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EDA 11/10/03OFFICIAL CITY OF NEW HOPE EDA MEETING City Hall, 4401 Xylon Avenue North November 10, 2003 FILE COPY President W. Peter Enck Commissioner Sharon Cassen Commissioner Don Collier Commissioner Mary Gwin-Lenth Commissioner Steve Sommer 2. 3. 4. Call to order Roll call Approval of regular meeting minutes of October 27, 2003 Resolution calling for public hearing to approve sale of city owned property at 7500-7528 42°d Avenue North to JCS Development Inc. and Frey Development Inc. (improvement project no. 665) Update on potential redevelopment of Frank's Nursery site at 5620 Winnetka Avenue North and motion authorizing tax increment financing analysis (improvement project no. 733) 6. Adjournment CITY OF NEW HOPE 4401 XYLON AVENUE NORTH NEW HOPE, MINNESOTA 55428 EDA Minutes Regular Meeting October 27, 2003 City Hall CALL TO ORDER ROLL CALL APPROVE MINUTES IMP. PROJECT 727 Item 4 EDA RESOLUTION 03-08 Item 4 IMP. PROJECT 749 Item 5 New Hope EDA Page 1 President Enck called the meeting of the Economic Development Authority to order at 7:41 p.m. Present: W. Peter Enck, President Sharon Cassen, Commissioner Don Collier, Commissioner Mary Gwin-Lenth, Commissioner Steve Sommer, Commissioner Motion was made by Commissioner Collier, seconded by Commissioner Sommer, to approve the Regular Meeting Minutes of August 25, 2003. All present voted in favor. Motion carried. President Enck introduced for discussion Item 4, Resolution relating to the decertification of a parcel from tax increment financing district no. 02-01 (improvement project no. 727). Commissioner Collier introduced the following resolution and moved its adoption "RESOLUTION RELATING TO THE DECERTIFICATION OF A PARCEL FROM TAX INCREMENT HNANCING DISTRICT NO. 02-01 (IMPROVEMENT PROJECT NO. 727)." The motion for the adoption of the foregoing resolution was seconded by Commissioner Gwin-Lenth, and upon vote being taken thereon, the following voted in favor thereof: Enck, Cassen, Collier, Gwin-Lenth, Sommer; and the following voted against the same: None; Abstained: None; Absent: None; whereupon the resolution was declared duly passed and adopted, signed by the president which was attested to by the executive director. President Enck introduced for discussion Item 5, Discussion and update regarding development proposal for city-owned property at 5501 Boone Avenue North and direction to proceed with £mancial/tax increment financing analysis (improvement project no. 749). Mr. Ken Doresky, Community Development Specialist, stated on June 23, 2003, the EDA expressed support for a project with Project for Pride in Living (PPL). He reviewed the actions that have taken place since June. PPL hired Maxfield Research to conduct a market study for the proposed development. The study concluded that demand is sufficient to support the proposed condominiums. Also, the study suggested that PPL split the project into two buildings, one ownership and one rental which they have done. In addition to the separate buildings, PPL has also modified the unit mix. The site plan has been changed to a condominium development with 41 units and a rental building with 35 units. Also as a result of the market study, four-bedroom condominium units have been eliminated in favor of fewer bedroom units. And based on EDA commems of June 23, PPL has added six additional ownership units. The number of rental units has remained the same. PPL has submitted fimding applications to the Minnesota Housing Finance Agency, Hermepin County HOME, Federal Home Loan Bank and the Metropolitan Council for the rental portion of the site. On September 8, 2003, the Council approved a resolution of support for the Met. Council Predevelopment Gram Application. October 27, 2003 Mr. Doresky noted that the city partially funded the original purchase of the property with CDBG funds. Staff has spoken with Hennepin County and learned that the proposed PPL project does qualify as a CDBG eligible use. Mr. Doresky reported that PPL has determined that the estimated cost of pilings for soil correction is $600,000 per building or $1.2 million. PPL has requested that the city consider the use of tax increment financing as an additional funding source to help defray the soil correction costs. PPL has agreed to pay the standard financial analysis deposit used to pay consultant fees. President Enck inquired whether the tax increment financing request is for both buildings. Mr. Doresky responded affu-matively. Mr. Steve Kramer, Executive Director of PPL, was recognized. He announced that PPL was successful in the latest competitive MHFA Super RFP round. PPL has received an allocation of tax credits from the MHFA for the proposed development. President Enck questioned whether the proposed project for 5501 Boone would ever be tax exempt since PPL is a non-profit organization. Mr. Kramer clarified that the property would remain on the tax rolls. Discussion ensued regarding the necessity of an on-site caretaker or manager. President Enck pointed out that the on-site manager attributed to the successfulness of the PPL project at 7610 Bass Lake Road. Mr. Kramer introduced Mabruka Abdisamad, manager of the Bass Lake Court Townhomes, and stated Mabmka will also manage the rental properties for 5501 Boone. He stated the 5501 Boone property will have an on-site caretaker. The condominium owners would select a professional management company. Mr. Steve Sondrall, City Attorney, stated the condominium association would operate similar to a townhome association. Mr. Dan Donahue, City Manager, was asked to comment on the tax increment financing district issue. Mr. Donahue stated he believes the EDA can either modify the existing district to include the 5501 Boone property or the EDA could create a separate TIF district. Mr. Chris Wilson, PPL Project Manager, was recognized. He pointed out that the buildings have been re-oriented so that they face each other with the pond between them. He commented on the projected number of units and the condition of the soils. He noted construction could begin next year. Mr. Wilson also commented that additional parking was added to the site plan to accommodate Minnesota Masonic Homes/North Ridge if they desire to rent parking space from PPL. He indicated if it is determined that North Ridge will not utilize the parking, the plan will be revised to reflect green space rather than parking space. Commissioner Collier inquired whether a children's play area/equipment is planned for the site. Mr. Kramer responded affmmtively. MOTION Item 5 Motion was made by Commissioner Sommer, seconded by Commissioner Cassen, to proceed with the financial/tax increment financing analysis relating to the development proposal for 5501 Boone Avenue North. All present voted in favor. Motion carried. IMP. PROJECT 754 Item 6 President Enck introduced for discussion Item 6, Motion authorizing staff to meet with representatives of Bear Creek Capital and property owners of 7901 Bass Lake Road and 5539/5549 Winnetka Avenue to negotiate potential property acquisition for redevelopment purposes (improvement project no. 754). New Hope EDA Page 2 Mr. Kirk McDonald, Director of Community Development, stated at the EDA meeting of August 25, 2003, the EDA reviewed correspondence from Bear Creek October 27, 2003 MOTION Item 6 ADJOURNMENT Capital and CVS/Pharmacy regarding their continued interest in the sites at the southwest quadrant of Bass Lake Road and Winnetka Avenue. Bear Creek had requested that the city retain a qualified appraiser to complete appraisals on the three properties, at the expense of the developer. The EDA approved moving forward with the proposal. The developer submitted the appropriate fees to the city and over the past several months, Shenehon Company completed the appraisals. When the appraisals were completed, city staff and the city attorney met with the developer to review the appraisals and discuss the next appropriate steps. It was the consensus of the developer and city staff/consultants that the next recommended step would be for both the developer and