130 -45 11 ARTICLE VI Additional Provisions Section 6.1. Dual Employment Opportunity. The Redeveloper, for itself and its successors and assigns, agrees that in the event the Minimum Improvements are constructed as provided for in the Agreement, it will comply with all applicable federal, state and local equal employment and nondiscrimination laws and regulations. Section 6.2. Restrictions on Use. The Redeveloper agrees for itself, and its successors and assigns, and every successor in interest to the Redevelopment Property, or any part thereof, that the Redeveloper, and such successors and assigns, shall devote the Redevelopment Property to, and only to and in accordance with, the land use regulations of the Authority of Chanhassen. Section 6.3. Provisions Not Merged With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Redevelopment Property. Section 6.4. Notices and Demands. Except as otherwise expressly provided in this Agreement, a notice, demand, or other communication under the Agreement or the Redevelopment Deed by either party to the other shall be sufficiently given or delivered only if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally; and (a) in the case of the Redeveloper, is addressed to or delivered personally to the Redeveloper at I ; and (b) in the case of the Authority, is addressed to or delivered personally to the Authority at 690 Coulter Drive, Box 147, Chanhassen, Minnesota 55317, or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Section 6.5. Disclaimer of Relationships. The Redeveloper acknowledges that nothing contained in this Agreement nor any act by the Authority or the Redeveloper shall be deemed or construed by the Redeveloper or by any third person to create any relationship of third -party beneficiary, principal and agent, limited or general partner, or joint venture between the Authority and the Redeveloper. Section 6.6. Covenants Runnina with the Land. The terms and provisions of this Agreement she be deemed to be covenants running with the Redevelopment Property and shall be binding upon any successors or assigns of the Redeveloper and any future owners or encumbrances of the Redevelopment Property. Section 6.7. Modifications. This Agreement may be modified solely through written amendments hereto executed by the Redeveloper and the Authority. Section 6.8. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. etipn 8 9� _941.8.12 oextaxt (a�y�r dater: than twcr years after ONO dtt? `# whip the lde�llre recsi s s?armettrsusrtt to S�cticl JW92339 09130 -45 12 J=92339 CE130 -65 13 IN WITNESS WHEREOF, the Authority has caused this Agreement to be executed in its corporate name by its duly authorized officers and sealed with its corporate seal; and the Redeveloper has caused this Agreement to be executed in its corporate name as of the date first above written. THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN, MINNESOTA (SEAL) By: Its Chairperson And STATE OF MINNESOTA ) ) ss. COUNTY OF CARVER ) Its Executive Director On this day of before me, a Notary Public within and for said county, appeared "' ' and to me personally known, who being by me duly sworn, did say that they are respectively the Chairperson and Executive Director of The Housing and Redevelopment Authority in and for the City of Chanhassen, Minnesota, a public body, corporate and politic, known as the Housing and Redevelopment Authority in and for the Authority of Chanhassen, under the laws of the State of Minnesota, on behalf of the Housing and Redevelopment Authority. Notary Public JW92339 CH130 -45 14 REDEVELOPER: im STATE OF MINNESOTA ) ) ss. COUNTY OF CARVER ) COMPI��ITES TI�TgRpb�A'C'T�.T) Its The foregoing instrument was acknowledged before me this _ day of 1,90 .. , by the of a Minnesota , on behalf of the Notary Public JW92339 CH130 -45 15 SCHEDULE A to CONTRACT FOR PRIVATE REDEVELOPMENT REDEVELOPMENT PROPERTY LEGAL DESCRIPTION: [to be completed prior to execution] JBD92339 CH130 -65 A-1 ASSESSMENT AGREEMENT and ASSESSOR'S CERTIFICATION By and among HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN and This Document was drafted by: KENNEDY & GRAVEN, Chartered 470 Pillsbury Center Minneapolis, Minnesota 55402 JBD92339 CB130 -45 SCHEDULE B THIS AGREEMENT, dated as of this day of 9 by and between the HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN, a Wnnesota public body corporate and politic (the "Authority ") and $ L .1PA1�iTSBGflRPORATED� q Nfinnesota3 &pgrcratio „(the "Redeveloperyf) . WITNESSETH, that WHEREAS, on or before the date hereof the Authority and Redeveloper have entered into a Contract for Private Redevelopment (the "Contract ") regarding certain real property located in the County of Carver, pursuant to which the Authority is to acquire certain property, hereinafter referred to as the Redevelopment Property and legally described in Attachment A hereto; and WHEREAS, it is, contemplated that pursuant to said Contract the Redeveloper will construct a 37,i1t? o square foot cortimerciairetajlfai ltd* upon the Redevelopment Property; and WHEREAS, the Authority and Redeveloper desire to establish a minimum market value for said land and the improvements to be constructed thereon, pursuant to Minnesota Statutes Section 469.177, Subdivision 8; and WHEREAS, the Authority and the County Assessor for Carver County, have reviewed the preliminary plans and specifications for the improvements which it is contemplated will be erected; NOW, THEREFORE, the parties to this Agreement, in consideration of the promises, covenants and agreements made by each to the other, do hereby agree as follows: 1. The minimum market value which shall be assessed for the land described in Attachment A, with the Minimum Improvements constructed thereon shall upon substantial completion be not less than $/1;,566,645: The parties to this Agreement expect that the construction of the above referenced improvements will be entirely completed on or before December 31, 0 . 2. The minimum market value herein established remains in full force and effect until the earlier of: i) December 31, _; or ii) the date on which the Authority is no longer entitled to receive tax increment with respect to the Tax Increment District No. 4 for the Downtown Chanhassen Redevelopment Area, at which time this Agreement shall terminate. 3. This Agreement shall be promptly recorded by the Redeveloper with a copy of Minnesota Statutes Section 469.177, Subdivision 8, set forth in Attachment B hereto. The Redeveloper shall pay all costs of recording. 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the Contract between the Authority and the Redeveloper. 5. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties. JBD92339 CH130 -45 B -1 HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN By— Its By— Its LQ0WBt:i2- �f3Mt�ANT� IOCO tPORATED M STATE OF MINNESOTA ) ss COUNTY OF ) Its The foregoing instrument was acknowledged before me this _ day of 19'96, by and the and respectively, of the Housing and Redevelopment Authority in and for the City of Chanhassen, a Minnesota public body corporate and politic, on behalf of the Authority. Notary Public STATE OF MINNESOTA ) ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this day of 199$, by of , a Minnesota Notary Public JBD92339 CH130 -65 B -2 CERTIFICATION BY COUNTY ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the minimum market value assigned to the land upon which the improvements are to be constructed, and being of the opinion that the minimum market value contained in the foregoing Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the above described property, hereby certifies that the minimum market value assigned to such land and improvements commencing on December 31, 1996 (to be calculated on January 2, 19 7) shall not be less than Ow WHOM Five: hundred Sixty -six Thousand Six 3undreel Forty five Dollars , Assessor for the Carver County, Minnesota STATE OF MINNESOTA ) ) ss COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , by , the County Assessor for Carver County, Minnesota. Notary Public JB092339 CB130 -45 B -3 ATTACHMENT A Legal Description of Land Redevelopment Property: [to be completed prior to execution] JBD92339 CH130 -45 B _4 ATTACHMENT B Section 469.177, Subd. 8. Assessment agreements. An authority may, upon entering into a development or redevelopment agreement pursuant to section 469.176, subdivision 5, enter into a written assessment agreement in recordable form with the developer or redeveloper of property within the tax increment financing district which establishes a minimum market value of the land and completed improvements to be constructed thereon until a specified termination date, which date shall be not later than the date upon which tax increment will no longer be remitted to the authority pursuant to section 469.176, subdivision 1. The assessment agreement shall be presented to the county assessor, or city assessor having the powers of the county assessor, of the jurisdiction in which the tax increment financing district is located. The assessor shall review the plans and specifications for the improvements to be constructed, review the market value previously assigned to the land upon which the improvements are to be constructed and, so long as the minimum market value contained in the assessment agreement appears, in the judgment of the assessor, to be a reasonable estimate, shall execute the following certification upon such agreement: The undersigned assessor, being legally responsible for the assessment of the above - described property upon completion of the improvements to be constructed thereon, hereby certifies that the market value assigned to such land and improvements upon completion shall not be less than $ Upon transfer of title of the land to be developed or redeveloped from the authority to the developer or redeveloper, such assessment agreement, together with a copy of this subdivision, shall be filed for record and recorded in the office of the county recorder or filed in the office of the registrar of titles of the county where the real estate or any part thereof is situated. Upon completion of the improvements by the developer or redeveloper, the assessor shall value the property pursuant to section 273. 11, except that the market value assigned thereto shall not be less than the minimum market value contained in the assessment agreement. Nothing herein shall limit the discretion of the assessor to assign a market value to the property in excess of the minimum market value contained in the assessment agreement nor prohibit the developer or redeveloper from seeking, through the exercise of administrative and legal remedies, a reduction in market value for property tax purposes; provided, however, that the developer or redevel- oper shall not seek, nor shall the city assessor, the county assessor, the county auditor, any board of review, any board of equalization, the commissioner of revenue or any court of this state grant a reduction of the market value below the minimum market value contained in the assessment agreement during the term of the agreement filed of record regardless of actual market values which may result from incomplete construction of improvements, destruction or diminution by any cause, insured or uninsured, except in the case of acquisition or reacquisition of the property by a public entity. Recording or filing of an assessment agreement complying with the terms of this subdivision shall constitute notice of the agreement to any subsequent purchaser or encumbrancer of the land or any part thereof, whether voluntary or involuntary, and shall be binding upon them. JBD92339 CB130 -45 B -5 SCHEDULE C JW92339 CH130 -45 C_1 SCHEDULE D $A W" UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF CARVER THE CITY OF CHANHASSEN LIMITED REVENUE TAX INCREMENT NOTE The Housing and Redevelopment Authority in and for the City of Chanhassen (the "Authority "), hereby acknowledges itself to be indebted and, for value received, promises to pay to the order of A Blomberg Ciaip nin wxlnenr prat d a M-:40 oia ao trPa.