CAS-28_SHOPS AT CHANHASSEN - SALE OF CITY PROPERTYAMENDMENT TO VACANT LAND
PURCHASE AGREEMENT
THIS AMENDMENT TO PURCHASE AGREEMENT is dated as of October 13, 2014,
between CITY OF CHANHASSEN, a Minnesota municipal corporation ("Seller"), and
HALIFAX DEVELOPMENT, LLC., a Minnesota limited liability company, ('Buyer").
IN CONSIDERATION of the mutual covenants and agreements herein, the Vacant Land
Purchase Agreement between Buyer and Seller dated June 4, 2014 ("Agreement"), is hereby
amended as follows:
1. Amendment to Paraeranh 3. Paragraph 3 of the Agreement is hereby amended to
read as follows:
3. PRICE AND TERMS. The price for the Property included in this sale is Two
Hundred Ten Thousand Nine Hundred and Seventy Six and No/100 Dollars ($210,976.00)
("Purchase Price"), which Buyer shall pay as follows:
(i) Five Thousand and no/100 ($5,000.00) Dollars as Earnest Money in hand
paid to Seller, receipt whereof is hereby acknowledged, to be applied to the
Purchase Price at Closing; and
(ii) The balance of Two Hundred Five Thousand Nine Hundred and Seventy Six
and No/100 Dollars ($205,976.00) in immediately available funds on the
Date of Closing.
The Purchase Price is based on Property consisting of 26,372 net square feet at a price of
$8.00/per net square foot pursuant to the survey obtained by Buyer.
2. Amendment to Paragraph 9. Paragraph 9 of the Agreement'is hereby amended to read
as follows:
9. TITLE INSURANCE BY SELLER. Seller has provided a title commitment for
an Owner's Policy to Title Insurance ("Commitment") in the full amount of the Purchase
Price issued by Land Title, Inc. certified to date and including proper searches covering
bankruptcies, state and federal judgments and liens, committing to issue its policy of title
insurance that insures that at closing Buyer shall have good, marketable title of record to
the Property, free and clear of all liens, encumbrances, leases, claims and charges (except
permitted encumbrances).
Buyer has reviewed the Commitment and the time for title objections by Buyer has
expired and all objections are deemed waived.
17s594vi 1
3. Amendment to Paragraph 11. Paragraph 11 of the Agreement is hereby amended to
read as follows:
11. NOTICES. Any notices required or permitted to be given hereunder shall be in
writing and shall be effective (i) when delivered personally, (ii) when received by
overnight courier service or facsimile communications (provided that a copy of such notice
is deposited in the United States mail within one (1) business day of the facsimile
transmission) or (iii) three (3) days after being deposited in the United States Mail (sent
certified or registered, return receipt requested), in each case addressed as follows (or to
such other address as the parties hereto may designate in the manner set forth herein):
If to Buyer: Halifax Development, LLC
4201 East Yale Ave
Suite 200
Denver, CO 80222
If to Seller: City of Chanhassen
7700 Market Boulevard
Chanhassen, Minnesota 55317
Attn: City Administrator
with a copy to: Campbell Knutson, P.A.
1380 corporate Center Curve, suite 317
Eagan, Minnesota 55121
Facsimile: 651-452-5550
Attn: Andrea McDowell Poehler
4. Amendment to Paragranh 16. Paragraph 16 of the Purchase Agreement is amended
to read as follows:
16. CLOSING. The Closing Date of this transaction shall take place no later
than May 6, 2015, (the "Closing" or "Closing Date"). The Closing Date may be
accelerated by mutual agreement of the parties if all contingencies contained herein are
satisfied prior to conclusion of the Contingency Period. At closing, Seller and Buyer shall
deliver to one another the instruments specified herein. If Buyer elects, the Closing may
occur at and through the office of the title company that will close Buyer's acquisition of
property from Target Corporation, provided that the Seller shall not be responsible for any
additional costs or expenses other than those identified in this Agreement. If Buyer fails to
make such an election, the closing shall be at a location designated by Seller. Unless
otherwise agreed by the parties in writing, in the event that any of the contingencies
provided for in this Agreement are not satisfied prior to the Date of Closing, this
Agreement shall be null and void and of no further force and effect. At closing, Seller and
178594v1 2
Buyer shall disclose their Social Security Numbers or Federal Tax Identification Numbers
for the purposes of completing state and federal tax forms.
5. Amendment to Exhibit A. Exhibit A of the Purchase Agreement is amended as
provided in Exhibit A attached hereto.
6. Counterparts. This Amendment may be executed in any number of counterparts or
by facsimile, each of which will be deemed to be an original, but all of which, when taken
together, constitute the same instrument.
7. Effect of Purchase Agreement. Except as provided herein, all terms and provisions
of the Purchase Agreement shall remain in full force and effect.
Seller and Buyer have executed this Amendment as of the date first written above.
SELLER:
CITY OF CHANHASSEN
An(
BUYER:
HALIFAX DEVELOPMENT, LLC
By ffv1V--
Hans
F Kuhlmann, Manager
1785941
EXHIBIT A
Legal Description of Property
That part of Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County,
Minnesota, according to the recorded plat thereof, that lies East of the West line of the East 198.31
feet of said Oudot A and South of the South line of Outlot B, of said CHANHASSEN RETAIL
SECOND ADDITION.
Property to be replatted prior to closing as part of a new lot and block together with additional
property.
1785941 4
AMENDMENT TO VACANT LAND
PURCHASE AGREEMENT
THIS AMENDMENT TO PURCHASE AGREEMENT is dated as of October 13, 2014,
between CITY OF CHANHASSEN, a Minnesota municipal corporation ("Seller"), and
HALIFAX DEVELOPMENT, LLC., a Minnesota limited liability company, ("Buyer").
IN CONSIDERATION of the mutual covenants and agreements herein, the Vacant Land
Purchase Agreement between Buyer and Seller dated June 4, 2014 ("Agreement"), is hereby
amended as follows:
1. Amendment to Paragraph 3. Paragraph 3 of the Agreement is hereby amended to
read as follows:
3. PRICE AND TERMS. The price for the Property included in this sale is Two
Hundred Ten Thousand Nine Hundred and Seventy Six and No/100 Dollars ($210,976.00)
("Purchase Price"), which Buyer shall pay as follows:
(i) Five Thousand and no/100 ($5,000.00) Dollars as Earnest Money in hand
paid to Seller, receipt whereof is hereby acknowledged, to be applied to the
Purchase Price at Closing; and
(ii) The balance of Two Hundred Five Thousand Nine Hundred and Seventy Six
and No/100 Dollars ($205,976.00) in immediately available funds on the
Date of Closing.
The Purchase Price is based on Property consisting of 26,372 net square feet at a price of
$8.00/per net square foot pursuant to the survey obtained by Buyer.
2. Amendment to Paragraph 9. Paragraph 9 of the Agreement is hereby amended to read
as follows:
9. TITLE INSURANCE BY SELLER. Seller has provided a title commitment for
an Owner's Policy to Title Insurance ("Commitment") in the full amount of the Purchase
Price issued by Land Title, Inc. certified to date and including proper searches covering
bankruptcies, state and federal judgments and liens, committing to issue its policy of title
insurance that insures that at closing Buyer shall have good, marketable title of record to
the Property, free and clear of all liens, encumbrances, leases, claims and charges (except
permitted encumbrances).
Buyer has reviewed the Commitment and the time for title objections by Buyer has
expired and all objections are deemed waived.
178594vl
3. Amendment to Paragraph 11. Paragraph 11 of the Agreement is hereby amended to
read as follows:
11. NOTICES. Any notices required or permitted to be given hereunder shall be in
writing and shall be effective (i) when delivered personally, (ii) when received by
overnight courier service or facsimile communications (provided that a copy of such notice
is deposited in the United States mail within one (1) business day of the facsimile
transmission) or (iii) three (3) days after being deposited in the United States Mail (sent
certified or registered, return receipt requested), in each case addressed as follows (or to
such other address as the parties hereto may designate in the manner set forth herein):
If to Buyer: Halifax Development, LLC
4201 East Yale Ave
Suite 200
Denver, CO 80222
If to Seller: City of Chanhassen
7700 Market Boulevard
Chanhassen, Minnesota 55317
Attn: City Administrator
with a copy to: Campbell Knutson, P.A.
1380 corporate Center Curve, suite 317
Eagan, Minnesota 55121
Facsimile: 651-452-5550
Attn: Andrea McDowell Poehler
4. Amendment to Paragraph 16. Paragraph 16 of the Purchase Agreement is amended
to read as follows:
16. CLOSING. The Closing Date of this transaction shall take place no later
than May 6, 2015, (the "Closing" or "Closing Date"). The Closing Date may be
accelerated by mutual agreement of the parties if all contingencies contained herein are
satisfied prior to conclusion of the Contingency Period. At closing, Seller and Buyer shall
deliver to one another the instruments specified herein. If Buyer elects, the Closing may
occur at and through the office of the title company that will close Buyer's acquisition of
property from Target Corporation, provided that the Seller shall not be responsible for any
additional costs or expenses other than those identified in this Agreement. If Buyer fails to
make such an election, the closing shall be at a location designated by Seller. Unless
otherwise agreed by the parties in writing, in the event that any of the contingencies
provided for in this Agreement are not satisfied prior to the Date of Closing, this
Agreement shall be null and void and of no further force and effect. At closing, Seller and
178594v1
Buyer shall disclose their Social Security Numbers or Federal Tax Identification Numbers
for the purposes of completing state and federal tax forms.
5. Amendment to Exhibit A. Exhibit A of the Purchase Agreement is amended as
provided in Exhibit A attached hereto.
6. Counterparts. This Amendment may be executed in any number of counterparts or
by facsimile, each of which will be deemed to be an original, but all of which, when taken
together, constitute the same instrument.
7. Effect of Purchase Agreement. Except as provided herein, all terms and provisions
of the Purchase Agreement shall remain in full force and effect.
Seller and Buyer have executed this Amendment as of the date first written above.
SELLER:
CITY OF CHANHASSEN
Un
Thomas A. Furlong, Mayor
Todd Gerhardt, City Manager
BUYER:
HALIFAX DEVELOPMENT, LLC
Byl .v1l�
Hanes F Kuhlmann, Manager
1785941
EXHIBIT A
Legal Description of Property
That part of Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County,
Minnesota, according to the recorded plat thereof, that lies East of the West line of the East 198.31
feet of said Outlot A and South of the South line of Outlot B, of said CHANHASSEN RETAIL
SECOND ADDITION.
Property to be replatted prior to closing as part of a new lot and block together with additional
property.
1785940 4
VACANT LAND
PURCHASE AGREEMENT
1. PARTIES. This Purchase Agreement is made by and between the CITY OF
CHANHASSEN, a Minnesota municipal corporation, located at 7700 Market Boulevard,
Chanhassen, Minnesota 55317 ("Seller"), and HALIFAX DEVELOPMENT LLC, a Minnesota
limited liability company, located at 4201 East Yale Ave Suite 200, Denver, CO 80222
("Buyer").
2. OFFER/ACCEPTANCE. Buyer offers to purchase and Seller agrees to sell real
property located in the City of Chanhassen, County of Carver, State of Minnesota, as legally
described in Exhibit "A" attached hereto and incorporated herein, together with all rights,
easement and appurtenances pertaining thereto and all improvements, landscaping and foliage
thereon (referred to herein as the "Property").
3. PRICE AND TERMS. The price for the Property included in this sale is Two Hundred
Forty Thousand and No/100 Dollars ($240,000.00) ("Purchase Price"), which Buyer shall pay as
follows:
(i) Five Thousand and no/100 ($5,000.00) Dollars earnest money upon the execution
of this Agreement, which will be held in escrow by Land Title, Inc. ("Title") and
applied to the Purchase Price at Closing; and
(ii) The balance of Two Hundred Thirty Five Thousand and No/100 Dollars
($235,000.00) in immediately available funds on the Date of Closing.
The Purchase Price is based on Property consisting of 30,000 net square feet at a price of
$8.00/per net square foot. "Net square feet" means the square footage of the Property net of any
existing or known future public roadways, public right of way, easements, floodplain, waterways
and wetlands. The Purchase Price shall be modified to reflect any change in the net square feet
based on a Seller survey of the Property conducted by a registered land surveyor in the State of
Minnesota, at Buyer's expense.
4. DEED/MARKETABLE TITLE. Upon performance by Buyer, Seller shall execute and
deliver a Limited Warranty Deed conveying marketable title of record, subject to:
A. Reservations of minerals or mineral rights by the State of Minnesota, if any;
B. Building and zoning laws, ordinances, state and federal regulations;
C. Any easements or agreements required pursuant to Section 8B of this Agreement;
and
D. Any other matters consented to by Buyer in writing or not timely objected to by
Buyer.
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171443v5
5. REAL ESTATE TAXES AND SPECIAL ASSESSMENTS.
A. Prior Years' Delinquent Real Estate Taxes and Delinquent Special Assessments.
Delinquent real estate taxes payable in years prior to the year of Closing and
delinquent installments of special assessments certified for collection with real
estate taxes payable in years prior to the year of Closing, together with penalty,
interest and costs, shall be paid by Seller not later than the Date of Closing.
B. Real Estate Taxes Payable in the Year of Closing. Seller and Buyer shall prorate
all general real estate taxes due and payable on or pertaining to the Property in the
year in which the Date of Closing occurs on a per diem basis. If the Property is a
portion of one tax parcel, the prorated taxes payable herein shall be determined on
a proportionate square footage basis. Seller shall pay on or before the Date of
Closing all levied and pending special assessments associated with the Property as
of the date of this Agreement. Seller shall pay penalty, interest and costs on any
delinquent installment of taxes and special assessments payable in the year of
Closing.
C. Certified Special Assessments. All installments of special assessments certified
for payment with the real estate taxes payable on the Property in the year of
Closing shall be paid by Seller at Closing.
D. All Other Levied Special Assessments. Seller shall pay on the Date of Closing all
other special assessments levied against the Property as of the date of this
Purchase Agreement.
6. SELLER'S BOUNDARY LINE, ACCESS, RESTRICTIONS AND LIEN
WARRANTIES. Seller warrants that buildings on adjoining real property, if any, are entirely
outside of the boundary lines of the Property. Seller warrants that there has been no labor or
material furnished to the Property for which payment has not been made. Seller warrants that
there are no present violations of any restrictions relating to the use or improvement of the
Property. These warranties shall survive the delivery of the Limited Warranty Deed.
7. ACCESS PRIOR TO CLOSING. Upon reasonable notice to Seller, Buyer and Buyer's
authorized agents shall have the right during the period from the date of this Agreement to the
Date of Closing to enter in and upon the Property in order to make, at Buyer's expense, surveys,
measurements, soil tests and other tests that Buyer shall deem necessary. Buyer agrees to restore
any resulting damage to the Property and to indemnify, hold harmless and defend Seller from
any and all claims by third persons of any nature whatsoever arising from Buyer's right of entry
hereunder, including all actions, proceedings, demands, assessments, costs, expenses and
attorneys' fees. Buyer shall not perform any invasive testing of the Property without Seller's
prior written consent. Seller's consent may be conditioned upon any reasonable restrictions that
Seller deems necessary. Buyer shall provide to Seller a copy of any such surveys,
measurements, soil tests or other tests within five (5) days after receipt.
8. POSSESSION. Seller shall deliver possession of the Property not later than the actual
Date of Closing.
1714430
9. TITLE INSURANCE BY SELLER. Seller shall, within twenty-one (21) days of the
date of this Agreement, famish Buyer with a commitment for an Owner's Policy of Title
Insurance ("Commitment") in the full amount of the Purchase Price issued by Title, certified to
date to include proper searches covering bankruptcies, state and federal judgments and liens, by
which said company commits to issue its policy of title insurance that insures that at closing
Buyer shall have good, marketable and insurable title of record to the Property, free and clear of
all liens, encumbrances, leases, claims and charges (except any permitted encumbrances).
Buyer shall be allowed thirty (30) days after the receipt of the title commitment for
examination of title and making any objections, which shall be made in writing or deemed
waived.
10. TITLE CORRECTIONS AND REMEDIES. If any title objection is made by Buyer,
Seller shall use its best efforts to make such title marketable within one hundred twenty (120)
days from its receipt of Buyer's written objection. Marketability of title shall be determined
according to Minnesota statues, Minnesota case law decisions, and the standards of Minnesota
title standards. Pending correction of title, the payments hereunder required shall be postponed,
but upon correction of title and within ten (10) days after written notice, Buyer shall perform as
provided in this Agreement. If said title is not marketable and is not made so within the time
provided for herein, Buyer may either:
(i) terminate this Purchase Agreement by giving written notice by registered mail to
Seller, in which event this Purchase Agreement shall become null and void and
neither party shall be liable for damages hereunder to the other party and the
Earnest Money shall be returned to Buyer; or
(ii) elect to accept title in its unmarketable condition by giving written notice by
registered mail to Seller, in which event the Limited Warranty Deed to be
delivered at Closing Date shall except such objections.
11. NOTICES. Any notices required or permitted to be given hereunder shall be in writing
and shall be effective (i) when delivered personally, (ii) when received by overnight courier
service or facsimile communications (provided that a copy of such notice is deposited in the
United States mail within one (1) business day of the facsimile transmission) or (iii) three (3)
days after being deposited in the United States Mail (sent certified or registered, return receipt
requested), in each case addressed as follows (or to such other address as the parties hereto may
designate in the manner set forth herein):
If to Buyer: Halifax Development, LLC
4201 East Yale Ave
Suite 200
Denver, CO 80222
If to Seller: Chanhassen EDA
7700 Market Boulevard
Chanhassen, Minnesota 55317
3
1714430,
with a copy to: Campbell Knutson, P.A.
1380 corporate Center Curve, suite 317
Eagan, Minnesota 55121
Facsimile: 651-452-5550
Attn: Andrea McDowell Poehler
12. MINNESOTA LAW. This contract shall be governed by the laws of the State of
Minnesota.
13. WELL DISCLOSURE. [Check one of the following: ]
X Seller certifies that Seller does not know of any wells on the Property.