city representatives to meet together with each individual property owner to determine their interest in cooperating on a potential redevelopment project. Staff is requesting authorization to assist with the coordination of such a meeting and to participate with the developer in a negotiation meeting. The purpose of the meetings with the property owners at 5539/5549 Winnetka and 7901 Bass Lake Road would be to determine if the properties could be acquired on a willing seller basis or not and to emphasize the city's interest in seeing this potential redevelopment project move forward. The results of those meetings would be brought back and presented to the EDA to determine the future action steps. Commissioner Sommer inquired whether staff time would be at the developer's expense. Mr. McDonald stated typically the city charges developers for billable consultant time but not for city staff time. He projected a total of two hours (one hour per meeting). Commissioner Sommer noted the discussions may be futile if the school district does not wish to sell any of its property. Mr. McDonald stated staff has shared the proposal and plan with the superintendent of ISD 281. He stated although it is too early to determine whether the project will require school district property or not, he does not believe the school district is adverse to working with the city. He stated additional information regarding the site size will be revealed upon completion of the storm water analysis. Motion was made by Commissioner Gwin-Lenth, seconded by Commissioner Collier, authorizing staff to meet with representatives of Bear Creek Capital and property owners of 7901 Bass Lake Road and 5539/5549 Winnetka Avenue to negotiate potential property acquisition for redevelopment purposes (improvement project no. 754): All present voted in favor. Motion carried. Motion was made by Commissioner Sommer, seconded by Commissioner Cassen, to adjourn the meeting. All present voted in favor. Motion carried. The New Hope EDA adjourned at 8:14 p.m. Res, pectfully submitted, Valerie Leone City Clerk New Hope EDA Page 3 October 27, 2003 EDA REQUEST FOR ACTION Originating Department Approved for Agenda Agenda Section Community Development . _ 11-10-03 EDA ~' - Item No. By: Kirk McDonald, Director of CD & Ken Doresky, CD Specialist B 4 RESOLUTION CALLING FOR PUBLIC HEARING TO APPROVE SALE OF CITY OWNED PROPERTY AT 7500 - 7528 42ND AVENUE NORTH TO JCS DEVELOPMENT INC. AND FREY DEVELOPMENT INC. (IMPROVEMENT PROJECT NO. 665) ACTION REQUESTED Staff is requesting EDA approval of the attached resolution scheduling a public hearing for the sale of City- owned property located at 7500-7528 42® Avenue North. The public hearing will be held on November 24 2003. Also at tonight's meeting, staff will present a brief update of the project to date. On November 24, staff will present the following three items for EDA consideration: 1. Purchase Agreements: Purchase agreements have been submitted and attached from both Culver's Restaurant and Frey Development (Office Condominiums). The City Attorney will prepare a development agreement for the site for consideration at a later date. Finally, the city will close on the property after planning and zoning approvals (expected during the winter), similar to the procedure followed for the sale of 9200 49th Avenue North to the Plymouth Heights Pet Hospital. 2. Restrictive Covenant: The Covenant, prepared by the City Attorney and approved by the Minnesota Pollution Control Agency (MPCA), restricts use of the property and imposes maintenance and reporting requirements. Any buyer would be required to adhere to the Restrictive Covenant. The MPCA continues to exercise control over this property. Therefore, the MPCA is requiring the City to record a Declaration of Covenants against this property prior to its sale for redevelopment purposes. 3. Environmental Monitoring Proposal: Diversified Environmental, the city's environmental consultant has submitted a proposal to oversee the final environmental responsibilities prior to project completion. Many activities are required by the MPCA and are outlined within the Restrictive Covenant to ensure proper redevelopment of the site. Diversified Environmental has been assisting the city with this site since the contamination was originally discovered in 1984. POLICY/PAST PRACTICE City goal #2 is to pursue the maintenance and redevelopment of commercial and residential properties within the City. The EDA has been addressin~l the commercial portion of this ~loal throu~lh the cit)/'s man)/ h\RFA\PLANNING\Electronic Industries\Q - Schedule PM.doc Request for Action Page 2 11-10-03 development activities, including selling city-owned property for redevelopment. BACKGROUND As you know, the city has been working for many years to initiate the environmental cleanup process and subsequent commercial redevelopment of this site. On June 23, 2003, the EDA reviewed a revised joint development proposal featuring two uses: a Culvers restaurant on the western portion of the site and three (3) office condominium buildings (eight (8) separate ownership units) on the eastern and northern portion of the site. The EDA was supportive of the developer's offering of a combined $510,000 for the site, or $4.62 sq. ft. and directed staff to prepare a purchase agreement for the property. Since June 23, the following activities have occurred: Purchase Agreements: The City Attorney prepared purchase agreement for both JCS Development Inc. (Culver's Restaurant) and Frey Development Inc. (Office Condominiums). Attached, please find copies of the signed agreements. The documents will not be fully executed until following the public hearing on November 24, 2003. Developer Coordination: Staff has continued to coordinate with the developers regarding the proposal. The Office Condominium component of the proposal had some difficulty with investors, but is now ready to proceed. Also, staff and the City Attorney met with both proponents a number of times to discuss the environmental restrictive covenant, purchase agreements and the general project. Platting & Survey: In order to sell each developer a portion of the property staff has coordinated a plat and survey of the property. A preliminary and final plat will be approved as part of the required planning process. Environmental Restrictive Covenant: The City Attorney prepared the final version of the Restrictive Covenant that will be recorded against the property. Due to the property's polluted state, the MPCA exercises control over the property. Therefore, the MPCA is requiring the city to record a Declaration of Covenants against this property prior to its sale for redevelopment purposes. The covenant restricts use of the property and imposes maintenance and reporting requirements. Any buyer would be required to adhere to the Covenant. Pursuant to the guidelines provided by the MPCA, the City Attorney and the city's Environmental Consultant prepared an initial draft of the proposed Declaration of Covenants. This draft was submitted to the MPCA for review and comment. The MPCA returned a "black-lined" version of the initial draft indicating the changes they would like made to the proposed Declaration of Covenants. The changes requested by the MPCA to the initial draft were relatively few and generally non-substantive. The City Attorney reviewed the changes required by the MPCA and prepared the proposed final Declaration of Covenants for EDA consideration on November 24. Environmental Activities: Diversified Environmental, the city's environmental consultant has been overseeing site cleanup activities and performing various site responsibilities as needed. Diversified Environmental has submitted a proposal for EDA consideration on November 24 to oversee the final environmental responsibilities prior to project completion. Many activities are required by the MPCA and are outlined within the Restrictive Covenant to ensure proper redevelopment of the site. Diversified Environmental will prepare the State VIC (Voluntary Investigation Cleanup) application for "No Association" letters