- or its assigns, ( "1CCtm%; "), solely from the Available `J ax Increment generated by the Redevelopment Property and Minimum Improvements, to the extent and in the manner hereinafter provided the ,principal amount of this Note, being A kndreci Sty"i`Fiitsxidt'Ltr Iup(}r:bollars ($36if,U(lt), on the paymenf 15ates (as lereinafter defined) or such greater amount, it any, which the Authority is required to pay in accordance with the terms of this Note. Each payment on this Note is payable in any coin or currency of the United States of America which on the date of such payment is legal tender for public and private debts and shall be made by check or draft made payable to Blobmber and mailed to Btnomb §r at its postal address within the United States which shall be designated from time to time by Bloomberg. The Note is a special and limited obligation and not a general obligation of the Authority, which has been issued by the Authority to aid in financing a "project", as defined in Minnesota Statutes Section 469.174, of the Authority consisting generally of defraying certain capital and administration costs incurred and to be incurred by the Authority within and for the benefit of its Redevelopment Project (the "Project ") , and Tax Increment Financing District No. 4 (the "District "). EXCEPT AS TO THE OBLIGATION TO MAKE PAYMENTS FROM TAX INCREMENT, THE NOTE IS NOT A DEBT OF THE CITY OF CHANHASSEN, THE AUTHORITY OR THE STATE OF MINNESOTA (THE "STATE "), AND NEITHER THE CITY OF CHANHASSEN, THE AUTHORITY, THE STATE NOR ANY POLITICAL SUBDIVISION THEREOF SHALL BE LIABLE ON THE NOTE, NOR SHALL THE NOTE BE PAYABLE OUT OF ANY FUNDS OR PROPERTIES OTHER THAN AVAILABLE TAX INCREMENT, AS DEFINED BELOW. Any payments on this Note which are due on any Payment Date shall be payable solely from and only to the extent that the Authority shall have received as of such Payment Date "Available Tax Increment." For the purpose of this Note, "Available Tax Increment" means: JM92339 CH130 -45 D-1 A. Tax Increment (as defined in the Contract) generated from the Redevelopment Property for the years 1998'.. through 2023: inclusive after first deducting therefrom: i) any payments made to pay amounts due hereunder with respect to previous Payment Dates; ii) any amounts used to pay any amount pledged for the payment of any tax increment general obligation bonds issued by the Authority or City prior to the date hereof; and iii) any amounts needed to make payments to a school district pursuant to Minnesota Statutes, § 469.117, subd. 10. B. A Twetlty4hiz a Percent 00 %) of the Tax Increment (as defined in the Contract) generated from the Hotel Expansion Property and A23% of the Tax Increment ggenerated from the Conference Center Property for the years 2000 through A2024; inclusive enter first deducting therefrom: i) any payments made to pay amounts due to the holder of any Note issued with respect to either such matters; ii) any other payments to be made in accordance with such matters; iii) any amounts used to pay any amount pledged for the payment of any tax increment general obligation bonds issued by the City or by the Authority prior to the date hereof; and iv) any payments needed to make payments to a school district pursuant to Minnesota Statutes § 469.117, subd 10. For purposes of this Note, a "Payment Date" shall mean each of the Scheduled Payment Dates set forth on Exhibit A attached hereto, and each additional Payment Date required in connection with any extension of the term of this Note as set forth below, because of changes made in Minnesota Statutes §§ 469.174- 469.179. Notwithstanding anything to the contrary . in this Note, on each of the Payment Dates, the Authority shall pay to Bloomberg all of the Available Tax Increment up to the amount of the Scheduled payment; but in no event shall the aggregate of all such payments be in excess of $A 3BNV O. To the extent that on any Payment Date the Authority is unable tomake a payment from Available Tax Increment at equal to the Scheduled Payment due on such date as a result of having received, as of such date, insufficient Available Tax Increment, such failure shall not constitute a default under this Note and, except as provided below, the Authority shall have no obligation under this Note, or otherwise, to subsequently pay any such deficiency. If, and only if, on any Payment Date there is insufficient Available Tax Increment to make the Scheduled Payment due on such date and such insufficiency is a result of changes made in Minnesota Statutes §§ 469.174- 469.179 subsequent to the date of the Contract for Private Redevelopment dated between the Authority and Blaotnberg (the "Redevelopment Contract "), the amount of such deficiency in the Scheduled Payment shall be deferred and shall be paid on the next Payment Date on which the Authority has Available Tax Increment in excess of the amount necessary to make the Scheduled JBD92339 CH130 -45 D -2 Payment due on such Payment Date, and if such deficiency has not been paid in full by the final Scheduled Payment Date set forth on Exhibit A attached hereto, then the term of this Note shall be extended to include additional successive Payment Dates on which any Available Tax Increment will be applied to the payment of such accrued and unpaid deficiencies in the Scheduled Payments to be made hereunder. In no case, however, shall the term of this Note and the Authority's obligation to make payments hereunder, extend beyond the last date upon which the Authority receives tax increment based upon construction of the Minimum Improvements or the expiration of the Tax Increment District, whichever comes first. This Note shall not be payable from or constitute a charge upon any funds of the Authority, and the Authority shall not be subject to any liability hereon or be deemed to have obligated itself to pay hereon from any funds except the Available Tax Increment, and then only to the extent and in the manner herein specified. A 191 shall never have or be deemed to have the right to compel any exerese'of any taxing power of the Authority or of any other public body, and neither the Authority nor any member, officer, employee or agent of the Authority, nor any person executing or registering this Note shall be liable personally hereon by reason of the issuance or registration hereof or otherwise. This Note shall not be transferable or assignable, in whole or in part, by 1�� t3 K'yithout the prior written consent of the Authority. This Note may be prepared at any time at the option of the Authority by paying the remaining principal balance on the Note present valued as of the date of prepayment using an interest factor of 9.00 %. This Note is given subject to the limitation contained in Section 5.5 of the Redevelopment Contract. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things.required by the Constitution and laws of the State of Minnesota to be done, to have happened, and to be performed precedent to and in the issuance of this Note have been done, have happened, and have been performed in regular and due form, time, and manner as required by law; and that this Note, together with all other indebtedness of the Authority outstanding on the date hereof and on the date of its actual issuance and delivery, does not cause the indebtedness of the Authority to exceed any constitutional or statutory limitation thereon. IN WITNESS WHEREOF, the Board of Commissioners or the Authority has caused this Note to be executed by the manual signatures of the Executive Director and the Board Chairperson of the Authority and has caused this Note to be dated as of Chairperson Executive Director JBD92339 CH130 -45 D_3 EXHIBIT A Scheduled Payment Dates and Amounts of Scheduled Payments Scheduled Scheduled Payment Dates Payments' 'Scheduled payments are to be made up to these amounts but only from Available Tax Increment. JBD92339 CH130 -45 D -4 � ¥# � m■ �■ A■ � 4# � 7K 4� # � ¥A na EXHIBIT B Description of Redevelopment Property REDEVELOPMENT PROPERTY: [to be completed prior to execution] JED92339 CH130 -45 D_6 Kennedy & Graven, Chartered A March 29, ':1996 Draft r oV\ 2r CONTRACT FOR PRIVATE REDEVELOPMENT BY AND BETWEEN THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN AND BLOOMBERG COMPANIESA INCORPORATED), a Minnesota corporation , A.1:996 This document was drafted by: Kennedy & Graven, Chartered 470 Pillsbury Center Minneapolis, MN 55402 JBD65715 CE130 -31 TABLE OF CONTENTS ARTICLE I Definitions Section 1.1. Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . 3 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority . . . . . . . . . . . . . . 5 Section 2.2. Representations by the Redeveloper . . . . . . . . . . . . . 6 ARTICLE III Sale and Purchase of Land Section 3.1. Acquisition of Redevelopment Property . . . . . . . . . . . 8 Section 3.2. Conveyance of the Redevelopment Property . . . . . . . . . 8 Section 3.3. Time of Acquisition and Conveyance . . . . . . . . . . . . . 8 Section 3.4. Title . . . . . . . . . ... . . . . . . . . . . . . . . . . . 8 Section 3.5. Soil Conditions . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.6. Purchase Price . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.7. Taxes and Special Assessments . . . . . . . . . . . . . . . . 9 Section 3.8. State Deed Tax . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.9. Other Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Section 3.10. Property Reconveyed As Is . . . . . . . . . . . . . . . . . . 9 Section 3.11. Termination . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 Section 3.12. Hearing Prior to Sale . . . . . . . . . . . . . . . . . . . . . . 10 Section 3.13. Assessment Agreement . . . . . . . . . . . . . . . . . . . . . 10 ARTICLE IV Public Assistance Section 4.1. Construction of the Minimum Improvements . . . . . . . . . 11 Section 4.2. Form of Public Assistance . . . . . . . . . . . . . . . . . . . 11 ARTICLE V Tax Increment Section 5.1. Tax Increment Certification . . . . . . . . . . . . . . . . . . 13 Section 5.2. Real Property Taxes; Special Assessments . . . . . . . . . . 13 Section 5.3. Real Property Assessment . . . . . . . . . . . . . . . 13 Section 5.4. Receipt of Tax Increment; Proof of Payment . . . . . . . . . 13 ARTICLE VI Additional Provisions Section 6.1. Equal Employment Opportunity . . . . . . . . . . . . . . . . 14 Section 6.2. Restrictions on Use . . . . . . . . . . . . . . . . . . . . . . 14 Section 6.3. Provisions Not Merged With Deed . . . . . . . . . . . . . . . 14 Section 6.4. Notices and Demands . . . . . . . . . . . . . . . . . . . . . . 14 Section 6.5. Disclaimer of Relationships . . . . . . . . . . . . . . . . . . 14 Section 6.6. Covenants Running with the Land . . . . . . . . . . . . . . 14 Section 6.7. Modifications . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Section 6.8. Counterparts ..... . . . . . . . . . . . . . . . . . 14 etien 6.9. Wags and .%b Cvvenaxlt 3 JBD65715 CB130 -31 i SIGNATURES TESTIMONIALS SCHEDULE A REDEVELOPMENT PROPERTY LEGAL DESCRIPTION SCHEDULE B ASSESSMENT AGREEMENT AND ASSESSOR'S CERTIFICATION SCHEDULE C [Blank] SCHEDULE D LIMITED REVENUE TAX INCREMENT NOTE SCHEDULE E PRELIMINARY PLANS JBD65715 C6130 -31 11 CONTRACT FOR PRIVATE REDEVELOPMENT THIS AGREEMENT, made on or as of the day of , A 10681; by and between THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND TOR OR THE CITY OF CHANHASSEN (hereinafter referred to as the "Authority ") and BLOOMBERG COMPANIES INCORPORATED. a Minnesota corporation (hereinafter referred to as the " Redeveloper ") WITNESSETH: WHEREAS, the Authority was created pursuant to Minnesota Statutes, Sections 469.001 -.047 (the "Act ") and was authorized to transact business and exercise its powers by a resolution of the City Council of the City of Chanhassen (hereinafter the "City ") pursuant to Section 469.003 (formerly Section 462.425) of the Act; and WHEREAS, in furtherance of the objectives of the Act, the Authority has engaged in carrying out a redevelopment project known as the Redevelopment Plan for the Downtown Chanhassen Redevelopment Area (hereinafter referred to as the "Project ") in an area (hereinafter referred to as the "Project Area ") located in the City; and WHEREAS, as of the date of this Agreement there has been prepared and approved by the Authority and the City Council of the City a redevelopment plan for the project (which Plan is hereinafter referred to as the "Redevelopment Plan ") ; and WHEREAS, in order to finance, in part, the public redevelopment costs of the Project the Authority and City have the created Tax Increment District for the Downtown Chanhassen Redevelopment Area (the "Tax Increment District "); and WHEREAS, there has been presented by the Redeveloper to the City and the Authority for their consideration a proposal for the development of an office - retail facility within the Project on property located within the Tax Increment District; and WHEREAS, the Authority has reviewed the Redeveloper's development proposal and has determined that such proposal if completed would serve to accomplish the goals and objectives for which the Project and the Tax Increment District were created; and WHEREAS, in order to achieve the objectives of the Redevelopment Plan the Authority will acquire certain real property in the Project Area, more particularly described in Schedule A annexed hereto and made a part hereof (which property as so described is hereinafter referred to as the "Redevelopment Property "), and is prepared to convey the Redevelopment Property to the Redeveloper in order to bring about redevelopment in accordance with the Redevelopment Plan and this Agreement; and WHEREAS, in order to achieve the objectives of the Redevelopment Plan the Authority has determined to provide aid and assistance to the Redevelopment Property in the form of land write down expenditures and other redevelopment costs; and JBD65715 CH130 -31 t WHEREAS, the Authority intends to fund the land write down expenditures and other redevelopment costs by using tax increments generated from the Redevelopment Property and the improvements to be constructed thereon; and WHEREAS, the Authority believes that the redevelopment of the Project Area pursuant to this Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable state and local laws and requirements under which the Project has been undertaken and is being assisted. NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: JBD65715 CH130 -31 ARTICLE I Definitions Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the context: "Act" means Minnesota Statutes, Sections 469.001- 469.047 (formerly Municipal Housing and Redevelopment Act, Minnesota Statutes, Sections 462.411- 462.711) , as amended. "Agreement" means this Agreement, as the same may be from time to time modified, amended, or supplemented. "Assessed Market Value" or "Assessed Market Valuation" means the market value of real property as determined by the county assessor of the county in accordance with Minnesota Statutes, Section 273.11 (or as finally adjusted by the assessor, board of equalization, commissioner of revenue, or any court) . "Authority" means the Housing and Redevelopment Authority in and for the City of Chanhassen, or any successor or assignee. "City" means the City of Chanhassen, a Minnesota municipal corporation and statutory city according to the laws of the