Wells on the Property are disclosed by Seller on the attached Well Disclosure form.
14. DISCLOSURE OF INDIVIDUAL ON-SITE SEWAGE TREATMENT SYSTEM.
[Check one of the following: J
X Seller certifies that Seller does not know of any individual on-site sewage treatment
systems on the Property.
Individual on-site sewage treatment systems on the Property are disclosed by Seller on
the attached Disclosure form.
15. SELLER'S COVENANTS, REPRESENTATIONS AND WARRANTIES.
A. Seller as part of the consideration therefore, represents, warrants, and covenants
with Buyer and its successors and assigns that:
(1) Seller warrants and represents to Buyer that, to Seller's knowledge,
without investigation, no entity or person has, at any time:
a) "released" or actively or passively consented to the "release" or
"threatened release" of any Hazardous Substance (as defined
below) from any "facility" or "vessel" located on or used in
connection with the Property or adjacent tracts in violation of
applicable laws; or
b) taken any action in "response" to a "release" in connection with the
Property or adjacent tracts; or
C) otherwise engaged in any activity or omitted to take any action
which could subject Seller or Buyer 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 Property or adjacent tracts,
including the generating, transporting, treating, storage, or
manufacture of any Hazardous Substance (as defined below) in
violation of applicable law. 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. Sec. 9601 et
sem., as amended ("CERCLA") and any state environmental laws.
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171443v5
(2) Seller is the fee owner of the Property and has the present full authority
and power to execute this Agreement and, on or prior to the Date of
Closing, Seller shall have the full authority and power to close the sale of
the Property.
(3) There is no action, litigation, investigation, condemnation or proceedings
of any kind pending, or to the best of the knowledge of Seller, threatened
against Seller with regard to the Property.
(4) Seller has good, marketable, insurable title to the Property, free and clear
of all liens, encumbrances, claims and charges.
(5) Seller is not foreign persons as defined in §1445(f)(3) of the Internal
Revenue Code or regulations issued thereunder.
B. All of Seller's covenants, representations and warranties in this Agreement shall
be true as of the date hereof and of the Closing Date, and shall be a condition
precedent to the performance of Buyer's obligations hereunder. If Buyer
discovers that any such covenant, representation, or warranty is not true, Buyer
may elect prior to Closing, in addition to any of its other rights and remedies, to
cancel this Agreement, or Buyer may postpone the Closing Date up to ninety (90)
days to allow time for correction. If Buyer elects to proceed with the Closing
following such discovery, Buyer shall be deemed to have waived its rights to
assert a claim against Seller arising from the inaccuracy or untruthfulness of any
such covenant, representation, or warranty.
C. Seller shall provide to Buyer within ten (10) days of the execution of this
Agreement, true and correct copies of any existing environmental assessment
reports, soil reports and results of all soil tests and environmental audits, surveys,
permits, licenses, leases, and complete copies of all contracts currently affecting
the Property readily available or in the possession of Seller, and notices received
within the last ninety (90) days from the city, state or other governmental
authorities pertaining to uncured violations of any law, ordinance or regulation
("Due Diligence Documents").
D. PROTECTED HISTORICAL SITES. [Select either (1) or (2) below:]
_ Seller represents that Seller does not know if there are historical, native
American, or archeological materials on or in the property that might be protected
by law.
X Seller represents to the best of Seller's knowledge that the property does
not have any American Indian burial grounds, other human burial grounds,
ceremonial earthworks, historical materials, and/or other archeological sites that
are protected by federal or state law. Buyer's obligation to close is contingent
upon Buyer determining to Buyer's satisfaction that the property does not have
any American Indian burial grounds, other human burial grounds, ceremonial
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171443v5
earthworks, historical materials, and/or other archeological sites that are protected
by federal or state law.
16. CLOSING. The Closing Date of this transaction shall take place no later than May 6,
2015, (the "Closing" or "Closing Date"). The Closing Date may be accelerated by mutual
agreement of the parties if all contingencies contained herein are satisfied prior to conclusion of
the Contingency Period. At closing, Seller and Buyer shall deliver to one another the
instruments specified herein. The closing shall be at a location designated by Seller. Unless
otherwise agreed by the parties in writing, in the event that any of the contingencies provided for
in this Agreement are not satisfied prior to the Date of Closing, this Agreement shall be null and
void and of no further force and effect. At closing, Seller and Buyer shall disclose their Social
Security Numbers or Federal Tax Identification Numbers for the purposes of completing state
and federal tax forms.
17. CLOSING DOCUMENTS.
A. At the Closing, Seller shall execute and/or deliver to Buyer the following
(collectively the "Closing Documents"):
(1) Limited Warranty Deed. A Limited Warranty Deed in recordable form
and reasonably satisfactory to Buyer, which shall include the following
well representations: "Seller certifies that the Seller does not know of any
wells on the described Property."
(2) Seller's Affidavit. A standard form affidavit by Seller indicating that on
the date of Closing there are no outstanding, unsatisfied judgments, tax
liens or bankruptcies against or involving Seller or the Property; that there
has been no skill, labor or material furnished to the Property for which
payment has not been made or for which mechanic's liens could be filed;
and that there are no other unrecorded interests in the Property.
(3) Non -Foreign Person Certification. A certification in form and content
satisfactory to the parties hereto and their counsel, properly executed by
Seller, containing such information as shall be required by the Internal
Revenue Code, and the regulations issued thereunder, in order to establish
that Seller is not a "foreign person" as defined in §1445(f)(3) of such Code
and such regulations.
(4) Storage Tanks. If required, an affidavit with respect to storage tanks
pursuant to Minn. Stat. § 116.48.
(5) Well Certificate. If there is a well located on the Property, a well
disclosure certificate in form and substance true to form for recording.
(6) Certification. A certification that the representations and/or warranties
made by Seller are materially the same as were in existence on the date of
this Agreement or noting any changes thereto;
1714430
1:1
(7) Easements/Agreements. Any easements or other agreements required
pursuant to Section 19(B).
(8) Other Documents. All other documents reasonably determined by either
party or the title insurance company to be necessary to transfer and
provide title insurance for the Property.
At the Closing, Buyer shall execute and deliver to Seller the following:
(1) Easements/Agreements. Any easements or other agreements required
pursuant to Section 19(B);
(2) Payment. Payment of the Purchase Price; and
(3) Other Documents. All documents reasonably determined by either party
or the title insurance company to be necessary to provide title insurance
for the Property.
18. CLOSING COSTS. The following costs relating to the closing of this transaction shall
be paid as follows:
A. Buyer shall pay at Closing:
In
171443v5
(1) Recording fee and conservation fee attributable to the Limited Warranty
Deed;
(2) The premium for owner's title insurance, including survey coverage;
(3) One-half the closing fee charged by the Title Company;
(4) The cost of the Circulation Study;
(5) Cost of a survey of the Property; and
(6) All costs associated with platting and development of the Property.
Seller shall pay at Closing:
(1) State Deed Tax;
(2) Recording fees for all documents determined to be necessary to transfer
marketable title to the Buyer;
(3) All costs of obtaining a title insurance commitment;
7
(4) One-half the closing fee charged by the Title Company.
19. CONTINGENCIES AND ADDITIONAL TERMS.
A. Buyer's Contingencies. The Buyer's obligations under this Agreement are
expressly contingent upon Buyer's satisfaction with each of the following conditions:
(1) Buyer determining on or before the Contingency Date, that it is satisfied,
in its sole discretion, with the results of matters disclosed by any survey or
by any environmental/engineering investigation or testing of the Property
performed by Buyer or Buyer's agent. By executing this Agreement,
Seller hereby authorizes Buyer to enter upon the Property at reasonable
times to conduct the investigations and/or tests described herein. Buyer
shall be solely responsible for all environmental tests and shall hold Seller
harmless from any such costs and shall indemnify Seller for breach of this
provision including reasonable attorneys' fees.
(2) Buyer determining on or before the Contingency Date that it is satisfied in
its sole discretion, with the results of matters disclosed by the Due
Diligence Documents.
(3) Buyer entering into a purchase agreement and access and utility easement
agreement with Target Corporation and satisfying all the contingencies
contained in such purchase agreement.
(4) Buyer obtaining all permits, licenses, variances and approvals, including,
without limitation, obtaining an access and construction easement from
Target and other adjacent properties, platting, site plan and zoning
approvals, for Purchasers intended development of the Property.
The "Contingency Date" shall be 180 days after the Effective Date of this
Agreement. If any of the foregoing contingencies have not been satisfied in Buyer's sole
discretion, or waived by Buyer, on or before the Contingency Date, then this Agreement may be
terminated, at Buyer's option, by written notice from Buyer to Seller at any time prior to the
Contingency Date. Such notice of termination may be given at any time on or before the
Contingency Date. Upon such termination the Earnest Money shall be immediately returned to
Buyer and upon such return, neither party will have any further rights or obligations regarding
this Agreement or the Property. The contingencies set forth in this section are for the sole and
exclusive benefit of Buyer, and Buyer shall have the right to waive the contingencies by giving
notice to Seller. Buyer may elect to extend the above referenced Contingency Date for an
additional 90 -day period by so notifying Seller in writing of its election to do so prior to the
expiration of the preceding Contingency Date and depositing an additional $5,000 into escrow
with Title as additional Earnest Money.
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B. Seller's Contin eg ncies. The Seller's obligations under this Agreement are
expressly contingent upon Seller's satisfaction with each of the following prior to
Closing:
(1) Buyer obtaining and Seller review and approval of a circulation study
prepared by a traffic engineer approved by both parties based on Buyer's
proposed use of the Property, to include the following areas: (i) internal
operations of the main Target Drive off of 78th Street West, (ii) existing
signal at the main Target Drive and 78th Street West and (iii) timing and
interconnect of the signal identified in (ii) above and the existing signal at
Powers Blvd and West 78th Street. ("Circulation Study");
(2) Seller establishing any easements or additional right of way over the
Property, including any necessary cross -access easements over the
Property or abutting parcels, that Seller deems necessary based on the
results of the Circulation Study;
(3) Buyer and Seller entering into any additional agreements for the payment
of any public improvements deemed necessary by Seller based on the
results of the Circulation Study;
(4) On or before the Closing Date,
with the property owner to the
additional property as generally
("Additional Property") that
development of the Property;
Buyer closing on a purchase agreement
east of the Property for acquisition of
depicted in the Exhibit B attached hereto
is necessary for Buyer's proposed
(5) Buyer obtaining preliminary and final plat approval for the Property
together with the Additional Property and recording the plat
simultaneously with the Closing, at Buyer's cost;
(6) Buyer obtaining site plan approval from the City of Chanhassen for
development of the Property and Additional Property ("Site Plan
Approval");
The "Contingency Date" shall be 180 days after the Effective Date of this Agreement. If
any of the foregoing contingencies have not been satisfied in Seller's sole discretion, or
waived by Seller, on or before the Contingency Date, then this Agreement may be
terminated, at Buyer's option, by written notice from Seller to Buyer at any time prior to
the Contingency Date. Such notice of termination may be given at any time on or before
the Contingency Date. Upon such termination the Earnest Money shall be immediately
returned to Buyer and upon such return, neither party will have any further rights or
obligations regarding this Agreement or the Property. The contingencies set forth in this
section are for the sole and exclusive benefit of Seller, and Seller shall have the right to
waive the contingencies by giving notice to Buyer.
1714430 9
C. Condemnation. If, prior to the Closing Date, eminent domain proceedings are
commenced against all or any part of the Property, Seller shall immediately give notice to Buyer
of such fact and at Buyer's option (to be exercised within ten (10) days after Seller's notice), this
Agreement shall terminate, in which event neither party will have further obligations under this
Agreement and the Earnest Money shall be refunded to Buyer. If Buyer shall fail to give such
notice, there shall be no reduction in the Purchase Price, and Seller shall assign to Buyer at the
Closing Date all of Seller's right, title and interest in and to any award made or to be made in the
condemnation proceedings. Prior to the Closing Date, Seller shall not designate counsel, appear
in, or otherwise act with respect to the condemnation proceedings without Buyer's prior written
consent.
D. Broker's Commission. Seller and Buyer represent and warrant to each other that
they have dealt with no brokers, finders or the like in connection with this transaction, and agree
to indemnify each other and to hold each other harmless against all other claims, damages, costs
or expenses of or for any fees or commissions resulting from their separate actions or agreements
regarding the execution or performance of this Agreement, and will pay all costs of defending
any action or lawsuit brought to recover any such fees or commissions incurred by the other
party, including reasonable attorneys' fees.
E. Assi rg anent. Buyer may assign its rights under this Agreement without the prior
written consent of Seller, but shall provide written notice of such assignment to Seller prior to
Closing.
F. Default. If either party shall default in any of their respective obligations under
this Purchase Agreement, the other party, by notice to such defaulting party specifying the nature
of the default and the date on which this Purchase Agreement shall terminate (which date shall
not be less than thirty (30) days after the giving of such notice), may terminate this Purchase
Agreement, and upon such date, unless the default so specified shall have been cured, this
Purchase Agreement shall terminate. In the case of any default by the Buyer, Seller may
terminate this Purchase Agreement as provided above, and upon such termination, the Earnest
Money shall be forfeited to Seller as agreed and final liquidated damages. In the case of any
default by Seller, upon termination of this Purchase Agreement, the Earnest Money, and all
interest accrued thereon, shall be returned to Buyer, without prejudice to any other legal or
equitable right or remedy of Buyer against Seller including, but not limited to specific
performance and damages such damages not exceed $10,000.
G. "AS IS" Purchase. Except as set forth in this Purchase Agreement or any
document contemplated hereby, (i) the Property is being sold, conveyed, assigned, transferred
and delivered "as is, where is" on the date hereof, and in its condition on the date hereof, "with
all faults," and Seller is not making, and expressly disclaims, any other representation or
warranties written or oral, statutory, express or implied, concerning the Property, including but
not limited to, representations or warranties relating to value or quality of the Property or with
respect to this Purchase Agreement or the transactions contemplated hereby or thereby, and (ii)
Seller specifically disclaims any representation or warranty of merchantability, usage, suitability
or fitness for any particular purpose with respect to the Property or any part thereof, or as to the
workmanship thereof, or the absence of any defects therein, whether latent or patent.
10
171443v5
H. Survival. All of the terms of this Agreement will survive and be enforceable after
the Closing.
I. Effective Date. The "Effective Date" of this Agreement shall be the date of
execution by the date upon which it is accepted and executed by the party to whom the offer is
made.
J. Counterparts. This Agreement may be executed in any number of counterparts or
by facsimile, each of which will be deemed to be an original, but all of which, when taken
together, constitute the same instrument.
20. TIME IS OF THE ESSENCE. Time is of the essence for all provisions of this
Purchase Agreement.
21. MULTIPLE ORIGINALS. Seller and Buyer have signed two (2) originals of this
Purchase Agreement.
I agree to sell the Property for the price and terms and conditions set forth above.
SELLER:
CITY OF CHANHASSEN_
By:
_ . olmas A. Furlong, Mayor
And: �'+�
L
Todd Gerhazdt, City Manager
11
1714430
I agree to purchase the Property for the price and terms and conditions set forth above.
171443v5
BUYER:
HALL D LOPMENT, LLC
By: l7
Its: A. - Zo l y
12
EXHIBIT A
Legal Description of Property
That part of Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County,
Minnesota, according to the recorded plat thereof, that lies East of the West line of the
East 173.31 feet of said Outlot A and South of the South line of Outlot B, of said
CHANHASSEN RETAIL SECOND ADDITION.
Property to be replatted prior to closing as part of a new lot and block together with
additional property.
13
1714430
MMI I .TVA K
Depiction of Property to be Acquired
14
171443v5
0 0
CITY OF CHANHASSEN
CARVER AND HENNEPIN COUNTIES, MINNESOTA
DATE: November 10, 2014 RESOLUTION NO: 2014-73
MOTION BY- Laufenburper SECONDED BY: Ernst
RESOLUTION ACCEPTING PROPOSED CONVEYANCE
OF EDA PROPERTY TO THE CITY
WHEREAS, the City has entered into a purchase agreement with a developer to convey
a portion of the property legally described in Exhibit A ("Property"), and
WHEREAS, the Property is owned in fee by the Chanhassen Economic Development
Authority ("EDA"), and
WHEREAS, to facilitate the conveyance, the EDA proposes to convey the Property to
the City
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
Chanhassen does hereby accept the EDA's proposed conveyance of the Property
BE IT FURTHER RESOLVED that pursuant to Minnesota Statutes Section 462 356,
subdivision 2, the City Council finds that the proposed acquisition of the Property has no
relationship to the comprehensive municipal plan.
Passed and adopted by the Chanhassen City Council this 1011 day of November, 2014
ATTEST:
Todd Gerhardt, tty Manager
YES NO
Furlong None
Ernst
Laufenburger
McDonald
Tjornhom
178597v2
`-, k74
Thomas A Furlong, May
ABSENT
None
r
EXHIBIT "A"
Legal Description of Property
Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County, Minnesota,
according to the recorded plat thereof
g 1plan\2014 planning eases12014-28 shops at chanhassenVc ding do ments\dm-N178597-v2-m_accepnng_conveya halifax do
178597v2
CHANHASSEN CITY COUNCIL
REGULAR MEETING
NOVEMBER 10, 2014
Mayor Furlong called the meeting to order at 7:05 p.m. The Pledge to the Flag was done during the
EDA meeting.
COUNCIL MEMBERS PRESENT: Mayor Furlong, Councilman Laufenburger, Councilwoman Ernst,
Councilwoman Tjornhom, and Councilman McDonald
COUNCIL MEMBERS ELECT PRESENT: Elise Ryan and Dan Campion
STAFF PRESENT: Todd Gerhardt, Paul Oehme, Kate Aanenson and City Attorney Andrea Poehler
PUBLIC PRESENT: Councihnembers Elect Elise Ryan and Dan Campion;
Bruce Lamo, 607 Washington Avenue So, Minneapolis
Mayor Furlong: Start with asking members of the City Council whether there are any changes or
modifications to the agenda. If not we'll proceed with the City Council agenda as published.
PUBLIC ANNOUNCEMENTS: None.