for the developers, as well as the related and required contingency plan for testing and handling of any contaminants disturbed during redevelopment construction activities. Diversified Environmental has been assisting the city with this site since the contamination was originally discovered in 1984. Site Cleanup Activities: There has been many cleanup activities this past summer and fall, and the project has passed a significant milestone. Three rounds of permanganate injection were completed into the upper aquifer, and follow-up testing has shown that contaminant levels remain consistently Iow enough that MPCA has determined that the last two planned rounds of injection are not warranted. This decision has had the net effect of expediting completion of this portion of the work, as well as Request for Action Page 3 11-10-03 conserving grant funds. The conservation of DTED funds for this work has already been incorporated into the remaining DTED budget through our correspondence with DTED staff. A bench-scale test of geologic materials from the lower aquifer, not originally envisioned in our original budget, was recently proposed to be funded by DTED grant funds, approved by DTED staff, and was more than paid for through use of saved costs from the upper aquifer injection program. The testing involved evaluation of the level of permanganate uptake by inorganic soil materials in the aquifer. Testing has been completed, and its results will lead to a revision of protocols for injection into the lower aquifer, that also is expected to result in considerable cost savings. Fundamentally, the change in protocol will be to inject more permanganate into fewer injection points, thus saving considerable drilling equipment costs. The revised protocol is currently being drafted, and we anticipate submittal to MPCA for review and approval shortly. Injections into the lower aquifer are planned to begin in November and to be completed by the end of 2003. The new remediation building for cleanup of the lower aquifer has been constructed on the Gill Brother's Funeral Home site and is operational. Brick siding to match the funeral home is expected to be completed by the end of the year. The existing remediation shed and equipment on the former El site is expected to be demolished and removed by the end of the year. The City has continued to facilitate pay requests and project updates to both the Department of Employment and Economic Development (DEED) (formally Department of Trade and Economic Development (DTED)) and Hennepin County. Staff anticipates that all DEED-funded cleanup activities will be completed by the end of the grant term of June, 2004. Additional Background On August 25, 2003, the Council approved a motion ratifying staff's action of sending notice to the Sunshine Factory restaurant regarding termination of the Non-Exclusive License Agreement for the restaurant's use of city property located at 7528 42nd Ave. N. for temporary parking. The agreement officially expired on June 9, 2003. Staff indicated to the Sunshine Factory that the parking lot can remain in use until the proposed development occurs. Also, staff informed the restaurant that a shared parking arrangement would be proposed to the developers. On May 27, 2003, the Council scheduled a public hearing to initiate the process for vacating a public alley easement at this site. The easement is no longer necessary and vacation of the easement will aid in redevelopment of the parcels. On June 23 a public hearing Was held to vacate the easement. On January 13 2003, the Council approved a cost-sharing agreement with the Responsible Party (RP), Electronic Industries to facilitate the RP cleanup match funding and outline cleanup responsibilities. Electronic Industries is in the process of obtaining a building permit for the new remediation system and scheduling remediation activities. On April 8, 2002, the City Council approved resolutions authorizing staff to apply for cleanup funding from DTED and Hennepin County for the City-owned site at 7516 42nd Avenue North, the former Electronic Industries site. On July 23, the Hennepin County Board approved funding for the project in the amount of $31,125. In June, DTED approved $217,860 for the project. On July 22, the Council passed a resolution formally authorizing the DTED grant agreement. On August 12, the Council passed a resolution formally authorizing the Hennepin County grant agreement. As mentioned previously, the City initiated the grant process in order to expedite the cleanup of the site and market the property for commercial redevelopment. In the spring of 2000, the City applied for and received a Contamination Investigation and Remedial Action Plan (RAP) Development Grant from DTED to determine the extent of contamination, develop a RAP and prepare for the submission of the follow-up DTED cleanup grant. The RAP was completed during the fall of 2001. The City was funded by DTED in the amount of $217,860, Request for Action Page 4 11-10-03 Hennepin County in the amount of $31,125 and Electronic Industries is responsible for $82,995 (25% match). The total cleanup costs are estimated at $331,980. At the time of grant submission, the City had received a proposal for the office condominiums. Using this development proposal, DTED rated New Hope's application as #1 in the State due to the economic development and job creation potential. Culvers/RSDS came later in the process and staff suggested that they provide a joint development proposal with the office condominium developer which they have done. At the time the contamination was discovered in 1984, the MPCA identified Electronic Industries as the responsible party. With this designation, Electronic Industries became legally responsible for the investigation and cleanup of the contaminants. By the early 1990s, the MPCA and Electronic Industries developed a Remedial Action Plan (RAP) that identified the stages and timeline for the site cleanup. This RAP called for the inadequate as it would take many more years to complete in its present state. On February 11, 2002, the Council authorized staff to obtain a property appraisal update for 7516 42nd Avenue North, the former Electronic Industries site for the cleanup grant proposals. Also, the Council authorized staff to obtain an appraisal update of all three accumulated sites, post-cleanup (7500, 7516 and 7528) to be used for discussions with developers regarding the potential sale and redevelopment of the property. The accumulated site appraisal was completed on April 22, 2002 and lists the remediated value at $730,000. Also on February 11, in order to continue activities toward the cleanup and redevelopment of this site, the Council approved an updated Request for Proposals (RFP) for the site and authorized staff to distribute the RFP. The Council approved a similar effort in February 2000. At that time, staff distributed the proposal information to thirty-eight (38) potential developers. The second time, a specific effort was made to target Brownfield developers as RFP recipients. Staff sent the updated RFP to one hundred and eighty-five (185) developers, many with significant Brownfield redevelopment experience. In addition, staff sent the RFP to the original list developed in 2000, for a total of two hundred and twenty-three (223) recipients. The attached development proposal was received as a result of the RFP effort approved in the spring of 2002. Staff coordinated with the Hennepin County Assessor's and Property Tax Offices to obtain a preliminary estimate of taxes for this proposal. The Hennepin County Assessor's Office provided an estimated overall site value with the improvements and environmental remediation at $1.8 million. Using 2003, tax rates, the Property Tax Office estimated that overall property taxes would be $71,000 with the City's share being roughly $12,000 per year. The property is zoned CB, Community Business. The site is properly zoned for both components of this proposed development. Due to the joint development, shared parking and access and individual ownership of the office