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092815 EDACITY OF NEW HOPE EDA MEETING City Hall, 4401 Xylon Avenue North September 28, 2015 EDA Meeting will commence upon adjournment of the City Council Meeting President Kathi Hemken Commissioner John Elder Commissioner Andy Hoffe Commissioner Eric Lammle Commissioner Jonathan London L Call to order - EDA Meeting of September 28, 2015 2. Roll call I Approval of Minutes: • September 14, 2015 4. Resolution approving the preliminary development agreement with Alatus, LLC (project no. 964) 5. Resolution Authorizing the Execution of a Second Amendment to Easements with Covenants and Restrictions Affecting Land between the EDA and Hy -Vee (Project No. 893) 6. Resolution approving contract with Nitti Rolloff Services, Inc. for demolition and site grading of 4415 Nevada Avenue North (improvement project no. 965) 7. Adjournment CITY OF NEW HOPE 4401 XYLON AVENUE NORTH NEW HOPE, MINNESOTA 55428 EDA Minutes September 14, 2015 Regular Meeting City Hall CALL TO ORDER President Hemken called the meeting of the Economic Development Authority to order at 7:36 p.m. ROIL CALL Present: Kathi Hemken, President John Elder, Commissioner Andy Hoffe, Commissioner Eric Lammle, Commissioner Absent: Jonathan London, Commissioner Staff Present: Kirk McDonald, City Manager Aaron Chirpich, Community Development Specialist Tim Fournier, Police Chief Valerie Leone, City Clerk Jean McGann, AEM Susan Rader, Director of Parks & Recreation Jeff Sargent, Director of Community Development Steve SondraIl, City Attorney Stacy Woods, Assistant City Attorney APPROVAL OF Motion was made by Commissioner Hoffe, seconded by Commissioner MINUTES Lammle, to approve the minutes of August 24, 2015. Voting in favor: Item 3 Hemken, Elder, Hoffe, Lammle; Voting against: None; Absent: London; Abstained: None. Motion carried. PROPOSED LEVY President Hemken introduced for discussion EDA Item 4, Resolution Item 4 authorizing the proposed levy of a special benefit levy pursuant to Minnesota Statutes, Section 469.033, subdivision 6 and approval of a preliminary budget for fiscal year 2016. RESOLUTION 2015-11 Commissioner Elder introduced the following resolution and moved its Item 4 adoption "RESOLUTION AUTHORIZING THE PROPOSED LEVY OF A SPECIAL BENEFIT LEVY PURSUANT TO MINNESOTA STATUTES, SECTION 469.033, SUBDIVISION 6 AND APPROVAL OF A PRELIMINARY BUDGET FOR FISCAL YEAR 2016." The motion for the adoption of the foregoing resolution was seconded by Commissioner Lammle, and upon vote being taken thereon, the following voted in favor thereof: Hemken, Elder, Hoffe, Lammle; and the following voted against the same: None; Abstained: None; Absent: London; whereupon the resolution was declared duly passed and adopted, signed by the president which was attested to by the executive director. IMP. PROJECT 965 President Hemken introduced for discussion EDA Item 5, Resolution EDA Meeting Page 1 September 14, 2015 Item 5 approving contract with Twin Cities Abatement Technologies, Inc. for hazardous material abatement at 4415 Nevada Avenue North (improvement project no. 965). Mr. Aaron Chirpich, community development specialist, explained the city recently acquired the single family home at 4415 Nevada Avenue North as part of the scattered site housing program. He stated the house is being demolished in order to create two buildable lots. He indicated before the house can be torn down all hazardous materials must be removed. He stated three bids were received for the work and the low quote was submitted by Twin Cities Abatement Technologies, Inc. for $5,400. He reported the city has utilized this contractor in the past, and the work has been satisfactory. RESOLUTION 2015-12 Commissioner Lammle introduced the following resolution and moved its Item 5 adoption "RESOLUTION APPROVING CONTRACT WITH TWIN CITIES ABATEMENT TECHNOLOGIES, INC. FOR HAZARDOUS MATERIAL ABATEMENT AT 4415 NEVADA AVENUE NORTH (IMPROVEMENT PROJECT NO. 965)." The motion for the adoption of the foregoing resolution was seconded by Commissioner Hoffe, and upon vote being taken thereon, the following voted in favor thereof: Hemken, Elder, Hoffe, Lammle; and the following voted against the same: None; Abstained: None; Absent: London; whereupon the resolution was declared duly passed and adopted signed by the president which was attested to by the executive director. IMP. PROJECT 965 President Hemken introduced for discussion EDA Item 6, Resolution Item 6 approving contract with Scott's Tree Removal for tree removal and stump grinding at 4415 Nevada Avenue North (improvement project no. 965). Mr. Aaron Chirpich, community development specialist, explained Item 6 awards a contract to Scott's Tree Service for tree removal/stump grinding. He indicated two bids were received, and the low bidder was Scott's Tree Service for $6,500. The city has utilized Scott's Tree Removal in the past and has been pleased with the work. Mr. Chirpich stated funds are available in the EDA budget for the work contained in Items 4 and 5 and costs will be reimbursed with CDBG funds. RESOLUTION 2015-13 Commissioner Elder introduced the following resolution and moved its Item 6 adoption "RESOLUTION APPROVING CONTRACT WITH SCOTT'S TREE REMOVAL FOR TREE REMOVAL AND STUMP GRINDING AT 4415 NEVADA AVENUE NORTH (IMPROVEMENT PROJECT NO. 965)." The motion for the adoption of the foregoing resolution was seconded by Commissioner Hoffe, and upon vote being taken thereon, the following voted in favor thereof: Hemken, Elder, Hoffe, Lammle; and the following voted against the same: None; Abstained: None; Absent: London; whereupon the resolution was declared duly passed and adopted signed by the president which was attested to by the executive director. ADJOURNMENT Motion was made by Commissioner Lammle, seconded by Commissioner Hoffe, to adjourn the meeting. Voting in favor: Hemken, Elder, Hoffe, Lammle; voting against: None; Absent: London; Abstained: None. Motion EDA Meeting Page 2 September 14, 2015 carried. The New Hope EDA adjourned at 7:40 p.m. Respectfully submitted, Valerie Leone, City Clerk EDA Meeting Page 3 September 14, 2015 Originating Department Community Development COUNCIL Request for Action Approved for Agenda September 28, 2015 Agenda Section EDA Item No. By: Jeff Sargent, Director of CD By: Kirk McDonald, CLty Manager 4 Resolution approving the preliminary development agreement with Alatus, LLC (project no. 964) Requested Action Staff requests the Economic Development Authority (EDA) to authorize the EDA President and Executive Director to execute the preliminary development agreement between the EDA and Alatus, LLC, for the potential development of the city -owned property at 8400 Bass Lake Road. Policy/Past Practice It is the practice of the staff to obtain EDA approval for a preliminary development agreement for the purposes of potential redevelopment in the city. Background At a special work session meeting on August 6, Alatus, LLC gave a presentation to the City Council outlining four different redevelopment proposals for the golf course site. Residents from surrounding properties and city commissioners were invited to attend. Since that time, staff met with the developer to review the site plans in order to help Alatus make a more informed decision on which plan they would prefer. At this time, Alatus would like to present the "C -Shape" design, which includes an open view to the golf course, an outdoor pool amenity, underground parking for 253 vehicles with access from the New Hope Golf Course parking lot, and a drop-off driveway with access off of Yukon Avenue. The proposed structure would be 4 stories and would have 180 units, The site plan also shows 8 parking stalls near the front entrance and another potential 28 parking stalls as a proof -of -parking option. As discussed at the September 21 work session meeting, staff recommends that the Council/EDA enter into a Preliminary Development Agreement with Alatus, LLC. This would assure the developer that they would not be in competition with another potential project during this process. It would allow exclusive negotiation with the developer until April 1, 2016. If an agreement is not reached by that time, the agreement would Motion by To: I:\RFA\COMM —&/_t4, — Second by & R PDA Alatus 9-28-15.doc Request for Action September 28, 2015 Page 2 terminate. The developer would be required to deposit a $10,000 escrow fee with the city to cover the city's costs during the negotiation process. The city's development attorney, Robert Deike, has drafted the attached preliminary development agreement for the Council's consideration. As plans are further developed during the negotiation process, staff recommends that they be presented to the public at an open house. Given the proximity to the development, the open house could be located at the golf course as a matter of convenience. Attachments • Resolution • Ehlers & Associates Memo Preliminary Development Agreement • Draft Site Plan CITY OF NEW HOPE EDA RESOLUTION NO. 14 - RESOLUTION APPROVING PRELIMINARY DEVELOPMENT AGREEMENT WITH ALATUS, LLC BE IT RESOLVED, by the Economic Development Authority in and for the City of New Hope as follows: WHEREAS, the EDA is the fee owner of redevelopment property commonly known as the Golf Course site located generally at 8400 Bass Lake Road ("Redevelopment Property"); and WHEREAS, Alatus, LLC, a Minnesota limited liability company ("Developer"), has presented to the EDA a concept for the development of the Redevelopment Property through the construction of a 180 -unit luxury apartment building together with related improvements (the "Development"), which proposal contemplates the EDA's conveyance of the Redevelopment Property to the Developer; and WHEREAS, the EDA has reviewed the Developer's development concept and desires to enter into a Preliminary Development Agreement with Developer attached hereto as Exhibit A to allow the Developer to further refine its development concept and to negotiate with the EDA the terms of a sale of the Redevelopment Property to the Developer, WHEREAS, the New Hope EDA hereby approves the Preliminary Development Agreement. NOW, THEREFORE, BE IT RESOLVED by the Economic Development Authority in and for the City of New Hope as follows: 1. That the above recitals are incorporated herein by reference; 2. The President and Executive Director are hereby authorized and directed to sign the Preliminary Development Agreement and to take all appropriate and additional actions which are necessary to implement the terms of the Preliminary Development Agreement. Dated the 28th day of September, 2015. Kathi Hemken, President Kirk McDonald, Executive Director gismo To: Kirk McDonald — Executive Director From: Stacie Kvilvang Date: September 28, 2015 Subject: Preliminary Development Agreement (PDA) For 8400 Bass Lake Road (Golf Course Site) At the February 24, 2014 City Council work session, the City Council directed staff to work with the EDA Attorney to draft a PDA by and between Anderson KM -Builders LLC. (developer on behalf of Hy -Vee) for review and consideration at their March 24, 2014, EDA meeting. The intent of the PDA is to provide the developer exclusive development rights to the property for a defined term (approximately 6 months). During this time, the EDA and the developer will negotiate a Redevelopment Agreement which will include terms for the sale of the property, what is to be constructed and when and all public improvements required for the development. in addition, the City, EDA and the developer will be completing all actions necessary to approve final site plans for the development. Following are the proposed terms of the PDA: 1. Term a. PDA expires on April 1, 2016, unless otherwise extended by agreement of both parties i. EDA can terminate and give notice if they deem the developer is not diligently pursuing its required activities under the PDA and the developer has 30 days to cure the default, otherwise the PDA is terminated b. EDA will not negotiate the sale of the property to any other party during the term