CONSENT AGENDA: Councilman Laufenburger moved, Councilwoman Ernst seconded to
approve the following consent agenda items pursuant to the City Manager's recommendations:
1. Approval of City Council Minutes dated October 27, 2014
2. Receive Planning Commission Minutes dated October 21, 2014
3. Resolution #2014-70: 2015 Sanitary Sewer Televising Project 15-01-1: Approve Quote.
4. Resolution #2014-71: West Water Treatment Plan: Authorize Preparation of Feasibility Study.
5. Resolution #2014-72: Approval of Resolution Participating in the Livable Communities Act.
6. Establish Fees for Graves and Interments at the Chanhassen Pioneer Cemetery.
7. Shops at Chanhassen, Halifax Development, LLC:
a. Resolution #2014-73: Resolution Approving Conveyance of EDA Property to the City
of Chanhassen.
b. Resolution #2014-74: Resolution Approving Final Plat, Chanhassen Retail Fourth
Addition.
8. Resolution #2014-75: Approval of Resolution Transferring Fund Balance.
9. Award of Bid, Large Diameter Hose for Fire Department, EQ -137.
10. Resolution #2014-76: Approval of Resolution Establishing a Cemetery Fund.
Chanhassen City Council — N• ber 10, 2014 •
11. Dakota Retail Property, Chanhassen Dakota Retail One, LLC:
a. Approval of Amendment to Purchase Agreement.
b. Approval of DEED Grant Agreement.
All voted in favor and the motion carried unanimously with a vote of 5 to 0.
VISITOR PRESENTATIONS: None.
TWIN CITIES SELF STORAGE, 1900 STOUGHTON AVENUE: APPROVAL OF
AMENDMENT TO CONDITIONAL USE PERMIT 1987-02 TO INCREASE THE NUMBER OF
STORAGE BUILDINGS, AND APPROVAL OF SITE PLAN FOR FIVE ADDITIONAL
STORAGE BUILDINGS: APPLICANT/OWNER: BRUCE LAMO, TWIN CITIES SELF
STORAGE, CHASKA, LLC.
Kate Aanenson: Can I just get clarification if you can see this on your screen?
Mayor Furlong: Oh I should say, yeah. We are having some technical difficulties with the monitors this
evening so we may not be able to. I don't know if we can broadcast them or not but we don't have them
in the council chambers.
Kate Aanenson: Okay. So this item as you mentioned Mayor, council members is on 1900 Stoughton
Avenue. Mr. Bruce Lamo, the applicant. This property is zoned Business Fringe. If you recall the
history on this property, we did do a conditional use amendment on the, he's requesting a conditional use
amendment from the original one that was done. As you recall this property was split and the conditional
use that over rode the entire property, there was some ambiguity there so we changed our ordinance to
make sure that there's an existing conditional use. You can administratively split the property. So that,
the storage unit did put in a stormwater pond to the back to resolve some of those issues and now Mr.
Lamo wants to continue with additional phases so it needs a CUP amendment. Some of the concerns
when we had the Planning Commission public hearing was to make sure that there's screening across the
street on Stoughton Avenue. They were concerned about the visibility. The staff did require Mr. Lamo, I
do have the material samples here to match the existing or the architectural standards. Not what was put
in place then but to meet the new standards. As you may be aware, these types of buildings can last quite
a while on a piece of property so we wanted to make sure. I think the other discussion that we had with
Mr. Lamo and Mr. Generous and myself talking to him about long term wise we looked at some of the
access points to this property. We talked about this on our 61 corridor study that we did. We informed
Mr. Lamo that that is our intention to bring sewer and water down in this area and that if we're down in
that area before this developed there's still an opportunity to provide municipal services to the back of
this property coming through an access way through Chaska and making sure that he's provided an
opportunity so I think we're in sync on that to make sure that, provide him the most opportunities for
future development as possible. So right now he'll be kind of doing the buildings in increments. Not
attending them all see how he, how much use there is but again he's planning on five additional buildings
again to taking those incrementally. So the BF district again was intended to look at limited use of
commercial properties if this was guided industrial it still could be a use in that zoning district so we did
take a look at that but again we are coming forward with the Comprehensive Plan amendment in this area
itself. The difference with the BF district in the, when that was put in place is intended to be kind of a
temporary use without municipal sewer and water. If this was some other type of facility we'd want to
see that. The one issue with the BF district it does require the 40 percent, which is a higher percent of
green space requirement so that does limit the ultimate development of the property so again looking at
providing municipal service and giving him that opportunity. So cold storage warehousing is permitted in
the BF district so we are saying it does meet the standards of the zoning district and as the site plan,
7700 Market Boulevard
PO Box 147
Chanhassen, MN 55317
Administration
Phone: 952.227.1100
Fax: 952.227.1110
Building Inspections
Phone: 952.227.1180
Fax: 952.227.1190
Engineering
Phone: 952.227.1160
Fax: 952.227.1170
Finance
Phone: 952.227.1140
Fax: 952.227.1110
Park & Recreation
Phone: 952.227.1120
Fax: 952.2271110
Recreation Center
2310 Coulter Boulevard
Phone: 952.227.1400
Fax: 952.227.1404
Planning &
Natural Resources
Phone: 952.227.1130
Fax: 952.227.1110
Public Works
7901 Park Place
Phone: 952.227.1300
Fax: 952.227.1310
Senior Center
Phone: 952.227.1125
Fax: 952.227.1110
Website
www.ci.chanhassefl.mn.us
•
MEMORANDUM
TO: Todd Gerhardt, City Manager
0 Iq-A
FROM: Kate Aanenson, AICP, Community Development Director
DATE: November 10, 2014 p
SUBJ: Approve Conveyance of EDA Property to the City
PROPOSED MOTION
The City Council adopts a Resolution approving Conveyance of Property from the
Economic Development Authority.
Approval requires a simple majority vote of the City Council.
BACKGROUND
The Economic Development Authority has conveyed to the City the ownership of the
property described as Outlot A, Chanhassen Retail Second Addition. The property is
being replatted as Chanhassen Retail Fourth Addition to accommodate the Shops of
Chanhassen project. In order to accept the property the attached resolution must be
approved.
ATTACHMENT
1. Resolution Accepting Conveyance of EDA Property to the City.
GAP AN\2014 Planning Cases\2014-28 Shops at Cha n hassen\Recording documents\Staff Report accepting Conveyance of land to City
Council.doc
Chanhassen is a Community for Life - Providing for Today and Planning forTomorrow
SCANNED
0
CITY OF CHANHASSEN
CARVER AND HENNEPIN COUNTIES, MINNESOTA
DATE: November 10, 2014 RESOLUTION NO: 2014 -
MOTION BY:
SECONDED BY:
RESOLUTION ACCEPTING PROPOSED CONVEYANCE
OF EDA PROPERTY TO THE CITY
WHEREAS, the City has entered into a purchase agreement with a developer to convey
a portion of the property legally described in Exhibit A ("Property"); and
WHEREAS, the Property is owned in fee by the Chanhassen Economic Development
Authority ("EDA"); and
WHEREAS, to facilitate the conveyance, the EDA proposes to convey the Property to
the City.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
Chanhassen does hereby accept the EDA's proposed conveyance of the Property.
BE IT FURTHER RESOLVED that pursuant to Minnesota Statutes Section 462.356,
subdivision 2, the City Council finds that the proposed acquisition of the Property has no
relationship to the comprehensive municipal plan.
Passed and adopted by the Chanhassen City Council this 10'h day of November, 2014.
ATTEST:
Todd Gerhardt, City Manager
YES
17a599v2
Thomas A. Furlong, Mayor
NO ABSENT
0 0
EXHIBIT "A"
Legal Description of Property
Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County, Minnesota,
according to the recorded plat thereof.
g:Vlan\2014 planning cases\2014-28 shops at chanhassm\mording dm ments\dms-#178597-v2-res_accepting_conveyance_halifax.doc
178597v2
0 0
CHANHASSEN ECONOMIC DEVELOPMENT AUTHORITY
CARVER AND HENNEPIN COUNTIES, MINNESOTA
RESOLUTION NO. 2014-01
RESOLUTION APPROVING SALE OF PROPERTY
TO THE CITY
WHEREAS, the City has agreed to convey a portion of the Property legally described in
Exhibit A attached hereto to a developer for development of a commercial building ("Property"),
and
WHEREAS, the Property is owned in fee by the Economic Development Authority in
and for the City of Chanhassen ("EDA"), and
WHEREAS, to facilitate the conveyance for development, the EDA proposes to convey
the Property to the City,
NOW, THEREFORE, BE IT RESOLVED that the Chanhassen Economic
Development Authority does hereby approve conveyance of the Property to the City
PASSED AND DULY ADOPTED by the Chanhassen Economic Development
Authority, this 101 day of November, 2014
Lw►
Thomas A Furlong, Chair
7A! . it
odd Gerhardt, Executive Director
(Seal)
0
EXHIBIT "A"
Legal Description of Property
0
Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County, Minnesota,
according to the recorded plat thereof.
0 0
CHANHASSEN ECONOMIC
DEVELOPMENT AUTHORITY
SPECIAL MEETING
NOVEMBER 10, 2014
Mayor Furlong called the meeting to order at 7:00 p.m. The meeting was opened with the Pledge to
the Flag.
COUNCIL MEMBERS PRESENT: Mayor Furlong, Councilman Laufenburger, Councilwoman Ernst,
Councilwoman Tjornbom, and Councilman McDonald
STAFF PRESENT: Todd Gerhardt, Paul Oehme, Kate Aanenson and City Attorney Andrea Poehler
Mayor Furlong: We are convening tonight as the, initially as the Economic Development Authority for
the City of Chanhassen. We have just a couple items on our agenda this evening. First I'll ask members
of the EDA if there are any modifications or changes to the agenda. If not, we'll proceed with the EDA
agenda as published.
APPROVAL OF EDA MINUTES DATED MAY 28.2013.
Councilman McDonald moved, Councilwoman Ernst seconded to approve the verbatim Minutes of
the Economic Development Authority meeting dated May 28, 2013 as presented. All voted in favor
and the motion carried unanimously with a vote of 5 to 0.
AND REDEVELOPMENT AUTHORITY TO THE CITY OF CHANHASSEN.
Kate Aanenson: Tbank you Mayor, members of the City Council. As you stated the purpose of this then
is to transfer the property from the EDA to the City Council for the purposes of the subdivision and site
plan that we recently approved for the Shops of Chanhassen so attached is a resolution approving that
along with the Quit Claim Deed and I'd be happy to answer any questions that you have.
Mayor Furlong: Thank you. Any questions for staff? Ms. Aanenson, is this the entire parcel that wraps
around that or just the portion that is being transferred over to the?
Kate Aanenson: This is just the portion that the City owns. At closing the attorney's office will make
sure that that be administratively.
Andrea Poehler: It is the full.
Mayor Furlong: It is a full parcel?
Kate Aanenson: I'm sorry. Oh I'm sorry. Yeah it's the entire piece. Right. We're entirely taking.
Mayor Furlong: The EDA is transferring the entire piece over to the City.
Kate Aanenson: I'm sorry.
Mayor Furlong: And then the City will be selling off just that sliver.
SCANNED
0 0
Chanhassen Economic Development Authority — November 10, 2014
Kate Aanenson: That's correct, I'm sorry. I misunderstood the question.
Mayor Furlong: Okay. Thank you for the clarification. Any other questions for staff regarding this?
Seeing none we will have a public hearing so at this time I would open up the podium. Please ask
anybody who would like to address the EDA on this matter to come forward stating their name and
address for the record. Seeing nobody, without objection we'll close the public hearing. Bring it back to
the EDA for consideration. Any thoughts? Discussion on this. If not would somebody like to make a
motion?
Councilwoman Ernst: Mayor I'll make a motion.
Mayor Furlong: Councilwoman Ernst.
Councilwoman Ernst: I make a motion the Chanhassen Economic Development Authority adopts a
resolution approving the sale of the property.
Mayor Furlong: Thank you. Is there a second?
Councilman Laufenburger: Second.
Councilman McDonald: Second.
Mayor Furlong: He beat you. Motion's been made and seconded. Any discussion? Hearing none we'll
proceed with the vote.
Resolution #2014-01: Councilwoman Ernst moved, Councilman Laufenburger seconded that the
Chanhassen Economic Development Authority approve the sale of the property and Quit Claim
Deed. All voted in favor and the motion carried unanimously with a vote of 5 to 0.
Mayor Furlong: If there's nothing else to come before the EDA this evening, is there a motion to
adjourn?
Councilman McDonald moved, Councilwoman Tjornhom seconded to adjourn the meeting. All
voted in favor and the motion carried unanimously with a vote of 5 to 0. The Economic
Development Authority was adjourned at 7:05 p.m.
Submitted by Todd Gerhardt
City Manager
Prepared by Nann Opheim
CITY OF
CHANHASSEN
7700 Market Boulevard
PO Box 147
Chanhassen, MN 55317
Administration
Phone: 952.227.1100
Fax: 952.227.1110
Building Inspections
Phone: 952.227.1180
Fax: 952.227.1190
Engineering
Phone: 952.227.1160
Fax: 952.227.1170
Finance
Phone: 952.227.1140
Fax: 952.227.1110
Park & Recreation
Phone: 952.227.1120
Fax: 952 227.1110
Recreation Center
2310 Coulter Boulevard
Phone: 952.227.1400
Fax: 952.227.1404
Planning &
Natural Resources
Phone: 952.227.1130
Fax: 952.227.1110
Public Works
7901 Park Place
Phone: 952.227.1300
Fax: 952.2271310
Senior Center
Phone: 952.227.1125
Fax: 952.227.1110
Website
www.ci.chanhassen.mn.us
MEMORANDUM
TO: Todd Gerhardt, Executive Director, Economic Development Authority
FROM: Kate Aanenson AICP, Community Development Director
DATE: November 10, 2014 V Vfr
SUBJ: Conveyance of EDA Property to the City
PROPOSED MOTION:
The Chanhassen Economic Development Authority adopts a Resolution Approving
the Sale of Property.
Approval requires a simple majority vote of the Economic Development Authority.
BACKGROUND
The Economic Development Authority (EDA) is the owner of property described as
Outlot A, Chanhassen Retail Second Addition. The property is being replatted as
Chanhassen Retail Fourth Addition to accommodate the Shops of Chanhassen
project. In order to facilitate the platting process, the property needs to be conveyed
to the City. This will be accomplished through a Resolution Approving Sale of
Property and a Quit Claim Deed.
ATTACHMENTS
1. Resolution Approving the Sale of Property.
2. Quit Claim Deed.
GAPLAN\2014 Planning Cases\2014-28 Shops at Chanhassen\Recording dmmans\EDA Staff Report Carveyance of Land to City Coundi.doc
Chanhassen is a Community for Life . Providing for Today and Planning for Tomorrow
SCANNED
0 0
CHANHASSEN ECONOMIC DEVELOPMENT AUTHORITY
CARVER AND HENNEPIN COUNTIES, MINNESOTA
RESOLUTION NO. 2014 -
RESOLUTION APPROVING SALE OF PROPERTY
TO THE CITY
WHEREAS, the City has agreed to convey a portion of the Property legally described in
Exhibit A attached hereto to a developer for development of a commercial building ("Property");
and
WHEREAS, the Property is owned in fee by the Economic Development Authority in
and for the City of Chanhassen ("EDA"); and
WHEREAS, to facilitate the conveyance for development, the EDA proposes to convey
the Property to the City;
NOW, THEREFORE, BE IT RESOLVED that the Chanhassen Economic
Development Authority does hereby approve conveyance of the Property to the City.
PASSED AND DULY ADOPTED by the Chanhassen Economic Development
Authority, this l0a' day of November, 2014.
Thomas A. Furlong, Chair
ATTEST:
Todd Gerhardt, Executive Director
(Seal)
178595vi
EXHIBIT "A"
Legal Description of Property
Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County, Minnesota,
according to the recorded plat thereof.
178595A 2
0 0
(Reserved for Recording Data)
QUIT CLAIM DEED
STATE DEED TAX DUE HEREON: $1.65
Dated: 2014.
FOR VALUABLE CONSIDERATION, the Chanhassen Economic Development
Authority, Uk/a Housing and Redevelopment Authority in and for the City of Chanhassen, a
public body corporate and politic under the laws of the State of Minnesota, Grantor, hereby
conveys and quitclaims to the City of Chanhassen, a Minnesota municipal corporation, Grantee,
real property in Carver County, Minnesota, legally described as follows:
See Exhibit A attached hereto and made a part thereof by reference.
together with all hereditaments and appurtenances belonging thereto, subject to the following
exceptions: None
THE GRANTOR CERTIFIES THAT THE GRANTOR DOES NOT KNOW OF ANY WELLS ON THE
DESCRIBED REAL PROPERTY.
The consideration for this transfer is less than $500.00.
CHANHASSEN ECONOMIC
DEVELOPMENT AUTHORITY
Its Chairperson
Its Executive Director
177889v1
E
STATE OF MINNESOTA )
)ss.
COUNTY OF CARVER )
The foregoing instrument was acknowledged before me this
2014, by
E
day of
and
, respectively the Chairperson and Executive Director of the
Chanhassen Economic Development Authority, a public body corporate and politic under the laws
of the State of Minnesota, on its behalf.
Notary Public
Tax Statements for the real property
described in this instrument should be sent to:
City of Chanhassen
7700 Market Boulevard
P.O. Box 147
Chanhassen, Minnesota 55317
THIS INSTRUMENT WAS DRAFTED BY:
CAMPBELL KNUTSON
Professional Association
Attorneys at Law
317 Eagandale Office Center
1380 Corporate Center Curve
Eagan, Minnesota 55121
651-452-5000
AMP/cjh
1778890 2
Outlot A, Chanhassen Retail Second Addition, Carver County, Minnesota,
according to the recorded plat thereof.