uses, the City Planner has indicated that a PUD would be appropriate in this case. On June 23, 2003, the EDA reviewed a revised joint development proposal featuring two uses: a Culvers restaurant on the western portion of the site and three (3) office condominium buildings (eight (8) separate ownership units) on the eastern and northern portion of the site. The EDA was supportive of the developer's offering of a combined $510,000 for the site, or $4.62 sq. ft. and directed staff to prepare a purchase agreement for the property. The total land area is 109,899.1 sq. ft. or 2.52 acres. Development restrictions as a result of the attached declaration of covenants limit the future use of the site and overall value. Staff, including the Director of Finance recommended the proposed purchase price taking into account the location, contamination issues and development restrictions. According to the Director of Finance, the City considered paying $6 per square foot for the Robbinsdale School District 281 property located at the southeast corner of 42® and Winnetka Ave. N. Although the subject location s good, it is not as highly desirable as the school district site and has restrictions, therefore staff thought that $4.62 sq. ft. was reasonable. An appraisal completed on 4-22-02, lists the "as remediated" market value at $730,000. The Hennepin County Assessor's Office estimated land value at $600,000. The City has been working for many years to initiate the environmental cleanup process and subsequent Request for Action Page 5 11-10-03 commercial redevelopment of this site. In conjunction with cleanup funding grant applications submitted during the spring of 2002, the Council approved a Request for Proposal (RFP) process for the site. As a result of the RFP, the City received a proposal for the office condominium component of the current proposal. Using the office condominium proposal in the cleanup grant applications, the Department of Trade and Economic Development (DTED) rated New Hope's application #1 in the State of Minnesota due to the economic development and job creation potential. DTED subsequently approved a fully funded grant in partnership with a Hennepin County approved grant. Culver's restaurant/RSDS came later in the process and staff suggested they provide a joint development proposal with the office condominium developer which they have done. Staff has been in contact with DTED regarding the revised proposal. DTED indicated that they did not have any issue with the addition of a Culver's restaurant at the site and it will not affect the cleanup grant. Also, the proposed development will not conflict with the attached MPCA imposed Declaration of Environmental Restrictive Covenants. The developers will be required to submit a storm water dedication fee for the property. Due to the groundwater contamination, the MPCA will not allow a storm water pond to be constructed at the site, therefore the City Engineer prepared an estimated cash fee that would be required for regional water quality improvements. The City Engineer is studying regional improvements, not only for the subject site, but the many other redevelopment plans in the City Center area. The City Engineer recommended that the proposed development contribute $47,100 for the regional improvements (please see attached memorandum). The developers have agreed to pay the fee. The City Attorney stated that the fee would be outlined in the upcoming development agreement. Although on June 23, the Council approved Ordinance 03-13, An Ordinance Establishing A Park Dedication Requirement and/or Cash Payment in Lieu of Land Dedication, staff does not believe that this proposal would be subject to those fees due to the fact that the City has been working with the developers for the past several months. Other developments that have started prior to the institution of the park dedication fee that do not require payment include: Woodbridge Senior Cooperative, Plymouth Heights Pet Hospital and St. Joseph Catholic Church. FUNDING The City purchased the three properties including the contaminated property entirely with TIF Acquisition and demolition costs for all three properties equaled $1,091,709. funds. The DTED Contamination Cleanup Grant can pay up to 75% of the cost of cleaning up the contamination. Electronic Industries has agreed to provide the 25% match. The total estimated cost to implement the RAP is $324,218. Clay investigation costs incurred by Electronic Industries have been included in the overall project cost at the request of Electronic Industries in the amount of $7,762, increasing the total cost to $331,980. Electronic Industries is responsible for providing $82,995 in matching funds. DTED has approved $217,860 in cleanup funding. Additional funding in the amount of $31,125 has been approved by Hennepin County. The City is not responsible for contributing funds for site cleanup. Costs incurred by the City's environmental consultant will be paid with TIF. ATTACHMENTS · Resolution Purchase Agreements · City Attorney Correspondence, 11-4-03 & 11-3-03 · Location Map & Proposed Site Plan · City Engineer Memorandum, 4-28-03 · EDA Minutes, 6-23-03 · Public Hearing Notice EDA RESOLUTION NO. 03- RESOLUTION CALLING FOR PUBLIC HEARING TO APPROVE SALE OF CITY PROPERTY AT 7500-7528 42aa AVENUE NORTH TO JCS DEVELOPMENT, INC. AND FREY DEVELOPMENT, INC. BE IT RESOLVED by the Economic Development Authority in and for the City of New Hope as follows: WHEREAS, the Economic Development Authority in and for the City of New Hope (hereafter "EDA") is the fee owner of certain real estate known as 7500-7528 42na Avenue North, New Hope, (hereafter "Property") legally described on attached Exhibit A and visually represented on attached Exhibit B. WHEREAS, JCS DEVELOPMENT, INC. (hereafter "JCS") has presented the City with a purchase agreement (attached as Exhibit C) to buy approximately 57,050 sq. feet of the Property, in accordance with the terms stated in the purchase agreement, for the purpose of developing and constructing a Culvers franchise restaurant on the Property; and WHEREAS, FREY DEVELOPMENT, INC. (hereafter "FREY") has presented the City with a purchase agreement (attached as Exhibit D) to buy approximately 55,090 sq. feet of the Property, in accordance with the terms stated in the purchase agreement, for the purpose of developing and constructing business condominiums on the Property; and WHEREAS, the EDA determines it is in the best interests of the City to sell the Property to JCS and FREY pursuant to the terms of the attached purchase' agreements after a public hearing is held to consider public testimony on said sale as required by Minn. Stat. §469.029(2); and WHEREAS, the EDA's obligation to sell the Property to JCS and FREY per the attached purchase agreements will still be dependant on the execution of Development Agreements with the City for a Culvers franchise restaurant and business condominiums subsequent to compliance by JCS and FREY with the City's planning process per Chapter 4 of the New Hope City Code. NOW, THEREFORE, BE IT RESOLVED by the EDA as follows: 1. That the above recitals are incorporated herein by reference. -1- o That the sale of the Property to JCS and FREY per the terms of the attached purchase agreements be considered at a public heating to be held at the November 24, 2003 EDA meeting and that the Executive Director is hereby authorized and directed to publish notice of the proposed sale of the Property to JCS and FREY in accordance with the terms of the attached purchase agreements. Dated the l0th day of November, 2003. W. Peter Enck, President Attest: Daniel J. Donahue, Executive Director P:~Attomey~DJD~2. City of New Hope\99.11288 - Sale of El Sit~\99.11288-012-Resolution (Public Hearing).doc -2- EXHIBIT A LEGAL DESCRIPTIONS "Property" means the real estate situated in the County Hennepin, State of Minnesota, described as follows (parcel numbering coincides with attached Exhibit B): Parcel 6. Legal Description. That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at the point of intersection of the North line of Rockford Road and the East line of said Lot 5; thence North along said East line a distance of 350 feet; thence West parallel with the North line of Rockford Road a distance of 100 feet; thence South a distance of 350 feet to a point on the North line of Rockford Road which is distant 100 feet West of the point of beginning; thence East along said North line a distance of 100 feet to the point of beginning. Address. 