of the PDA c. During the term of the PDA, the EDA and the developer shall proceed with the negotiation of a Purchase and Development Agreement www,ehlers-inc.com :... EHLERS Minnesota phone 651-597-8500 306D Centre Pointe Drive LEADERS IN PUBLIC FINANCE Oftes also in Wisconsin and Illinois fax 651-697-8555 Roseville, MN 55113-1122 toll free ODD -552-1171 Kirk McDonald Preliminary Development Agreement For 8400 Bass Lake Road (Golf Course Site) September 28, 2015 Page 2 2. City responsibilities a. Identify type and amount of development fees that the developer will be required to pay b. Identify the approval process and timeframes for development approvals that may be expected for the development c. Coordinate meetings with the EDA and neighborhood to refine the site plan and project details d. Provide the developer title information, surveys and environmental reports related to the property e. Negotiate with the developer the terms of and prepare the Purchase and Development Agreement f. Provide the developer surveys and environmental reports it has for the property 3. Develo er responsibilities a. Continue to refine its site and building plans for the development b. Demonstrate that adequate parking will be provided for residents and guests based upon similar, existing product types within the market c. Undertake a traffic study to identify any neighborhood traffic concerns, circulation issues and potential need for additional off-site improvements d. Submit a proposed schedule for the development, including without limitation, the timing of the closing on financing e. Update evidence of title to the property and provide to the EDA any objections to title f. Submit to staff a project pro forma detailing all costs of the development and the sources and uses of all funds to finance the development, including justification for the amount proposed to be paid by the developer to acquire the property g. Undertake preliminary engineering and soil testing of the property, indemnify the EDA from any claims or damage due to entry onto the property and repair any damage made to the property h. Determine the acceptability of the environmental condition of the property i. Identify public improvements expected or required to be completed as part of the development �. Conduct neighborhood meetings as may be reasonably requested by the EDA to solicit public input regarding the proposed development concept Kirk McDonald Preliminary Development Agreement For 8400 Bass Lake Road (Golf Course Site) September 28, 2015 Page 3 k. Make all required presentations to the City Council, the EDA and Planning Commission. 4. Payment of EDA Costs a. Developer will pay 100% of the EDA's costs for consultants in connection with the redevelopment including but not limited to Ehlers, EDA attorney, etc. Developer is required to make a $10,000 deposit at the time the PDA is signed into an escrow account and will continue to make deposits as required over time. 5. Contingencies a. Terms of acquisition (price) have to be acceptable to the both the EDA and the developer b. Acceptance by the developer of a Phase I and, if requested, Phase II environmental assessment and all other environmental and wetland reports and surveys certified to the developer and its lender c. Title to the property needs to be acceptable to the developer in its sole discretion d. The EDA and the developer need to obtain all necessary approvals from any participating governmental authority e. Developer needs to obtain from the City all planning, zoning and permit approvals f. Developer needs to obtain financing for the development acceptable to them The developer has reviewed the attached PDA and is agreeable to the terms outlined. Please contact me at 651-697-8506 with any questions. Draft 9-9-15 PRELIMINARY DEVELOPMENT AGREEMENT THIS AGREEMENT (the "Agreement") is made and entered into this 28th day of September, 2015, by and between the New Hope Economic Development Authority (the "Authority") with its principal office at 4401 Xylon Avenue North, New Hope, Minnesota 55428, and Alatus, LLC, a Minnesota limited liability company (the "Developer") with its principal office at U.S. Bancorp Center, 800 Nicollet Mall, Suite 2850, Minneapolis, Minnesota 55402, Attention: Bob Lux, Principal. WITNESSETH: WHEREAS, the Authority is the owner of certain real property (the "Redevelopment Property") located in the City of New Hope (the "City"); and WHEREAS, the Developer has presented to the Authority a concept for the development of the Redevelopment Property through the construction of approximately 180 units of luxury rental housing together with related improvements (the "Development"), which proposal contemplates the Authority's conveyance of the Redevelopment Property to the Developer; and WHEREAS, the Authority's Board of Commissioners has reviewed the Developer's development concept and desires to enter into this Preliminary Development Agreement to allow the Developer to further refine its development concept and to negotiate with the Authority the terms of a sale of the Redevelopment Property to the Developer; and WHEREAS, the Authority and Developer intend to proceed with the Development if: (i) a design for the Development can be agreed upon by the Authority and the Developer; (ii) a satisfactory agreement can be reached regarding the purchase price to be paid by the Developer for the Redevelopment Property; and (iii) the economic feasibility and soundness of the Development and other necessary preconditions have been determined to the satisfaction of the parties. NOW, THEREFORE, in consideration of the covenants and obligations of the parties hereto, the Authority and the Developer hereby agree as follows: Section 1. Preliminary Nature of Agreement. The, Authority and Developer agree that this Agreement is intended to be preliminary in nature. Before the Authority and Developer can make a decision on whether to proceed with the implementation of the Developer's development concept, it will be necessary to assemble and consider information relative to the uses, design, economics and other aspects of the Development. The purpose of this Agreement is to allow the Developer an opportunity to assemble such necessary information, to refine the above referenced development concept, and to negotiate with the Authority concerning the execution of a purchase and development agreement (the "Contract") which, if executed, will set forth the rights and responsibilities of the Authority and the Developer with respect to the Development. During the term of this Agreement, the Authority agrees that it will not enter into or negotiate a similar agreement with any party other than the Developer for a project on the Redevelopment Property. Section 2. Present Intent of Parties. It is the intention of the parties that this Agreement document their present understanding and commitments and that if the following conditions can be fulfilled to the satisfaction of the Authority and Developer that the parties will proceed in an attempt to formulate a mutually satisfactory Contract: (a) the Developer demonstrates the feasibility of the Development as refined pursuant to this Agreement; (b) the completion of all undertakings required by this Agreement in a satisfactory and timely manner; and (c) the satisfaction of such other conditions as are determined to be appropriate by either party. The Contract (together with any other agreements entered into between the parties hereto contemporaneously therewith) when executed will supersede all understandings and obligations of the parties hereunder. Section 3. Development Design. The Developer's concept for the Development on the Redevelopment Property is preliminary in nature and must be refined before implementation. The concept as proposed involves the construction of approximately 180 units of luxury rental housing together with related improvements. Section 4. Developer Undertakings. During the term of this Agreement the Developer shall do the following: (a) Continue to refine its site and building plans for the Development. (b) Demonstrate to the satisfaction of the City and the Authority that adequate parking will be provided for residents and guests based on similar, existing product types in the market. (c) Undertake a traffic study to identify any neighborhood traffic concerns, circulation issues, and potential need for additional off-site improvements. (d) Submit to the Authority a proposed schedule for the undertaking of the Development including, without limitation, the timing of the closing on financing. (e) Using title information and a survey, if any, provided by the Authority, update evidence of title to the Redevelopment Property and provide to the Authority any objections to title. 2 (f) Submit to the Authority a project pro forma detailing all costs of the Development and the sources and uses of all funds to be raised to finance the Development, including justification for the amount proposed to be paid by the Developer to acquire the Redevelopment Property and any public financing assistance required. (g) Undertake preliminary engineering and soil testing of the Redevelopment Property, if necessary. For this purpose and for the purpose of environmental testing described in Section 4(h) below, the Developer and its contractors shall have the right to enter upon the Redevelopment Property at reasonable times and alter notice to the Authority. The Developer shall indemnify, defend and hold the Authority harmless from and against any claims or damage, of whatsoever nature, arising out of the entry onto the Redevelopment Property and shall repair any damage caused to the Redevelopment Property. (h) Using environmental reports and studies, if any, provided by the Authority and such other studies and testing deemed necessary, determine the acceptability of the environmental condition of the Redevelopment Property. (i) Identify any additional off-site public improvements expected or required to be completed as part of the Development. (j) Conduct neighborhood meetings as may reasonably be requested by the Authority or City to solicit public input regarding the proposed development concept. (k) Make all required presentations to the City Council of the City, the Authority's Board of Commissioners and the City Planning Commission in connection with approvals of the Development. All of the information described above shall be prepared or collected at the sole expense of the Developer. The Developer agrees that it will provide the Authority with monthly status reports on progress made with respect to its activities under this Agreement. Section 5. Authorily Undertakings. During the term of this Agreement, the Authority will undertake the following: (a) Identify construction, permit, application, utility and any other fees and the amount of such fees that the Developer may be expected to pay in connection with the Development. (b) Identify the approval process and timeframes for development approvals that may be expected for the Development. (c) Coordinate meetings with the City Council/EDA Board and the neighborhood to refine the site plan and project details. 