(Abstract Property)
177889v1
QQQ
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Nr�S
P4;T
UO
CITY OF CHANHASSEN
CARVER & HENNEPIN
COUNTIES
NOTICE OF PUBLIC
ARING
N077CEEIIS HEREBY GIVEN
Novembere 10, arin2014,Mt 7:06
P -m. in the Council Chambers
in Chanhassen City Hall, 7700
Market Boulevard, relating to
the conveyance/sale of property
to the City of Chanhassen. The
Property is described as Outiot
A, Chanhassen Retail Second
Addition.
All interested persons may
appearandexpress theiropinions
regarding this conveyance/sale
at said time and place. if you
have any questions, please feel
free to contact Rate Aanenson at
952-227-1139.
Todd Gerhardt, City Manager
Phone: 952-227-1100
(Published in the Chanhassen
Villager on Thursday, October
30, 2014- No 4037)
0 0
Affidavit of Publication
Southwest Newspapers
State of Minnesota)
)SS.
County of Carver )
Laurie A. Hartmann, being duly svom, on oath says that she is the publisher or the authorized
agent of the publisher of the newspapers known as the Chaska Herald and the Chanhassen Vil-
lager and has full knowledge of the facts herein stated as follows:
(A) These newspapers have complied with the requirements constituting qualification as a legal
newspaper, as provided by Minnesota Statute 331A.02, 331A.07, and other applicable laws, as
amended.
(B) The printed public notice that is attached to this Affidavit and identified as No. iJ 3
was published on the date or dates and in the newspaper stated in the attached Notice and said
Notice is hereby incorporated as part of this Affidavit. Said notice was cut from the columns of
the newspaper specified. Printed below is a copy of the lower case alphabet from A to Z, both
inclusive, and is hereby acknowledged as being the kind and size of type used in the composition
and publication of the Notice:
abedefgbijklmnopgrstu
7By:
Laurie A. Hartmann
Subscribed and sworn before me on
this _Mday of Q lam. 2014
JYMME JEANNEI7E BARK
N(rAAY FLRLlC - M'.N.NES07A
MY COMMl$Sl0N D7..RES 0!;3';!8
RATE INFORMATION
Lowest classified rate paid by commercial users for comparable space.... $31.20 per column inch
Maximum rate allowed by law for the above matter ................................ $31.20 per column inch
Rate actually charged for the above matter ............................................... $12.59 per column inch
SCANNED
CITY OF CHANHASSEN
CARVER & HENNEPIN COUNTIES
NOTICE OF PUBLIC HEARING
NOTICE IS HEREBY GIVEN that the Chanhassen Economic Development Authority
will hold a public hearing on Monday, November 10, 2014, at 7:00 p.m. in the Council
Chambers in Chanhassen City Hall, 7700 Market Boulevard, relating to the conveyance/sale of
property to the City of Chanhassen. The property is described as Outlot A, Chanhassen Retail
Second Addition.
All interested persons may appear and express their opinions regarding this
conveyance/sale at said time and place. If you have any questions, please feel free to contact
Kate Aanenson at 952-227-1139.
Todd Gerhardt, City Manager
Phone: 952-227-1100
(Publish in the Chanhassen Villager on October 30, 2014)
• •
Chanhassen City Council — October 13, 2014
2. Receive Planning Commission Minutes dated September 16, 2014
3. Receive Park and Recreation Commission Minutes dated September 23, 2014
4. Approve Amendment to Purchase Agreement with Halifax Development, LLC (Noodle
Restaurant).
All voted in favor and the motion carried unanimously with a vote of 4 to 0.
VISITOR PRESENTATIONS.
Bob Adomaitis: My name is Bob Adomaitis and I live on Lake Riley. I'm actually a resident of Eden
Prairie.
Mayor Furlong: Good evening.
Bob Adomaitis: Good evening.
Mayor Furlong: Could you state your street address please.
Bob Adomaitis: 9503 Highview Drive.
Mayor Furlong: Thank you very much.
Bob Adomaitis: Two doors from Chanhassen so.
Mayor Furlong: Well maybe someday we can annex that and allow you to live here as well.
Bob Adomaitis: ...quasi Chanhassen as well. Thank you. Honorable Mayor, members of the
Chanhassen City Council and Chanhassen city staff, thank you for the opportunity to speak to you today.
Again my name is Bob Adomaitis. I'm a resident of Eden Prairie and I live on Lake Riley. I'm also the
current President of Lake Riley Improvement Association. A lakeshore homeowners group that has been
in existence for going on 40 years. My purpose today is to formally introduce to you a newly formed
organization called the Southwest Metro Lakes Coalition. The homeowners associations from a number
of lakes within the Riley -Purgatory -Bluff Creek Watershed District came together on an ad hoc basis to
combine our resources of time and expertise to create a unified lakeshore owners representation in the
ongoing rule making process of the Riley -Purgatory -Bluff Creek Watershed District. In the course of
doing this we soon realized the benefit of transitioning the group to a formal entity. The lake
homeowners associations that are current members of the Southwest Metro Lake Coalition are from
Mitchell, Red Rock, Lake Riley in Eden Prairie and Chanhassen and Lakes Lucy and Lotus from
Chanhassen. We estimate that we represent over 1,000 households. In our Articles of Incorporation we
state our purpose as, to promote and support activities to preserve and protect the lakes within the Riley -
Purgatory -Bluff Creek Watershed District and conduct non-partisan research, education and informational
activities to increase public awareness of conditions and events that may impact such lakes. I want to
make one thing regarding our coalition perfectly clear. We are not opposed to regulation of lakes,
streams, and wetlands. You will not find people more caring of our lake quality than the homeowners
represented by this group. We conscientiously refer to the DNR and City rules for development and
maintenance of our lakeshore properties. We do however challenge the Riley -Purgatory -Bluff Creek
Watershed District regarding their authority to supersede these municipal ordinances already in place.
We lakeshore owners pay close attention to the science of what improves our water quality than what is
detrimental. We challenge this watershed in their decision making process regarding projects in this
SCANNED
0 0
CHANHASSEN CITY COUNCIL
REGULAR MEETING
OCTOBER 13, 2014
Mayor Furlong called the meeting to order at 7:05 p.m. The meeting was opened with the Pledge to
the Flag.
COUNCIL MEMBERS PRESENT: Mayor Furlong, Councilman Laufenburger, Councilwoman Emst,
and Councilwoman Tjomhom
COUNCIL MEMBERS ABSENT: Councilman McDonald
STAFF PRESENT: Todd Gerhardt, Laurie Hokkanen, Paul Oebme, Kate Aanenson, Todd Hoffman,
and Roger Knutson
PUBLIC PRESENT:
Dan Campion
Bob Adomaitis, Riley Lake/SWMLC
Naomi Carlson
Jerry Story
Robert Rabe
340 Trappers Pass
9503 Highview Drive, Eden Prairie
6411 Bretton Way
6281 Teton Lane
6307 Teton Lane
Mayor Furlong: Thank you and welcome to everybody. Those here in the council chambers as well as
those watching at home. We're glad that you chose to join us this evening. At this point I would ask
members of the council if there are any changes or modifications to the agenda. If not, without objection
we'll proceed with the agenda as published.
PUBLIC ANNOUNCEMENTS:
Mayor Furlong: I'd like to start with a public invitation this evening to our annual Halloween Party. The
City of Chanhassen with the support of our local community event sponsors is proud to announce the
fourth and final community event for this year, 2014 which is going to be our 30'h Annual Halloween
Party. I invite everybody to join us on Saturday, October 251 for an evening of fun. Children 13 years of
age and under are invited to participate in a wide variety of activities including Trick or Treating, hayrides
weather permitting, games, optional spooky room, refreshments, family entertainment and magic show
featuring the Halls of Magic. I invite all area residents, their families and friends to join us at the
Chanhassen Ree Center from 5:30 to 7:30 on Friday, October 24'h. Excuse me, it's at the Chanhassen Rec
Center from 5:30 to 7:30. All this is going to be on Saturday, October 25'h. Please register by Friday the
24'h, the day before at either City Hall or the Rec Center. The fee is $5 per child. Adults are free and that
covers all activities so Saturday, October 25th. Halloween Party at the Chanhassen Rec Center. 5:30 to
7:30. Please register by the Friday before, or the day before. It's always a fun event and I do want to,
ahead of time thank all the volunteers that are involved. I know our Planning Commission gets involved
with that. Excuse me, our Park and Rec Commission members and others get involved so great event.
Fun event for all. Let's move forward now with the next items on our agenda.
CONSENT AGENDA: Councilwoman Tjornhom moved, Councilwoman Ernst seconded to
approve the following consent agenda items pursuant to the City Manager's recommendations:
1. Approval of City Council Minutes dated September 22, 2014
7700 Market Boulevard
PO Box 147
Chanhassen, MN 55317
Administration
Phone: 952.227.1100
Fax: 952.227.1110
Building Inspections
Phone: 952.227.11 80
Fax: 952.227.1190
Engineering
Phone: 952.227.1160
Fax: 952.227.1170
Finance
Phone: 952.227.1140
Fax: 952.2271110
Park & Recreation
Phone: 952.227.1120
Fax: 952.227.1110
Recreation Center
2310 Coulter Boulevard
Phone: 952.227.1400
Fax: 952.227.1404
Planning &
Natural Resources
Phone: 952.227.1130
Fax: 952.227.1110
0
MEMORANDUM
TO:
FROM:
DATE:
SUBJ:
Mayor & City Council
Todd Gerhardt, City Manager
October 13, 2014
0
Approve Amendment to Vacant Land Purchase Agreement with
Halifax Development, LLC for Redevelopment of Chanhassen Retail
Second Addition
PROPOSED MOTION:
"The City Council approves the Amendment to Vacant Land Purchase
Agreement between the City of Chanhassen and Halifax Development, LLC in
the amount of approximately $210,976.00 or $8.00 per square foot for purchase
of excess right-of-way associated with the Chanhassen Retail Second Addition.
Approval requires a simple majority vote of the city council.
Attached please find the Amendment to Vacant Land Purchase Agreement between
the City of Chanhassen and Halifax Development, LLC. Hans Kuhhnan is
representing Halifax Development which is out of Denver, Colorado.
On May 12, 2014, the City Council Approved the Purchase Agreement for Halifax
Development, LLC. Since the original agreement, the amount of land to be
purchased has been surveyed and preliminary platted. The amount of land to be
purchased has been reduced by 3,628 square feet and a revised survey/preliminary
plat has been added as an exhibit. The purchase agreement has been amended to
reflect the changes.
PROPOSED REDEVELOPMENT PLANS
Public works Currently, the outlot for Chanhassen Retail Second Addition is 1.46 acres. The
7901 Park Place purchase is for 26,372 square feet of this property. This property will be platted with
Phone: 952.227.1300 a portion of the Target parking lot. The intended use is a 4,412 square -foot multi -
Fax: 952.227.1310 tenant building including one restaurant and another user.
Senior Center
Phone: 952.227.1125 The property is zoned Central Business District. The site conforms to all of the city's
Fax: 952.227.1110 zoning regulations. Halifax Development, LLC is required to do a minor traffic study
and proceed through the city's subdivision and site plan review process.
Website
www.ci.chanhassen.mn.us The subject property is currently in the name of the Chanhassen HRA. Prior to
closing, the property will be conveyed to the city from the HRA via quit claim deed.
SCANNED
Chanhassen is a Community for Life - Providing for Today and PlanningforTomonow
Todd Gerhardt
Amendment to Vacant Land Purchase Agreement
October 13, 2014
Page 2
PURCHASE AGREEMENT TERMS
Purchase Price: $210,976.00 ($8.00 per square foot)
Closing: No later than May 6, 2015
Contingency: Sale is contingent upon the project receiving site plan approval from the city
Staff supports the proposed redevelopment and the attached Amendment to Vacant Lane
Purchase Agreement. Selling a portion of the city's excess right-of-way makes the project
feasible for the city and developer.
RECOMMENDATION
Staff recommends approval of the attached Amended Vacant Land Purchase Agreement with
Halifax Development, LLC for a purchase price of $210,976.00 or $8.00 per square foot.
ATTACHMENTS
1. Amendment to Vacant Land Purchase Agreement dated October 13, 2014.
2. Proposed Preliminary Plat.
gAadmin\tg\chanhansen retail\pu hme agreement 2.dmx
�]
0
AMENDMENT TO VACANT LAND
PURCHASE AGREEMENT
THIS AMENDMENT TO PURCHASE AGREEMENT is dated as of October 13, 2014,
between CITY OF CHANHASSEN, a Minnesota municipal corporation ("Seller"), and
HALIFAX DEVELOPMENT, LLC., a Minnesota limited liability company, ("Buyer").
IN CONSIDERATION of the mutual covenants and agreements herein, the Vacant Land
Purchase Agreement between Buyer and Seller dated June 4, 2014 ("Agreement"), is hereby
amended as follows:
1. Amendment to Paragraph 3. Paragraph 3 of the Agreement is hereby amended to
read as follows:
3. PRICE AND TERMS. The price for the Property included in this sale is Two
Hundred Forty Thousand and No/100 Dollars ($210,976.00) ("Purchase Price"), which
Buyer shall pay as follows:
(i) Five Thousand and no/100 ($5,000.00) Dollars as Earnest Money in hand
paid to Seller, receipt whereof is hereby acknowledged, to be applied to the
Purchase Price at Closing; and
(ii) The balance of Two Hundred Thirty Five Thousand and No/100 Dollars
($205,976.00) in immediately available funds on the Date of Closing.
The Purchase Price is based on Property consisting of 26,372 net square feet at a price of
$8.00/per net square foot pursuant to the survey obtained by Buyer.
2. Amendment to Paragraph 9. Paragraph 9 of the Agreement is hereby amended to read
as follows:
9. TITLE INSURANCE BY SELLER. Seller has provided a title commitment for
an Owner's Policy to Title Insurance ("Commitment") in the full amount of the Purchase
Price issued by Land Title, Inc. certified to date and including proper searches covering
bankruptcies, state and federal judgments and liens, committing to issue its policy of title
insurance that insures that at closing Buyer shall have good, marketable title of record to
the Property, free and clear of all liens, encumbrances, leases, claims and charges (except
permitted encumbrances).
Buyer has reviewed the Commitment and the time for title objections by Buyer has
expired and all objections are deemed waived.
178594vl
•
3. Amendment to Paragraph 11. Paragraph 11 of the Agreement is hereby amended to
read as follows:
11. NOTICES. Any notices required or permitted to be given hereunder shall be in
writing and shall be effective (i) when delivered personally, (ii) when received by
overnight courier service or facsimile communications (provided that a copy of such notice
is deposited in the United States mail within one (1) business day of the facsimile
transmission) or (iii) three (3) days after being deposited in the United States Mail (sent
certified or registered, return receipt requested), in each case addressed as follows (or to
such other address as the parties hereto may designate in the manner set forth herein):
If to Buyer: Halifax Development, LLC
4201 East Yale Ave
Suite 200
Denver, CO 80222
If to Seller: City of Chanhassen
7700 Market Boulevard
Chanhassen, Minnesota 55317
Attn: City Administrator
with a copy to: Campbell Knutson, P.A.
1380 corporate Center Curve, suite 317
Eagan, Minnesota 55121
Facsimile: 651-452-5550
Attn: Andrea McDowell Poehler
4. Amendment to Paragraph 16. Paragraph 16 of the Purchase Agreement is amended
to read as follows:
16. CLOSING. The Closing Date of this transaction shall take place no later
than May 6, 2015, (the "Closing" or "Closing Date"). The Closing Date may be
accelerated by mutual agreement of the parties if all contingencies contained herein are
satisfied prior to conclusion of the Contingency Period. At closing, Seller and Buyer shall
deliver to one another the instruments specified herein. If Buyer elects, the Closing may
occur at and through the office of the title company that will close Buyer's acquisition of
property from Target Corporation, provided that the Seller shall not be responsible for any
additional costs or expenses other than those identified in this Agreement. If Buyer fails to
make such an election, the closing shall be at a location designated by Seller. Unless
otherwise agreed by the parties in writing, in the event that any of the contingencies
provided for in this Agreement are not satisfied prior to the Date of Closing, this
Agreement shall be null and void and of no further force and effect. At closing, Seller and
»85savi 2
Buyer shall disclose their Social Security Numbers or Federal Tax Identification Numbers
for the purposes of completing state and federal tax forms.
5. Amendment to Exhibit A. Exhibit A of the Purchase Agreement is amended as
provided in Exhibit A attached hereto.
6. Counterparts. This Amendment may be executed in any number of counterparts or
by facsimile, each of which will be deemed to be an original, but all of which, when taken
together, constitute the same instrument.
7. Effect of Purchase Agreement. Except as provided herein, all terms and provisions
of the Purchase Agreement shall remain in full force and effect.
Seller and Buyer have executed this Amendment as of the date first written above.
SELLER:
CITY OF CHANHASSEN
M
Thomas A. Furlong, Mayor
Todd Gerhardt, City Manager
BUYER:
HALIFAX DEVELOPMENT, LLC
1785941
0 0
EXHIBIT A
Legal Description of Property
That part of Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County,
Minnesota, according to the recorded plat thereof, that lies East of the West line of the East 198.31
feet of said Outlot A and South of the South line of Outlot B, of said CHANHASSEN RETAIL
SECOND ADDITION.
Property to be replatted prior to closing as part of a new lot and block together with additional
property.
1785940 4
Preliminary Plat of Chanhassen
Retail Fourth Addition
} II
L
01
II F
_ R
I� �
v \
Hill
..�.. 0 11
WTTO
SOCIAFES
Engineers 8 Land Surveyors, Inc.
City of Chanhassen
Kate Aanenson, AICP
7700 Market Blvd.
P.O. Box 147
Chanhassen, MN 55317
i i
9 West Division Street, Buffalo, MN 55313
763-6824727 Fax 763-682-3522
www. ottoassociates. com
O1 Invoice number
117
Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County, MN
Date
13305
05/13/2014
Project 14-0195 CITY OF CHANHASSEN
Current
Description Billed
Certificate of Survey 1,600.00
Total 1,600.00
Aging Summary
Invoice Number
13305
Invoice Date Outstanding Current Over 30 Over 60
05/13/2014 1,600.00 1,600.00
Total 1,600.00 1,600.00 0.00 0.00
Invoice total 1,600.00
Over90 Over120
0.00 0.00
PLEASE REFERENCE PROJECT NUMBER WHEN REMITTING PAYMENT
Balances remaining unpaid 30 days past the billing date will be assessed a Late Payment Charge (finance charge) of 1.5% per month
(18% per annum) with a minimum of $1.00 on past due balance.