7500 42nd Avenue North, New Hope, MN. Proper .ty Identification Number. 17-118-21-22-006. Parcel 7. Legal Description. The West 95 feet of the East 195 feet of the South 350 feet of Lot 5, Auditor's Subdivision No. 324, Hennepin County, Minnesota. Address. 7516 42nd Avenue North, New Hope, MN. ProperS. Identification Number. 17-118-21-22-0007. Parcel 8. Legal Description. That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at a point on the North line of Rockford Road distant 195.0 feet Westerly of the East line of said Lot 5; thence North parallel with the East line of said Lot 5 a distance of 350.0 feet; thence West parallel with the North line of Rockford Road a distance of 125.4 feet, more or less, to a point 48.95 feet East of the West line of said Lot 5, as measured at right angles thereto; thence South parallel with the West line of said Lot 5 a distance of 350.0 feet to the North line of Rockford Road; thence Easterly along the North line of Rockford Road a distance of 125.4 feet, more or less to the point of beginning. Address. 7528 42nd Avenue North, New Hope, MN. Property Identification Number. 17-118-21-22-0008. -3- EXHIBIT B VISUAL REPRESENTATION OF PROPERTY (scanned - not to scale) 1/8 Section Map 7500, 75~6, & 752'8 42"d Avenue 7.528 ! 7.516 i 7500 (8) : : (6) (7) : ; ,, (g) ' ~ _~.~ ~'~'~r~' -- ',., · . ~2~ *v~ (ROCKFORD ] RD) ' --~- ~ .~.~m ~' ,s.r ~" ~.~'~'~ - . . ._.~~-- ~-~ -4- EXHIBIT C PROPOSED JCS PURCHASE AGREEMENT -5- PURCHASE AND SALE AGREEMENT This Purchase and Sale Agreement ( Agreement ) is made bv and between the ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF NEW HOPE, MINNESOTA. ("Seller"), and JCS DEVELOPMENT, INC., a Minnesota Corporation ("Buyer"). In consideration of the covenants and agreements of the respective parties as hereinafter- set forth, Seller shall sell and Buyer shall purchase a tract of land ("Property") as outlined on Exhibit A, and which is legally described on attached Exhibit B. 1. Purchase Price. The purchase price for the Property. shall be Three Hundred Eighty Thousand Dollars ($380,000.00), which Buyer sha/l pay as follows: "Earnest Money" of On~ Thousand Dollars ($1,000.00) will be submitted by Buyer to Seller on the Effective Date as defined below and made payable to a Title Company to be mutually agreed upon by the parties ("Escrow Agent"). Buyer also shall pay Three Hundred Seventy Nine ThouSand Dollars ($379,000.00) on the date of closing 2. Title Conveyed. At the time of Closing, Seller shall convey or cause to be conveyed a general Warranty Deed (the "Deed"), conveying marketable title of record, free and clear of liens, encumbrances, assessments restrictions, except for the "Permitted Exceptions" (as hereinafter defined). 3. Representations and Warranties by Seller. Seller represents to Buyer that: a) Seller owns the Property and has the right to sell the same, and that there are no unrecorded contracts, leases, easements or other agreements, or claim of any third party affecting the use, title, occupancy or development of the Property, and no person, firm or entity has any right of refusal, option or other right to acquire ail or any part of the Property. Buyer specifically acknowledges that this provision does not apply to the Declaration of Covenants currently being developed or the Minnesota Pollution Control Agency's interest in the Property. The Declaration of Covenants submitted by the Seller to the Minnesota Pollution Control Agency and previously provided to Buyer is attached hereto as Exhibit C. Buyer acknowledges that the Minnes may require changes to the Declaration of Covenants ora Pollution Control Agency b) Seller shall cooperate with Buyer in its efforts to obtain the approval of all public or governmental authorities as to all matters relating to zoning, subdivision, lot splits, special use permits, access, or similar requirements for a Culver's restaurant with approximately 120 seats and a drive-through window ("Buyer's/ntended Use"). Seller shall .join in such applications and other documents as may be necessary or required by governmental or regulatory bodies, including parking and access easements, to develop the Property for Buyer's Intended Use. c) Seller's warranties and representations contained in this Section 3 shall survive the delivery of the Deed. 1 I I/O~r200.~ at 12:53 d) If the real property is subject to restrictive covenants, Seller has not received any notice from any person as to a breach of the covenants. Seller has not received any notice from any governmental authority concerning any eminent domain, condemnation, -~pecial taxine district, or rezoning proceedings. ~ e) The Property is not subject to any assessment or valuation agreement that is not listed as one of the Permitted Exceptions, and Seller has not received any notice of actual or threatened special assessments or reassessments of the Property f) To the best of Seller's knowledge, there are no septic systems on the Property. Buyer hereby acknowledges that Buyer is purchasing the Property in "as is" condition, subject to the terms of this Agreement. Seller agrees that any breach of the forgoing representations shall be grounds for Buyer to terminate this Agreement. In the event of such termination Buyer s Earnest Money shall be returned. 4. Conditions of Offer. The Buyer's obligation to close the transaction contemplated by this Agreement is subject to the satisfaction, of the following conditions on or before the Due Diligence Period, as defined below: a) Review and approval of a title commitment or binder showing that the title to the Property conforms to the requirements of Section 7. Buyer acknowledges that if Buyer closes the transaction, title to the Property will be subject to the following Permitted Exceptions: (i) lien of real estate taxes not yet due and payable in 2003; (ii) rights-of-way for drainage ditches, drain tiles, feeders, laterals and underground pipes, if any; (iii) all dedicated rights-of way; and (iv) all easements, restrictions, covenants and agreements which are depicted by the public records, so long as the Buyer's intended use of the Property is not materially impaired by such matters of record. Buyer acknowledges that the Declaration of Covenants attached as Exhibit C as amended pursuant to the requirements of the Minnesota Pollution Control Agency will not be considered to materially impair Buyer's intended use of the Property. b) Buyer, prior to closing, obtaining approval for ingress and egress to the Property and ali zoning changes, including rezoning, variances, special use permits, subdivisions and any other governmental permits, consents and authorizations, which are necessary or desirable for Buyer's Intended Use, including without limitation final building permits. c) Obtaining financing under reasonable terms and conditions suitable to Buyer. 