3 (d) Provide to the Developer title information based on which the Developer can update evidence of title to the Redevelopment Property. (e) Negotiate with the Developer the terms of and cause to be prepared drafts of the Contract. (f) Provide to the Developer any surveys and enviromnental reports related to the Redevelopment Property that are in the possession of the Authority. Section 6, Contingencies. The parties acknowledge and agree that proceeding with the Development is subject to a number of contingencies, including, but not limited to, the following: (a) The acquisition of the Redevelopment Property by the Developer from the Authority by direct purchase, on such terms and conditions as are mutually acceptable to the Authority and the Developer. (b) The acceptance by the Developer or a Phase 1 and, if deemed necessary by Developer, Phase II environmental assessment and all other environmental and wetland reports and surveys certified to the Developer and its lender, deemed necessary by the Authority and the Developer for all of the property to be encompassed by the Development, which reports and surveys must be satisfactory to the Authority and the Developer. (c) The Authority and the Developer having obtained all necessary approvals for the Development from any participating governmental authority. (d) Title to the Redevelopment Property having been found acceptable to the Developer in its sole discretion. (c) The Developer having obtained such zoning modifications, rezoning, planned unit development approvals, conditional use permits and such other approvals as are necessary to allow the Development to move forward. (f) The Developer having obtained financing for the Development acceptable to Developer. Section 7. Negotiation of Contract. During the term of this Agreement, the Authority and the Developer shall proceed with the negotiation of a Contract relative to the Development. The decision to enter into a Contract shall be in the sole discretion of each of the parties. If prior to execution of the Contract either party determines in its sole discretion that it is not in its best interest, for whatever reason, to proceed with the Development, it shall so notify the other party, whereupon this Agreement shall terminate and neither party shall have any rights or obligations to the other or to any third party under or with respect to this Agreement, except as provided in Section 9 regarding Authority costs incurred prior to such termination. If the Developer determines during the term of this Agreement that undertaking the Development is not financially 4 feasible, it will promptly notify the Authority of such determination and the parties will terminate this Agreement. Section 8. Effect of Approvals. No approval given by the Authority hereunder or in connection herewith shall be deemed to constitute an approval of the Development for any purpose other than as stated herein and the process outlined in this Agreement shall not be deemed to supersede any concept review, conditional use permit, vacation, subdivision, or other zoning or planning approval process of the Authority or the City relative to the development of real estate. Section 9. PgMent of Authority Costs. In consideration of the Authority's covenants and agreements set forth herein, the Developer agrees that it will pay costs incurred by the Authority and City for attorneys, consultants and other third parties in connection with the preparation of this Agreement, financial analysis, development analysis and assistance, and the negotiation, preparation and implementation of the Contract. The Developer has deposited $10,000 with the Authority upon execution of this Agreement. The Authority shall have the right to draw upon such amounts to pay its costs. If the amount on deposit becomes depleted, the Authority shall have the right to request that the Developer replenish such funds upon which the Developer shall remit to the Authority additional funds to be held on deposit and used to pay costs. If on termination of this Agreement, the amounts held by the Authority are insufficient to pay the Authority's costs, the Developer shall be liable for any deficiency. If this Agreement is terminated in accordance with the terms hereof, any sums remaining on deposit with the Authority, after the Authority pays or reimburses itself for costs incurred to the date of termination, shall be returned to the Developer. No other financial obligations shall exist between the parties, other than those that may be negotiated and contained in the Contract. Section 10. Modifications. This Agreement may be modified and the term hereof may be extended only through written amendments hereto signed by both of the parties to this Agreement. Section 11. Exclusive Rights. In consideration of the time, effort and expenses to be incurred by Developer in pursuing the undertakings set forth herein and in further consideration of the funds paid to the Authority, the receipt of which is hereby acknowledged, the Authority hereby agrees that for the term of this agreement it will not provide or enter into an agreement with any third party in connection with any proposed development within the area covered by this agreement. During such period the Developer shall have the exclusive right to work with the Authority in establishing a definitive Contract for the Redevelopment Property. Said exclusive rights shall continue, unless earlier terminated as provided herein, for the period described within Section 12 of this agreement. Section 12. Termination. This Agreement shall be effective until April 1, 2016. If for any reason a Contract has not been entered into by the parties by such date or any mutually approved extension thereof, this Agreement shall be null and void and neither party shall have any liability or obligations to the other, except as provided in Section 9 regarding Authority costs incurred prior to the termination of this Agreement. 5 This agreement may be terminated by the Authority as to all or a portion of the Redevelopment Property upon the giving of written notice to the Developer that the Developer is not diligently pursuing its required activities under this Agreement. Developer shall have a reasonable time, but in no event less than 30 days to effect a cure of such default, or to demonstrate that it is diligently pursuing such cure. The Authority may also terminate this agreement for the failure of the Developer to make any payment due in accordance with Section 9. Section 12. Severabili . If any portion of this Agreement is held invalid by a court of competent jurisdiction, such decision shall not affect the validity of any remaining portion of this Agreement. Section 13. Notices. Notice, demand, or other communication from one party to the other shall be deemed effective if sent by certified mail, postage prepaid, return receipt requested or delivered personally to a party at its address in the first paragraph of this Agreement, or at such other address as such party may designate in writing to the other party. G'7 IN WITNESS WHEREOF, the Authority has caused this Agreement to be duly executed in its name and behalf and the Developer has caused this Agreement to be duly executed in its name and behalf on or as of the date first above written NEW HOPE ECONOMIC DEVELOPMENT AUTHORITY By -- Its President By Its Executive Director ALATUS, LLC By Its 6 EXHIBIT A Redevelopment Property The Redevelopment Property consists of the property located at 8400 Bass Lake Road in the City and identified with the following Property Tax Identification Numbers: Parcel #1: PID: 06-118-21-42-0008 Parcel #2: PID: 06-118-21-42-0009 Parcel #3: PID: 06-118-21-42-0010 Parcel #4: PID: 06-118-21-42-0011 Parcel #5: PID: 06-118-21-42-0012 A-1 71 i T _ OLDT " - lfl"I Titer' Roo C. J!. moi,ji I].�. � 5400 Bass Lake Road Housing Development URBANWORKB .... = �, � � � -.. ANEW HOPE: fv1N 09.18.2015 15-0017 LEGEND STUDIO 1BR 2BR Circulation Club Room Fitness Utility �I N 80' OPTION C 2 1ST LEVEL PLAN him URBANWORKS Ni l- . ; r� LEGEND _ STUDIO 16R A 2BR _t Circulation Club Room Fitness Utility 7 i rc -, - AlE l I AL'AT.IdS- 8400 Bass Lake Roar! Housing Development NEW HOPE MN 109.18.2015 15-0017 N 80' OPTION C 2-4 LEVEL PLAN 7. - ' � � \'yam`` � ` • I _ 7C � � � 7 Now P*6 IL T -: 77 POOL -- — I - LL j f AM Val I _ r {y Y• r JIM&�r URBANWORKS ALAT4jS- 8400 Bass Lake Road Housing Development NEW HOPE, 09.18.2015 15-0017 IN N�� 80' OPTION C SUB LEVEL PLAN URMANWORKa I, PLA HED h " �o e _ ? t T �M . ROOF DECK OVA jog- �r P� S ` T .ter � M �►'...v +F_i A ALATot& 8400 Bass Lake Road Housing Development NEW HOPE, VNl 1 09.18.2015 15-0017 N 80' MMMM%� OPTION C ROOF PLAN EDA Request for Action Originating Department Approved for Agenda Agenda Section Community Development September 28, 2015 EDA Item No. By: Jeff Sargent, Director of CD I By: Kirk McDonald, City Manager 1 5 Resolution Authorizing the Execution of a Second Amendment to Easements with Covenants and Restrictions Affecting Land between the EDA and Hy-Vee (Project No. 893) Requested Action The Economic Development Authority (EDA) is requested to review the documents attached and approve the resolution authorizing the execution of a Second Amendment to Easements With Covenants and Restrictions Affecting Land (ECR), between the City of New Hope Economic Development Authority and Hy-Vee, Inc. Policy/Past Practice The EDA has conducted approved amendments to Development Agreements as necessary and beneficial to the redevelopment plans of the city. Background The ECR is labeled as "Schedule F" of the Development Agreement between the EDA and Hy-Vee, Inc. The ECR outlines specific performance standards and uses throughout the development, which includes Lot 1 (Hy-Vee grocery store), Lot 2 (Hy-Vee convenience store and gas) and Lot 3 (North Memorial Clinic). On June 8, 2015, the EDA approved an amendment to the original RCR that outlined maintenance and snow removal responsibilities for Lot 3 (North Memorial) as they relate to the operations of Hy-Vee. The amendment did not directly involve the City in any capacity, as it focused solely on maintenance relationships between Lots 3 and 1. The EDA was charged with approving this amendment because the ECR is a Schedule to the Development Agreement between the EDA and Hy-Vee, Inc. Currently, the owner of the New Hope Mall is negotiating to purchase the North Memorial Clinic from Hy-Vee, and would like a second amendment to the ECR, as some of the requirements would not be applicable if Hy-Vee no longer retained ownership of Lot 3. The proposed second amendment essentially relieves North Memorial from any obligation set forth in the original ECR, including use and maintenance requirements. The amendment also clarifies that the New Hope Mall would not be obligated to provide the EDA an easement to connect Winnetka Avenue to the Hy-Vee shopping center as a result of the purchase of Lot 3. The EDA is charged with approving this amendment because the ECR is a Schedule to the Development Agreement between the EDA and Hy-Vee, Inc. It should be noted that this amendment has been reviewed and recommended for approval by Ehlers and the City's redevelopment attorney, Bob Deike. Motion by Second by To: I:%RFA COMM DEV\Develo ent\Q & It -EDA Hy-Vee 2R1 ECR Amendment 9-28-15.doc Request for Action September 28, 2015 Page 2 Attachments • Resolution • Second Amendment to the ECR • Original ECR • First Amendment to the ECR NEW HOPE ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. 