State of Minnesota. "Closing" means the completion of the transaction contemplated in this Agreement between the parties hereto. "Construction Plans" means the plans, specifications, drawings and related documents on the construction work to be performed by the Redeveloper on the Redevelopment Property which shall be at least as detailed as the plans required to be submitted to the building inspector of the City. "Deficiency Agreement" means the Redeveloper's obligation to pay real property taxes according to the terms of the document attached hereto as Schedule D. "Limited Revenue Tax Increment Note" or "Note" means the limited, special obligation of the Authority to pay to Redeveloper, from tax increments generated from the Redevelopment Property, an annual dollar amount, as provided in Section 4.2 of this Agreement and the Note attached as Schedule D. "Minimum Improvements" means the improvements described in the Preliminary Plans containing a A conferezxee cuter facility of approximately 5,666 square feet. "Preliminary Plans" means those plan sheets and other descriptive material which are identified in the attached Schedule E. "Project" means Redevelopment Plan for the Downtown Chanhassen Redevelopment Area. "Project Area" means the real property located within the boundaries of the Project. JBD65715 CH130 -31 3 THIS AGREEMENT, dated as of this day of , A 199&, by and between the HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN, a Minnesota public body corporate and politic (the "Authority ") and BLOOMBERG COMPANIES INCORPq�ROE,D, a Minnesota corporation, (the "Redeveloper "). WITNESSETH, that WHEREAS, on or before the date hereof the Authority and Redeveloper have entered into a Contract for Private Redevelopment (the "Contract ") regarding certain real property located in the County of Carver, pursuant to which the Authority is to acquire certain property, hereinafter referred to as the Redevelopment Property and legally described in Attachment A hereto; and WHEREAS, it is contemplated that pursuant to said Contract the Redeveloper will construct a A 5,000 ";square foot A eon£eretaee center fac lity jupon the Redevelopment Property; and WHEREAS, the Authority and Redeveloper desire to establish a minimum market value for said land and the improvements to be constructed thereon, pursuant to Minnesota Statutes Section 469.177, Subdivision 8; and WHEREAS, the Authority and the County Assessor for Carver County, have reviewed the preliminary plans and specifications for the improvements which it is contemplated will be erected; NOW, THEREFORE, the parties to this Agreement, in consideration of the promises, covenants and agreements made by each to the other, do hereby agree as follows 1. The minimum market value which shall be assessed for the land described in Attachment A, with the Minimum Improvements constructed thereon shall upon substantial completion be not less than $A46,1,000. The parties to this Agreement expect that the construction of the above - referenced improvements will be entirely completed on or before December 31, n99'. 2. The minimum market value herein established remains in full force and effect until the earlier of. i) December 31, 2000; or ii) the date on which the Authority is no longer entitled to receive tax increment with respect to the Tax Increment District for the Downtown Chanhassen Redevelopment Area, at which time this Agreement shall terminate. 3. This Agreement shall be promptly recorded by the Redeveloper with a copy of Minnesota Statutes Section 469.177, Subdivision 8, set forth in Attachment B hereto. The Redeveloper shall nay all costs of recording. 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the Contract between the Authority and the Redeveloper. 5. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties. THD65715 CH130 -31 B -1 SCHEDULE B ASSESSMENT AGREEMENT ASSESSOR'S CERTIFICATION By and among HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN and BLOOMBERG COMPANIES INCOIiPORATEI This Document was drafted by: KENNEDY & GRAVEN, Chartered 470 Pillsbury Center Minneapolis, Minnesota 55402 JBD65715 CB130 -31 SCHEDULE A to CONTRACT FOR PRIVATE REDEVELOPMENT REDEVELOPMENT PROPERTY LEGAL DESCRIPTION: [to be supplied prior to execution] JBD65715 CH130 -31 A-1 REDEVELOPER: BLOOMBERG COMPANIES 1NGORPQiiAT9 Attested By: STATE OF MINNESOTA ) ) ss. COUNTY OF CARVER ) Its The foregoing instrument was acknowledged before me this _ day of A 1996, by and , the and of BLOOMBERG COMPANIES INCORPORATEI3, a Minnesota corporation, on behalf of the corporation. Notary JBD65715 CB130 -31 16 IN WITNESS WHEREOF, the Authority has caused this Agreement to be executed in its corporate name by its duly authorized officers and sealed with its corporate seal; and the Redeveloper has caused this Agreement to be executed in its corporate name as of the date first above written. THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN, MINNESOTA (SEAL) By: Its Chairperson And STATE OF MINNESOTA ) ) as. COUNTY OF CARVER ) Its Executive Director On this day of , A )00, before me, a Notary Public within and for said county, appeared and to me personally known, who being by me duly sworn, did say that they are respectively - the Chairperson and Executive Director of The Housing and Redevelopment Authority in and for the City of Chanhassen, Minnesota, a public body, corporate and politic, known as the Housing and Redevelopment Authority in and for the City of Chanhassen, under the laws of the State of Minnesota, on behalf of the Housing and Redevelopment Authority. Notary Public JBD65715 CH130 -31 15 ARTICLE VI Additional Provisions Section 6.1. Equal Employment.Opportunity. The Redeveloper, for itself and its successors and assigns, agrees that in the event the Minimum Improvements are constructed as provided for in the Agreement, it will comply with all applicable federal, state and local equal employment and nondiscrimination laws and regulations. Section 6.2. Restrictions on Use. The Redeveloper agrees for itself, and its successors and assigns, and every successor in interest to the Redevelopment Property, or any part thereof, that the Redeveloper, and such successors and assigns, shall devote the Redevelopment Property to, and only to and in accordance with, the land use regulations of the City of Chanhassen. Section 6.3. Provisions Not Merged With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Redevelopment Property. Section 6.4. Notices and Demands. Except as otherwise expressly provided in this Agreement, a notice, demand, or other communication under the Agreement or the Redevelopment Deed by either party to the other shall be sufficiently given or delivered only if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally; and (a) in the case of the Redeveloper, is addressed to or delivered personally to the Redeveloper at ; and (b) in the case of the Authority, is addressed to or delivered personally to the Authority at 690 Coulter Drive, Box 147, Chanhassen, Minnesota 55317, or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Section 6.5. Disclaimer of Relationships. The Redeveloper acknowledges that nothing contained in this Agreement nor any act by the Authority or the Redeveloper shall be deemed or construed by the Redeveloper or by any third person to create any relationship of third -party beneficiary, principal and agent, limited or general partner, or joint venture between the Authority and the Redeveloper. Section 6.6. Covenants Running with the Land. The terms and provisions of this Agreement shall be deemed to be covenants running with the Redevelopment Property and shall be binding upon any successors or assigns of the Redeveloper and any future owners or encumbrances of the Redevelopment Property. Section 6.7. Modifications. This Agreement may be modified solely through written amendments hereto executed by the Redeveloper and the Authority. Section 6.8. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. JED65715 CH130 -31 14 ARTICLE V Tax Increment Section 5.1. Tax Increment Certification. The Authority has established the Tax Increment District pursuant to the Tax Increment Act. Section 5.2. Real Property Taxes; Special Assessments. The Redeveloper shall pay, in accordance with Section 3.7 herein, all ad valorem taxes and special assessments on the Redevelopment Property which are payable subsequent to closing on the sale of the Redevelopment Property. For the years 1995 through 1998 inclusive, this obligation shall also be a corporate obligation of the Redeveloper which shall continue for those years even if the Redeveloper sells the Redevelopment Property, unless the Redeveloper is released of its obligations under this Agreement. Section 5.3. Real Property Assessment. The Redeveloper shall not cause the Redevelopment Property to be removed from the public tax rolls or to become exempt from assessment for general real estate taxes by reason of any conveyance, lease, abatement or other action until the Termination Date. Section 5.4. Receipt of Tax Increment; Proof of Payment. The Redeveloper shall receive its annual tax increment payment from the Authority in two equal installments which shall be made within 15 days from the date on which the Authority has remitted its semi- annual installments of tax increment attributable to the Redevelopment Property. JM65715 CH130 -31 13 Total Estimated Annual Available Total Estimated Annual Tax Increment Available Tux Iooronumzzt Payable Total Payable to as Special Year Estimated Annual Redeveloper as Aoonno/oeut D z Land-Write Down Write-Off /\ O ~~ ~~ /\ ti A /\ �01 11,787 A10 6 A 011416 A 7,903. Be. 11,787 A A 11,787 In any year commencing with the year 1996 and ending in the year 1898^ in which the tax increment is not greater to or equal to }Ile`reo I,hooaoud Seven Hundred IIiohtlr^oevoo Dollars ($11^787), the Redeveloper agrees to pay the difference between the actual tax increment amount and $11,787 to the Authority as a deficiency within thirty (30) days of receipt of written notice from the Authority. In the event any tax increment �I.Q,thiaonuonotoboD be credited by the Authority to the account ofIledevolnperand beused to reduce the special assessment which io payable io/\fOb'�8^ 'The Authority makes no representation whether the untoul Available Tax Increment will be greater or lesser than this amount. Payments to Redeveloper shall be controlled entirely by the terms of the Note, and based upon Available Tax Increment as defined iu the Note. JBD65715 co130-31 12 ARTICLE IV Public Assistance Section 4.1. Construction of the Minimum Improvements. Subject to the terms and conditions of this Agreement, the Redeveloper agrees to purchase the Redevelopment Property and if it constructs the Minimum Improvements on the Redevelopment Property, it will do so in accordance with the Construction Plans. Should the Redeveloper construct the Minimum Improvements, it agrees to maintain, preserve and keep them in good repair and condition, subject to reasonable wear and tear and casualty excepted. Notwithstanding anything to the contrary set forth in this Agreement, the Redeveloper has no obligation to construct the Minimum Improvements. The Construction Plans must reasonably conform to the Preliminary Plans unless such nonconformity is approved by the Authority. Section 4.2. Form of Public Assistance. In order to facilitate the financial feasibility of the redevelopment of the Redevelopment Property and in consideration for the Redeveloper's fulfillment of its covenants and obligations under this Agreement, the Authority will provide to the Redeveloper a land -write down and a payment of special assessments from the tax increments. The public assistance will be payable by the Authority as indicated below. (a) Land -Write Down. The Authority agrees to provide the Redeveloper 'a land -write down in an amount of n wenty -one z housan± Six Hundred le 2ri Dollars ($/x'1$11;) which shall be paid to the Redeveloper out of tax increments generated by the Minimum Improvements constructed on the Redevelopment Property. Payments of the land write down shall be made solely in accordance with the terms of Schedule D. (b) Special Assessment Write -Off. The Authority agrees to provide a write - off of special assessments to be assessed against the Redevelopment Property for public improvements in the amount of Thirty -five Thousand Three Hundred Sixty Dollars ($35,360). The write -off of special assessments is to be achieved by the Authority's collection of the total annual tax increment generated by the Redevelopment Property and Minimum Improvements and withholding a portion thereof to pay for the special assessment write -off of $35,360. Tax increment committed to the Authority from the Redevelopment Property shall first be allocated to the Special Assessment Write -Off as provided in paragraph (c) of this Section 4.2. (c) increment Public The allocation of the tax -ity to the Redeveloper pursuant to Section 4.2(a) and (b) above is estimated as follows: M65715 CH130 -31 11 is to reconvey the Redevelopment Property to the Redeveloper in the condition in which it was conveyed to the Authority. All site work, including, without limitation, grading, soil preparation and demolition of all structures and improvements shall be done by the Redeveloper at Redeveloper's cost. Section 3.11. Termination. In the event that all the preconditions to Closing have not been satisfied or waived by A XuTy 2 1, 1996, ;;either party may give the other party ten day written notice of such defaults. If the other party does not cure such default within such ten day period, this Agreement may be declared null and void by either party and thereupon, neither party shall have any