2 I 1/04g2003 at 12:53 PM d) Buyer and Seller agreeing to terms and provisions of a document which will allow Buyer to obtain and subsequently construct and maintain cross easements for access and parkine ("the Easement"). e) That there is or will be at the time of closing direct access to and from the Property on publicly dedicated streets (42"d Avenue and Quebec Avenue), and, to the best of Seiler's knowledge, no fact or condition exists which would result in the termination of access to and fi-om the Property necessary for the operation of the Property. f) Obtaining corporate approval from Culver's Franchising, Inc. If any conditions remain unsatisfied or has not been waived by Buyer one hundred (120) days after the Effective Date, this Agreement shall become null and void and neither party shall have any further obligation, and the Earnest Money shall be refunded. With respect to the above described conditions in favor of Buyer, Buyer shall give notice of its desire to terminate this Agreement for failure to satisfy or fulfill any of said conditions on or before the end of the "Due Diligence Period" which means the period commencing on the Effective Date and ending one hundred twenty (120) days thereafter. If this Agreement is terminated by Buyer pursuant to this paragraph, the Earnest Money shall be promptly returned to Buyer, both Buyer and Seller shall execute and deliver to the other an original cancellation of the Agreement, and neither party shall have further rights and obligations hereunder except with respect to the indemnifications given by Buyer in this Agreement that provide for continued existence following the termination of this Agreement. If no notice of termination is given within the specified time period with respect to any of the conditions listed above, such condition shall be deemed to be waived by Buyer and Buyer shall proceed to close this transaction in accordance with the other terms and conditions of this Agreement. The Buyer hereby acknowledges that the Buyer ground water and soil contamination existing on the Property and has been fully informed of the · ' has had ample opportunity to ~nvest~gate and inform itself regarding these circumstances. Buyer further acknowledges that this contamination does not render the Property unsuitable for development in connection with Buyer's Intended Use. 5. Survey. Seller, at Seller's expense and w/thin forty-five (45) days from the Effective Date agrees to obtain and deliver to Buyer a survey of the Property in accordance with the current minimum standard detail requirements for ALTA/ASCM land title survey prepared by a surveyor duly licensed in Minnesota (the "Survey"). Said Survey shall minimally show: area; legal description dimensions and location of the Property to the nearest monuments, streets and alleys on all sides; the topography; the location of all available utilities in adjoining streets, alleys or Property; the location of all improvements and encroachments if any; and the location of all recorded easements against or appurtenant to the Property. The Survey shall be certified to the Seller, Buyer, Title Company and Buyer's lender, if any. 6. Access Prior to Closing. Buyer and its employees, agents, and contractors shall have the right to enter upon the Property for the purpose of conducting examinations and making measurements, and performing such tests or surveys thereon (including soil borings) as Buyer 3 11/04/2003 at 12~3 PM desires. Buyer's access to the Property and actions thereon shall be subject to Seller's approval, and to the extent required by the Minnesota Pollution Control Agency, the approval of the Minnesota Pollution Control Agency. Buyer agrees to repair or restore any damages caused bx' Buyer or its employees, agents, or contractors during the course of makihg such~ examinatior~, measurements or tests in any reasonable manner specified by the Seller or the Minnesota Pollution Control Agency. Buyer shall indemnify and hold Seller harmless from and against any lien, claim, loss, liability, cost, damage or injury asserted against or suffered by Seller or the Property, including but not limited to attorneys' fees, related to any entry by Buyer, its assigns or any of its agents, representatives, contractors or employees, as related to this Agreement. 7. Title Commitment and Policy. a) b) Seller shall deliver to Buyer a Commitment for an ALTA Form B owner's policy of title insurance (the "Commitment") issued by a title company duly licensed in Minnesota ("Title"), covering title to the Property being purchased in the amount of the Purchase Price. Seller agrees to pay the costs associated with the preparation and issuance of the Survey and the Title Commitment (collectively "Title Charges"); Buyer shall pay the premium for the lender's simultaneously issued policy, if any. Buyer shall have ten (10) days after receipt of the Commitment and Survey to review and approve the title to the Property and to object to any exception to title that is disclosed in the Commitment and Survey or which is otherwise discovered by Buyer. In the event that the Buyer does not within such ten (10) day period give notice to Seller objecting to any exceptions to title disclosed in the Commitment or the Survey, then all such exceptions shall be deemed approved and shall constitute "Permitted Exceptions". If Buyer timely objects to an exception to title then on or before the tenth (10) day following Buyer's notice of exception, Seller shall remove the exception or notify Buyer that Seller is unwilling or unable to remove the exception. Within five (5) days of Seller's notice that it is unwilling or unable to remove an exception to title, Buyer may elect by notice to Seller to either: (i) terminate this Agreement, whereupon the Earnest Money shall be returned to Buyer and the parties shall be released from all further obligations hereunder; or continue this Agreement in effect in which event Buyer will be deemed to have approved the previously defined exception and the same shall constitute a "Permitted Exception." Real Estate Taxes and Special Assessments. Real estate taxes due and payable in and for the year of closing shall be prorated between Seller and Buyer on a calendar year basis through the actual date of closing, unless otherwise provided in this Purchase Agreement. Seller shall pay any special assessments at closing. 4 11/04/2003 at 12:53 PM 9. Closing. a) Closing shall occur within ten (10) business days after all the conditions of the Agreement have been satisfied, and in no event later than one hundred thinx, (130) days after the Effective Date unless both parties agree, in writing, to an emensign. b) Closing shall occur at Escrow Agent's office. c) Seller shall deliver at closing the following executed documents: (i) The Deed conveying good, marketable and insurable title free and clear of all defects except any which Buyer may have waived in writing prior to closing. (ii) Affidavit(s) stating that possession of the Property is being delivered free of any mechanic's or statutory liens against the Property in connection with work performed prior to closing; Seller is not a foreign person or entity; and such other affidavits as Buyer may reasonably require. 10. Prorations. Seller shall pay the Title Charges, the cost of recording any instrument (other than the Deed) necessary to place title in the condition required under this Agreement, state deed tax, and all special assessments levied, pending or constituting a lien against the Real Property as of the closing date including without limitation any installments of special assessments including interest payable with general real estate taxes in the year of closing. Seller will pay general real estate taxes payable in the year prior to the year of closing and all prior years. Buyer shall pay the cost of the lender's title policy, sales tax, if any, and recording the Deed. Seller and Buyer will each pay one-half of customary closing fees. General real estate taxes payable in the ~,ear of closing shall be prorated by Seller and Buyer as of the closing date based upon a calendar year. 1 I. Condemnation. If, prior to the Closing, all or any part of the Property shall be condemned by governmental or other lawful authority, Buyer shall have the option of a) completing the purchase, in which event all condemnation proceeds or claims thereof shall be assigned to Buyer, or b) canceling this agreement, in which event the Earnest Money shall be refunded to Buyer and this Agreement shall be terminated with neither party having any rights against the other, and Seller shall be entitled to any and all condemnation proceeds. 