15 - RESOLUTION AUTHORIZING THE EXECUTION OF A SECOND AMENDMENT TO EASEMENTS WITH COVENANTS AND RESTRICTIONS AFFECTING LAND BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE NEW HOPE ECONOMIC DEVELOPMENT AUTHORITY (the "Authority") AS FOLLOWS: WHEREAS, the Authority and the City of New Hope, Minnesota (the "City") have created Redevelopment Project No. 1 (the "Project") within the City in order to facilitate the redevelopment of the real property located within the Project; and WHEREAS, the Authority acquired certain real property (the "Property") located within the Project; and WHEREAS, the Authority and Hy -Vee, Inc., (the "Developer") entered into a Purchase and Development Agreement (the "Development Agreement") pursuant to which the Developer purchased the Property from the Authority for the purpose of constructing a commercial development on the Property; and WHEREAS, pursuant to the Development Agreement, the Developer and the Authority entered into that certain Easements with Covenants and Restrictions Affecting Land dated November 6, 2014 and filed November 7, 2014, as Document #T05212940 in the office of the Registrar of Titles of Hennepin County, Minnesota, as amended by First Amendment to Easements with Covenants and Restrictions Affecting Land, dated June 8, 2015, and filed June 24, 2015, as Document #T05267859 in the office of the Registrar of Titles of Hennepin County, Minnesota (collectively, the "ECR") which created certain easements and imposed certain restrictions on the land that is the subject of the Development Agreement; and WHEREAS, there has been prepared and presented to the Authority's Board of Commissioners for its consideration a Second Amendment to Easements with Covenants and Restrictions Affecting Land (the "Second ECR Amendment") which modifies the terms of the ECR. NOW, THEREFORE, be it hereby resolved by the Board of Commissioner of the Authority that the appropriate officers of the Authority are hereby authorized to execute the Second ECR Amendment in substantially the form presented to the Board of Commissioners, subject to such non -substantive changes as may be approved by the Executive Director and the Authority's legal counsel, and to take all appropriate and additional actions which are necessary to implement the terms of the Second Amendment to ECR. Adopted this 28th day of September, 2015. Kathi Hemken, President Attest: Kirk McDonald, Executive Director Second Amendment to the ECR Prepared by and when recorded return. to: Nathan Allen, 5820 Westown Parkway, West Des Moines, 1A, 50266 (515) 267-2870 SECOND AMENDMENT TO EASEMENTS WITH COVENANTS AND RESTRICTIONS AFFECTING LAND THIS SECOND AMENDMENT TO EASEMENTS WITH COVENANTS AND RESTRICTIONS AFFEECTING LAND (hereinafter, the "Amendment") is made and entered into this day of , 2015, by and between HY-VEE, INC., an Iowa corporation (hereinafter referred to as "Hy -Vee"), and NEW HOPE ECONOMIC DEVELOPMENT AUTHORITY, a public body politic and corporate (hereinafter referred to as the "Authority"): WITNESSETH: WHEREAS, Hy -Vee is the owner of the real estate legally described as Lots 1, 2, and 3, Block 1, NEW HOPE HY-VEE, Hennepin County, Minnesota (the "Hy -Vee Tract"); and WHEREAS, Authority is the owner of the real estate legally described as Outlot A, Block 1, NEW HOPE HY-VEE, Hennepin County, Minnesota (the "Authority Tract"); and WHEREAS, adjacent to the Hy -Vee Tract is Lot 1, Block 1, NEW HOPE MALL, Hennepin County, Minnesota (the New Hope Mall"); and WHEREAS, Hy -Vee and Authority have entered into that certain Easements with Covenants and Restrictions Affecting Land, dated November 6, 2014, and filed November 7, 2014, as Document #T05212940 in the office of the Registrar of Titles of Hennepin County, Minnesota, as amended by First Amendment to Easements with Covenants and Restrictions Affecting Land, dated June 8, 2015, and filed June 24, 2015, as Document #T05267859 in the office of the Registrar of Titles of Hennepin County, Minnesota (collectively, the "ECR"); WHEREAS, Hy -Vee and the Authority desire to clarify certain provisions of and amend the ECR. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, and for other good and valuable consideration, the receipt and sufficient of which are hereby acknowledged, it is agreed as follows: 1 Error! Unknown document property name. 1. Recitals. The recitals are hereby incorporated herein by this reference. 2. Defined Terms. Unless defined herein, capitalized terms herein shall have the meaning set forth in the ECR. 3. New Hope Mall. Neither Section 4(d) of the ECR dealing with Future Development nor Section 9 of the ECR dealing with Expansion of the Shopping Center shall apply to the New Hope Mall. Without limiting the foregoing, no acquisition of any portion of the Hy -Vee Tract by (a) the owner of the New Hope Mall, or (b) an entity owned or controlled by or under common ownership or control with the owner of the New Hope Mall shall subject the New Hope Mall to any provisions of the ECR or impose any obligations on the New Hope Mall. This Amendment is for the benefit of the New Hope Mall and,may be enforced by the owner of the New Hope Mall. 4. Correction. The reference to the recording of the ECR on "November 7, 2015" in First Amendment to the ECR is hereby amended to refer to recording on "November 7, 2014." 5. No Other Changes. Except as modified by this Amendment, the ECR is ratified and confirmed by the parties and shall remain unchanged and in full force and effect. 6. Termination. Notwithstanding any contrary provision contained in this Amendment, in the event that the owner of the New Hope Mall or an entity owned or controlled by or under common ownership or control with the owner of the New Hope Mall fails to close on the purchase of that portion of the Hy -Vee Tract consisting of Lot 3, Block 1, NEW HOPE HY- VEE, Hennepin County, Minnesota on or before December 31, 2016 (the "Condition Subsequent"), this Amendment shall automatically be terminated and become null and void and Hy -Vee and the Authority shall execute a further amendment to the ECR memorializing such termination. Failure of Hy -Vee and the Authority to executed such further amendment to the ECR shall constitute prima facie evidence the Condition Subsequent has been satisfied. [SIGNATURES ON FOLLOWING PAGES] 0) Error! Unknown document property name. IN WITNESS WHEREOF, Hy -Vee and the Authority have executed this Amendment on the date first above written. AUTHORITY: NEW HOPE DEVELOPMENT AUTHORITY By: (Print name) Its: By: (Print name) _ Its: STATE OF MINNESOTA, COUNTY OF HENNEPIN, ss This instrument was acknowledged before me this , 2015, by and , the President and Executive Director of the New Hope Economic Development Authority, a public body politic and corporate, by and on behalf of the Authority. Notary Public in and for the State of Minnesota 3 Error! Unknown document property name. HY-VEE: HY-VEE, INC., an Iowa corporation Jeffrey Markey Sr. Vice President Nathan. Allen Assistant Secretary STATE OF IOWA, COUNTY OF POLK, ss On this_ day of , 2015, before me, the undersigned, a Notary Public in and for the state of Iowa, personally appeared Jeffrey Markey and Nathan Allen, to me personally known, who being by me duly sworn did say that they are the Sr. Vice President and Assistant Secretary, respectively, of Hy -Vee, Inc., an Iowa corporation, that the instrument to which this is attached was signed on behalf of said corporation by authority of its Board of Directors; and that the said Jeffrey Markey and Nathan Allen as such officers acknowledged the execution of said instrument to be the voluntary act and deed of said corporation, by it and by them voluntarily executed. Notary Public in and for the State of Iowa 4 Error: Unknown document property name. Original ECR Existing Certs 1395518, 1395519 Doc No T05212940 Certified, filed and/or recorded on Nov 7, 2014 1;00 PM Office of the Registrar of Titles Hennepin County, Minnesota Martin McCormick, Registrar of Titles Mark Chapin, County Auditor and Treasurer Deputy.84 Pkg lD 1172458C Doc Name: Easement Document Recording Fee $46.00 Document Total $46.00 This cover sheet is now a permanent part of the recorded document. EASEMENTS WITH COVENANTS AND RESTRICTIONS AFFECTING LAND ("ECRD THIS EASEMENTS WITH COVENANTS AND RESTRICTIONS AFFECTING LAND ('ECR") is made as of the 6th day of November, 2014, by and between HY-VEE, INC., an Iowa corporation, of 5520 Westown Parkway, 'West Des Moines, Iowa 50266 ( "Hy -Vee"), and NEW HOPE ECONOMIC DEVELOPMENT AUTHORITY, a public body politic and corporate (the "Authority"). WITNESSETH: WHEREAS, Hy -Vee is the owner of real estate situated in New Hope, Hennepin County, Minnesota, legally described on Exhibit "A" attached hereto and incorporated herein (the "Hy -Vee Tract"), and visually depicted on the "Site Plan" on Exhibit "C" attached hereto and incorporated herein; and WHEREAS, Authority is the owner of real estate situated in New Hope, Hennepin County, Minnesota, legally described on Exhibit `B" attached hereto and incorporated herein ("Outlot A"), and visually depicted on the Site Plan; and WHEREAS, Hy -Vee and Authority desire that the Hy -Vee Tract and Outlot A be developed pursuant to a general plan of improvement to form a retail and office commercial development, and further desire that said tracts be subject to the easements and the covenants, conditions and restrictions hereinafter set forth. NOW, THEREFORE, for and in consideration of the premises, easements, covenants, conditions, restrictions, and encumbrances contained herein, the sufficiency of which is hereby acknowledged, Hy -Vee hereby declares as follows: 1. Building/Common Areas 1" (a) "Lot" means either Lot 1, Lot 2; or Lot 3. (b) "Lot 1" means that portion of the Hy -Vee Tract identified on the Site Plan as "Lot (c) "Lot 2" means that portion of the Hy -Vee Tract identified on the Site Plan as "Lot Rc+"-n —k,'. 3avcb d aD3 (t) MI- commerew Partnere This, LLc 200 South Sbdh Street Suite 1300 Minneapolis, MN 55402 2". 3". (d) "Lot 3" means that portion of the Hy -Vee Tract identified on the Site Plan as "Lot (e) "Shopping Center" means the entirety of the Hy-Vee-T-r-act,and-Oudot-A, ----- -.,_ .._ .._...___ 2, Use, (a) Building(s) in the Shopping Center shall be used by owners, tenants, licensees and other occupants, whether by ownership, lease, license or other occupancy right (hereinafter individually referred to as an "Ocoup-ant," and collectively referred to as "Occupants") for commercial purposes of the type nonnally found in a retail shopping center including, without limitation, service shops, offices, retail stores and banking facilities. No auto dealer (new or used); manufacturing, distribution, wholesale or industrial use; coin operated laundry; dry cleaning plant; billiard parlor; skating rink; dance hall; night club; flea market; banquet hall; funeral parlor; off-track betting establishment; pornographic or "triple -x" video/book store; sexually oriented business; pawnshop; spay or neuter clinic (not including a veterinary clinic); abortion service provider; any business selling or serving alcoholic beverages for on premises consumption (except on Lot 1 and/or Lot 2); check cashing business (provided, however, a bank or credit union, or grocery store shall not be restricted hereby), a tattoo business, or a gun business (provided, however, a sporting goods store that sells, as a part of its sporting goods inventory, guns and ammunition shall not be restricted hereby), shall occupy space within the Shopping Center. In the event of a breach of this covenant, Hy -Vee and/or the Authority (regardless of whether the Authority still owns any portion of the Shopping Center) and/or any owner of any lot or tract within the Shopping Center shall have the right, without limitation, and in addition to any other remedy available to such party at law or in equity, to seek temporary or permanent injunctive relief. (b) Competina.Business. Except by Hy -Vee, no portion of Lot 3 shall be used for any of the following, to -wit: see Exhibit "D" attached hereto and incorporated herein. In the event of a breach of this covenant, Hy -Vee and/or the owner of Lot 1 and/or the owner of Lot 2 shall have the right, without limitation, and in addition to any other remedy available to Hy -Vee and/or the owner of Lot 1 and/or the owner of Lot 2 at law or in equity, to seek temporary or permanent injunctive relief, (c) Tax Increment District. The Authority and City will be creating the Center City Redevelopment Tax Increment Financing District (the "TIF District") that will encompass the Shopping Center and certain adjoining property to the northeast. All tax increment generated from the TIF District will be utilized to repay the Authority for its investment prior to the date hereof in acquiring and preparing the Shopping Center for redevelopment and to reimburse the Authority and the City for the cost of the public improvements upon Outlot A and upon other property in the TIF District. Because the Authority and City will be relying on such tax increment as the source of reimbursement for such costs, the owner of Lot 1, Lot 2 and Lot 3, or any of such Lots, agrees that prior to the date of termination of the TIF District (and if extended, only to the date such district would have initially expired if not extended): (i) it will not seek administrative or judicial review of the constitutionality of any tax statute determined by any tax official to be applicable to the improvements