RECEIVED
MAY ° 1.9' 14
CITY Or'1tJjNrJA00EN
Thank you for your business!
Page 1
9 West Division Street, Buffalo, MN 55313
TTO763'6824727 Fax 763-662-3522
QS50WATESwwwottoassodates.corri
Engineers 8 Land Surveyors, Inc.
Ib � l Zo
City of Chanhassen Invoice number 13313
Kate Aanenson,AICP Date 05/27/2014
7700 Market Blvd.
P.O. Box 147 Project 14-0195 CITY OF CHANHASSEN
Chanhassen, MN 55317
Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County, MN
Current
Description Billed
Certificate of Survey 0.00
Additional Services
Review Legal Description and Revise 189.25
Total 189.25
PLEASE REFERENCE PROJECT NUMBER WHEN REMITTING PAYMENT
Balances remaining unpaid 30 days past the billing date will be assessed a Late Payment Charge (finance charge) of 1.5% per month
(18% per annum) with a minimum of $1.00 on past due balance.
RECEIVED
MAY 2 8 2014
CIN OF CHANHASSEN
Thank you for your business!
Page 1
Invoice total 189.25
Aging Summary
Invoice Number
Invoice Date
Outstanding
Current Over 30 Over 60 Over 90 Over 120
13313
05/27/2014
189.25
189.25
Total
189.25
189.25 0.00 0.00 0.00 0.00
PLEASE REFERENCE PROJECT NUMBER WHEN REMITTING PAYMENT
Balances remaining unpaid 30 days past the billing date will be assessed a Late Payment Charge (finance charge) of 1.5% per month
(18% per annum) with a minimum of $1.00 on past due balance.
RECEIVED
MAY 2 8 2014
CIN OF CHANHASSEN
Thank you for your business!
Page 1
CITY OF CHANHASSEN
P O BOX 147
CHANHASSEN MN 55317
06/09/2014 11:55 AM
Receipt No. 00253433
CLERK: bethanya
PAYEE: Halifax Development LLC
4201 E Yale Ave
Ste 200
Denver CO 80222 -
Purchase of Land Chanhassen Retail
Outlot A, Chan Retail 2nd Addition
-------------------------------------------------------
Security Escrow 5,000.00
Total
Cash
Check 1799
Change
5,000.00
0.00
5,000.00
0.00
Thomas J. Campbell
Roger N. Knutson
Thomas M. Scott
Elliott S. Knetsch
Joel J. Jamnik
Andrea McDowell Poehlcr
Soren M. Mattick
John F. Kcl]N
lienr :\. Schaeffer. III
Alina Schwartz.
Shana N. Conklin
David H. Schultz
Suite 317 • I -.
651-452-50�C
Fax 651-452 5-
uH' .ck-laic.✓
0 0
CAMPBELL KNUTj7N �r8
Professional Association
June 30, 2014
VIA ELECTRONIC TRANSMISSION
AND U. S. MAIL
Mr. Hans Kuhlmann
Halifax Develoment, LLC
4201 East Yale Avenue
Suite 200
Denver, CO 80222
Re: City of Chanhassen - Halifax Development LLC
Dear Mr. Kuhhnann:
This office represents the City of Chanhassen. Pursuant to Paragraph 9 of the
Vacant Land Purchase Agreement between the City of Chanhassen and Halifax
Development LLC, enclosed herewith is a copy of the title commitment prepared for
the property being purchased by Halifax.
cjh
Enclosure
cc:
177016vl
Ms. Kate Aanenson
Very truly yours,
Campbell Knutson
Pro essional Association
By: \A"-Z�
��& 4
Carole J. Hoeft
Legal Assistant
IREMIVED
JUL 2 2014
CIV OF CHANHASSEN
CITY OF CHANH • EN
ENGINEERING DEPARTMENT
7700 Market Boulevard
P.O. Box 147
CHANHASSEN, MN 55317
(952) 227-1100 FAX (952) 227-1170
TO: Hans
Ames Business Center
2500 West County Road 42
Burnsville, MN 55337
WE ARE SENDING YOU
❑ Shop drawings
❑ Copy of letter
LETTER OTRANSMITTAL
7/14
Hans Kuhlmann
RE:
Vacant Land Purchase Agreement
® Attached ❑ Under separate cover via the following items:
❑ Prints ❑ Plans ❑ Samples ❑ Specifications
❑ Change Order ❑ Pay Request ❑
THESE ARE TRANSMITTED as checked below:
❑
For approval
®
Approved as submitted ❑ Resubmit copies for approval
®
For your use
❑
Approved as noted ❑ Submit copies for distribution
®
As requested
❑
Returned for corrections ❑ Return corrected prints
❑
For review and comment
❑
❑
FORBIDS DUE
❑
PRINTS RETURNED AFTER LOAN TO US
REMARKS
COPY TO:
N enclosures are not as noted, kindly notify us at once.
SCANNED
VACANT LAND
PURCHASE AGREEMENT
1. PARTIES.. This Purchase Agreement is made by and between the CITY OF
CHANHASSEN, a Minnesota municipal corporation, located at 7700 Market Boulevard,
Chanhassen, Minnesota 55317 ("Seller"), and HALIFAX DEVELOPMENT LLC, a Minnesota
limited liability company, located at 4201 East Yale Ave Suite 200, Denver, CO 80222
("Buyer").
2. OFFER/ACCEPTANCE. Buyer offers to purchase and Seller agrees to sell real
property located in the City of Chanhassen, County of Carver, State of Minnesota, as legally
described in Exhibit "A" attached hereto and incorporated herein, together with all rights,
easement and appurtenances pertaining thereto and all improvements, landscaping and foliage
thereon (referred to herein as the "Property").
3. PRICE AND TERMS. The price for the Property included in this sale is Two Hundred
Forty Thousand and No/100 Dollars ($240,000.00) ("Purchase Price"), which Buyer shall pay as
follows:
(i) Five Thousand and no/100 ($5,000.00) Dollars earnest money upon the execution
of this Agreement, which will be held in escrow by Land Title, Inc. ("Title") and
applied to the Purchase Price at Closing; and
(ii) The balance of Two Hundred Thirty Five Thousand and No/100 Dollars
($235,000.00) in immediately available funds on the Date of Closing.
The Purchase Price is based on Property consisting of 30,000 net square feet at a price of
$8.00/per net square foot. "Net square feet" means the square footage of the Property net of any
existing or known future public roadways, public right of way, easements, floodplain, waterways
and wetlands. The Purchase Price shall be modified to reflect any change in the net square feet
based on a Seller survey of the Property conducted by a registered land surveyor in the State of
Minnesota, at Buyer's expense.
4. DEED/MARKETABLE TITLE. Upon performance by Buyer, Seller shall execute and
deliver a Limited Warranty Deed conveying marketable title of record, subject to:
A. Reservations of minerals or mineral rights by the State of Minnesota, if any;
B. Building and zoning laws, ordinances, state and federal regulations;
C. Any easements or agreements required pursuant to Section 8B of this Agreement;
and
D. Any other matters consented to by Buyer in writing or not timely objected to by
Buyer.
RECEIVED
JUN 9 - 2014
a;.n, «a 1
171443x3
CITY OF CHANHASSEN
L
0
n
u
5. REAL ESTATE TAXES AND SPECIAL ASSESSMENTS.
A. Prior Years' Delinquent Real Estate Taxes and Delinquent Special Assessments.
Delinquent real estate taxes payable in years prior to the year of Closing and
delinquent installments of special assessments certified for collection with real
estate taxes payable in years prior to the year of Closing, together with penalty,
interest and costs, shall be paid by Seller not later than the Date of Closing.
B. Real Estate Taxes Payable in the Year of Closing. Seller and Buyer shall prorate
all general real estate taxes due and payable on or pertaining to the Property in the
year in which the Date of Closing occurs on a per diem basis. If the Property is a
portion of one tax parcel, the prorated taxes payable herein shall be determined on
a proportionate square footage basis. Seller shall pay on or before the Date of
Closing all levied and pending special assessments associated with the Property as
of the date of this Agreement. Seller shall pay penalty, interest and costs on any
delinquent installment of taxes and special assessments payable in the year of
Closing.
C. Certified Special Assessments. All installments of special assessments certified
for payment with the real estate taxes payable on the Property in the year of
Closing shall be paid by Seller at Closing.
D. All Other Levied Special Assessments. Seller shall pay on the Date of Closing all
other special assessments levied against the Property as of the date of this
Purchase Agreement.
6. SELLER'S BOUNDARY LINE, ACCESS, RESTRICTIONS AND LIEN
WARRANTIES. Seller warrants that buildings on adjoining real property, if any, are entirely
outside of the boundary lines of the Property. Seller warrants that there has been no labor or
material fiunished to the Property for which payment has not been made. Seller warrants that
there are no present violations of any restrictions relating to the use or improvement of the
Property. These warranties shall survive the delivery of the Limited Warranty Deed.
7. ACCESS PRIOR TO CLOSING. Upon reasonable notice to Seller, Buyer and Buyer's
authorized agents shall have the right during the period from the date of this Agreement to the
Date of Closing to enter in and upon the Property in order to make, at Buyer's expense, surveys,
measurements, soil tests and other tests that Buyer shall deem necessary. Buyer agrees to restore
any resulting damage to the Property and to indemnify, hold harmless and defend Seller from
any and all claims by third persons of any nature whatsoever arising from Buyer's right of entry
hereunder, including all actions, proceedings, demands, assessments, costs, expenses and
attorneys' fees. Buyer shall not perform any invasive testing of the Property without Seller's
prior written consent. Seller's consent may be conditioned upon any reasonable restrictions that
Seller deems necessary. Buyer shall provide to Seller a copy of any such surveys,
measurements, soil tests or other tests within five (5) days after receipt.
8. POSSESSION. Seller shall deliver possession of the Property not later than the actual
Date of Closing.
171443v5
2
0 0
9. TTTLE INSURANCE BY SELLER. Seller shall, within twenty-one (21) days of the
date of this Agreement, furnish Buyer with a commitment for an Owner's Policy of Title
Insurance ("Commitment") in the full amount of the Purchase Price issued by Title, certified to
date to include proper searches covering bankruptcies, state and federal judgments and liens, by
which said company commits to issue its policy of title insurance that insures that at closing
Buyer shall have good, marketable and insurable title of record to the Property, free and clear of
all liens, encumbrances, leases, claims and charges (except any permitted encumbrances).
Buyer shall be allowed thirty (30) days after the receipt of the title commitment for
examination of title and making any objections, which shall be made in writing or deemed
waived.
10. TITLE CORRECTIONS AND REMEDIES. If any title objection is made by Buyer,
Seller shall use its best efforts to make such title marketable within one hundred twenty (120)
days from its receipt of Buyer's written objection. Marketability of title shall be determined
according to Minnesota statues, Minnesota case law decisions, and the standards of Minnesota
title standards. Pending correction of title, the payments hereunder required shall be postponed,
but upon correction of title and within ten (10) days after written notice, Buyer shall perform as
provided in this Agreement. If said title is not marketable and is not made so within the time
provided for herein, Buyer may either:
(i) terminate this Purchase Agreement by giving written notice by registered mail to
Seller, in which event this Purchase Agreement shall become null and void and
neither party shall be liable for damages hereunder to the other party and the
Earnest Money shall be returned to Buyer; or
(ii) elect to accept title in its unmarketable condition by giving written notice by
registered mail to Seller, in which event the Limited Warranty Deed to be
delivered at Closing Date shall except such objections.
11. NOTICES. Any notices required or permitted to be given hereunder shall be in writing
and shall be effective (i) when delivered personally, (ii) when received by overnight courier
service or facsimile communications (provided that a copy of such notice is deposited in the
United States mail within one (1) business day of the facsimile transmission) or (iii) three (3)
days after being deposited in the United States Mail (sent certified or registered, return receipt
requested), in each case addressed as follows (or to such other address as the parties hereto may
designate in the manner set forth herein):
If to Buyer: Halifax Development, LLC
4201 East Yale Ave
Suite 200
Denver, CO 80222
If to Seller: Chanhassen EDA
7700 Market Boulevard
Chanhassen, Minnesota 55317
1714430 3
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with a copy to: Campbell Knutson, P.A.
1380 corporate Center Curve, suite 317
Eagan, Minnesota 55121
Facsimile: 651-452-5550
Attn: Andrea McDowell Poehler
12. MINNESOTA LAW. This contract shall be governed by the laws of the State of
Minnesota.
13. WELL DISCLOSURE. [Check one of the following: ]
X Seller certifies that Seller does not know of any wells on the Property.
Wells on the Property are disclosed by Seller on the attached Well Disclosure form.
14. DISCLOSURE OF INDIVIDUAL ON-SITE SEWAGE TREATMENT SYSTEM.
[Check one of the following: J
X Seller certifies that Seller does not know of any individual on-site sewage treatment
systems on the Property.
—Individual on-site sewage treatment systems on the Property are disclosed by Seller on
the attached Disclosure form.
15. SELLER'S COVENANTS, REPRESENTATIONS AND WARRANTIES.
171443v5
A. Seller as part of the consideration therefore, represents, warrants, and covenants
with Buyer and its successors and assigns that:
(1) Seller warrants and represents to Buyer that, to Seller's knowledge,
without investigation, no entity or person has, at any time:
a) "released" or actively or passively consented to the "release" or
"threatened release" of any Hazardous Substance (as defined
below). from any "facility" or "vessel" located. on or used in
connection with the Property or adjacent tracts in violation of
applicable laws; or
b) taken any action in "response" to a "release" in connection with the
Property or adjacent tracts; or
C) otherwise engaged in any activity or omitted to take any action
which could subject Seller or Buyer 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 Property or adjacent tracts,
including the generating, transporting, treating, storage, or
manufacture of any Hazardous Substance (as defined below) in
violation of applicable law. 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. Sec. 9601 et
SeMc ., as amended ("CERCLA") and any state environmental laws.
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(2) Seller is the fee owner of the Property and has the present full authority
and power to execute this Agreement and, on or prior to the Date of
Closing, Seller shall have the full authority and power to close the sale of
the Property.
(3) There is no action, litigation, investigation, condemnation or proceedings
of any kind pending, or to the best of the knowledge of Seller, threatened
against Seller with regard to the Property.
(4) Seller has good, marketable, insurable title to the Property, free and clear
of all liens, encumbrances, claims and charges.
(5) Seller is not foreign persons as defined in §1445(f)(3) of the Internal
Revenue Code or regulations issued thereunder.
B. All of Seller's covenants, representations and warranties in this Agreement shall
be true as of the date hereof and of the Closing Date, and shall be a condition
precedent to the performance of Buyer's obligations hereunder. If Buyer
discovers that any such covenant, representation, or warranty is not true, Buyer
may elect prior to Closing, in addition to any of its other rights and remedies, to
cancel this Agreement, or Buyer may postpone the Closing Date up to ninety (90)
days to allow time for correction. If Buyer elects to proceed with the Closing
following such discovery, Buyer shall be deemed to have waived its rights to
assert a claim against Seller arising from the inaccuracy or untruthfulness of any
such covenant, representation, or warranty.
�. Seller shall provide to Buyer within ten (10) days of the execution of this
Agreement, true and correct copies of any existing environmental assessment
reports, soil reports and results of all soil tests and environmental audits, surveys,
permits, licenses, leases, and complete copies of all contracts currently affecting
the Property readily available or in the possession of Seller, and notices received
within the last ninety (90) days from the city, state or other governmental
authorities pertaining to uncured violations of any law, ordinance or regulation
("Due Diligence Documents").
D. PROTECTED HISTORICAL SITES. (Select either (1) or (2) below:]
Seller represents that Seller does not know if there are historical, native
American, or archeological materials on or in the property that might be protected
by law.
X Seller represents to the best of Seller's knowledge that the property does
not have any American Indian burial grounds, other human burial grounds,
ceremonial earthworks, historical materials, and/or other archeological sites that
are protected by federal or state law. Buyer's obligation to close is contingent
upon Buyer determining to Buyer's satisfaction that the property does not have
any American Indian burial grounds, other human burial grounds, ceremonial
171443v5 - 5
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earthworks, historical materials, and/or other archeological sites that are protected
by federal or state law.
16. CLOSING. The Closing Date of this transaction shall take place no later than May 6,
2015, (the "Closing" or "Closing Date"). The Closing Date may be accelerated by mutual
agreement of the parties if all contingencies contained herein are satisfied prior to conclusion of
the Contingency Period. At closing, Seller and Buyer shall deliver to one another the
instruments specified herein. The closing shall be at a location designated by Seller. Unless
otherwise agreed by the parties in writing, in the event that any of the contingencies provided for
in this Agreement are not satisfied prior to the Date of Closing, this Agreement shall be null and
void and of no further force and effect. At closing, Seller and Buyer shall disclose their Social
Security Numbers or Federal Tax Identification Numbers for the purposes of completing state
and federal tax forms.
17. CLOSING DOCUMENTS.
171443v5
A. At the Closing, Seller shall execute and/or deliver to Buyer the following
(collectively the "Closing Documents"):
(1) Limited Warranty Deed. A Limited Warranty Deed in recordable form
and reasonably satisfactory to Buyer, which shall include the following
well representations: "Seller certifies that the Seller does not know of any
wells on the described Property."
(2) Seller's Affidavit. A standard form affidavit by Seller indicating that on
the date of Closing there are no outstanding, unsatisfied judgments, tax
liens or bankruptcies against or involving Seller or the Property; that there
has been no skill, labor or material furnished to the Property for which
payment has not been made or for which mechanic's liens could be filed;
and that there are no other unrecorded interests in the Property.
(3) Non -Foreign Person Certification. A certification in form and content
satisfactory to the parties hereto and their counsel, properly executed by
Seller, containing such information as shall be required by the Internal
Revenue Code, and the regulations issued thereunder, in order to establish
that Seller is not a "foreign person" as defined in § I445(f)(3) of such Code
and such regulations.