obligation or liability to the other hereunder. In the further event that the closing does not occur on or before A August 1�6, unless such date is extended by mutual written agreement of the parties, this Agreement shall automatically become null and void and thereupon neither party shall have any obligation or liability to the other hereunder. Section 3.12. Hearing Prior to Sale. As a further precondition to the Authority's obligations hereunder, the Authority shall hold all hearings and make all findings as may be required by law as a precondition to the transaction contemplated herein. Section 3.13. Assessment Agreement. At Closing, and as a precondition to the Authority's obligations, the parties shall execute an Assessment Agreement and Assessor's Certification in substantially the form of the attached Schedule B. At the time of execution, the instrument must have been executed by the county assessor. Subsequent to execution by the parties, the instrument shall be recorded as provided for in the instrument. JBD65715 CH130 -31 10 receipt of the Authority's list of written objections, the Redeveloper shall proceed in good faith and with all due diligence to attempt to cure the objections made by the Authority. Within ten (10) days after the date that all such objections have been cured, to the reasonably satisfaction of the Authority, the Authority shall proceed with its acquisition and reconveyance of such Acquisition Parcel. The Authority shall have no obligation to take any action to clear defects in the title to the Redevelopment Property. (b) The Authority shall take no actions to encumber title to the Redevelopment Property between the moment the Authority acquires to the moment on which the Authority's Deed is delivered to the Redeveloper, it being understood that such conveyances will occur simultaneously. Section 3.5. Soil Conditions. The Redeveloper acknowledges that the Authority makes no representations or warranties as to the condition of the soils on the Redevelopment Property or its fitness for construction of the Minimum Improvements or any other purpose for which the Redeveloper may make use of such property. The Redeveloper further agrees that it will indemnify, defend, and hold harmless the Authority and the City, their governing body members, officers, and employees, from any claims or actions arising out of the presence, if any, of hazardous wastes or pollutants on the Redevelopment Property. Section 3.6. Purchase Price. (a) The Authority shall pay the Redeveloper as purchase price for the Redevelopment Property the aggregate principal amount of $M1,611;00-. Such payment shall be made entirely and exclusively in accordance with the terms of a Limited Revenue Note ( "Note ") in substantially the form of the attached Schedule D. This Note is to be executed by the Authority and delivered to Redeveloper at Closing. (b) The purchase price to be paid by the Redeveloper for the reconveyance of the Redevelopment Property from the Authority shall be $1.00. Section 3.7. Taxes and Special Assessments. Redeveloper shall pay all taxes and installments of special assessments due and payable in years prior to the year of closing. Redeveloper shall pay all installments of taxes and special assessments due and payable in the year of Closing; and shall be reimbursed by the Authority for payment of such special assessment installments. Installments of special assessments due and payable in future years shall be responsibility of Redeveloper, but shall be reduced or eliminated in accordance with Section 4.2(b). Section 3.8. State Deed Tax. Redeveloper shall pay any State Deed Tax, Library or miscellaneous fee required in connection with the deeds, and all fees and charges required in connection with the recording any documents which are required to be recorded under this Agreement. Section 3.9. Other Costs. No cost, fee or other payment relating to any real estate transaction of any nature shall be payable by the Authority to any person or entity; and the Authority's entire obligation in connection with the purchase and sale of the Redevelopment Property shall be payment of the purchase price as provided in this Agreement. Section 3.10. Property Reconvened As Is. Redeveloper acknowledges that the Authority shall have no obligation to perform any site work in connection with the proposed transaction or otherwise. The Authority's only obligation hereunder JED65715 CH130 -31 ARTICLE III Acquisition and Conveyance of Property Section 3.1. Acquisition of Redevelopment Property. The Redeveloper represents that it has as of the date of this Agreement obtained title to or options to acquire title to the Redevelopment Property. Subject to the terms of this Agreement, the Authority agrees that it will, subsequent to the Redeveloper's acquisition of title to the Redevelopment Property, acquire the Redevelopment Property from the Redeveloper. The conveyance from the Redeveloper to the Authority shall be by a standard quit claim deed. Immediately after the Authority's acquisition of the Redevelopment Property, the Authority shall, by quit claim deed, reconvey such property to the Redeveloper for development in accordance with the terms of this Agreement. The cost to the Authority of acquiring the Acquisition Parcels and conveying such property to the Redeveloper shall be paid in accordance with the terms of Section 3.6 of this Agreement. Redeveloper shall periodically inform the Authority of the status of its acquisition activities. Section 3.2. Conveyance of the Redevelopment Property. The Authority shall reconvey title to and possession of the Redevelopment Property to the Redeveloper under a quit claim deed. The conveyance of and the Redeveloper's use of the Redevelopment Property shall be subject to all of the conditions, covenants, restrictions and limitations imposed by the Redevelopment Plan and this Agreement. The conveyance of title to and the Redeveloper's use of the Redevelopment Property shall also be subject to building and zoning laws and ordinances and all other applicable local, state and federal laws and regulations. Section 3.3. Time of Acquisition and Conveyance. (a) The Authority shall, subject to all applicable provisions of law and preconditions to closing contained in this Agreement, if the Redeveloper is not then in default under the terms of this Agreement, acquire the Redevelopment Property from the Redeveloper and simultaneously reconvey the Redevelopment Property to the Redeveloper within ten (10) days after (i) the Authority's approval of the Preliminary Plans; and (ii) the Redeveloper having obtained all governmental permits and approvals, necessary to be obtained in order to permit conveyance of the Redevelopment Property to Redeveloper and construction of the Minimum Improvements, or on such other date as the Authority and the Redeveloper shall mutually agree in writing. The Redeveloper shall take possession of the Redevelopment Property the day of execution and delivery of the Deed by the Authority. (b) Unless otherwise mutually agreed by the Authority and the Redeveloper, the execution and delivery of all deeds shall be made at the principal office of the Authority. Section 3.4. Title. (a) Prior to and as a condition to ' the Authority's obligation to acquire the Redevelopment Property, the Redeveloper shall obtain and furnish to the Authority a commitment for the issuance of a policy of title insurance. The Authority shall have twenty (20) days from the date of its receipt of such commitment to review the state of title and to provide the Redeveloper with a list of written objections to such title. No objection may be made by the Authority to any defect or encumbrance on the title unless and to the extent that such defect or encumbrance would, if uncured, have the effect of precluding Redeveloper's request to convey marketable title or the construction of the Minimum Improvements. Upon JBD65715 CH130 -31 (g) Redeveloper certificate, statement ox Redevelopment Property. JHD65715 CH130 -31 agrees to provide the Authority with the appropriate deed provision relating to any wells located on the (f) The Authority does not know of any wells on the Redevelopment Property within the meaning of Minnesota Statutes, Section 103I. (g) If requested to do so, the Authority shall provide (as a precondition to Closing), an opinion of counsel reasonably acceptable to Redeveloper which addresses item iii of the definition of Available Tax Increment contained in the Limited Revenue Tax Increment Note (Schedule D) to this Agreement. Such opinion shall specifically contain information relating to the amount of tax increment general obligation bonds currently outstanding in the District; the debt service requirements on such bonds; and the amount of tax increment currently generated within the District to pay such debt service. The opinion need not attest to the accuracy of the information described in the preceding sentence, but must disclose its source. Section 2.2. Representations by the Redeveloper. The Redeveloper represents that: (a) The Redeveloper has the right, power and authority to execute, deliver and perform its obligations according to this Agreement. (b) If the Redeveloper, constructs the Minimum Improvements on the Redevelopment Property, it will do so in accordance with the terms of this Agreement, the Redevelopment Plan and all local, state and federal laws and zoning, building code and public health laws and regulations. (c) If constructed, the Minimum Improvements will have a market value of not less than $A 6.00,00 inclusive of the value of the Redevelopment Property. .............. ...................... Whether or not the Redeveloper constructs the Minimum Improvements, the Redeveloper agrees to the terms and conditions of the Deficiency Agreement attached hereto as Schedule C. (d) The Redeveloper has received no notice or communication from any local, state or federal official that the activities of the Redeveloper or the Authority in the Project Area may be or will be in violation of any environmental law or regulation. The Redeveloper is aware of no facts the existence of which would cause it to be in violation of any local, state or federal environmental law, regulation or review procedure. In the event that the Authority is required to take any action to obtain any necessary permits or approvals with respect to the Redevelopment Property under any local, state or federal environmental law or regulation, the Redeveloper will cooperate with the Authority in connection with such action. (e) If the Redeveloper constructs the Minimum Improvements, it will do so in accordance with all applicable local, state or federal energy conservation laws or regulations. (f) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement or instrument of any evidences of indebtedness, agreement or instrument of whatever nature to which the Redeveloper is now a party or by which it is bound, or constitutes a default under any of the foregoing. JBD65715 CH130 -31 !i ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority. The Authority makes the following representations as the basis for the undertaking on its part herein contained: (a) The Authority has the right, power and authority to execute, deliver and perform its obligations according to this Agreement and all other documents to be executed by the Authority pursuant hereto. The Authority will take all appropriate actions to provide or obtain from the City Council or other entities the required approvals in order to complete the transaction contemplated according to this Agreement. The Authority assures the Redeveloper that the individuals who execute this Agreement and all other documents executed by the Authority or on behalf of the Authority are duly authorized to sign the same on behalf of the Authority and to bind the Authority thereto. (b) The Project is a "redevelopment project" within the meaning of the Act and was created, adopted and approved in accordance with the terms of the Act. (c) The Tax Increment District is a "redevelopment tax increment financing district ", which was created, adopted, certified and approved pursuant to the Tax Increment Act. (d) Subject to satisfaction of the terms and conditions of this Agreement, the Authority will convey the Redevelopment Property to the Redeveloper for development in accordance with the terms of this Aereement. (e) Neither the Authority, nor, to the best of the Authority's knowledge, any entity or person has, at any time (i) "released" or actively or passively consented to the "release" or "threatened release" of any Hazardous Substance (as defined below) on or under or that would affect the environmental condition of the Redevelopment Property; or (ii) taken any action in "response" to a "release" in connection with the Redevelopment Property; or (iii) otherwise engaged in any activity or omitted to take any action which could subject the Authority or Redeveloper to claims for intentional or negligent torts, strict or absolute liability, either pursuant to statute or common law, in connection with Hazardous Substances (as defined below) located in or on the Redevelopment Property, including the generating, transporting, treating, storage, or manufacture of any Hazardous Substance (as defined below) . The terms set within quotation marks above shall have the meaning given to them in the Comprehensive Environmental Response and Liability Act, 42 U.S.C. 5 9601 et seq., as amended (" CERCLA") and any state environmental laws. "Hazardous Substances" means hazardous waste, toxic substances, formaldehyde, urea, polychlorinated, biphenyls, asbestos, petroleum, natural gas, synthetic gas usable as fuel or mixtures thereof, any