initially constructed upon any lot or tract within the Shopping Center or raise the unconstitutionality of any such tax statute as a defense in any proceedings, including delinquent tax proceedings; and (ii) it will not cause a reduction in the assessed value of the improvements initially constructed upon any lot or tract within the Shopping Center through: (A) willful destruction of such improvements or any part thereof, except as a part of a renovation of such improvements in the ordinary course of business of such owner; (B) willful refusal to reconstruct damaged or destroyed property following any casualty loss or event; (C) an application to the commissioner of revenue of the State or to any local taxing jurisdiction requesting an abatement of real property taxes regarding such improvements, unless applicable to subsequent renovations or additions made to such improvements, and then only for the additional incremental value associated therewith; and/or (D) a transfer of the Shopping Center or improvements thereon, or any part thereof, to an entity exempt from the payment of real property taxes under State law, In the event of a breach of this covenant, Hy -Vee and/or the Authority (regardless of whether the Authority still owns any portion of the Shopping Center) shall have the right, without limitation, and in addition to any other remedy available to Hy -Vee and/or Authority at law or in equity, to seek temporary or permanent injunctive relief. The owner of Lot 1, Lot 2, and Lot 3 or any of such Lots, agrees to use its best efforts to provide notice to the Authority of its intention to seek a reduction in the assessed market value of Lot 1 or Lot 1 for tax purposes prior to initiating that proceeding, provided, that a failure to give such notice shall not invalidate such proceedings and will not constitute a default under this Declaration, 3. Buildings, Lot 3 Parking Ratio. (a) DesigLi and Construction. Any building constructed within the Shopping Center shall be designed so ' that the exterior elevation of each shall be architecturally and aesthetically compatible with the then -existing or planned (as is applicable) building located on Lot 1, and so that building wall footings shall not encroach from one lot or Tract onto another Tract. The design and construction shall be of high quality, Only one building may be constructed upon Lot 3. No building constructed on Lot 3 shall (i) be of more than two -stories, (ii) exceed thirty-five (35) feet in height above finished grade, or (iii) have a metal exterior without the prior written approval of the owner of Lot 1; provided, however metal may be used as a building material of an architectural feature. No building may be constructed upon Outlot A; provided that signage may be constructed on Outlot A. (b) Fire Protection. Any building constructed upon Lot 3 shall be constructed and operated in such a manner which will preserve the sprinklered rate on the other buildings in the Shopping Center. (c) Design and Plans Approval. Except by Hy -Vee, no improvements shall be constructed, erected, expanded, or altered within the Shopping Center until the plans and specifications for same (including site layout, exterior building materials and colors, landscaping and parking layouts) have been provided to Hy -Vee and Hy -Vee shall have been given a reasonable opportunity to review and comment on such plans and specifications. Except as detailed in this Agreement, the buildings shall be designed so that the exterior elevation of each shall be architecturally and aesthetically compatible with each other and with buildings on Lots l and 2. The design and construction on improvements shall be first quality and in accordance with the plans submitted to and reviewed by Hy -Vee as described herein and in complete and full compliance with (i) any and all governmental requirements and all city zoning and other ordinances. The owner of any portion of the Shopping Center that desires to construct improvements therein agrees to cause its respective architect to work in good faith with Hy -Vee, and its architects, so that the buildings) and other improvements to be erected and constructed will have an overall cohesive and related architectural continuity and will be in harmony with the remainder of the Shopping Center. Hy-Vee's review shall be limited to site plans, elevations and material lists and shall not extend to full construction plans. (d) Lot 3 Parking. Unless the owner of Lot 1 consents in writing to a lower parking ratio requirement, Lot 3 shall at all times independently maintain a parking ratio that satisfies, without a variance or conditional use permit, the City of New Hope then -current zoning code for non -planned unit development districts. 4. Grant of Easements. Hy -Vee and Authority hereby declare the creation and existence of the following nonexclusive easements: (a) A vehicular ingress and egress easement over, through and upon the driveway areas of the Shopping Center (but excluding the loading dock areas upon Lot 1 and Lot 2 as they exist from time -to -time, for the mutual benefit of the Hy -Vee Tract and Outlot A, for vehicular ingress and egress of customers, invitees, licensees, tenants, suppliers and employees of all Occupants of the buildings within the Shopping Center, and the Authority and City of New Hope for the public feature installed upon Outlot A. (b) A pedestrian ingress and egress easement over, through and upon the sidewalks, driveways and parking areas of the Shopping Center (but excluding the loading dock areas upon Lot 1 and Lot 2 as they exist from time -to -time, for the mutual benefit of the Hy -Vee Tract and Outlot A, for pedestrian ingress and egress of customers, invitees, licensees, tenants, suppliers and employees of all Occupants of the buildings within the Shopping Center, and the public with respect to the public feature installed upon Outlot A. (c) A vehicular parking easement over, through and upon the parking areas of the Shopping Center as they exist from time -to -time, for the mutual benefit of Lots within the Hy - Vee Tract, for the customers, invitees, licensees, tenants, suppliers- and employees of all of the Occupants of the buildings within the Shopping Center; provided, however, the Occupant of each Lot shall take reasonable efforts to prevent the parking of their employees upon any other Lot within the Shopping Center. (d) Future Development. In the event the Authority or a third party developer closes on the purchase of land immediately adjacent to the Hy -Vee Tract to the East during the term of this ECR, the Authority shall be entitled to connect a future roadway connecting Winnetka Avenue N. to the driveway areas located within the Shopping Center at the Authority's (or its successor in interest with respect to ownership of such property) sole cost and expense and thereafter, there shall be deemed a non-exclusive ingress and egress easement over and upon the driveway areas of the Shopping Center, as they may exist from time -to -time, for the mutual benefit of the owners of property within the Shopping Center and the owner(s) of property immediately adjacent to the Shopping Center to the East that become owned by the Authority or a third party developer. The Authority shall cause any third party developer working in cooperation with the Authority with respect to the redevelopment of such. land immediately adjacent to the Hy -Vee Tract to the East to provide the ingress and egress easement over such tract at the time such tract is developed. 5. Maintenance. The respective owners and Occupants of the tracts and lots within the Shopping Center, shall at their sole cost and expense, maintain their respective tracts in good condition and repair. This maintenance is to include, without limitation, the following; (a) Maintaining all buildings in good condition and repair, including (without limitation) exterior walls, signage, lighting, windows and doors, entryways and service areas; (b) Maintaining the parking, driveway and sidewalk surfaces in a level, smooth and evenly -covered condition with the type of surfacing material originally installed or such substitute as shall in all respects be equal in quality, use, and durability; (c) Removing all papers, ice and snow, mud and sand, debris, filth and refuse and thoroughly sweeping the area to the extent reasonably necessary to keep the area in a clean and orderly condition; (d) Placing, keeping in repair and replacing any necessary appropriate directional signs, markers and lines; (e) Operating, keeping in repair and replacing, where necessary, such artificial lighting facilities as shall be reasonably required; (f) Maintaining all perimeter and exterior building walls including but not limited to all retaining walls in a good condition and state of repair; (g) Maintaining, mowing, weeding, trimming and making such replacements of shrubs and other landscaping as is necessary; (h) Maintaining the stormwater facilities; and (i) Maintaining the irrigation system. 6. Indemnification/Insurance. (a) Indemnification. The owners of Lot 1, Lot 2, Lot 3 and Outlot A shall each indemnify and save each other harmless from any and all liability, damage, expense, causes of action, suits, claims, or judgments arising from personal injury, death, or property damage and occurring on or from its own tract, except and to the extent caused by the act or negligence of the owner or Occupant of another lot or tract. (b) Insurance. (i) The owner(s) or Occupant(s) of Lot 1, Lot 2, Lot 3 and Outlot A, shall each procure and maintain in full force and effect throughout the term of this Declaration general public liability insurance and property damage insurance against claims for personal injury, death or property damage occurring upon, in or about its property, each party's insurance to afford protection to the limit of not less than $2,000,000.00 for injury or death of a single person, and to the limit of not less than $2,000,000.00 for any one occurrence, and to the limit of not less than $500,000.00 for property damage. The owner or Occupant of each such lot or tract shall provide the other owner(s) with certificates of such insurance from time to time upon written request to evidence that such insurance is in force. Such insurance may be written by additional :premises endorsement on any master policy of insurance carried by the party which - may cover other property in addition to the property covered by this Declaration. (ii) Insurance against loss and/or damage to improvements under a policy or policies covering such risks as are ordinarily insured against by similar businesses, including (without limiting the generality of the foregoing) fire, extended coverage, all risk vandalism and malicious mischief, boiler explosion, water damage, demolition cost, debris removal, and collapse in an amount not less than the full insurable replacement value of the improvements. The term "full insurable replacement value" shall mean the actual replacement cost of the Improvements (excluding foundation and excavation costs and costs of underground flues, pipes, drains and other uninsurable items) and equipment. (iii) Notwithstanding anything to the contrary contained in this Section, so long as the net worth of the owner, tenant or Occupant of any lot or tract shall exceed One Hundred Million Dollars ($100,000,000.00), and/or so long as Hy -Vee, the City of New Hope, or the Authority is owner, lessee or Occupant of any lot or tract, such owner, tenant or Occupant, or Hy -Vee, the City of New Hope or the Authority, as is applicable, shall have the right to retain the financial risk for any claim. (c) Nothing in this document shall be construed to limit or affect any limitations on liability of the Authority or the City of New Hope under State or federal law, including without limitation, Minnesota Statutes Sections 466.04 and 604.02. 