(4) Storage Tanks. If required, an affidavit with respect to storage tanks
pursuant to Minn. Stat. § 116.48.
(5) Well Certificate. If there is a well located on the Property, a well
disclosure certificate in form and substance true to form for recording.
(6) Certification. A certification that the representations and/or warranties
made by Seller are materially the same as were in existence on the date of
this Agreement or noting any changes thereto;
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18.
(7) Easements/Agreements. Any easements or other agreements required
pursuant to Section 19(B).
(8) Other Documents. All other documents reasonably determined by either
party or the title insurance company to be necessary to transfer and
provide title insurance for the Property.
B. At the Closing, Buyer shall execute and deliver to Seller the following:
(1) Easements/Agreements. Any easements or other agreements required
pursuant to Section 19(B);
(2) Payment. Payment of the Purchase Price; and
(3) Other Documents. All documents reasonably determined by either party
or the title insurance company to be necessary to provide title insurance
for the Property.
CLOSING COSTS. The following costs relating to the closing of this transaction shall
be paid as follows:
A. Buyer shall pay at Closing:
10
(1) Recording fee and conservation fee attributable to the Limited Warranty
Deed;
(2) The premium for owner's title insurance, including survey coverage;
(3) One-half the closing fee charged by the Title Company;
(4) The cost of the Circulation Study;
(5) Cost of a survey of the Property; and
(6) All costs associated with platting and development of the Property.
Seller shall pay at Closing:
(1) State Deed Tax;
(2) Recording fees for all documents determined to be necessary to transfer
marketable title to the Buyer;
(3) All costs of obtaining a title insurance commitment;
171443v5 7
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(4) One-half the closing fee charged by the Title Company.
19. CONTINGENCIES AND ADDITIONAL TERMS.
A. Buyer's Contingencies. The Buyer's obligations under this Agreement are
expressly contingent upon Buyer's satisfaction with each of the following conditions:
(1) Buyer determining on or before the Contingency Date, that it is satisfied,
in its sole discretion, with the results of matters disclosed by any survey or
by any environmental/engineering investigation or testing of the Property
performed by Buyer or Buyer's agent. By executing this Agreement,
Seller hereby authorizes Buyer to enter upon the Property at reasonable
times to conduct the investigations and/or tests described herein. Buyer
shall be solely responsible for all environmental tests and shall hold Seller
harmless from any such costs and shall indemnify Seller for breach of this
provision including reasonable attorneys' fees.
(2) Buyer determining on or before the Contingency Date that it is satisfied in
its sole discretion, with the results of matters disclosed by the Due
Diligence Documents.
(3) Buyer entering into a purchase agreement and access and utility easement
agreement with Target Corporation and satisfying all the contingencies
contained in such purchase agreement.
(4) Buyer obtaining all permits, licenses, variances and approvals, including,
without limitation, obtaining an access and construction easement from
Target and other adjacent properties, platting, site plan and zoning
approvals, for Purchasers intended development of the Property.
The "Contingency Date" shall be 180 days after the Effective Date of this
Agreement. If any of the foregoing contingencies have not been satisfied in Buyer's sole
discretion, or waived by Buyer, on or before the Contingency Date, then this Agreement may be
terminated, at Buyer's option, by written notice from Buyer to Seller at any time prior to the
Contingency Date. Such notice of termination may be given at any time on or before the
Contingency Date. Upon such termination the Earnest Money shall be immediately returned to
Buyer and upon such return, neither party will have any further rights or obligations regarding
this Agreement or the Property. The contingencies set forth in this section are for the sole and
exclusive benefit of Buyer, and Buyer shall have the right to waive the contingencies by giving
notice to Seller. Buyer may elect to extend the above referenced Contingency Date for an
additional 90 -day period by so notifying Seller in writing of its election to do so prior to the
expiration of the preceding Contingency Date and depositing an additional $5,000 into escrow
with Title as additional Earnest Money.
171443v5 g
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It I
B. Seller's Contingencies. The Seller's obligations under this Agreement are
expressly contingent upon Seller's satisfaction with each of the following prior to
Closing:
(1) Buyer obtaining and Seller review and approval of a circulation study
prepared by a traffic engineer approved by both parties based on Buyer's
proposed use of the Property, to include the following areas: (i) internal
operations of the main Target Drive off of 78th Street West, (ii) existing
signal at the main Target Drive and 78th Street West and (iii) timing and
interconnect of the signal identified in (ii) above and the existing signal at
Powers Blvd and West 78th Street. ("Circulation Study';
(2) Seller establishing any easements or additional right of way over the
Property, including any necessary cross -access easements over the
Property or abutting parcels, that Seller deems necessary based on the
results of the Circulation Study;
(3) Buyer and Seller entering into any additional agreements for the payment
of any public improvements deemed necessary by Seller based on the
results of the Circulation Study;
(4) On or before the Closing Date, Buyer closing on a purchase agreement
with the property owner to the east of the Property for acquisition of
additional property as generally depicted in the Exhibit B attached hereto
("Additional Property") that is necessary for Buyer's proposed
development of the Property;
(5) Buyer obtaining preliminary and final plat approval for the Property
together with the Additional Property and recording the plat
simultaneously with the Closing, at Buyer's cost;
(6) Buyer obtaining site plan approval from the City of Chanhassen for
development of the Property and Additional Property ("Site Plan
Approval");
The "Contingency Date" shall be 180 days after the Effective Date of this Agreement. If
any of the foregoing contingencies have not been satisfied in Seller's sole discretion, or
waived by Seller, on or before the Contingency Date, then this Agreement may be
terminated, at Buyer's option, by written notice from Seller to Buyer at any time prior to
the Contingency Date. Such notice of termination may be given at any time on or before
the Contingency Date. Upon such termination the Earnest Money shall be immediately
returned to Buyer and upon such return, neither party will have any further rights or
obligations regarding this Agreement or the Property. The contingencies set forth in this
section are for the sole and exclusive benefit of Seller, and Seller shall have the right to
waive the contingencies by giving notice to Buyer.
171443v5 9
C. Condemnation. If, prior to the Closing Date, eminent domain proceedings are
commenced against all or any part of the Property, Seller shall immediately give notice to Buyer
of such fact and at Buyer's option (to be exercised within ten (10) days after Seller's notice), this
Agreement shall terminate, in which event neither party will have further obligations under this
Agreement and the Earnest Money shall be refunded to Buyer. If Buyer shall fail to give such
notice, there shall be no reduction in the Purchase Price, and Seller shall assign to Buyer at the
Closing Date all of Seller's right, title and interest in and to any award made or to be made in the
condemnation proceedings. Prior to the Closing Date, Seller shall not designate counsel, appear
in, or otherwise act with respect to the condemnation proceedings without Buyer's prior written
consent.
D. Broker's Commission. Seller and Buyer represent and warrant to each other that
they have dealt with no brokers, finders or the like in connection with this transaction, and agree
to indemnify each other and to hold each other harmless against all other claims, damages, costs
or expenses of or for any fees or commissions resulting from their separate actions or agreements
regarding the execution or performance of this Agreement, and will pay all costs of defending
any action or lawsuit brought to recover any such fees or commissions incurred by the other
party, including reasonable attorneys' fees.
E. Assignment. Buyer may assign its rights under this Agreement without the prior
written consent of Seller, but shall provide written notice of such assignment to Seller prior to
Closing.
F. Default. If either party shall default in any of their respective obligations under
this Purchase Agreement, the other party, by notice to such defaulting party specifying the nature
of the default and the date on which this Purchase Agreement shall terminate (which date shall
not be less_than thirty (30) days after the giving of such notice), may terminate this Purchase
Agreement, and upon such date, unless the default so specified shall have been cured, this
Purchase Agreement shall terminate. In the case of any default by the Buyer, Seller may
temunate this Purchase Agreement as provided above, and upon such termination, the Earnest
Money shall be forfeited to Seller as agreed and final liquidated damages. In the case of any
default by Seller, upon termination of this Purchase Agreement, the Earnest Money, and all
interest accred thereon, shall be returned to Buyer, without prejudice to any other legal or
equitable right or remedy of Buyer against Seller including, but not limited to specific
performance and damages such damages not exceed $10,000.
G. "AS IS" Purchase. Except as set forth in this Purchase Agreement or any
document contemplated hereby, (i) the Property is being sold, conveyed, assigned,_ transferred
and delivered "as is, where is" on the date hereof, and in its condition on the date hereof, "with
all faults," and Seller is not making, and expressly disclaims, any other representation or
warranties written or oral, statutory, express or implied, concerning the Property, including but
not limited to, representations or warranties relating to value or quality of the Property or with
respect to this Purchase Agreement or the transactions contemplated hereby or thereby, and (ii)
Seller specifically disclaims any representation or warranty of merchantability, usage, suitability
or fitness for any particular purpose with respect to the Property or any part thereof, or as to the
workmanship thereof, or the absence of any defects therein, whether latent or patent.
171443v5 10
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H. Survival. All of the terms of this Agreement will survive and be enforceable after
the Closing.
I. Effective Date. The "Effective Date" of this Agreement shall be the date of
execution by the date upon which it is accepted and executed by the party to whom the offer is
made.
J. Counterparts. This Agreement may be executed in any number of counterparts or
by facsimile, each of which will be deemed to be an original, but all of which, when taken
together, constitute the same instrument.
20. TIME IS OF THE ESSENCE. Time is of the essence for all provisions of this
Purchase Agreement.
21. MULTIPLE ORIGINALS. Seller and Buyer have signed two (2) originals of this
Purchase Agreement.
I agree to sell the Property for the price and terms and conditions set forth above.
SELLER:
CITY OF CHANHASS N
�
By. ►` '� �
0
�m1a�s F long, May
And:
odd Gerhardt City Manager
171443v5 11
I agree to purchase the Property for the price and terms and conditions set forth above.
DEVELOPMENT, LLC
171443v5 12
n
U
EXIIIBIT A
Legal Description of Property
0
That part of Outlot A, CHANHASSEN RETAIL SECOND ADDITION, Carver County,
Minnesota, according to the recorded plat thereof, that lies East of the West line of the
East 173.31 feet of said Outlot A and South of the South line of Outlot B, of said
CHANHASSEN RETAIL SECOND ADDITION.
Property to be replatted prior to closing as part of a new lot and block together with
additional property.
;144:,5 13
It
Depiction of Property to be Acquired
171443v5 14
•
IV 10 0 Chanhassen City Council — May 12, 2014
Kate Aanenson: Yeah well the subdivision design standards are in Chapter 18 and then the driveway
location, some of that stuff is in Chapter 20 so we just wanted to reference both and so the two go
together.
Mayor Furlong: So we're not changing the definition, we're just referencing 18 and 20?
Kate Aanenson: Correct.
Mayor Furlong: In the references, thank you.
Kate Aanenson: Correct.
Mayor Furlong: Okay. If there are no other questions, any comments or concerns? Discussions. If not
would somebody like to make a motion?
Councilwoman Ernst: Sure I will Mr. Mayor.
Mayor Furlong: Thank you Councilwoman Ernst is recognized.
Councilwoman Ernst: I make a motion that City Council approve the ordinance amending Chapters 1, 18
and 20 of the Chanhassen City Code and approval of the attached summary ordinance for publication
purposes.
Mayor Furlong: Thank you. Any, is there a second?
Councilman McDonald: Second.
Mayor Furlong: Second. Is there any discussion?
Councilwoman Ernst moved, Councilman McDonald seconded that the Chanhassen City Council
approves the ordinance amending Chapters 1, 18 and 20 of the Chanhassen City Code; and
approval of the attached summary ordinance for publication purposes. All voted in favor and the
motion carried unanimously with a vote of 4 to 0.
CONSIDER APPROVAL OF PURCHASE AGREEMENT FOR CITY PROPERTY, HALIFAX
DEVELOPMENT, LLC.
Mayor Furlong: Councilwoman Ernst is recognized quickly.
Councilwoman Ernst: Yes Mr. Mayor I'd like to recuse myself.
Mayor Furlong: Thank you. The rest of the council will go ahead and hear this item. Let's start with a
staff report please.
Kate Aanenson: Sure, thank you Mayor, members of the City Council. As you indicated this is a
purchase agreement between the City of Chanhassen and Halifax Development. Hans Kuhlman is
representing Halifax Development out of Denver, Colorado. We're been working on this purchase
agreement or just discussing with the developer for almost 9 months at least so currently the City has
retail, Chanhassen Retail 2°" Addition. There's 1.46 acres surrounding that excess right-of-way so the
developer would like to put a restaurant pad on a portion of that which is right kind of behind the Perkins
SCANNED
9 a
Chanhassen City Council — May 12, 2014
site and adjacent to the Target so in order to accomplish this, because of the kind of the circuitous
entrance into this property as shown on your site plan, the developer will be working also with Target.
The reason for the purchase agreement now, there's some things that need to be executed. We want to
review the exiting of the property so that's one of the conditions of the purchase agreement but the
developer wanted to have control of the property first before he expended a lot of money on that. He has
secured, was working for the purchase agreement and has terms with that with Target Corporation which
makes it a nicer entrance into the site and actually works better than the original proposal so he will do
that. Also will pay the City for, we're doing a survey but then he'll have to plat it too so for this project
to go forward he will do kind of the monitor the traffic. Do a plat and then a site plan review so we are
recommending approval with the $8.00 a square foot. Right now we believe the acreage that he needs is
accommodated with a 30,000 square feet but it might fluctuate slightly but no matter what it would be we
left it at the $8 a square foot so if it moves a little bit, but right now we're estimating that, the price of that
be about $240,000. Excuse me, yeah $240,000 so he is putting money down on that. Again we've shown
you kind of the layout of that site plan in one of your attachments but again that's kind of for illustrative
purposes. Kind of showing you how that would lay out, the pad itself and this would be a kind of fast
casual dining sit down. Would not be a drive thru.
Mayor Furlong: Okay.
Kate Aanenson: So with that I'd be happy to answer any questions that you may have.
Mayor Furlong: Any questions for staff on this proposal? I think this is a, one of the issues that we've
talked about over the years is trying to intensify available sites within the downtown area and use those
sites that may be under utilized from before and I think this is one of those areas. And I know we're just
talking about the contract tonight but I assume as part of the development approval process there would
be recognition of access. Cross access agreements likely as part of it and mutual parking arrangements
and those types of things and yet still sufficient parking for the given uses within the.
Kate Aanenson: Yeah, I think that's what took some of the time to get this agreement put together.
Actually working with Target Corporation and we had to go back and research to make sure that they had
adequate parking, which they did. They had some excess so they were able to, and I think it makes a
much better design for both parties so it is a public street coming in which is a little bit unique on the
other end of Target. Their entrance but at this side it is a public street serving the 3 properties but once it,
but it will cross into private but you're right, we want to make sure there's cross access agreements and
proceeding through site plan and platting so we have reviewed all the fees with the developer so he
understands our process and what the fees would be so I think we have a pretty clear expectation of
what's to happen next.
Mayor Furlong: Okay. Good. Mr. Gerhardt with regard to the price and terms, were you involved in the
negotiations of those?
Todd Gerhardt: Yes.
Mayor Furlong: And any concerns about them in terms of fairness to the City or the taxpayers?
Todd Gerhardt: No. It's market value and if you kind of look at the comparable, we put the proposed
2014 property tax statement for Taco Bell. Roughly about the same square footage. Same building
square footage and so the price that they're going to pay, subtracted out the building comes right in line.
Mayor Furlong: Okay. Thank you. And Mr. Knutson, any concerns or issues with the terms of the
purchase agreement from a legal standpoint?
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Chanhassen City Council — May 12, 2014
Roger Knutson: None Mayor. Our office drafted the agreement.
Mayor Furlong: Okay, so it must be right.
Roger Knutson: I hope so. Yes, it is right.
Mayor Furlong: I hope so?
Roger Knutson: I stand corrected. It is absolutely perfect.
Mayor Furlong: It is absolutely perfect, okay. Alright. More confidence with that. Thank you.
Todd Gerhardt: Mayor, just one thing that this council and the public should know is that it's contingent
upon receiving site plan approval from the City Council and going through the typical planning process in
front of the Planning Commission and then to you.
Mayor Furlong: And public hearings as well will be part of that process.
Kate Aanenson: Yes.
Todd Gerhardt: So for any reason you know as we work into the details of the site plan and it doesn't
seem to fit on the site, you can still get out of the purchase agreement.
Mayor Furlong: Okay.
Todd Gerhardt: So there's no obligation on this board to approve the purchase agreement and the site
plan.
Mayor Furlong: By approving the purchase agreement tonight that, as Ms. Aanenson said, that gives the
developer confidence that they have control of the property but it's still dependent upon the site plan
approval for which the Planning Commission and the council will be involved in with the existing levels
of discretion that are available there.
Todd Gerhardt: That's correct.
Mayor Furlong: Yep.
Todd Gerhardt: He's going to spend a substantial amount of money in bringing it through the site plan
approval process and for him to do that he wanted to insure that he could tie up the site. You know as
Kate mentioned we had been working with him for 9 months and once he was able to secure some
agreements with Target then we took it a little more seriously and worked on our side of the purchase
agreement.
Mayor Furlong: I know concepts have a specific term in the planning process and so I don't want to get
into that at all but as an idea or as a vision I think if the council had some hesitations going forward with
this, now would be a time to bring them up but to me I think it makes a lot of sense. It's a, you know
again I'm not going to pre -judge and say that we're approving any sort of site plan but I think in fairness
to the developer I think it's worthwhile to go through the process and it could be a nice addition to the
city. Any other questions for staff or general comments about the? Mr. McDonald.
10
Chanhassen City Council — May 12, 2014
Councilman McDonald: I have a question.
Mayor Furlong: Please.
Councilman McDonald: I just want to clarify. Okay on the one drawing which is the property card I
guess that shows all the property that the City owns kind of around the site and then we've got the site
plan so what we're going to do is subdivide our property and they're only going to take over what they
need for the property use and then the rest of it still is retained by the City?
Kate Aanenson: That's correct.
Councilman McDonald: Okay.