materials related to any of the foregoing, and substances defined as "hazardous substances ", "toxic substances ", "hazardous waste", "pollutant ", or "contaminant" in CERCLA 42 U. S.C. 0 9601 et seg., the Resource Conservation and Recovery Act as amended, the Hazardous Materials Transportation Act, 49 U.S.C. 4 1801 et seq., the Clean Water Act, 33 U.S.C. S 1251 et seg., any state laws regarding environmental matters, or any regulations promulgated pursuant to any of the foregoing statutes. JBD65715 CE130 -31 "Redeveloper" means Bloomberg Companies Incorporated, a Minnesota ....... ............................... corporation, or its successors and assigns. "Redevelopment Property" means the real property, a legal description of which property is contained on the attached Schedule A. "Redevelopment Plan" means the plan for the Downtown Chanhassen Redevelopment Area as amended as of the date of this Agreement. "Tax Increment" means that portion of the real property taxes paid with respect to the Tax Increment District which is remitted to the Authority as tax increment pursuant to the Tax Increment Act. "Tax Increment Act" means Minnesota Statutes, Sections 469.174 -.179, as the same may be amended from time to time. "Tax Increment District" means the Authority's Tax Increment District for the Downtown Chanhassen Redevelopment Area as amended as of the date of this Agreement. "Termination Date" means the date when the Authority has paid the full amount due under the terms of this Agreement and the Limited Revenue Tax Increment Note. "Tax Official" means any city or county assessor; county auditor; city, county or state board of equalization, the commissioner of revenue of the state, any state or federal district court, the tax court of the state, or the State Supreme Court. "Unavoidable Delays" means delays which are the direct result of acts of God, unforeseen adverse weather conditions, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action causes delays, acts of any federal, state or local governmental unit (other than the Authority in enforcing its rights under this Agreement), Authority defaults as to the Redeveloper's delays, Redeveloper defaults as to the Authority's delays, or other matters which are not within the control of the Redeveloper as to the Redeveloper's delays or not within the control of the Authority as to the Authority's delays. JBD65715 CH130 -31 4 EXHIBIT B Description of Redevelopment Property Redevelopment Property: [to be supplied prior to execution] JBD65715 CH130 -31 D -5 EXHIBIT A Scheduled Payment Dates and Amounts of Scheduled Payments 'Scheduled payments are to be made up to these amounts but only from Available Tax Increment. JBD65715 CH130 -31 D -4 Special Assessment Scheduled Scheduled Write -Off Payment Dates Payments2 Amount December 31, 1995 $ - - -- $ - - -- December 31, 1996 $ 3,711 $ 11,787 December 31, 1997 $ 3,711 $ 11,787 December 31, 1998 $ 3,710 $ 11,787 'Scheduled payments are to be made up to these amounts but only from Available Tax Increment. JBD65715 CH130 -31 D -4 hereon from any funds except the Available Tax Increment, and then only to the extent and in the manner herein specified. Bloomberg shall never have or be deemed to have the right to compel any exercise of any taxing power of the Authority or the City of Chanhassen or of any other public body, and neither the Authority or the City of Chanhassen nor any director, commissioner, council member, board member, officer, employee or agent of the Authority or the City of Chanhassen, nor any person executing or registering this Note shall be liable personally hereon by reason of the issuance or registration hereof or otherwise. This Note shall not be transferable or assignable, in whole or in part, by Bloomberg without the prior written consent of the Authority. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things required by the Constitution and laws of the State of Minnesota to be done, to have happened, and to be performed precedent to and in the issuance of this Note have been done, have happened, and have been performed in regular and due form, time, and manner as required by law; and that this Note, together with all other indebtedness of the Authority or the City of Chanhassen outstanding on the date hereof and on the date of its actual issuance and delivery, does not cause the indebtedness of the Authority or the City of Chanhassen to exceed any constitutional or statutory limitation thereon. IN WITNESS WHEREOF, the Board of Commissioners of the Housing and Redevelopment Authority in and for the City of Chanhassen has caused this Note to be executed by the manual signatures of the Chairman and the Executive Director of the Authority and has caused this Note to be dated as of Chairperson Executive Director JBD65715 CH130 -31 D -3 (i) $11,787 special assessments according to the attached schedule and (ii) any payment made to make payments to Bloomberg previously due hereunder, and (iii) any amounts used to pay any amount pledged for the payment of tax increment general obligation bonds issued by the City prior to the date hereof. (iv) any amounts needed to make payments to a school district pursuant to Minnesota Statutes, § 469.177, subd. 10. For the purposes of this Note, "Tax Increment" means the portion of the real property taxes generated with respect to the said Redevelopment Property and Minimum Improvements which is remitted to the Authority commencing in 1994, as Tax Increment pursuant to Minnesota Statutes § 469.174- 469.179. For purposes of this Note, a "Payment Date" shall mean each of the Scheduled Payment Dates set forth on Exhibit A attached hereto, and each additional Payment Date required in connection with any extension of the term of this Note as set forth below, because of changes made in Minnesota Statutes §§ 469.174- 469.179. Notwithstanding anything to the contrary in this Note, on each of the Payment Dates, the Authority shall pay to Bloomberg all of the Available Tax Increment up to the amount of the Scheduled Payment; but in no event shall the aggregate of all such payments be in excess of $11,132. To the extent that on any Payment Date the Authority is unable to make a payment from Available Tax Increment at equal to the Scheduled Payment due on such date as a result of having received, as of such date, insufficient Available Tax Increment, such failure shall not constitute a default under this Note and, except as provided below, the Authority shall have no obligation under this Note, or otherwise, to subsequently pay any such deficiency. If, and only if, on any Payment Date there is insufficient Available Tax Increment to make the Scheduled Payment due on such date and such insufficiency is a result of changes made in Minnesota Statutes §§ 469.174- 469.179 subsequent to the date of the Contract for Private Redevelopment dated between the Authority and Bloomberg (the "Redevelopment Contract "), the amount of such deficiency in the Scheduled Payment shall be deferred and shall be paid on the next Payment Date on which the Authority has Available Tax Increment in excess of the amount necessary to make the Scheduled Payment due on such Payment Date, and if such deficiency has not been paid in full by the final Scheduled Payment Date set forth on Exhibit A attached hereto, then the term of this Note shall be extended to include additional successive Payment Dates on which any Available Tax Increment will be applied to the payment of such accrued and unpaid deficiencies in the Scheduled Payments to be made hereunder. In no case, however, shall the term of this Note and the Authority's obligation to make payments hereunder, extend beyond the last date upon which the Authority receives tax increment based upon construction of the Minimum Improvements or the expiration of the Tax Increment District (December 31, 2000), whichever comes first. This Note shall not be payable from or constitute a charge upon any funds of the Authority or the City of Chanhassen, and the Authority shall not be subject to any liability hereon or be deemed to have obligated itself to pay JBD65715 CB130 -31 D -2 SCHEDULE D 11,132 UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN LIMITED REVENUE TAX INCREMENT NOTE The Housing and Redevelopment Authority in and for the City of Chanhassen (the "Authority "), hereby acknowledges itself to be indebted and, for value received, promises to pay to the order of Bloomberg Companies i7ahti pti0 "U.di a Minnesota corporation, or its assigns, ( "Bloomberg "), solely from the Available Tax Increment generated by the Redevelopment Property and Minimum Improvements, to the extent and in the manner hereinafter provided, the principal amount of this Note, being Eleven Thousand One Hundred Thirty -two Dollars ($11,132) , on the Payment Dates (as hereinafter defined) or such greater amount, if any, which the Authority is required to pay in accordance with the terms of this Note. Each payment on this Note is payable in any coin or currency of the United States of America which on the date of such payment is legal tender for public and private debts and shall be made by check or draft made payable to Bloomberg and mailed to Bloomberg at its postal address within the United States which shall be designated from time to time by Bloomberg. The Note is a special and limited obligation and not a general obligation of the Authority, which has been issued by the Authority to aid in financing a "project ", as defined in Minnesota Statutes Section 469.174, of the Authority consisting generally of defraying certain capital and administration costs incurred and to be incurred by the Authority within and for the benefit of its Redevelopment Project (the "Project ") , and Tax Increment Financing District (the "District ") . EXCEPT AS TO THE OBLIGATION TO MAKE PAYMENTS FROM TAX INCREMENT, THE NOTE IS NOT A DEBT OF THE AUTHORITY, THE CITY OF CHANHASSEN, OR THE STATE OF MINNESOTA (THE "STATE "), AND NEITHER THE AUTHORITY, THE CITY OF CHANHASSEN, THE STATE NOR ANY POLITICAL SUBDIVISION THEREOF SHALL BE LIABLE ON THE NOTE, NOR SHALL THE NOTE BE PAYABLE OUT OF ANY FUNDS OR PROPERTIES OTHER THAN AVAILABLE TAX INCREMENT, AS DEFINED BELOW. Any payments on this Note which are due on any Payment Date shall be payable solely from and only to the extent that the Authority shall have received as of such Payment Date "Available Tax Increment." For the purpose of this Note, "Available Tax Increment" means any Tax Increment received during the twelve (12) month period preceding a Payment Date, after deducting therefrom the following amounts: JBD65715 CE130 -31 D -1 SCHEDULE C [Blank] JBD65715 CH130 -31 L'' -1 ATTACHMENT B Section 469.177, Subd. 8. Assessment agreements. An authority may, upon entering into a development or redevelopment agreement pursuant to section 469.176, subdivision 5, enter into a written assessment agreement in recordable form with the developer or redeveloper of property within the tax increment financing district which establishes a minimum market value of the land and completed improvements to be constructed thereon until a specified termination date, which date shall be not later than the date upon which tax increment will no longer be remitted to the authority pursuant to section 469.176, subdivision 1. The assessment agreement shall be presented to the county assessor, or city assessor having the powers of the county assessor, of the jurisdiction in which the tax increment financing district is located. The assessor shall review the plans and specifications for the improvements to be constructed, review the market value previously assigned to the land upon which the improvements are to be constructed and, so long as the minimum market value contained in the assessment agreement appears, in the judgment of the assessor, to be a reasonable estimate, shall execute the following certification upon such agreement: The undersigned assessor, being legally responsible for the assessment of the above - described property upon completion of the improvements to be constructed thereon, hereby certifies that the market value assigned to such land and improvements upon completion shall not be less than $ Upon transfer of title of the land to be developed or redeveloped from the authority to the developer or redeveloper, such assessment agreement, together with a copy of this subdivision, shall be filed for record and recorded in the office of the county recorder or filed in the office of the registrar of titles of the county where the real estate or any part thereof is situated. Upon completion of the improvements by the developer or redeveloper, the assessor shall value the property pursuant to section 273.11, except that the market value assigned thereto shall not be less than the minimum market value contained in the assessment agreement. Nothing herein shall limit the discretion of the assessor to assign a market value to the property in excess of the minimum market value contained in the assessment agreement nor prohibit the developer or redeveloper from seeking, through the exercise of administrative and legal remedies, a reduction in market value for property tax purposes; provided, however, that the developer or redevel- oper shall not seek, nor shall the city assessor, the county assessor, the county auditor, any board of review, any board of equalization, the commissioner of revenue or any court of this state grant a reduction of the market value below the minimum market value contained in the assessment agreement during the term of the agreement filed of record regardless of actual market values which may result from incomplete construction of improvements, destruction or diminution by any