7. Eminent Domain. (a) Owners Right to Award. Nothing herein shall be construed to give the owner of any lot or tract in the Shopping Center any interest in any award or payment made to any other lot or tract owner in connection with any exercise of eminent domain or transfer in lieu thereof affecting said other owner's tract or giving the public or any government any rights in said tract. (b) Tenant's Claim. Nothing in this Section shall prevent a tenant from making a claim against an owner pursuant to the provisions of any lease between tenant and owner for all or a portion of any such award or payment. 8. Rigkts and Obligations of Lenders. If by virtue of any right or obligation set forth herein a lien shall be placed upon any lot or tract within the Shopping Center, such lien shall expressly be subordinate and inferior to the lien of any first lienholder now or hereafter placed on such lot or tract. Except as set forth in the preceding sentence, however, any holder of a first lien on Lot 3, and any assignee or successor in interest of such first lienholder, shall be subject to the terms and conditions of this Declaration. 9. Expansion of Shopping_ Center, The parties agree that in the event the Shopping Center is expanded by ownership or control of any tract within the Shopping Center, or agreement with a third party, all of the provisions of this Declaration shall apply to the expanded area including (without limitation) restrictions on use and maintenance requirements. 10. Self -Help. In the event Hy -Vee or the owner of Lot 1 and/or Lot 2 and/or Lot 3 reasonably determines that the owner of another Lot, or any portion thereof, is insufficiently maintaining all or a portion of such owner's Lot, then Hy -Vee or the owner of a Lot may take any steps reasonably necessary, in the reasonable opinion of such owner to bring the Lot into compliance with the maintenance obligations thereof set forth herein, including paying the costs thereof. The owner taking such steps shall bill the owner of Lot that is not in compliance for such actual reasonable costs to the owner for bringing the Lot into compliance with such maintenance obligations, and the same shall be due within fifteen days of the date of such invoice. Such reimbursement obligation shall be secured by a lien in favor of the owner taking the steps to bring the Lot into compliance, but such lien shall only be perfected upon the date of filing or recording of an instrument describing the nature of such lien, and upon such recordation or filing shall accrue interest on the outstanding amount of said lien at the lower of (i) twelve percent (12%) per annum, or (ii) the highest amount allowed by law, until satisfied. 11. Breach. In the event of breach or threatened breach of this Declaration, the owner of any Lot or tract in the Shopping Center, or Hy -Vee so long as it or any affiliate has an interest as 7 owner, lessee or Occupant of any portion ot the Shopping Center, shall be entitled to institute proceedings for full and adequate relief from the consequences of said breach or threatened breach. The unsuccessful party in any action shall pay to the prevailing party a reasonable sum for litigation expenses and attorney's fees, which shall be deemed to have accrued on the date such action was filed. 12. Rights of Successors. The easements, restrictions, benefits and obligations hereunder shall create mutual benefits and servitudes running with the land. This Declaration shall bind and inure to the benefit of the parties hereto, their respective heirs, representatives, lessees, successors and assigns. The singular number includes the plural and the masculine gender includes the feminine and neuter. 13. Modification and Cancellation. This Declaration (including exhibits) may be modified; amended or canceled only by the mutual agreement of all of the record titleholders of the Shopping Center. 14. Non -Mer er. This Declaration shall not be subject to the doctrine of merger. 15. Duration. Unless otherwise canceled or terminated, this Declaration and all the easements, covenants, rights, restrictions, and provisions in this Declaration create an equitable servitude upon the respective tracts, constitute covenants running with the land, shall bind every person or entity having any fee, leasehold, or other interest in or encumbrance on any portion of either property at any time, and shall continue in full force and effect perpetually. Notwithstanding the foregoing, the provisions of Section 2(b) of this Declaration shall terminate if Lot 1 ceases being used for any of the uses set forth in Subsections (b), (c), and (e) of Exhibit "D" for a consecutive period of twelve (12) months. 16. Headings. The headings herein are inserted only as a matter of convenience and for reference and in no way define, limit or describe the scope or intent of this document nor in any way affect the terms and provisions hereof. 17. Choice of Law. This Declaration shall be construed and enforced in accordance with the laws of the State of Minnesota, without regard to conflicts of laws principles. [SIGNATURES ON FOLLOWING PAGE] IN WITNESS WHEREOF, Hy -Vee and Authority have executed this ECR on or as of the day and year first written above. HY-VEE: HY-VEE, INC. an Iowa corpor . n 05 YI - --_ Jeffr arkey, ice President Nathan Allen, Assistant Secretary STATE OF IOWA ) ss. POLK COUNTY ) On this V4, day of a tcv-1 ri , 2014, before me, the undersigned, a Notary Public in. and for the State of Iowa, personally appeared Jeffrey Markey and Nathan Allen to me personally known, who being by me duly sworn, did say that they are the Vice President and Assistant Secretary, respectively, of Hy -Vee, Inc., an Iowa corporation, that said instrument was signed on behalf of said corporation by authority of its Board of Directors; and that the said Jeffrey Markey and Nathan Allen as such officers acknowledged the execution of said instrument to be the voluntary act and deed of said corporation, by it and by them voluntarily executed. r No Public in and fbele State of Iowa JULIE L. JENSEN FAA COMMISSION NO. 123588 10 MYCOM 1SSiXPlRES Iowa NEW HOPE ECONOMIC DEVELOPMENT AUTHORITY B Its: resident By: Its: Executive Director STATE OF MINNESOTA ) )ss. COUNTY OF HENNEPIN ) The for going i strument was acknowledge before me this day of 2410, by / and the resident and Executive Director of the New Hope Economic Development Authority, a public body politic and corporate, on behalf of the Authority. ----4, Notary Public ' IMN:otarY AINE HELEN KLOS S Public -Minnesota miepmAjRol9"uost THIS INSTRUMEFNT WAS DRAFTED BY Dobe 5 K F tname and address} 10 EXHIBIT "A" LEGAL DESCRIPTION OF HY-VEE TRACT Lots 1, 2 and 3, Block 1, NEW HOPE HY-VEE, New Hope, Hennepin County, Minnesota 11 EXHIBIT 66B" LEGAL DESCRIPTION OF OUTLOT A Outlot AfBlock 1DNEW HOPE HY-VEE, Hennepin County, Minnesota tVbm 12 EXHIBIT 44C$ SITE PLAN i i Lot 1 ' � a , .11 ' 1 a X91 -� � i moi~ ---------------- 13 - l3 EXHIBIT "D" RESTRICTED USES a. the sale of (i) edible perishable products, including, but not limited to fruits, vegetables, meat and seafood; (ii) pre-packaged food and/or pre-packaged beverages, provided, however that the same may be sold on the Restricted Parcel so long as the sale of such products does not exceed one percent (1%) of the gross sales of such business; (iii) alcoholic beverages for off premises consumption (for purposes of clarification of the foregoing only, and not in limitation, the restriction contained in this Section 3(a) is not intended to prohibit restaurant uses); and/or (iv) prescription and/or over-the-counter pharmaceuticals; b. a grocery store, supermarket, or specialty food store (by way of example only, and not limitation: Fareway, Albertson's, Kroger, Safeway, Publix, Price Chopper, Meijer, Dillons, Giant Eagle, Schnucks, The Fresh Market, Woodman's, WinCo, Wal-Mart Express, Aldi, Trader Joes, Whole Foods Market, Campbell's Nutrition, Gateway Market); C. a pharmacy and/or drug store (by way of example only, and not in limitation: CVS, Walgreens, Rite Aid, Medicap, Health Mart, The Medicine Shoppe); d, a retail store marketed as any form of "dollar store," or derivation thereof (by way of example only, and not in limitation: Dollar General, Family Dollar, Dollar Tree, 99 Cents Only); e. a retail and/or club and/or wholesale store that sells non-food merchandise that includes a grocery section or department (by way of example only, and not in limitation; Wal-Mart, Wal-Mart Supercenter, Target, Super Target, Costco, Sam's Club); f. a convenience store (with or without gas) and/or gasoline station, including any type of business that sells diesel fuel, ethanol fuel, bio -fuel or any other type of fuel used to power motorized vehicles designed primarily for use on public streets and highways; g. a Caribou or Starbucks branded coffee shop; h. a retail store marketed as any type of bakery; i, a restaurant; j, any supporting element (by way of example only, and not in limitation: parking lot, storm water detention facility, green -space) of any property not located within the Restricted Parcel that is used for any of the restricted uses set forth in Section (a) — (i) herein. 14 First Amendment to the ECR Transfer Entered Jun 24, 2015 3:14 PM Hennepin County, Minnesota Mark Chapin County Auditor and Treasurer ll''II l� II II � �Illl I Doc No 706267859 Certified, filed and/or recorded on Jun 24, 2015 3:14 PM Office of the Registrar of Titles Hennepin County, Minnesota Martin McCormick, Registrar of Titles Mark Chapin, County Auditor and Treasurer Deputy 98 Document Recording Fee Pkg ID 1258306F- This 258366E $46.00 Multiple Certificates Affected Fee $20.00 Document Tota! $66.00 PID(s) 18-118.21-11-0019, 18-118-21-11-0020, 18-118-21-11-0021 Existing Certs 1395519, 1395520, 1395521, 1395522 This cover sheet is now a permanent part of the recorded document. .t ••9Y::4sX"1 t ...�� • ... al^ 7�C�'�iSid6Y• i••S.3^.Y{Ao- �f b to• LINM A11M 1920es Wgg Des WDInes.i - 8 T Ah9n— TO E EME WITH COVENANTS AND XSTSTRIMONS AFFE�G LAND THIS FWT AMENDMBNT TO EASEMENTS WITH COVENANTS AND RESTRICTIONS AFFECTING LAND (hereinafter, the "Amettdment") is made and entered into this 8th day of June, 2015, by and between HY VEE, INC., an Iowa corporation (hereinafter referred to as "Hy -Vee"), and NEW HOPE ECONOMIC DEVELOPMENT AUTHORITY, a public body politic and corporate (hereina$erreferred to as "Authority'; WTiMSSETH: WHEREAS, Hy -Vee is the owner of certain real estate situated in New Hope, Hennepin County, Minnesota, legally described on Exhibit "A!, attached hereto and incorporated herein by this reference (the "Hy -Vee Tract"); and WHEREAS, Authority is the owner of certain real estate situated in New Hope, Hennepin County, Minnesota, legally described on Exhibit "B" attached hereto and incorporated herein by this reference (the "Authority Tract"); and WHEREAS, Ry -Vee and Authority have entered into that certain Easements with Covenants and Restrictions Affecting Land dated November 6, 2014, and filed November 7, 2015, as Document 4705212940 in the office of the Registrar of Titles of Hennepin County, Minnesota (the `TCR") wherein Hy -Vee and Authority made certain agreements related to the Hy -Vee Tract; and WHEREAS, Hy -Vee and Authority desire to amend said ECR as set forth herein. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is agreed as follows: 1. Recitals. The recitals are hereby incorporated herein by this reference, 2. X aimedTerms. Unless defined herein, capitalized terms herein shall have the meaning set forth in the ECR. ..��.� X15[• p� New Hope MN 1 ECL I St Amendment V2 CLB" 6,3.15 .. • 1 CAI•- =:« Asa' J.t r.%'Sw.k.+,' .'••''4 1I t s ; prTe.. ; I 1 , 3. Site P The Site Plan set forth in Exhibit 1101 of the ECR is hereby deleted and the Site Flan attached hereto in Exhibit "C" is hereby inserted in lieu thereof. 