12. Notices. All notices required hereunder shall be in writing and shall be deemed to have been duly given and received (a) two business days after depositing of the same in the mail if sent by registered or certified mail, postage prepaid, to the party to whom directed, at such party's address herein set forth; (b) upon delivery, or attempted delivery if delivered by overnight courier service or hand delivery; (c) or upon transmission if successfully transmitted by facsimile. Any party shall have the fight to designate any other address or facsimile number for notice purposes by written notice to the other party in the manner aforesaid. The address of the parties is as follows: 1/04/'2003 al 12:53 PM SELLER: with copy to: Ci.ty of New Hope Dan Donahue, City Manager 4401 Xylon Avenue North New Hope, MN 55428-4898 Facsimile No.: 763-531-5174 Jensen & Sondrall, P.A. 8525 Edinbrook Crossing, Suite 201 Brooklyn Park, MN 55443 Facsimile No.: 763-493-5193 BUYER: with copy to: John F. Siebert JCS Development P.O. Box 636 Anoka, MN 55303 13941 Vinewood Lane Dayton, MN 55327 Facsimile No.' 763-421-0549, Dexter J. Marston ~4001 Retail Site Development Services 5775 Wayzata Blvd. Suite 700 Minneapolis, MN 55416 Facsimile No.: 763-3 77-9002 13. Broker. Buyer and Seller represent and warrant that all brokerage charges incurred, if any, in connection with this transaction shall be paid by the party authorizing such broker to act in its behalf. 14. Remedies. If Buyer defaults under the Agreement, Seller shall have the right to terminate the Agreement by giving written notice to Buyer as provided by law. If Buyer fails to cure such default as provided by law, the Agreement will terminate, and upon such termination Seller will retain the Earnest Money. If Seller defaults under this Agreement, Buyer shall have the fight to seek specific performance and recover as damages from Seller all of Buyer's reasonable out-of- pocket costs and fees. 15. MPCA VIC Application and Letter. Sellers shall apply for and obtain written assurance from the MPCA that Buyer are not responsible for cleanup of hazardous materials that remain in the undisturbed soil and water of the Property (a "No Association" assurance letter). A "No Association" assurance letter is obtained through application to the Minnesota Pollution Control Agency ("MPCA") Voluntary Investigation and Cleanup ("VIC") program. So long as Buyers provide Seller with the "Required Information" (defined below), it shall be the Seller's sole responsibility to provide Buyers with a "No Association" assurance letter at closing. Buyer must 6 I 1/04/100~, ~112:53 PM provide Seller with the Required Information sufficiently early enough to provide Seller with reasonable time to complete the application processes pricer to closing. Seller's failure to provide a "No Association" assurance letter in accordance with the provisions of this agreement shall be grounds for Buyer to terminate this Agreement. In the event of such termination Buyer's Earnest Money shall be returned. 16. Required Information. Buyer is required to provide Seller with the following information at Buyer's sole expense, in the VIC application: a) Site plan (at least current concept plan) and associated text descr/bing nature of business activities after redevelopment; b) Grading plan; c) Geotechnical drilling plan; d) Subsurface utilities plan; e) Construction time line; and f) Any other information required for the completion of the VIC application that Buyer otherwise needs to prepare in connection with its development of the Property.. Buyer's failure to provide the Required Information in accordance with the provisions of this agreement shall be grounds for Seller to terminate this Agreement. In the event of such termination Seller shall receive the Earnest Money. 17. Monitoring During Construction. The parties acknowledge that on-site monitoring of certain construction activities by an environmental professional will be required. Sellers shall be responsible for providing a field teclmician to be on-site during: a) Grading activities near the Restricted Area (as defined in the Declaration of Covenants attached hereto as Exhibit C); b) Subsurface excavation of utilities; and c) Geotechnical drilling activities. The field technician will monitor excavated soils for the presence of contaminants. If contaminated soils are detected, they will be stockpiled separately from clean soils for later disposal. At the conclusion of on-site monitoring activities, the field technician will provide a letter report of their activities and observations. 18. Monitoring Costs and Responsibilities. Buyers shall be responsible for providing Sellers with reasonable notice of the above activities so that Sellers will be able to provide the field technician. If Buyers fail to provide Sellers with such reasonable notice than Buyers shall be responsible for providing the required field technician and all costs and liabilities associated with 11/04/2003 al 12:53 PM provision of an appropriate field technician. If provided reasonable notice by Buyers, Sellers shall be responsible for all cost associated with the provision of the field technician. Buvers shall be solely responsible for the proper disposal of any comaminants. 19. Future Access and Utility Easements. Buyer hereby acknowledges and a~ees that Buyer will be required to provide the City of New Hope access and utility easements in connection with Buyer's future development of the Property and as provided for by New Hope's City Code, regulations and past practices. Any such easements shall be provided at no cost to the City. 20. Assignment. Buyer may assign its rights hereunder once to .NHC Enterprises, LLC a Minnesota limited liability company. IN WITNESS WHEREOF, the parties have executed this Agreement effective as of the latest date indicated below ("Effective Date"). Seller: Economic Development Authority of the City of New Hope By: Its: Daniel J. Donahue Executive Director Date Buyer: JSC Development, Inc. Date P:X. Altomey~JD~2. City. of Ne,n Hol~eLOg. l 1288 -$ale of El 8iteLo9. I 12~9,-001 - JCS gme, hase, Agr~t 6.doe 8 I I/04r2003 at 12:53 PM EXHIBIT A Site Plan Shmvin,2 Propert.~ 11 I:I: Z n.. 0 ..I UJ Z 42NDAVENUENORTH 1056787,3 ~ RSDSFr¢.x .doc ~ 9 EXHIBIT B Legal Description The West 163 feet of the following described parcel: That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at the point of intersection of the North line of Rockford Road and the East line of said Lot 5; thence North along said East line a distance of 350 feet; thence West parallel with the North line of Rockford Road a distance of 320.4 feet more or less, to a point 48.95 feet East of the West line of said Lot 5, as measured at right angles thereto thence South parallel with the West line of said Lot 5 a distance of 350.0 feet to the North line of Rockford Road; thence Easterly along the North line of Rockford Road a distance of 320.4 feet, more or less to the point of beginning. 10 EXHIBIT C DECLARATION OF ENVIRONMENTAL RESTRICTIVE COVENANTS THIS DECLARATION is made this day of , 2003, by the Economic Development Authority &the City &New Hope, a Minnesota municipal corporation. e ~DEFINITIONS For the purpose of this Declaration, the following terms shall have the following meanings: ~. "Building" means that building that was formerly present on the Property and was formerly used by Electronic Industries, Inc. as its place of business. The Building has since been demolished. Commissioner. "Commissioner" means the Commissioner of the MPCA or the head of any successor entity. Nothing herein shall be construed to prohibit the Commissioner fi.om delegating the Commissioner's obligations or duties under this Declaration to the employees, agents, contractors or subcontractors of the MPCA. Covellallts." ,, Covenants mean all of the agreements, covenants, restrictions and easements contained in this instrument. .Declaration. "Declaration" means this instrument, including the definitions and recitals contained herein and the Exhibits attached hereto. E/. "EI" means Electronic Industries, Inc. Exhibits." · · ,, Exhibits mean the exhibits to this Declaration and are as follows: a. Exhibit 1:1/8 Section Map of Project Site c. Exhibit 2:1/8 Section Map of Project Site showing Restricted Area d. Exhibit 3: Table of Contaminants Page 1 of 17 0 10. Interested Parties. "interested Parties" mean all parties having