cause, insured or uninsured, except in the case of acquisition or reacquisition of the property by a public entity. Recording or filing of an assessment agreement complying with the terms of this subdivision shall constitute notice of the agreement to any subsequent purchaser or encumbrancer of the land or any part thereof, whether voluntary or involuntary, and shall be binding upon them. JED65715 CH130 -31 B-5 ATTACHMENT A Legal Description of Land Redevelopment Property: [To be supplied prior to execution. ] JBD65715 CH130 -31 g -4 CERTIFICATION BY COUNTY ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the minimum market value assigned to the land upon which the improvements are to be constructed, and being of the opinion that the minimum market value contained in the foregoing Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the above described property, hereby certifies that the minimum market value assigned to such land and improvements commencing on December 31, A100. (to be calculated on January 2, �199T) shall not be less than Four Hundred Fift Thousand Dollars ($A 150,p0U) until termination of this Agreement. Assessor for the Carver County, Minnesota STATE OF MINNESOTA ) ) as COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of _, by the County Assessor for Carver County, Minnesota. Notary Public JBD65715 CH130 -31 B-3 HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN By— Its By— Its BLOOMBERG COMPANIES By— Its By— Its STATE OF MINNESOTA ) ss COUNTY OF ) The foregoing instrument was acknowledged before me this _ day of 199 , by and , the and respectively, of the Housing and Redevelopment Authority in and for the City of Chanhassen, a Minnesota public body corporate and politic, on behalf of the Authority. Notary Public STATE OF MINNESOTA ) ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this day of , A1996, by of Bloomberg Companies Incerrporat -d, a Minnesota corporation. Notary Public JBD65715 CE130 -31 B-2 MEMORANDUM CITY OF 3 CHANHASSEN 690 COULTER DRIVE • P.O. BOX 147 • CHANHASSEN, MINNESOTA 55317 (612) 937 -1900 • FAX (612) 937 -5739 TO: Housing & Redevelopment Authority FROM: Todd Gerhardt, Assistant Executive Director DATE: March 29, 1996 SUBJ: Consider Approval of Private Redevelopment Agreement with Market Square Associates Limited Partnership Attached for the HRA's consideration is a Private Redevelopment Agreement between the HRA and Market Square Limited Associates Limited Partnership (see Attachment 1). The HRA reviewed the site plan at the last meeting and the city council approved it on March 25, 1996. The development is approximately 8,300 sq. ft. of office /retail and is the last phase of the Market Square Development (see Attachment 2). The outstanding specials for both Lots 2 and 3 total $52,299.85. The estimated annual taxes generated by this development are $41,884 (see Attachment 3). Based on the HRA's current program of 1.5 years worth of taxes, the development would create enough tax increment to pay off the specials: Specials $52,249.85 1.5 yrs. x $45,288 $62,826.00 Remaining Increment $10,576.15 RECOMMENDATION Staff recommends approval of the Private Redevelopment Agreement with Market Square Associates Limited Partnership and their request for $52,249.85 in special assessment assistance and establishing a minimum market value of $650,000. ATTACHMENTS 1. Private Redevelopment Agreement 2. Site Plan 3. Estimated Taxes March 29, 1996 CONTRACT FOR PRIVATE REDEVELOPMENT BY AND BETWEEN THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN AND MARKET SQUARE ASSOCIATES LIMITED PARTNERSHIP , 1996 This document was drafted by: Kennedy & Graven, Chartered (JB D) 470 Pillsbury Center Minneapolis, MN 55402 JBD102323 CH130 -58 TABLE OF CONTENTS ARTICLE I Definitions Section 1.1. Definitions 3 . . 9 ARTICLE II Real Property Taxes; Special Assessments . . . . . . . . Representations and Warranties Section 2.1. Representations by the Authority . . . . . . . . . . . . . . 5 Section 2.2. Representations by the Redeveloper . . . . . . . . . . . . . 6 Receipt of Tax Increment; Proof of Payment . . . . . . . ARTICLE III Sale and Purchase of Land Section 3.1. Acquisition of Redevelopment Property . . . . . . . . . . . 7 Section 3.2. Taxes and Special Assessments . . . . . . . . . . . . . . . . 7 Section 3.3. Assessment Agreement . . . . . . . . . . . . . . . . . . . . . 7 ARTICLE IV Public Assistance Section 4.1. Construction of the Minimum Improvements . . . . . . . . . 8 Section 4.2. Form of Public Assistance . . . . . . . . . . . . . . . . . . . 8 ARTICLE V Tax Increment Section 5.1. Tax Increment Certification . . . . . . . . . . . . . . . . . . 9 Section 5.2. Real Property Taxes; Special Assessments . . . . . . . . . . 9 Section 5.3. Real Property Assessment . . . . . . . . . . . . . . . 9 Section 5.4. Receipt of Tax Increment; Proof of Payment . . . . . . . . . 9 ARTICLE VI Additional Provisions Section 6.1. Equal Employment Opportunity . . . . . . . . . . . . . . . . 10 Section 6.2. Restrictions on Use . . . . . . . . . . . . . . . . . . . 10 Section 6.3. Provisions Not Merged With Deed . . . . . . . . . . . . . . . 10 Section 6.4. Notices and Demands . . . . . . . . . . . . . . . . . . . . 10 Section 6.5. Disclaimer of Relationships . . . . . . . . . . . . . . . . . . 10 Section 6.6. Covenants Running with the Land . . . . . . . . . . . . . . 10 Section 6.7. Modifications . . . . . . . . . . . . . . . . . . . . . . . . . . 10 Section 6.8. Counterparts . . . . . . . . . . . . . . . . . . . . . . . . . . 10 SIGNATURES TESTIMONIALS SCHEDULE A REDEVELOPMENT PROPERTY LEGAL DESCRIPTION SCHEDULE B ASSESSMENT AGREEMENT AND ASSESSOR'S CERTIFICATION SCHEDULE C [Blank] SCHEDULE D [Blank] SCHEDULE E PRELIMINARY PLANS JBD102323 CH130 -58 1 CONTRACT FOR PRIVATE REDEVELOPMENT THIS AGREEMENT, made on or as of the day of 1994, by and between THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN (hereinafter referred to as the "Authority ") and MARKET SQUARE ASSOCIATES LIMITED PARTNERSHIP, a Minnesota limited partnership (hereinafter referred to as the "Redeveloper "), WITNESSETH: WHEREAS, the Authoritywas created pursuant to Minnesota Statutes, Sections 469.001 -.047 (the "Act ") and was authorized to transact business and exercise its powers by a resolution of the City Council of the City of Chanhassen (hereinafter the "City ") pursuant to Section 469.003 (formerly Section 462.425) of the Act; and WHEREAS, in furtherance of the objectives of the Act, the Authority has engaged in carrying out a redevelopment project known as the Redevelopment Plan for the Downtown Chanhassen Redevelopment Area (hereinafter referred to as the "Project ") in an area (hereinafter referred to as the "Project Area ") located in the City; and WHEREAS, as of the date of this Agreement there has been prepared and approved by the Authority and the City Council of the City a redevelopment plan for the project (which Plan is hereinafter referred to as the "Redevelopment Plan ") ; and WHEREAS, in order to finance, in part, the public redevelopment costs of the Project the Authority and City have the created Tax Increment District for the Downtown Chanhassen Redevelopment Area (the "Tax Increment District "); and WHEREAS, there has been presented by the Redeveloper to the City and the Authority for their consideration a proposal for the development of a restaurant facility within the Project on property located within the Tax Increment District; and WHEREAS, the Authority has reviewed the Redeveloper's development proposal and has determined that such proposal if completed would serve to accomplish the goals and objectives for which the Project and the Tax Increment District were created; and WHEREAS, in order to achieve the objectives of the Redevelopment Plan the Authority has determined to provide aid and assistance to the Redevelopment Property in the form of special assessment reduction assistance. WHEREAS, the Authority intends to fund the redevelopment costs by using tax increments generated from the Redevelopment Property and the improvements to be constructed thereon; and WHEREAS, the Authority believes that the redevelopment of the Project Area pursuant to this Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable state and local laws and requirements under which the Project has been undertaken and is being assisted. JBD102323 CH130 -58 NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: JBD102323 CH130 -58 ARTICLE I Definitions Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the context: "Act" means Minnesota Statutes, Sections 469.001- 469.047 (formerly Municipal Housing and Redevelopment Act, Minnesota Statutes, Sections 462.411- 462.711) , as amended. "Agreement" means this Agreement, as the same may be from time to time modified, amended, or supplemented. "Assessed Market Value" or "Assessed Market Valuation" means the market value of real property as determined by the county assessor of the county in accordance with Minnesota Statutes, Section 273.11 (or as finally adjusted by the assessor, board of equalization, commissioner of revenue, or any court). "Authority" means the Housing and Redevelopment Authority in and for the City of Chanhassen, or any successor or assignee. "Available Tax Increment" means tax increment received by the Authority during any calendar year beginning with 1997 and ending with 1999 after deducting therefrom the following amounts: (i) any payments needed to make a special assessment payment previously due hereunder; (ii) any amounts used to pay any amount pledged for the payment of the tax increment general obligation bonds issued by the City prior to the date hereof; (iii) any amounts needed to make payments to a school district pursuant to Minnesota Statutes Section 469.117, subd. 10; "City" means the City of Chanhassen, a Minnesota municipal corporation and statutory city according to the laws of the State of Minnesota. "Construction Plans" means the plans, specifications, drawings and related documents on the construction work to be performed by the Redeveloper on the Redevelopment Property which shall be at least as detailed as the plans required to be submitted to the building inspector of the City. "Minimum Improvements" means the improvements described in the Preliminary Plans containing a restaurant facility of approximately square feet. "Preliminary Plans" means those plan sheets and other descriptive material which are identified in the attached Schedule E. "Project" means Redevelopment Plan for the Downtown Chanhassen Redevelopment Area. JBD102323 CH130 -58 R "Project Area" means the real property located within the boundaries of the Project. "Redeveloper" means Market Square Associates Limited Partnership, a Minnesota limited partnership, or its successors and assigns. "Redevelopment Property" means the real property, a legal description of which property is contained on the attached Schedule A. "Redevelopment Plan" means the plan for the Downtown Chanhassen Redevelopment Area as amended as of the date of this Agreement. "Tax Increment" means that portion of the real property taxes paid with respect to the Tax Increment District which is remitted to the Authority as tax increment pursuant to the Tax Increment Act. "Tax Increment Act" means Minnesota Statutes, Sections 469.174 -.179, as the same may be amended from time to time. "Tax Increment District" means the Authority's Tax Increment District for the Downtown Chanhassen Redevelopment Area as amended as of the date of this Agreement. "Termination Date" means the date when the Authority has paid the full amount due under the terms of this Agreement and the Limited Revenue Tax Increment Note. "Tax Official" means any city or county assessor; county auditor; city, county or state board of equalization, the commissioner of revenue of the state, any state or federal district court, the tax court of the state, or the State Supreme Court. "Unavoidable Delays" means delays which are the direct result of acts of God, unforeseen adverse weather conditions, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action causes delays, acts of any federal, state or local governmental unit (other than the Authority in enforcing its rights under this Agreement), Authority defaults as to the Redeveloper's delays, Redeveloper defaults as to the Authority's delays, or other matters which are not within the control of the Redeveloper as to the Redeveloper's delays or not within the control of the Authority as to the Authority's delays. JBD102323 CH130 -58 A ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority. The Authority makes the following representations as the basis for the undertaking on its part herein contained: (a) The Authority has the right, power and authority to execute, deliver and perform its obligations according to this Agreement and all other documents to be executed by the Authority pursuant hereto. The Authority will take all appropriate actions to provide or obtain from the City Council or other entities the required approvals in order to complete the transaction contemplated according to this Agreement. The Authority assures the Redeveloper that the individuals who execute this Agreement and all other documents executed by the Authority or on behalf of the Authority are duly authorized to sign the same on behalf of the Authority and to bind the Authority thereto. (b) The Project is a "redevelopment project" within the meaning of the Act and was created, adopted and approved in accordance with the terms of the Act. (c) The Tax Increment District is a "redevelopment tax increment financing district ", which was created, adopted, certified and approved pursuant to the Tax Increment Act. (d) Subject to satisfaction of the