4. CAM Reimbursement (a) The parties hereby agree that, subsequent to the initial installation thereof, the owner(s), from time -to -time, of Lot 1 shall keep and preserve the paved driveway improvements within the Shopping Center located upon the area visually depicted as `Matched" on Exhibit 'V' attached hereto and incorporated herein by this reference (the "CAM Reimbursement Area") in good condition and repair, and shall not allow any hazardous condition to arise or persist tberein. The owner of Lot 3 shall be required to reimburse the owner of Lot 1 for fifty percent (500/9) of the owner of Lot I's actual cost for the maintenance, repair and replacement (but not the initial installation or snow removal) of a the paved driveway within the CAM Reimbursement Area. The owner of Lot 3 shall reimburse the owner of Lot I for amounts invoiced or requested in accordance with the foregoing within fifteen (15) days of receipt of an invoice for the same. Such reimbursement shall be secured by a lien upon Lot 3 in favor of the owner of Lot 1, but such lien shall only be perfected upon the date of filing or recording of an instrument describing the nature of such lien, and upon such recordation or filing shall accrue interest on the outstanding amount of said lien at the rate of the lower of 10% per year, or the highest rate allowed by applicable law, until satisfied. (b) The owner of the Lot 1 shall remove snow from the CAM Reimbursement Area at commercially reasonable intervals at the owner of the Lot 1's initial cost and expense; provided, however, the owner of Lot 3 shall reimburse the owner of Lot 1 for a portion of the snow removal cost. The parties hereby agree that it may be difficult to identify the actual cost to the owner of the Lot 1 to routinely remove snow from the CAM Reimbursement Area, so therefore it is hereby agreed that following the completion of installation of the paved driveway within the CAM Reimbursement Area the owner of Lot 3 shall pay to the owner of Lot 1$3,000.00 per year, no later than January 10 of each year, which shall automatically increase by four percent (41A) per year, such reimbursement being agreed upon as an approximation of such owner's pro -rata share of the cost of snow removal for the CAM Reimbursement Area. The reimbursement obligation set forth herein shall be secured by a lien in favor of Lot 1, but such lien shall only be perfected upon the date of fling or recording of an instrummi describing the nature of such lien, and upon such recordation or filing shall accrue interest on the outstanding amount of said lieu at the lower of 10% per year, or the highest amount allowed by applicable law, until satisfied. (c) The CAM reimbursement obligations set forth in Sections 4(a) and 4(b) herein shall be suspended and abated in the event, and only for such period(s) of time that the City of New Hope, Minnesota becomes the owner of Lot 3; provided, however, in the event of such occurrence if the City of New Hope, Minnesota thereafter conducts business upon Lot 3 in any meaningftil way such that employees, licensees, invitees, service providers andlor tenants commence ingress and egress to and from Lot 3, the City 2 ' �1' lf:�:"Ai�ldi •vf;{l :y. .e' . 4S.'Li:i:Y.'r t'}.Y,�� r +�• 5 i :t• ,fir • ..•.x,��.iy. -•J J l.ti ... .. � 1��liy' ai%f5$"iil �r.SY?'�? •.. Of New Hope, Minnesota shall once again be obligated to make the CAM reimbursement payments described in Sections 4(a) and 4(b) once again. 5. DO= Ma -ter Detention Reimbursement. if at any point the surface and storm water generated upon Lot 3 is detained in the storm water detention facility located upon Lot 1, then the owner of Lot 3 shall be required to reimburse the owner of Lot 1 for the owner of Lot 3's pro rata share (determined by a fraction, the numerator of which is the square footage of Lot 3, and the denominator of which is the aggregate square footage of Lot 1 and Lot 3) of the owner of Lot 1's actual cost of the maintenance, inspection, repair and replacement of a the storm water detention facility upon Lot 1, The owner of Lot 3 shall reimburse the owner of Lot 1 for amounts invoiced or requested in accordance with the foregoing within fiftm (1 S) days of receipt of an invoice for the same. Such reimbursement shall be secured by a lien upon Lot 3 In favor of the owner of Lot 1, but such lien shall only be perfected upon the date of filing or recording of an instrument describing the nature of such lien, and upon such recordation or Ming shall accrue interest on the outstanding amount of said lien at the rate of the lower of 1010 per year, or the highest rate allowed by applicable law, until satisfied. b. RhLlhme Easement. No permanent building improvements other than paved driveway(s) and/or paved parking lot(s) shall be constructed upon the West 175 feet of Lot 3 without the prior written consent of the owner of Lot 1 in order to preserve sight lines for the building improvements located on Lot 1 and the business conducted themupon. 7, Ratification, Except as modified by this Amendment, the ECR is ratified and confirmed by the parties. B. ounte— arts, Facsimile. This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same agreement. For purposes of executing this Amendment, a facsimile signature shall be as effective as an actual signature. [SIGNATURES ON FOLLOWING PAGES] �3 Lll.•rw - ,•i �t a,. .Y'•l77.'Y"':sd �. ,f ,.•. .. S.� •d�F 1$�:aw`"fdi�•�'��•".gi eR'LR•r1xJ, [•}�^�.•.. ..M'r(�*;.-A.� i .�.}•. i IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed all on or as of the day and year first above written. HY-VEE, INC. B e eA , ace President By; � W -t' Nathan Allen, Assistant Secretary Date ofBxecudow STATE OF IOWA, COUNTY OF POLY, ss On this 1 - day of 20 bcfare me, the undersigned, a Notary Public in and for the state of Iowa, personally appeared Jeffrey Markey and Nathan Allen, to me Personally known, who being by me duly sworn did say that they aro the Sr. Vice President and Assistant Secretary, respectively, of Hy Vee, Inc„ an Iowa corporation, that the instrument to which this is attached was signed on behalf of said corporation by authority of its Board of Directors; and that the said Jeffrey Markey 4'nd Nathan Allen as such officers acknowledged the execution of said instrument to be the vol act and deed of said rporation, by it and by them voluntarfly executed.. I I 1 1, t7 *C\ rv—x . I A �. 42 Notify Pu lie in and fbr MAM D. AtAS8M - State of I a NM loonAN ■�- 4 d .-f . ... . ? '. =f!' 7ny,iR 'r '.'AV y.-.71 'A\"+'ai • I I. -I , ••a` ~ lq* ln'l� rr •vi7s.yy .?I NEW HOPE ECONOMIC DEVELOPMENT AUTHORITY By: .. 4y4v::� • Katbi Hemkou (print name) Its: President Kirk (print name) Its: Executive Director STATE OF MINNESOTA } )sa. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledge before me this jh day of ,Pune 2015, by Kathi. Hemken and Kirk McDonald the President and Executive Director of the Now Hope Economic Development Authority, a public body politic and corporate, on behalf of the Authority, YALiFUEUMN>= Notary Public WFAAYptIB!!C-LUNNWA ARy n �Ireadari. $1, �EI2d 5 LEGAL. DESCRIPTION OF HYNEE TRACT Lots 1, 2 and 3, Block 1, NEW HOPE HY-VER. Now Hope, Hennepin County, Minnesota M I L Mr- UGAL DESCRIPTION OF AUT ORiTYTRACT 0aflot A, NEW HOPE HYNEE, Now Hope, Hennepin County, Wmmota 7 0 8 terra ams diO:» srHUM I I� /ti{.i.tS - I:�t''i<i�s'?•72Eu�LES1 .JI.• I, :t3 L; 3•' a'i:i .4L':.4it}E7 I li •�lte r . N.4Ge�ltiLi.'d1 ..I: "I*'I=N-.,r%vwle.,.,.w73WO.-e,?I i Ell MIT 46DPO LOT 3 MAINTENANCE AREA mzCANT RelmbummntAm *Improvements depicted within Lot 3 are for example purposes only Pi September 24, 2015 Mr. Jeff Sargent delivered via email:.'sargent@ci.new-hope.mn.us Community Development Director City of New Hope 4401 Xylon Avenue North New Hope, MN 55428 Re: Second Amendment to ECR and EDA Resolution, Lot 3, Block 1, NEW HOPE HY-VEE Dear Mr, Sargent, I am writing with respect to a matter that is appearing on Monday, September 28, 2015, before the City of New Hope Economic Development Authority ("EDA") relating to documents required to effect the planned acquisition by ARI, LLC, of Lot 3, Block 1, NEW HOPE HY-VEE, from Hy -Vee, Inc. Please accept this letter as evidence of support and concurrence from Hy -Vee, Inc., to the request before the EDA to the proposed Second Amendment to Easements With Covenants And Restrictions Affecting Land for this property, as well as the necessary Resolution authorizing the execution by the EDA to the same, if you have any questions, please contact me directly at (507) 645-2382. Thank you for your consideration. Sincerely, Phil Hoey Hy -Vee, Inc. Director of Real Estate EDA Request for Action i eool'-* Originating Department Approved for Agenda Agenda Section Community Development September 28, 2015 EDA Item No. By: Aaron Chirpich, CD Specialist By: Kirk McDonald, City Manager 6 Jeff Sargent, CD Director Resolution approving contract with Nitti Rolloff Services, Inc for the demolition and site grading of 4415 Nevada Avenue North (improvement project no. 965) Requested Action Staff requests approval of a resolution awarding a contract for the demolition of all building and site improvements and re -grading of the site located at 4415 Nevada Avenue North, to the low and responsible bidder, Nitti Rolloff Services, Inc in the amount of $15,430. Policy/Past Practice When public bidding is required as part of the Scattered Site Housing Program, it is practice of staff to present contracts to the EDA for consideration. Background The City has recently acquired the single family home located at 4415 Nevada Ave N, as part of the Scattered Site Housing Program. The Council has directed staff to take the necessary steps in preparing the home for demolition in order to facilitate the creation of two buildable lots. Requests for demolition quotes were sent to four contractors on September 9th. Staff received three bids and the results are as follows: • Sauter & Sons, Inc $23,000 • Kevitt Excavating, LLC $21,260 • Nitti Rolloff Services, Inc $15,430 Staff is interested in razing the home as soon as possible to remove the liability from the City. Therefore, as per the project specifications, the selected contractor has been given until October 30th to complete the demolition work. Motion by &:Z/t-' Second by To: S -1 Ll RFA COMM DEV Deve10 went Housin Q&R Award Demolition Contract for 4415 Nevada hn rovement PTo'ect 965-9-28-15 Request for Action, Page 2 September 28, 2015 Funding The City will be reimbursed by Hennepin County with Community Development Block Grant funds for all demolition and site grading costs. Recommendation Staff recommends that the EDA approve the resolution approving the contract for $15,430 with Nitti Rolloff Services, Inc for the demolition and site grading of 4415 Nevada Avenue North. Experience with Recommended Contractor The City has recently worked with the recommended low bidding contractor. Nitti Rolloff Services, Inc completed the demolition and site grading work at 912162nd Avenue. The overall experience working with the contractor was smooth and the quality of work completed was acceptable. Attachments a Resolution + Bids Received • RFQ and Bid Specifications EDA RESOLUTION NO. 15 - RESOLUTION APPROVING CONTRACT WITH NITTI ROLLOFF SERVICES, INC FOR THE DEMOLITION AND SITE GRADING OF 4415 NEVADA AVENUE NORTH BE IT RESOLVED by the City Council of the City of New Hope as follows: WHEREAS, the City of New Hope purchased that certain real property located at 4415 Nevada Avenue North, New Hope, MN (the "Property") with the intentions of redeveloping the Property; and WHEREAS, City staff intends to redevelop the Property in accordance with the City's scattered site housing program and policy and return the Property to the tax rolls for the benefit of all taxing jurisdictions; and WHEREAS, City staff is exercising due diligence to correct the Property's blighted condition by performing an environmental cleanup of the Property to be followed by the demolition of the buildings on the Property and site grading of the Property; and WHEREAS, Nitti Rolloff Services, Inc submitted a proposal that meets all of the Project Specifications as set forth on the attached Exhibit A and is the low bid; and WHEREAS, it is in the best interests of the City to enter into a contract with Nitti Rolloff Services, Inc for the purpose of performing the Work; and WHEREAS, City staff is hereby seeking approval from the City Council of the selection of Nitti Rolloff Services, Inc as the duly qualified contractor to perform the Work. NOW, THEREFORE, BE IT RESOLVED by the City Council in and for the City of New Hope as follows: 1. That the above recitals are incorporated herein by reference. 