Kate Aanenson: So they would buy kind of from that southern part of the Perkins parking lot. That
30,000 square feet and combining it with the Target because really it pinches down there.
Councilman McDonald: Yeah.
Kate Aanenson: And so to get access from the road, that's really kind of what the negotiation which let
us, let the developer kind of start working with Target to really get a better design so.
Councilman McDonald: Okay.
Kate Aanenson: And they're paying those survey costs so, we're being reimbursed.
Councilman McDonald: I'm fine, thank you.
Mayor Furlong: Councilwoman Tjornhom, any thoughts or comments?
Councilwoman Tjornhom: No I think you know as you stated mayor we're still not quite sure what the
whole concept is going to be or what will be there but I think it's important that as a council we stay
consistent with our planning and that we'd like to intensify our downtown area as much as we can and we
certainly do know that restaurants is something that is always recommended by our residents. That
they're, not that we don't have wonderful ones right now but always welcome new ones also so because I
think it's important that we support anybody that would like to come in and invest in our downtown.
Mayor Furlong: Agreed. Good. Any other comments or questions? If not would somebody like to make
a motion?
Councilwoman Tjornhom: I'll make a motion.
Mayor Furlong: Councilwoman Tjornhom.
Councilwoman Tjornhom: I make a motion that the City Council approves the Vacant Land Purchase
Agreement between the City of Chanhassen and Halifax Development, LLC in the amount of
approximately $240,000 or $8.00 per square foot for purchase of excess right-of-way associated with the
Chanhassen Retail Second Addition.
Mayor Furlong: Thank you. Is there a second?
Councilman McDonald: Second.
11
if
Chanhassen City Council — May
12, 2014
Mayor Furlong: Motion's been made and seconded. Any discussion on the motion? Hearing none we'll
proceed with the vote.
Councilwoman Tjornhom moved, Councilman McDonald seconded that the City Council approves
the Vacant Land Purchase Agreement between the City of Chanhassen and Halifax Development,
LLC in the amount of approximately $240,000 or $8.00 per square foot for purchase of excess
right-of-way associated with the Chanhassen Retail Second Addition. All voted in favor and the
motion carried unanimously with a vote of 3 to 0.
(Councilwoman Ernst rejoined the council for the remainder of the meeting.)
COUNCIL PRESENTATIONS.
Mayor Furlong: Any comments or presentations from members of the council? Mr. McDonald, would
you like to make some comments about the Beyond the Yellow Ribbon breakfast this last weekend?
Councilman McDonald: Yeah. We had our annual breakfast and again what we try to do is provide a
send off to all of those high school students that are now going into the military. We invite their families.
We try to get them acquainted with Beyond the Yellow Ribbon. The services that we could possibly
provide and basically just an open invitation that if anything comes up, any kind of question, any kind of
concern whatsoever, not to hesitate to contact us. We also pass out a few tokens of appreciation one of
which is the Blue Star flag to the families to signify that they now have a son or daughter providing
servicing to our country and other than that it's just a good time to kind of meet people and ask questions
and it's something that we've been associated with in the city since the inception of Beyond the Yellow
Ribbon and we'll continue to do it so it was a good time. Thank you.
Mayor Furlong: Absolutely. Just want to extend thanks and appreciation to the Beyond the Yellow
Ribbon members committees that were actively involved with it and also the American Legion which
donated the food. Provided the food. This year was a joint event between both Beyond the Yellow
Ribbon Chanhassen and Beyond the Yellow Ribbon Eden Prairie group which Eden Prairie just received
their designation last fall so a little bit broader reach and an event that I think is destined to grow every
year so it was a good event. Thank you. Also wanted to just make a public comment for the record. It
was in the Villager last week I think but at the Rotary Gala back on May 3'a Michael Brindisi with the
Chanhassen Dinner Theaters was recognized and received the Rotary Club's Distinguished Service
Award so congratulations to Mike for that honor as well. And then tomorrow afternoon at Camp
Tanadoona they will be having a ribbon cutting for their capital improvements that they're planning there.
They're doing a multi-million dollar improvements to their camp. That's from 4:00 to 6:00 out at the
Camp Tanadoona so I know everybody is welcomed to join if they're interested in doing so. It's nice to
see the excitement and level of investment that the Campfire is putting into Camp Tanadoona here in
Chanhassen so, that will be a fun event. Mr. Gerhardt, administrative presentations.
ADMINISTRATIVE PRESENTATIONS.
Todd Gerhardt: Just one item. We're starting our fifth season of road construction season so anybody
that is confused regarding the detour signs please go to our website and we have updates on there where
closures are going to occur and how long they're going to occur so everybody has the opportunity to go
there to get clarification and if that's not clear enough, don't hesitate to call City Hall and myself or Paul
Oehme would be more than happy to explain the closure process.
Mayor Furlong: Very good, thank you. Any questions for Mr. Gerhardt or his staff? No? Okay
12
7700 Market Boulevard
PC Box 147
Chanhassen, MN 55317
Administration
Phone: 952.227.1100
Fax: 952.227.1110
Building Inspections
Phone: 952.227.1180
Fax: 952.227.1190
Engineering
Phone: 952.227.1160
Fax: 952.227.1170
Finance
Phone: 952.227.1140
Fax: 952.227.1110
Park & Recreation
Phone: 952.227.1120
Fax: 952 2271110
Recreation Center
2310 Coulter Boulevard
Phone: 952.227.1400
Fax: 952.227.1404
Planning &
Natural Resources
Phone: 952.227.1130
Fax: 952.2271110
Public Works
7901 Park Place
Phone: 952.227.1300
Fax: 952.2271310
•
MEMORANDUM
TO: Mayor & City Council
FROM: Todd Gerhardt, City Manager
DATE: May 12, 2014 owl
SUBJ: Approve Purchase Agreement with Halifax Development LLC for
Redevelopment of Chanhassen Retail Second Addition
PROPOSED MOTION:
"The City Council approves the Vacant Land Purchase Agreement between the
City of Chanhassen and Halifax Development LLC in the amount of
approximately $240,000, or $8.00 per square foot for purchase of excess right-
of-way associated with the Chanhassen Retail Second Addition.
Approval requires a simple majority vote of the city council.
G-�
Attached please find a Vacant Land Purchase Agreement between the City of
Chanhassen and Halifax Development LLC. Hans Kuhlman is representing Halifax
Development which is out of Denver, Colorado.
PROPOSED REDEVELOPMENT PLANS
Currently, the outlot for the Chanhassen Retail Second Addition is 1.46 acres. The
purchase is for approximately 30,000 square feet of this property. This property will
be platted with a portion of the Target parking lot. The intended use is a 2,610 square -
foot restaurant pad.
The property is zoned Central Business District. The site conforms to all of the
city's zoning regulations. Halifax Development LLC is required to do a minor traffic
study and proceed through the city's subdivision and site plan review process.
The subject property is currently in the name of the Chanhassen HRA. Prior to
closing the property will be conveyed to the city from the HRA via quit claim deed.
REDEVELOPMENT PROS AND CONS
Senior Center
Pros
Phone: 952.227.1125
• Could boost tax revenues:
Fax: 952.227.1110
2014 Tax Estimates:
Total
Web Site
- Current Development Pays
$0
www.ci.chanhassen.mn.us
- After Redevelopment
$19,500
SCANNED
Chanhassen is a Community for Life - Providing for Today and Planning for Tomorrow
Mayor & City Council • •
Purchase Agreement with Halifax Development LLC
May 12, 2014
Page 2
More Job Opportunities: In addition to the construction jobs created by the
redevelopment, a minimum of 16 new jobs would be created by the new tenants.
Cons
• Potential traffic increase on Target Lane.
• The excess right-of-way is not buildable in its current configuration. The area is better
served by combining the two parcels for one larger development.
PURCHASE AGREEMENT TERMS
Purchase Price: $240,000 ($8.00 per square foot x 30,000.)
Closing: No later than May 6, 2015
Contingency: Sale is contingent upon the project receiving site plan approval from the city
Staff supports the proposed redevelopment and the attached purchase agreement. Selling a
portion of the city's excess right-of-way makes the project feasible for the city and developer.
RECOMMENDATION
Staff recommends approval of the attached Vacant Land Purchase Agreement with Halifax
Development LLC for a purchase price of approximately $240,000 or $8.00 per square foot.
ATTACHMENTS
1. Purchase Agreement dated May 7, 2014.
2. Property Information/Aerial Photo of Chanhassen Retail Second Addition.
3. Proposed Redevelopment Site Plan.
4. Proposed Taxes on a 2,610 square -foot building.
gAadmin\tg%chanhmen retaitipumhaw agn:ementdmx
0 0
VACANT LAND
PURCHASE AGREEMENT
1. PARTIES. This Purchase Agreement is made by and between the CITY OF
CHANHASSEN, a Minnesota municipal corporation, located at 7700 Market Boulevard,
Chanhassen, Minnesota 55317 ("Seller"), and HALIFAX DEVELOPMENT LLC, a Minnesota
limited liability company, located at 4201 East Yale Ave Suite 200, Denver, CO 80222
("Buyer").
2. OFFER/ACCEPTANCE. Buyer offers to purchase and Seller agrees to sell real
property located in the City of Chanhassen, County of Carver, State of Minnesota, as legally
described in Exhibit "A" attached hereto and incorporated herein, together with all rights,
easement and appurtenances pertaining thereto and all improvements, landscaping and foliage
thereon (referred to herein as the "Property").
3. PRICE AND TERMS. The price for the Property included in this sale is Two Hundred
Forty Thousand and No/100 Dollars ($240,000.00) ("Purchase Price"), which Buyer shall pay as
follows:
(i) Five Thousand and no/100 ($5,000.00) Dollars earnest money upon the execution
of this Agreement, which will be held in escrow by Land Title, Inc. ("Title") and
applied to the Purchase Price at Closing; and
(ii) The balance of Two Hundred Thirty Five Thousand and No/100 Dollars
($235,000.00) in immediately available funds on the Date of Closing.
The Purchase Price is based on Property consisting of 30,000 net square feet at a price of
$8.00/per net square foot. "Net square feet" means the square footage of the Property net of any
existing or known future public roadways, public right of way, easements, floodplain, waterways
and wetlands. The Purchase Price shall be modified to reflect any change in the net square feet
based on a Seller survey of the Property conducted by a registered land surveyor in the State of
Minnesota, at Buyer's expense.
4. DEED/MARKETABLE TITLE. Upon performance by Buyer, Seller shall execute and
deliver a Limited Warranty Deed conveying marketable title of record, subject to:
A. Reservations of minerals or mineral rights by the State of Minnesota, if any;
B. Building and zoning laws, ordinances, state and federal regulations;
C. Any easements or agreements required pursuant to Section 8B of this Agreement;
and
D. Any other matters consented to by Buyer in writing or not timely objected to by
Buyer.
5. REAL ESTATE TAXES AND SPECIAL ASSESSMENTS.
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A. _Prior Years' Delinquent Real Estate Taxes and Delinquent Special Assessments.
Delinquent real estate taxes payable in years prior to the year of Closing and
delinquent installments of special assessments certified for collection with real
estate taxes payable in years prior to the year of Closing, together with penalty,
interest and costs, shall be paid by Seller not later than the Date of Closing.
B. Real Estate Taxes Payable in the Year of Closine. Seller and Buyer shall prorate
all general real estate taxes due and payable on or pertaining to the Property in the
year in which the Date of Closing occurs on a per diem basis. If the Property is a
portion of one tax parcel, the prorated taxes payable herein shall be determined on
a proportionate square footage basis. Seller shall pay on or before the Date of
Closing all levied and pending special assessments associated with the Property as
of the date of this Agreement. Seller shall pay penalty, interest and costs on any
delinquent installment of taxes and special assessments payable in the year of
Closing.
C. Certified Special Assessments. All installments of special assessments certified
for payment with the real estate taxes payable on the Property in the year of
Closing shall be paid by Seller at Closing. ARE THERE ANY?
D. All Other Levied Special Assessments. Seller shall pay on the Date of Closing all
other special assessments levied against the Property as of the date of this
Purchase Agreement. ARE THERE ANY?
6. SELLER'S BOUNDARY LINE, ACCESS, RESTRICTIONS AND LIEN
WARRANTIES. Seller warrants that buildings on adjoining real property, if any, are entirely
outside of the boundary lines of the Property. Seller warrants that there has been no labor or
material furnished to the Property for which payment has not been made. Seller warrants that
there are no present violations of any restrictions relating to the use or improvement of the
Property. These warranties shall survive the delivery of the Limited Warranty Deed.
7. ACCESS PRIOR TO CLOSING. Upon reasonable notice to Seller, Buyer and Buyer's
authorized agents shall have the right during the period from the date of this Agreement to the
Date of Closing to enter in and upon the Property in order to make, at Buyer's expense, surveys,
measurements, soil tests and other tests that Buyer shall deem necessary. Buyer agrees to restore
any resulting damage to the Property and to indemnify, hold harmless and defend Seller from
any and all claims by third persons of any nature whatsoever arising from Buyer's right of entry
hereunder, including all actions, proceedings, demands, assessments, costs, expenses and
attorneys' fees. Buyer shall not perform any invasive testing of the Property without Seller's
prior written consent. Seller's consent may be conditioned upon any reasonable restrictions that
Seller deems necessary. Buyer shall provide to Seller a copy of any such surveys,
measurements, soil tests or other tests within five (5) days after receipt.
8. POSSESSION. Seller shall deliver possession of the Property not later than the actual
Date of Closing.
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9. TITLE INSURANCE BY SELLER. Seller shall, within twenty-one (21) days of the
date of this Agreement, furnish Buyer with a commitment for an Owner's Policy of Title
Insurance ("Commitment") in the full amount of the Purchase Price issued by Title, certified to
date to include proper searches covering bankruptcies, state and federal judgments and liens, by
which said company commits to issue its policy of title insurance that insures that at closing
Buyer shall have good, marketable and insurable title of record to the Property, free and clear of
all liens, encumbrances, leases, claims and charges (except any permitted encumbrances).
Buyer shall be allowed thirty (30) days after the receipt of the title commitment for
examination of title and making any objections, which shall be made in writing or deemed
waived.
10. TITLE CORRECTIONS AND REMEDIES. If any title objection is made by Buyer,
Seller shall use its best efforts to make such title marketable within one hundred twenty (120)
days from its receipt of Buyer's written objection. Marketability of title shall be determined
according to Minnesota statues, Minnesota case law decisions, and the standards of Minnesota
title standards. Pending correction of title, the payments hereunder required shall be postponed,
but upon correction of title and within ten (10) days after written notice, Buyer shall perform as
provided in this Agreement. If said title is not marketable and is not made so within the time
provided for herein, Buyer may either:
(i) terminate this Purchase Agreement by giving written notice by registered mail to
Seller, in which event this Purchase Agreement shall become null and void and
neither party shall be liable for damages hereunder to the other party and the
Earnest Money shall be returned to Buyer, or
(ii) elect to accept title in its unmarketable condition by giving written notice by
registered mail to Seller, in which event the Limited Warranty Deed to be
delivered at Closing Date shall except such objections.
11. NOTICES. Any notices required or permitted to be given hereunder shall be in writing
and shall be effective (i) when delivered personally, (ii) when received by overnight courier
service or facsimile communications (provided that a copy of such notice is deposited in the
United States mail within one (1) business day of the facsimile transmission) or (iii) three (3)
days after being deposited in the United States Mail (sent certified or registered, return receipt
requested), in each case addressed as follows (or to such other address as the parties hereto may
designate in the manner set forth herein):
If to Buyer: Halifax Development, LLC
4201 East Yale Ave
Suite 200
Denver, CO 80222
If to Seller: Chanhassen EDA
7700 Market Boulevard
Chanhassen, Minnesota 55317
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with a copy to: Campbell Knutson, P.A.
1380 corporate Center Curve, suite 317
Eagan, Minnesota 55121
Facsimile: 651-452-5550
Attn: Andrea McDowell Poehler
12. MINNESOTA LAW. This contract shall be governed by the laws of the State of
Minnesota.
13. WELL DISCLOSURE. [Check one of the following: J
X Seller certifies that Seller does not know of any wells on the Property.
Wells on the Property are disclosed by Seller on the attached Well Disclosure form.
14. DISCLOSURE OF INDIVIDUAL ON-SITE SEWAGE TREATMENT SYSTEM.
[Check one of the following: J
X Seller certifies that Seller does not know of any individual on-site sewage treatment
systems on the Property.
—Individual on-site sewage treatment systems on the Property are disclosed by Seller on
the attached Disclosure form.
15. SELLER'S COVENANTS, REPRESENTATIONS AND WARRANTIES.
A. Seller as part of the consideration therefore, represents, warrants, and covenants
with Buyer and its successors and assigns that:
(1) Seller warrants and represents to Buyer that, to Seller's knowledge,
without investigation, no entity or person has, at any time:
a) "released" or actively or passively consented to the "release" or
"threatened release" of any Hazardous Substance (as defined
below) from any "facility" or "vessel" located on or used in
connection with the Property or adjacent tracts in violation of
applicable laws; or
b) taken any action in "response" to a "release" in connection with the
Property or adjacent tracts; or
C) otherwise engaged in any activity or omitted to take any action
which could subject Seller or Buyer 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 Property or adjacent tracts,
including the generating, transporting, treating, storage, or
manufacture of any Hazardous Substance (as defined below) in
violation of applicable law. 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. Sec. 9601 et
M., as amended ("CERCLA") and any state environmental laws.
1714430 4
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(2) Seller is the fee owner of the Property and has the present full authority
and power to execute this Agreement and, on or prior to the Date of
Closing, Seller shall have the full authority and power to close the sale of
the Property.
(3) There is no action, litigation, investigation, condemnation or proceedings
of any kind pending, or to the best of the knowledge of Seller, threatened
against Seller with regard to the Property.
(4) Seller has good, marketable, insurable title to the Property, free and clear
of all liens, encumbrances, claims and charges.
(5) Seller is not foreign persons as defined in §1445(f)(3) of the Internal
Revenue Code or regulations issued thereunder.