terms and conditions of this Agreement, the Authority will convey the Redevelopment Property to the Redeveloper for development in accordance with the terms of this Agreement. (e) Neither the Authority, nor, to the best of the Authority's knowledge, any entity or person has, at any time (i) "released" or actively or passively consented to the "release" or "threatened release" of any Hazardous Substance (as defined below) on or under or that would affect the environmental condition of the Redevelopment Property; or (ii) taken any action in "response" to a "release" in connection with the Redevelopment Property; or (iii) otherwise engaged in any activity or omitted to take any action which could subject the Authority or Redeveloper to claims for intentional or negligent torts, strict or absolute liability, either pursuant to statute or common law, in connection with Hazardous Substances (as defined below) located in or on the Redevelopment Property, including the generating, transporting, treating, storage, or manufacture of any Hazardous Substance (as defined below) . The terms set within quotation marks above shall have the meaning given to them in the Comprehensive Environmental Response and Liability Act, 42 U.S.C. 4 9601 et seq., as amended ("CERCLA") and any state environmental laws. "Hazardous Substances" means hazardous waste, toxic substances, formaldehyde, urea, polychlorinated, biphenyls, asbestos, petroleum, natural gas, synthetic gas usable as fuel or mixtures thereof, any materials related to any of the foregoing, and substances defined as "hazardous substances ", "toxic substances ", "hazardous waste", "pollutant ", or "contaminant" in CERCLA 42 U. S. C. 4 9601 et seg. , the Resource Conservation and Recovery Act as amended, the Hazardous Materials Transportation Act, 49 U.S.C. 4 1801 et seg., the Clean Water Act, 33 U.S.C. 3 1251 et seq., any state laws regarding environmental matters, or any regulations promulgated pursuant to any of the foregoing statutes. JBD102323 CB130 -58 Section 2.2. Representations by the Redeveloper. The Redeveloper represents that: (a) The Redeveloper has the right, power and authority to execute, deliver and perform its obligations according to this Agreement. (b) If the Redeveloper, constructs the Minimum Improvements on the Redevelopment Property, it will do so in accordance with the terms of this Agreement, the Redevelopment Plan and all local, state and federal laws and zoning, building code and public health laws and regulations. (c) If constructed, the Minimum Improvements will have a market value of not less than $650,000 inclusive of the value of the Redevelopment Property. (d) The Redeveloper has received no notice or communication from any local, state or federal official that the activities of the Redeveloper or the Authority in the Project Area may be or will be in violation of any environmental law or regulation. The Redeveloper is aware of no facts the existence of which would cause it to be in violation of any local, state or federal environmental law, regulation or review procedure. In the event that the Authority is required to take any action to obtain any necessary permits or approvals with respect to the Redevelopment Property under any local, state or federal environmental law or regulation, the Redeveloper will cooperate with the Authority in connection with such action. (e) If the Redeveloper constructs the Minimum Improvements, it will do so in accordance with all applicable local, state or federal energy conservation laws or regulations. (f) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement or instrument of any evidences of indebtedness, agreement or instrument of whatever nature to which the Redeveloper is now a party or by which it is bound, or constitutes a default under any of the foregoing. (g) Redeveloper certificate, statement or Redevelopment Property. JBD102323 CH130 -58 agrees to provide the Authority with the appropriate deed provision relating to any wells located on the ARTICLE III Acquisition and Conveyance of Property Section 3.1. Acquisition of Redevelopment Property. The Redeveloper represents that it has as of the f this Agreemen date ot obtained title to or options to acquire title to the Redevelopment Property. Section 3.2. Taxes and Special Assessments. Redeveloper shall pay all taxes and installments of special assessments due and payable with respect to the Redevelopment Property. Redeveloper shall pay all installments of taxes and special assessments due and payable in the year of Closing; and shall be reimbursed by the Authority for payment of such special assessment installments. Installments of special assessments due and payable in future years shall be responsibility of Redeveloper, but shall be reduced or eliminated in accordance with Section 4.2(b) . Section 3.3. Assessment Agreement. At Closing, and as a precondition to the Authority's obligations, the parties shall execute an Assessment Agreement and Assessor's Certification in substantially the form of the attached Schedule B. At the time of execution, the instrument must have been executed by the county assessor. Subsequent to execution by the parties, the instrument shall be recorded as provided for in the instrument. JBD102323 CH130 -58 ARTICL'$ IV Public Assistance Section 4.1. Construction of the Minimum Im rovement agrees Subject to the to the and conditions of this Agreement, the Redeveloper rovements on the Redevelopment Property and if it constructs the Minimum ImP. accordance with so in Should the Redeveloper Property) onstruc t he M nimum improver ents the agrees tolmaintann, subject to reasonable wear and preserve and keep the in good repair and condition, m tear and casualty Thee Redeveloper Notwithstanding obligation to tconstru t the set this Agreement, Improvements. The Construction Plans must ved by the Authority m to the Preliminary Plans unless such nonconformity is app Y Section 4.2. Form of Public Assistance. In order to facilitate the financial feasibility of the redevelopment of the Redevelopment Property and in consideration for the Redeveloper's fulfillment of its covenants and obligations under this de to the Redeveloper a payment of special Agreement, the Authority will p rovi assessments from the tax increments. The public assistance will be payable by the Authority as indicated below. (a) Special Assessment Write- Off. The Authority agrees to pro vide awrite- public pedal improvements sses�in the amount of Fifty Two 1Thousd nd Two Hundred Fo rty-Nine Dollars and Eighty -five Cents ($52,249.85). The write -off of special assessments increment is to be achieved by the Authority's collection of the total pan {ion they oft p y generated by the Redevelopment Property and withholding a p from remitted for tlie special assessment write-off. Tax increment the Redevelopment Property for the years 1998, 1999 and 2000 inclusi to shall first be allocated to the Write -Off in the amount of Seventeen Thousand Four Hundred Sixteen Dollars and Sixty -two Cents ($17,416.62) per year. In any year, commencing with the year 1998 and ending in the year 2000, in which the tax increment is not greater than or equal to Seventeen Hundred Sixteen Dollars and Sixty -two Cents ($17,416.62) , the Redeveloper agrees nd Seventeen to pay the difference between the actual tax increment amount a Thousand Four Hundred Sixteen Dollars and Sixty -two Cents ($17,416.62) o the Authority as a deficiency within thirty (30) days of receipt of written notice from the Authority. JBD102323 8 CB130 -58 ARTICLE V Tax Increment Section 5.1. Tax Increment Certification. The Authority has established the Tax Increment District pursuant to the Tax Increment Act. Section 5.2. Real Property Taxes Special Assessments. The Redeveloper shall pay, suspect to the provisions in Section 4.2, all ad valorem taxes and special assessments on the Redevelopment Property which are payable subsequent to 1996. For the years 1996 through 2000 inclusive, this obligation shall also be a partnership obligation of the Redeveloper which shall continue for those years even if the Redeveloper sells the Redevelopment Property, unless the Redeveloper is released of its obligations under this Agreement. Section 5.3. Real Property Assessment. The Redeveloper shall not cause the Redevelopment Property to be removed from the public tax rolls or to become exempt from assessment for general real estate taxes by reason of any conveyance, lease, abatement or other action until the Termination Date. JBD102323 CB130 -5B ARTICLE VI Additional Provisions Section 6.1. Equal Employment Opportunity. The Redeveloper, for itself and its successors and assigns, agrees that in the event the Minimum Improvements are constructed as provided for in the Agreement, it will comply with all applicable federal, state and local equal employment and nondiscrimination laws and regulations. Section 6.2. Restrictions on Use. The Redeveloper agrees for itself, and its successors and assigns, and every successor in interest to the Redevelopment Property, or any part thereof, that the Redeveloper, and such successors and assigns, shall devote the Redevelopment Property to, and only to and in accordance with, the land use regulations of the City of Chanhassen. Section 6.3. Provisions Not Merced With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Redevelopment Property. Section 6.4. Notices and Demands. Except as otherwise expressly provided in this Agreement, a notice, demand, or other communication under the Agreement or the Redevelopment Deed by either party to the other shall be sufficiently given or delivered only if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally; and (a) in the case of the Redeveloper, is addressed to or delivered personally to the Redeveloper at and (b) in the case of the Authority, is addressed to or delivered personally to the Authority at 690 Coulter Drive, Box 147, Chanhassen, Minnesota 55317, or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Section 6.5. Disclaimer of Relationships. The Redeveloper acknowledges that nothing contained in this Agreement nor any act by the Authority or the Redeveloper shall be deemed or construed by the Redeveloper or by any third person to create any relationship of third -party beneficiary, principal and agent, limited or general partner, or joint venture between the Authority and the Redeveloper. Section 6.6. Covenants Running with the Land. The terms and provisions of this Agreement shall be deemed to be covenants running with the Redevelopment Property and shall be binding upon any successors or assigns of the Redeveloper and any future owners or encumbrances of the Redevelopment Property. Section 6.7. Modifications. This Agreement may be modified solely through written amendments hereto executed by the Redeveloper and the Authority. Section 6.8. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. J D102323 CH130 -58 10 Section 6.9. Wage and Job Covenants. (a) By no later than two years after the first date on which the Redeveloper receives any payment pursuant to Section 4.2, there shall have been created on the Redevelopment Property at least _ new jobs and the gross annual wages for all such employees shall be no less than $ . Until it is established that Redeveloper has attained those goals, the Redeveloper shall annually submit to the City a written report each year after completion of the Minimum Improvements describing employment and wages in sufficient detail to enable the City to determined compliance with this Section. (b) If the Redeveloper fails to meet the job and wage levels described on yment paragraph (a) at least once during the two year period following the fir en ma d to it of tax increment, the Redeveloper shall repay the City, upon wr from the City, any payments made to the Redeveloper under Section 4.2 or Section 4.3. Nothing in this Section shall be construed to limit the City's other remedies hereunder. IN WITNESS WHEREOF, the Authority has caused this Agreement to be executed in its corporate name by its duly authorized officers and sealed with its corporate seal; and the Redeveloper has caused this Agreement to be executed in its corporate name as of the date first above written. (SEAL) STATE OF MINNESOTA ) ) ss. COUNTY OF CARVER ) THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN, MINNESOTA By: Its Chairperson And Its Executive Director On this day of , 1996, before me, a Notary Public within and for said county, appeared and to me personally known, who being by me duly sworn, did say that they are respectively the Chairperson and Executive Director of The Housing and Redevelopment Authority in and for the City of Chanhassen, Minnesota, a public body, corporate and politic, known as the Housing and Chanhassen, under the laws of he State of Minnesota, t lon behalf of the Housing and Redevelopment Authority. Notary Public JBD102323 11 CB130 -58 REDEVELOPER: MARKET SQUARE ASSOCIATES LIMITED PARTNERSHIP By: STATE OF MINNESOTA ) ) ss. COUNTY OF CARVER ) The foregoing instrument was acknowledged before me this day of , 1996, by , the of Market Square Associates Limited Partnership, a Minnesota limited partnership, on behalf of the partnership. Notary Public JBD102323 CH130 -58 12 SCHEDULE A to CONTRACT FOR PRIVATE REDEVELOPMENT REDEVELOPMENT PROPERTY LEGAL DESCRIPTION: Lots 2 and 3, Market Square, Carver County, according to the recorded plat thereof. JBD102323 CH130 -58 A -1 SCHEDULE B ASSESSMENT AGREEMENT and ASSESSOR'S CERTIFICATION By and among HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN and MARKET SQUARE ASSOCIATES LIMITED PARTNERSHIP This Document was drafted by: KENNEDY & GRAVEN, CHARTERED (JBD) 470 Pillsbury Center Minneapolis, Minnesota 55402 JBD102323 CH130 -58 THIS AGREEMENT, dated as of this day of , 1996, by and between the HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN, a Minnesota public body corporate and politic (the "Authority") and MARKET SQUARE ASSOCIATES LIMITED PARTNERSHIP, a Minnesota limited partnership (the "Redeveloper "). WITNESSETH, that WHEREAS, on or before the date hereof the Authority and Redeveloper have entered into a Contract for Private Redevelopment (the "Contract ") regarding certain real property located in the County of Carver, pursuant to which the Authority is to acquire certain property, hereinafter referred to as the Redevelopment Property and legally described in Attachment A hereto; and WHEREAS, it is contemplated that pursuant to said Contract the Redeveloper will construct a square foot office - retail facility upon the Redevelopment Property; and WHEREAS, the Authority and Redeveloper desire to establish a minimum market value for said land and the improvements to be constructed thereon, pursuant to Minnesota Statutes Section 469.177, Subdivision 8; and WHEREAS, the Authority and the County Assessor for Carver County, have reviewed the preliminary plans and specifications for the improvements which it is contemplated will be erected; NOW, THEREFORE, the parties to this Agreement, in consideration of the promises, covenants and agreements made by each to the other, do hereby agree as follows: 1. The minimum market value which shall be assessed for the land described in Attachment A, with the Minimum Improvements constructed thereon shall upon substantial completion be not less than $650,000. The parties to this Agreement expect that the construction of the above - referenced improvements will be entirely completed on or before December 31, 1996. 