2. That selection of Nitti Rolloff Services, Inc as the Contractor to perform the demolition of all building and site improvements located at the Property and site grading of the Property pursuant to the Project Specifications is approved, it being in the best interest of the City to prepare the Property for redevelopment in accordance with the City's scattered site housing program and policy. 3. That the payment of $15,430 to Nitti Rolloff Services, Inc to perform the Work is hereby approved. Attest: 4. The President, Executive Director and New Hope City staff are authorized and directed to sign all appropriate documents, and to take whatever additional actions are necessary or desirable, to complete the demolition and the re -grading of the Property in accordance with the contract to be prepared by the City Attorney. Dated the day of September, 2015. Kirk McDonald, Executive Director Kathi Hemken, President A. Scope of Work 1. General a. Contractor shall furnish all labor, materials and equipment, and shall perform all service and work required to remove the buildings, structures and improvements from the site, and post demolition grading of the site, in strict accordance with these specifications and in accordance with all applicable ordinances and laws pertaining to removal of buildings, structures, grading and erosion control. b. Contractor shall thoroughly review these specifications and examine the site to evaluate existing and proposed conditions prior to making a quote. Failure to do so shall in no way relieve contractor from performing the work as required or be grounds for a claim for extra payment. 2. Demolition and Disposal of Buildings and Site Improvements a. All buildings and site improvements on the site shall be removed and properly disposed. Demolition to include, but not limited to stairs, ramps, floor slabs, equipment bases, driveways, aprons, foundation walls and footings, and other structure components, appurtenances and contents associated with each structure, unless noted otherwise. b. All demolition materials, substrates, debris, waste, or other materials shall be collected, stored, handled, managed, and disposed in accordance with currently accepted practices at an approved, licensed, or permitted facility in accordance with applicable federal, state, and local ordinances, rules, and regulations. 3. Backfill, Compaction and Grading a. No demolition material shall be left in, or placed in any excavation. All excavations unless otherwise noted, shall be back filled with clean imported granular material. Imported material shall be placed in 1 foot lifts and compacted to no less than 95% standard proctor density. Contactor shall provide the City with third party sampling, analysis and reports to demonstrate that 95% compaction has been achieved. b. The rough graded clean fill material should be brought to a level 4" below the finished grade to accommodate imported topsoil. The finished grade shall be determined by matching the existing average grade of the excavation area prior to demolition. The final grade shall maintain pre demolition drainage patterns. ��w c. To complete the finished grade, contractor shall spread black dirt across the disturbed areas of the site at a depth of 4". Upon completion of the finished grade, contractor shall immediately hydroseed all disturbed areas of the site. Disturbed areas of the site include areas where tree's have already been removed. Demolition contractor is to smooth out the tree removal excavations as part of the final grading. All stumps will be ground to an average depth of 1' below the existing grade. 4. Tree and Vegetation Removal a. All trees that the city wants removed, have been or will be cleared by a separate contractor before demolition work begins. The city has a tree removal contract in place, and the contractor has until October 9th to complete the tree removal and stump grinding work. Do not include tree removal in your bid. 5. Abandonment of Wells a. The city knows of one well on the property, and this well has been sealed. The sealed well is located inside of the home in the southwest corner of the crawlspace. Discovery of any wells other than those already documented shall require contractor to halt the demolition work until well sealing can be completed. Contractor is not entitled to additional compensation for any delays resulting from the necessity to halt demolition work for such well sealing, except that the completion deadline shall be extended in proportion to the delay. A copy of the well sealing record is attached to this RFP. b. Utilities a. Contractor shall be responsible for calling Gopher State One Call for the location of any underground utilities prior to commencement of demolition and site grading work. b. The city has ordered the disconnection of electricity (Excel Energy) and natural gas (Centerpoint Energy) services for the property. Contractor shall field verify disconnections prior to demolition. Other private communication utilities such as telephone and cable may still be connected; if so, contractor shall roll them back and secure them at the pole prior to demolition. c. The city has turned off the water at the curb. Contractor is to remove water line to within 3 feet of the curb stop and permanently cap or bend the line over. Document and mark on-site, the location of the service termination and provide information to the City. Inspection by the City will be required prior to backfilling of the trench. d. Sanitary sewer service shall be disconnected by cutting and securely plugging the pipe at the edge of the property line. Document and mark on-site, the location of the service termination and provide information to the City. Inspection by the City will be required prior to backfilling of the trench. 7. Asbestos and Other Hazardous Materials a. The City has contracted with Angstrom Analytical for the completion of a demolition survey for the property. The report from Angstrom is attached to this request for quotes. All asbestos and hazardous materials identified in the report have been or will be removed from the property as of October 9th, 2015. Discovery of any additional apparent asbestos containing or other hazardous materials by the demolition contractor during demolition shall require contractor to halt the demolition work until testing and abatement (if applicable) is completed at the City's expense. Contractor is not entitled to additional compensation for any delays resulting from the necessity to halt demolition work for such testing and abatement, except that the completion deadline shall be extended to accommodate the delay. Do not include asbestos removal in your bid. 8. Permits and Inspections a. Contractor will complete and submit the City of New Hope demolition permit application. Permit fees for the demolition permit will be waived, however the State surcharge will still be collected as the City can not waive that portion. Contractor shall have the work inspected prior to backfilling the primary excavation. The private water and sewer service terminations will also be inspected by City Public Works staff. A separate water and sewer disconnection permit must be secured from the City. The same fees will be waived for this permit. b. If any permits from other governmental agencies are required, contractor shall, at contractor's own expense, secure such permits, pay any fees and complete any inspections required by same, and provide a copy of the permit to the City. c. Contractor shall submit "Notification of Intent to Perform a Demolition" Form to the MPCA. 9. Miscellaneous Provisions, and Notices a. Contractor shall erect and maintain all necessary barricades and warnings to adequately safeguard workers, adjacent property, and the public. b. The demolition and clearing of the site shall be carried out in such a manner to preclude damage to adjacent property or public right-of-way. c. Water is available at no cost from the City by accessing adjacent hydrants. Please notify New Hope Public Works one week in advance if water is needed. d. Submission of a proposal will constitute an incontrovertible representation by contractor that contractor has complied with every requirement of these specifications and attachments thereto; that without exception the proposal is premised upon performing and furnishing the work including but not limited to the specific means, methods, techniques, sequences, procedures or precautions expressly required by these specifications and attachments thereto; that contractor has received from City satisfactory written resolution of any conflicts, errors, ambiguities, and discrepancies; and that these specifications and attachments thereto are generally sufficient to indicate and convey understanding of the terms and conditions for performing and furnishing the work. 10. Attachments Angstrom Analytical Demolition Survey • Well Sealing Record n�i Property Owner: City of New Hope Property Address: 4415 Nevada Avenue forth (P.I.D. 17-118-2121-0019) For a price of $ /�— 30 the contractor named below proposes to fully complete the work in accordance with the attached specifications for demolition and site grading at 4415 Nevada Avenue North, no later than October 30, 2015. Name of Contractor: /V i -//; X /r" License Number. Address: 1;3'5 / . le e, e, e� bid /%jE 6 �kllo& 101W Sri Telephone:�� S S�c� E-mail Address:? . fZ�%�,� Contractor Signature: Date: Title: Property Owner: City of New Hope Property Address: 4415 Nevada Avenue North (P.I.D. 17-118-2121-0019) For a price of $_a I/ a 6 0 , the contractor named below proposes to fully complete the work in accordance with the attached specifications for demolition and site grading at 4415 Nevada Avenue North, no later than October 30, 2015. Name of Contractor: ke License Number: Address: 3� 10r ft wvly l�� .. -r 4 �t . 4v [A r--/ f 4-A /f J`' ? 7 Telephone: 7 3117 E-mail Address: 4 14"'OK eo+y Contractor Signature: � t/�:c Date3— '� Title: � A y t ;Fe- i t* 1 D 4i [5 'FYa Property Owner: City of New Hope Property Address: 4415 Nevada Avenue North (P.I.D. 17-118-2121-0019) For a price of $ i 006)' O , the contractor named below proposes to fully complete the work in accordance with the attached specifications for demolition and site grading at 4415 Nevada Avenue North, no later than October 30, 2015. Name of License Number. Address: 1-� ,�'WTM kNP -Iex- *5. (4-) Telephone -.-10 - *ZIf - iq III E-mail Address: Offj �, ev Contractor Signature: Title: � L,. - Date: �r� " ` 15 a From: The City of New Hope Subject: Request for quotes for demolition and site grading at 4415 Nevada Avenue North Overview: The City of New Hope is the owner of the property addressed as 4415 Nevada Avenue North, (P.I.D. 17-118-2121-0019). The City is requesting quotes for demolition of all building and site improvements at this location followed by re -grading. If you are interested in submitting a quote for this project, please review the enclosed specifications and inspect the site. Please call Aaron Chirpich in the Community Development Department for access instructions, 763-531-5114. Proposals must be completed on the enclosed bid form and submitted by 1:00 p.m. on September 23rd, 2015. Proposals may be submitted by U.S. Mail, e-mail or in person; please note the enclosed bid from must be used. City staff will review the submitted proposals and forward them to the City Council. City staff expect the Council to select a demolition contractor at their September 28th meeting. The selected contractor would be required to complete the demolition and site grading work in accordance with the attached specifications no later than October 30th 2015. Submit proposals to the following: Attn: Aaron Chirpich City of New Hope Community Development Department 4401 Xylon Ave, North New Hope MN, 55428 achirpich@ci.new-hope.mn.us