B. All of Seller's covenants, representations and warranties in this Agreement shall
be true as of the date hereof and of the Closing Date, and shall be a condition
precedent to the performance of Buyer's obligations hereunder. If Buyer
discovers that any such covenant, representation, or warranty is not true, Buyer
may elect prior to Closing, in addition to any of its other rights and remedies, to
cancel this Agreement, or Buyer may postpone the Closing Date up to ninety (90)
days to allow time for correction. If Buyer elects to proceed with the Closing
following such discovery, Buyer shall be deemed to have waived its rights to
assert a claim against Seller arising from the inaccuracy or untruthfulness of any
such covenant, representation, or warranty.
C. Seller shall provide to Buyer within ten (10) days of the execution of this
Agreement, true and correct copies of any existing environmental assessment
reports, soil reports and results of all soil tests and environmental audits, surveys,
permits, licenses, leases, and complete copies of all contracts currently affecting
the Property readily available or in the possession of Seller, and notices received
within the last ninety (90) days from the city, state or other governmental
authorities pertaining to uncured violations of any law, ordinance or regulation
("Due Diligence Documents").
D. PROTECTED HISTORICAL SITES. [Select either (1) or (2) below:]
_ Seller represents that Seller does not know if there are historical, native
American, or archeological materials on or in the property that might be protected
by law.
X Seller represents to the best of Seller's knowledge that the property does
not have any American Indian burial grounds, other human burial grounds,
ceremonial earthworks, historical materials, and/or other archeological sites that
are protected by federal or state law. Buyer's obligation to close is contingent
upon Buyer determining to Buyer's satisfaction that the property does not have
any American Indian burial grounds, other human burial grounds, ceremonial
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earthworks, historical materials, and/or other archeological sites that are protected
by federal or state law.
16. CLOSING. The Closing Date of this transaction shall take place no later than thirty (30)
days after expiration of the Contingency Period, hereinafter defined, (the "Closing" or "Closing
Date"). The Closing Date may be accelerated by mutual agreement of the parties if all
contingencies contained herein are satisfied prior to conclusion of the Contingency Period. At
closing, Seller and Buyer shall deliver to one another the instruments specified herein. The
closing shall be at a location designated by Seller. Unless otherwise agreed by the parties in
writing, in the event that any of the contingencies provided for in this Agreement are not
satisfied prior to the Date of Closing, this Agreement shall be null and void and of no further
force and effect. At closing, Seller and Buyer shall disclose their Social Security Numbers or
Federal Tax Identification Numbers for the purposes of completing state and federal tax forms.
17. CLOSING DOCUMENTS.
A. At the Closing, Seller shall execute and/or deliver to Buyer the following
(collectively the "Closing Documents"):
(1) Limited Warranty Deed. A Limited Warranty Deed in recordable form
and reasonably satisfactory to Buyer, which shall include the following
well representations: "Seller certifies that the Seller does not know of any
wells on the described Property."
(2) Seller's Affidavit. A standard form affidavit by Seller indicating that on
the date of Closing there are no outstanding, unsatisfied judgments, tax
liens or bankruptcies against or involving Seller or the Property; that there
has been no skill, labor or material furnished to the Property for which
payment has not been made or for which mechanic's liens could be filed;
and that there are no other unrecorded interests in the Property.
(3) Non -Foreign Person Certification. A certification in form and content
satisfactory to the parties hereto and their counsel, properly executed by
Seller, containing such information as shall be required by the Internal
Revenue Code, and the regulations issued thereunder, in order to establish
that Seller is not a "foreign person" as defined in § 1445(f)(3) of such Code
and such regulations.
(4) Storage Tanks. If required, an affidavit with respect to storage tanks
pursuant to Minn. Stat. § 116.48.
(5) Well Certificate. If there is a well located on the Property, a well
disclosure certificate in form and substance true to form for recording.
(6) Certification. A certification that the representations and/or warranties
made by Seller are materially the same as were in existence on the date of
this Agreement or noting any changes thereto;
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(7) Easements/Agreements. Any easements or other agreements required
pursuant to Section 19(B).
(8) Other Documents. All other documents reasonably determined by either
party or the title insurance company to be necessary to transfer and
provide title insurance for the Property.
B. At the Closing, Buyer shall execute and deliver to Seller the following:
(1) Easements/Agreements. Any easements or other agreements required
pursuant to Section 19(B);
(2) Payment. Payment of the Purchase Price; and
(3) Other Documents. All documents reasonably determined by either party
or the title insurance company to be necessary to provide title insurance
for the Property.
18. CLOSING COSTS. The following costs relating to the closing of this transaction shall
be paid as follows:
A. Buyer shall pay at Closing:
(1) Recording fee and conservation fee attributable to the Limited Warranty
Deed;
(2) The premium for owner's title insurance, including survey coverage;
(3) One-half the closing fee charged by the Title Company;
(4) The cost of the Circulation Study;
(5) Cost of a survey of the Property; and
(6) All costs associated with platting and development of the Property.
B. Seller shall pay at Closing:
(1) State Deed Tax;
(2) Recording fees for all documents determined to be necessary to transfer
marketable title to the Buyer;
(3) All costs of obtaining a title insurance commitment;
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(4) One-half the closing fee charged by the Title Company.
19. CONTINGENCIES AND ADDITIONAL TERMS.
A. Buyer's Contingencies. The Buyer's obligations under this Agreement are
expressly contingent upon Buyer's satisfaction with each of the following conditions:
(1) Buyer determining on or before the Contingency Date, that it is satisfied,
in its sole discretion, with the results of matters disclosed by any survey or
by any environmental/engineering investigation or testing of the Property
performed by Buyer or Buyer's agent. By executing this Agreement,
Seller hereby authorizes Buyer to enter upon the Property at reasonable
times to conduct the investigations and/or tests described herein. Buyer
shall be solely responsible for all environmental tests and shall hold Seller
harmless from any such costs and shall indemnify Seller for breach of this
provision including reasonable attorneys' fees.
(2) Buyer determining on or before the Contingency Date that it is satisfied in
its sole discretion, with the results of matters disclosed by the Due
Diligence Documents.
(3) Buyer entering into a purchase agreement and access and utility easement
agreement with Target Corporation and satisfying all the contingencies
contained in such purchase agreement.
(4) Buyer obtaining all permits, licenses, variances and approvals, including,
without limitation, obtaining an access and construction easement from
Target and other adjacent properties, platting, site plan and zoning
approvals, for Purchasers intended development of the Property.
The "Contingency Date" shall be 180 days after the Effective Date of this
Agreement. If any of the foregoing contingencies have not been satisfied in Buyer's sole
discretion, or waived by Buyer, on or before the Contingency Date, then this Agreement may be
terminated, at Buyer's option, by written notice from Buyer to Seller at any time prior to the
Contingency Date. Such notice of termination may be given at any time on or before the
Contingency Date. Upon such termination the Earnest Money shall be immediately returned to
Buyer and upon such return, neither party will have any further rights or obligations regarding
this Agreement or the Property. The contingencies set forth in this section are for the sole and
exclusive benefit of Buyer, and Buyer shall have the right to waive the contingencies by giving
notice to Seller. Buyer may elect to extend the above referenced Contingency Date for an
additional 90 -day period by so notifying Seller in writing of its election to do so prior to the
expiration of the preceding Contingency Date and depositing an additional $5,000 into escrow
with Title as additional Earnest Money.
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B. Seller's Contingencies. The Seller's obligations under this Agreement are
expressly contingent upon Seller's satisfaction with each of the following prior to
Closing:
(1) Buyer obtaining and Seller review and approval of a circulation study
prepared by a traffic engineer approved by both parties based on Buyer's
proposed use of the Property, to include the following areas: (i) internal
operations of the main Target Drive off of 78d' Street West, (ii) existing
signal at the main Target Drive and 78a' Street West and (iii) timing and
interconnect of the signal identified in (ii) above and the existing signal at
Powers Blvd and West 78a' Street. ("Circulation Study");
(2) Seller establishing any easements or additional right of way over the
Property, including any necessary cross -access easements over the
Property or abutting parcels, that Seller deems necessary based on the
results of the Circulation Study;
(3) Buyer and Seller entering into any additional agreements for the payment
of any public improvements deemed necessary by Seller based on the
results of the Circulation Study;
(4) On or before the Closing Date, Buyer closing on a purchase agreement
with the property owner to the east of the Property for acquisition of
additional property as generally depicted in the Exhibit B attached hereto
("Additional Property") that is necessary for Buyer's proposed
development of the Property;
(5) Buyer obtaining preliminary and final plat approval for the Property
together with the Additional Property and recording the plat
simultaneously with the Closing;
(6) Buyer obtaining site plan approval from the City of Chanhassen for
development of the Property and Additional Property ("Site Plan
Approval");
The "Contingency Date" shall be 180 days after the Effective Date of this Agreement. If
any of the foregoing contingencies have not been satisfied in Seller's sole discretion, or
waived by Seller, on or before the Contingency Date, then this Agreement may be
terminated, at Buyer's option, by written notice from Seller to Buyer at any time prior to
the Contingency Date. Such notice of termination may be given at any time on or before
the Contingency Date. Upon such termination the Earnest Money shall be immediately
returned to Buyer and upon such return, neither party will have any further rights or
obligations regarding this Agreement or the Property. The contingencies set forth in this
section are for the sole and exclusive benefit of Seller, and Seller shall have the right to
waive the contingencies by giving notice to Buyer.
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C. Condemnation. If, prior to the Closing Date, eminent domain proceedings are
commenced against all or any part of the Property, Seller shall immediately give notice to Buyer
of such fact and at Buyer's option (to be exercised within ten (10) days after Seller's notice), this
Agreement shall terminate, in which event neither party will have further obligations under this
Agreement and the Earnest Money shall be refunded to Buyer. If Buyer shall fail to give such
notice, there shall be no reduction in the Purchase Price, and Seller shall assign to Buyer at the
Closing Date all of Seller's right, title and interest in and to any award made or to be made in the
condemnation proceedings. Prior to the Closing Date, Seller shall not designate counsel, appear
in, or otherwise act with respect to the condemnation proceedings without Buyer's prior written
consent.
D. Broker's Commission. Seller and Buyer represent and warrant to each other that
they have dealt with no brokers, finders or the like in connection with this transaction, and agree
to indemnify each other and to hold each other harmless against all other claims, damages, costs
or expenses of or for any fees or commissions resulting from their separate actions or agreements
regarding the execution or performance of this Agreement, and will pay all costs of defending
any action or lawsuit brought to recover any such fees or commissions incurred by the other
party, including reasonable attorneys' fees.
E. Assignment. Buyer may assign its rights under this Agreement without the prior
written consent of Seller, but shall provide written notice of such assignment to Seller prior to
Closing.
F. Default. If either party shall default, in any of their respective obligations under
this Purchase Agreement, the other party, by notice to such defaulting parry specifying the nature
of the default and the date on which this Purchase Agreement shall terminate (which date shall
not be less than thirty (30) days after the giving of such notice), may terminate this Purchase
Agreement, and upon such date, unless the default so specified shall have been cured, this
Purchase Agreement shall terminate. In the case of any default by the Buyer, Seller may
terminate this Purchase Agreement as provided above, and upon such termination, the Earnest
Money shall be forfeited to Seller as agreed and final liquidated damages. In the case of any
default by Seller, upon termination of this Purchase Agreement, the Earnest Money, and all
interest accrued thereon, shall be returned to Buyer, without prejudice to any other legal or
equitable right or remedy of Buyer against Seller including, but not limited to specific
performance and damages such damages not exceed $10,000.
G. "AS IS" Purchase. Except as set forth in this Purchase Agreement or any
document contemplated hereby, (i) the Property is being sold, conveyed, assigned, transferred
and delivered "as is, where is" on the date hereof, and in its condition on the date hereof, "with
all faults," and Seller is not making, and expressly disclaims, any other representation or
warranties written or oral, statutory, express or implied, concerning the Property, including but
not limited to, representations or warranties relating to value or quality of the Property or with
respect to this Purchase Agreement or the transactions contemplated hereby or thereby, and (ii)
Seller specifically disclaims any representation or warranty of merchantability, usage, suitability
or fitness for any particular purpose with respect to the Property or any part thereof, or as to the
workmanship thereof, or the absence of any defects therein, whether latent or patent.
1714430 10
0 0
H. Survival. All of the terms of this Agreement will survive and be enforceable after
the Closing.
I. Effective Date. The "Effective Date" of this Agreement shall be the date of
execution by the date upon which it is accepted and executed by the party to whom the offer is
made.
J. Counterparts. This Agreement may be executed in any number of counterparts or
by facsimile, each of which will be deemed to be an original, but all of which, when taken
together, constitute the same instrument.
20. TIME IS OF THE ESSENCE. Time is of the essence for all provisions of this
Purchase Agreement.
21. MULTIPLE ORIGINALS. Seller and Buyer have signed two (2) originals of this
Purchase Agreement.
I agree to sell the Property for the price and terms and conditions set forth above.
SELLER:
CITY OF CHANHASSEN
Thomas A. Furlong, Mayor
And:
Todd Gerhardt, City Manager
171443v5 11
0
0
I agree to purchase the Property for the price and terms and conditions set forth above.
BUYER:
HALIFAX DEVELOPMENT, LLC
1714430 12
0
0
EXHIBIT A
Legal Description of Property
To be final platted at closing as a portion of Lot . Block
Addition
171443v5 13
I�► :ii is r�fi l
171443v5
Depiction of Property to be Acquired
14
0
Property Card
Taxpayer Information
Taxpayer Name
CHANHASSEN HRA
Mailing Address
PO BOX 147
CHANHASSEN, MN 55317-0147
Property Address
Address
Uses
Tax Description
Building Style
Year Built
City
E
Parcel ID Number 251660010
Parcel Information
MiscNotReported GIS Acres 1.46
Tax Acres
Plat CHANHASSEN RETAIL SECOND ADDN
Lot
Block
OUTLOT A
Building Information
Finished Sq Ft
Other Garage N
Miscellaneous Information
School District Watershed District Homestead
0112 WS 064 RILEY PURG BLUFF N
CREEK
Assessor Information
Bedrooms
Bathrooms
Green Acres Ag Preserve
N N
Estimated Market Value 2013 Values 2014 Values Last Sale
(Payable 2014) (Payable 2015)
Land $62,200.00 $62,200.00 Date of Sale
Building $0.00 $0.00 Sale Value
Total $62,200.00 $62,200.00 Qualified/
Unqualified
Disdaimer. This information is to be used for reference purposes only Carver County doe=_ not guarantee accuracy of the material
contained herein and is not responsible for misuse or misinterpretation. The preceding disclaimer is provioed pursuant to Minnesota
Statutes 466 03. Subd. 21 (2000), and the user of this service acknowledges that the County shall not be liable for any damages. and
expressly waives all claims. and agrees to defend, indemnify, and hold harmless the County from any and all claims brought by User.
CARVER its employees or agents, or third partes which arise out of the users access or use of data provided.
COUNTY
Monday, May 05, 2014 Carver County. MN
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Taxpayer Services Ament
A. CARVER COUNTY
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Laurie Davies, Manager
Sate General Ta
VALUES AND CLASSIFICATION
stood Daad
600 East 4- Seeef, PO. Bot 69
367,92
Taxes Payable Year:
2013
2014
Chaska, MN 55316-0069
31.43
Estimated Market Value.
m0.Doo
500,900
952-361-1910•www.cocalvermnus
96.94
102.90
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Tax.N. Market Value:
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500,000
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Property ID tl: 25.1670030
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12
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GOLDEN VALLEY MN 55427e32ssrP
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May 15
OGI*w 15
9.710.00
9.710.00
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WS 78TH ST W
CHANT EN MN 55317-9585
Fogerty Deaaptlm:
SePeon l4 Twmslyp 116 Rarq¢ 023
CHANIMSSEN RETAIL THIRD ADDN Id 003
Brock Ml
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21111 St Fqr 11-01 51787
RECYCLE MGT COMM 1m.00
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.o.P.rella Y... 2013 2014
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3. PmceM taxes Beare credss 16.72036 18.M13
4. Credos Mat rMuu progeny loxes A A9ricanuml market ast. enedre
B.OverCemi
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A. CARVER COUNTY
7.14
B. CO RAIL AUINORr1Y
City w Tuan
CRY OF CIWNHASSEN
Sate General Ta
4,824AD
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so ollz Eastern carver cdy
367,92
fares
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60,15
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Special Taurg Dtannds A. MNm Coundl
B. Metro Lloaquno Coned
C. Metro Tram it Dmind
D. Carver County CDA
E. Watershed
F. Fecal
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12. Tool PrngeM We before anecial axesea neva
13. Spares! Assenereoa IMerW. 131.24 Preapel. 516.63
14. TOTAL PROPERTY TAX AND SPECIAL ASSESSMENTS
2,719,17
2-M.57
7.14
6.49
1,616.99
15659
4,958.38
4,824AD
2,967.67
2523.34
367,92
1,M9.59
60,15
59,94
94,91
31.43
161.95
Ill
106.15
100.48
96.94
102.90
5.14x43
5."132
90.78 68.78
18,"036 16.T72.19
M.74 War
19,asal liMst ,99
............... ..... ...........__ __.. ........._.._ _.. _.. __.._..... ... _..... _...... ............. .--.1 ................
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l
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TO AVOID PENALTY PAY ON OR BEFORE: May 15
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80
Bill tl: 616860
FULL TAX AMOUNT: 19,420.00
Carver County
FIRST 12 TAX AMOUNT DUE: 9,710.00
TssPayer:
P.O. Box 69
5358 JACKSON DRIVE LLC
C/O BORDER FOODS INC
Chaska, MN 55318-0059
Bill 0: 616660
965 DECATUR AVEN
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Property IDtl: 25.1670030
.16700
a
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FIRST 12 TAX AMOUNT DUE: 9,710.00
so
Bill 0: 616660
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Taxpayer:
5356 JACKSON DRIVE LLC
Carver County
GO BORDER FOODS INC
P.O. Box 69
965
GOLDEN VALLETUR VEN
GOLDEN VALLEY MN 55627-4325
Chaska, MN 55318-0069
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