2. The minimum market value herein established remains in full force and effect until the earlier of: i) December 31, 2000; or ii) the date on which the Authority is no longer entitled to receive tax increment with respect to the Tax Increment District for the Downtown Chanhassen Redevelopment Area, at which time this Agreement shall terminate. 3. This Agreement shall be promptly recorded by the Redeveloper with a copy of Minnesota Statutes Section 469.177, Subdivision 8, set forth in Attachment B hereto. The Redeveloper shall pay all costs of recording. 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the Contract between the Authority and the Redeveloper. 5. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties. JBD102323 HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF CHANHASSEN By— Its By— Its MARKET SQUARE ASSOCIATES LIMITED PARTNERSHIP 0 STATE OF MINNESOTA ) ) ss COUNTY OF ) Its The foregoing instrument was acknowledged before me this _ day of 199_, by and , the and respectively, of the Housing and Redevelopment Authority in and for the City of Chanhassen, a Minnesota public body corporate and politic, on behalf of the Authority. STATE OF MINNESOTA ) Notary Public ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 1994, by , of Market Square Associates Limited Partnership, a Minnesota limited partnership. Notary Public JBD102323 CH130 -58 B -2 CERTIFICATION BY COUNTY ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the minimum market value assigned to the land upon which the improvements are to be constructed, and being of the opinion that the minimum market value contained in the foregoing Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the above described property, hereby certifies that the minimum market value assigned to such land and improvements commencing on December 31, 1996 (to be calculated on January 2, 1997) shall not be less than Seven Hundred Thousand Dollars ($650,000) until termination of this Agreement. Assessor for the Carver County, Minnesota STATE OF MINNESOTA ) ) as COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , by , the County Assessor for Carver County, Minnesota. Notary Public JBD102323 Legal Description of Land Redevelopment Property: ATTACHMENT A Lots 2 and 3, Market Square, Carver County, according to the recorded plat thereof. JBD102323 CH130 -58 B -4 ATTACHMENT B Section 469.177, Subd. 8. Assessment agreements. An authority may, upon entering into a development or redevelopment agreement pursuant to section 469.176, subdivision 5, enter into a written assessment agreement in recordable form with the developer or redeveloper of property within the tax increment financing district which establishes a minimum market value of the land and completed improvements to be constructed thereon until a specified termination date, which date shall be not later than the date upon which tax increment will no longer be remitted to the authority pursuant to section 469.176, subdivision 1. The assessment agreement shall be presented to the county assessor, or city assessor having the powers of the county assessor, of the jurisdiction in which the tax increment financing district is located. The assessor shall review the plans and specifications for the improvements to be constructed, review the market value previously assigned to the land upon which the improvements are to be constructed and, so long as the minimum market value contained in the assessment agreement appears, in the judgment of the assessor, to be a reasonable estimate, shall execute the following certification upon such agreement: The undersigned assessor, being legally responsible for the assessment of the above - described property upon completion of the improvements to be constructed thereon, hereby certifies that the market value assigned to such land and improvements upon completion shall not be less than $ Upon transfer of title of the land to be developed or redeveloped from the authority to the developer or redeveloper, such assessment agreement, together with a copy of this subdivision, shall be filed for record and recorded in the office of the county recorder or filed in the office of the registrar of titles of the county where the real estate or any part thereof is situated. Upon completion of the improvements by the developer or redeveloper, the assessor shall value the property pursuant to section 273. 11, except that the market value assigned thereto shall not be less than the minimum market value contained in the assessment agreement. Nothing herein shall limit the discretion of the assessor to assign a market value to the property in excess of the minimum market value contained in the assessment agreement nor prohibit the developer or redeveloper from seeking, through the exercise of administrative and legal remedies, a reduction in market value for property tax purposes; provided, however, that the developer or redevel- oper shall not seek, nor shall the city assessor, the county assessor, the county auditor, any board of review, any board of equalization, the commissioner of revenue or any court of this state grant a reduction of the market value below the minimum market value contained in the assessment agreement during the term of the agreement filed of record regardless of actual market values which may result from incomplete construction of improvements, destruction or diminution by any cause, insured or uninsured, except in the case of acquisition or reacquisition of the property by a public entity. Recording or filing of an assessment agreement complying with the terms of this subdivision shall constitute notice of the agreement to any subsequent purchaser or encumbrancer of the land or any part thereof, whether voluntary or involuntary, and shall be binding upon them. JBD102323 SCHEDULE C [Blank] JBD102323 CH130 -58 C -1 SCHEDULE D JH0102323 CERTIFICATION BY COUNTY ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the minimum market value assigned to the land upon which the improvements are to be constructed, and being of the opinion that the minimum market value contained in the foregoing Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor,rieT b legally certifies that responsible for the assessment of the above described property, Y minimum market value assigned to such land and improvements commencing on December 31, Hundred Fifty Thousand calculated Thousand Dollars($650,000) until terminat shall n of this Agreement. Assessor for the Carver County, Minnesota STATE OF MINNESOTA ) ) as COUNTY OF HENNEPIN ) before me this day of The foregoing instrument was acknowledged County Assessor for Carver , by County, Minnesota. Notary Public JED102323 B 3 CH130 -58 flab MEEM48 i i� OD � a 4 {�^ .!� ltEI N� a .m .a !!!1 a a , �e41l '411 Ill 1l ®.o a ©f OHER;et Square 3 Partners, Inc. �AMCON _-, Estimated Taxes for Market Square III Lots 2 and 3, Market Square Minimum Market Value $650,000 -$100,000 $550,000 x 4.6% $25,300 3% of first $100,000 of market + 3,000 $28,300 Estimated Tax Capacity x 148% Total Estimated Taxes $41,884 Total Special against the properties are: $52,249.85 MEMORANDUM CITY OF 4 CHANHASSEN 690 COULTER DRIVE • P.O. BOX 147 • CHANHASSEN, MINNESOTA 55317 (612) 937 -1900 • FAX (612) 937 -5739 TO: Housing & Redevelopment Authority FROM: Todd Gerhardt, Assistant Executive Director' DATE: March 29, 1996 SUBJ: Consider Extending Pauly's Lease Mr. Pauly has requested that the HRA consider extending his current lease that ended on March 1, 1996. Mr. Pauly is requesting a extension until August 1, 1996. The HRA granted Mr. Pauly an extension last September until March 1, 1996. The basis staff used in recommending this extension was that Mr. Pauly was going to relocate and be a part of redevelopment of the bowling center area. Before you this evening is the private redevelopment agreement for the Bowling Center area and Mr. Pauly has stated that he is very close to signing a lease to be a part of this development. Based on this information, I have asked Mr. Pauly to make a presentation to the HRA demonstrating the commitment he has made to date as a part of his relocation to this development. If the HRA is convinced that Mr. Pauly is making progress, you should consider extending his lease to July 31, 1996. MWEEN =77 MEMORANDUM CITY OF 5 CHANHASSEN 690 COULTER DRIVE • P.O. BOX 147 • CHANHASSEN, MINNESOTA 55317 (612) 937 -1900 • FAX (612) 937 -5739 TO: Housing & Redevelopment Authority �}{ FROM: Todd Gerhardt, Assistant Executive Director V r- DATE: March 29, 1996 SUBJ: Discussion Regarding the Redevelopment of the Pauly /Pony/Przymus Site Commissioner Bohn has requested that staff place this item on the agenda to discuss future options regarding the redevelopment of the Pauly/Pony/Przymus site. Page: 1 Date: 02/21/96 City of Chanhassen Detail Claims Roster Vend # Invoice # Description Amount Checking Account 1010 HOIKOE - HOISINGTON KOEGLER GROUP 9569 AVR WETLANDS 144.00 -------- - - - - -- Total for Vendor: HOIKOE 144.00 -------- - - - - -- Total for Checking Account: 1010 144.00 -------- - - - - -- ** Total ** $144.00 -------- - - - - -- -------------- Page: 1 Date: 02/22/96 City of Chanhassen Detail Claims Roster Vend # Invoice # Description Amount Checking Account 1010 ASHWOR - DONALD ASHWORTH 21596 TRVL /TRN MEAL 17.00 -------- - - - - -- Total for Vendor: ASHWOR 17.00 -------- - - - - -- BUSESS - BT OFFICE PRODUCTS INTERNATIONAL 3044955 BINDERS 18.81 Total -------- for Vendor: BUSESS - - - - -- 18.81 CAMKNU - -------- CAMPBELL, KNUTSON, SCOTT & FUCHS, P - - - - -- 13196 FEES FOR SERVICES -LEGAL 2,071.36 629012 FEES FOR SERVICE -LEGAL 830.16 Total -------- for Vendor: CAMKNU -------- - - - - -- 2,901.52 - - - - -- KENNGR - KENNEDY & GRAVEN 013196 1 LEGAL SERVICES 1,431.03 -------- - - - - -- Total for Vendor: KENNGR 1,431.03 -------- - - - - -- PETENV - PETERSON ENVIRONMENTAL CONSULTING 2084 PROF SERVICES - CROSSROADS P 675.00 -------- - - - - -- Total for Vendor: PETENV 675.00 -------- - - - - -- Total for Checking Acoount: 1010 5,043.36 -------- -- - - -- ** Total ** $5,043.36 -------- - - - - -- -------------- Page: 1 Date: 03/08/96 City of Chanhassen Detail Claims Roster Vend # Invoice # Description Amount Checking Account 1010 ASHWOR - DONALD ASHWORTH 022795 REIMBURSEMENT- MEETINGS 32.00 --- Total for Vendor: ASHWOR ----- - - - - -- 32.00 GERHAR - -------- TODD GERHARDT - - - - -- 22496 CONFERERNCE /MEETINGS /MILEAGE 136.83 ----- Total for Vendor: GERHAR --- - - - - -- 136.83 SINCLA - ---- JILL SINCLAIR ---- - - - - -- 22696 REIMBURSEMENT -CLASS 397.50 -------- Total for Vendor: SINCLA -------- - - - - -- 397.50 - - - - -- Total for Checking Account: 1010 -------- 566.33 - - - - -- ** Total ** $566.33 Nom MEMORANDUM %?j ra� � i A. � �'._ , CITY OF CHANHASSEN 690 COULTER DRIVE • P.O. BOX 147 • CHANHASSEN, MINNESOTA 55317 (612) 937 -1900 • FAX (612) 937 -5739 TO: Housing and Redevelopment Authority FROM: Todd Gerhardt, Assistant Executive Director DATE: March 29, 1996 SUBJ: Highway 5 Landscape Plan Attached is a copy of the Highway 5 Landscape Plan that was requested at the last HRA meeting. zg& 2 1� �1 ,I 133H5 335 3NnH31VV4 1. ]ftEi W. i O / � IC�:Dl ;x •__. ..xe _xe � Sao Wit.. 9 M'oo` 5 Elul S 133HS 33S 3NlHo1VW 10 \�7 ®R �- n C i { O N Y� 3 n N ] I ss s M H! x WWW a a� eaa t 1 133HS 33S 3NIlHO1VW e n N .. 133HS 33S 3NlHo1VW 10 \�7 ®R �- n C i M �I i 1p1; \ \1'O 1\ Q i r 1w q $ 1 ° o N z y 0 �nnn nn.• �$y 3 OOb fYE px,1 yya„ Si 3 iG `xyma a= { 5y M21 M21 jj4 :703 IS M �I i 1p1; \ \1'O 1\ Q i r 1w q $ 1 ° o N z y 0 $ Y � 1 �B �A 1 �e F , � ,M1 v y'B � I I �7 u g � � # f � 0 l r I l yb�\O I 'o 0 � � r G z e 0 e u P F �r I 12-m a 0 a M o u fD 0 0® o= O S �q6 i J33HS 335 3NIlHO1VW 0 C `u r i _ oaaE EEE \ W Is all 0 C `u r i 3 ❑: O O j11.33H1S 33S�3NIlHOBN 11 1 \ 1 IV O� O fo. 4� V �o O C� �ll 3 L k� 3g 2� € "s O e p y tOo p0° 00 00 00 O O O O 0 F 4 1 00 1) p O , O O i 0. 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