any legal or equitable right, title or interest in the Property or any part thereof and their heirs. successors and assigns. ("interested Parties" shall be broadly interpreted to include any and all persons and entities that may in any respect be bound by this Declaration.) MPCA. "MPCA" means the Minnesota Pollution Control Agency and includes its employees, agents, contractors and subcontractors and successors, including any successor governmental entity. Where this Declaration authorizes or requires an action by the MPCA, the action is effective if taken by the Commissioner. Owner. "Owner" means the owner of a fee simple title in the Property or any portion thereof. "Owner" includes, but is not limited to: a. Contract sellers and vendees; and The legal representative, heirs, successors, employees, agents, attorney or assigns of any person or entity otherwise qualifying as an Owner. "Owner" excludes: Those having an interest in the Property or any portion thereof merely as security for the performance of an obligation; and d. Those having a lien upon the Property or any portion thereof. "Owner" includes all persons and entities otherwise qualifying as an Owner even though there is more than one such persons or entities so qualifying. Property. "Property" means the real estate situated in the County Hennepin, State of Minnesota, described as follows (parcel numbering coincides with attached Exhibit 1): a. Parcel 6. Leeal Description. That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at the point of intersection of the North line of Rockford Road and the East line of said Lot 5; thence North along said East line a distance of 350 feet; thence West parallel with the North line of Rockford Road a distance of 100 feet; thence South a distance of 350 feet to a point on the North line of Rockford Road which is distant 100 feet West of the point of beginning; thence East along said North line a distance of 100 feet to the point of beginning. Page 2 of 2 11. ii. Address. 7500 42nd Avenue North. New Hope./~fN. iii. Property Identification Number. 17-118-21-22-000. b. Parcel 7. Leeal Description. The West 95 feet of the East 195 feet of the South 350 feet of Lot 5, Auditor's Subdivision No. 324, Hennepin Count),, Minnesota. ii. Address. 7516 42nd Avenue North, New Hope, MN. iii. Property Identification Number. 17-118-21-22-0007. c. ,,Parcel 8. Leeal Description. That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at a point on the North line of Rockford Road distant 195.0 feet Westerly of the East line of said Lot 5; thence North parallel with the East line of said Lot 5 a distance of 350.0 feet; thence West parallel with the North line of Rockford Road a distance of 125.4 feet, more or less, to a point 48.95 feet East of the West line of said Lot 5, as measured at right angles thereto; thence South parallel with the West line of said Lot 5 a distance of 350.0 feet to the North line of Rockford Road; thence Easterly along the North line of Rockford Road a distance of 125.4 feet, more or less to the point of beginning. ii. Address. 7528 42nd Avenue North, New Hope, MN. iii. ProDert3' Identification Number. 17-118-21-22-0008. It is specifically noted that the entire Restricted Area is contained within the Property. Therefore, all references to the Property include the Restricted Area. .Restricted Are,,. "Restricted Area" means that part of the Property legally described as follows: That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at the point of intersection of the North line of Rockford Road and the East line of said Lot 5; thence North along said East line a distance of 250 feet; thence Page 3 of 3 12. 13. West parallel with the North line of Rockford Road a distance of 180 feet: thence South a distance of 250 feet to a point on the North line of Rockford Road which is a distance of 180 feet West of the point of beginning; thence East along said north line a distance of 180 feet to the point of beginning. The Restricted Area is illustrated in Exhibit 2 for reference. Tank. "Tank" means the underground tank that was adjacent to the Building and was the source of the contamination. TCE. "TCE" means trichloroethylene. Do Fo RECITALS Current Ownership. The Economic Development Authority of the City of New Hope is the current fee owner of the entire Property. Partial Prior Ownership. EI was the fee owner of Parcel 7 of the Property from before 1984 until Parcel 7 was condemned by the City of New Hope in 1993. The Final Certificate of the condemnation was filed in the Office of the Hennepin County Recorder on April 26, 1993 as document number 6117445. Contamination in General. A portion of the Property was the site of a release of TCE. Source of Contamination. The Tank was the source of the release of TCE. Water Table Contamination. Once the Tank lost its containment ability, the TCE leaked from the Tank and initially migrated vertically downward through sandy soils until it reached a clay layer approximately 15 feet below grade where concentrated TCE has collected in discrete areas. This clay layer, approximately 30 feet thick, also forms a barrier for the downward movement of water from the surface, and thereby creates a "perched" water table under the Property. The TCE, being in contact with the water table, has contaminated the water table aquifer in a localized area. _1984 Stipulation. In 1984 EI entered into a Stipulation Agreement with the MPCA, which required EI to properly investigate and remediate the identified release. EI owned Par,el 7 at the time that it entered into the 1984 Stipulation Agreement. !nvestieation and Clean Up Generally. The contamination of the water table has been the historical focus of EI's investigation and cleanup efforts. These efforts to date have consisted of several rounds of investigation and the Page 4 of 4 installation of monitoring wells, a soil vapor extraction system. system, and a groundwater extraction and treatment system. following: an air sparge including the The groundwater extraction system was installed in 1987. The soil vapor extraction system was installed in 1992. The air sparge system was installed in 1994. These efforts produced the following information: Observed TCE levels have ranged from 5 ppm to 290.000 ppm. Monitoring wells downgradient show ranges of near zero to 41 ppm. An estimated total of 7,000 pounds of TCE has been removed to date through the combination of these remediation systems. .Lower Aquifer Investigation. In 1998, the MPCA required that the aquifer beneath the clay layer be investigated. Subsurface drilling and sampling of this aquifer was performed in 1998. Lower aquifer monitoring wells were also installed in 1998. Initial results from this sampling showed TCE concentrations up to 124,000 ug/l. This data suggested that the TCE accumulating on the top of the clay layer had migrated through the clay layer into the lower aquifer. Amounts of Contaminates Present. TCE, tetraehloroethylene (PCE), dichloroethylene (DCE), trans-DCE, cis-DCE, vinyl chloride, toluene, and methylene chloride are all historically documented to be present on the Property, in the amounts shown on the Exhibit 3 tables. Location of Contaminates Present. Residual contamination, primarily TCE exist in subsurface soil as well as groundwater in both the "perched" water table aquifer and the lower aquifer. Reports. Many investigative reports have.been completed since 1983, the results of which are summarized in the Resource Conservation and Recover. Act Facili.ty Investigation and Corrective Measures Study (February 2001 and revised January, 2002), Results from May 2001 Push Probe Investigation of the Cla. v (June 2001), Remediation Alternatives Report (August 2001), and the Corrective Measures Implementation Work Plan (October, 2001) prepared by Frontline Environmental, LLC, an environmental consulting firm currently located at 17450 Juneberry Court, Lakeville, Minnesota, 55044. The location of near surface contaminants at the Property is shown in Figure 1 of the Corrective Measures Implementation Work Plan. .City's Am'cement with the MPCA. the City of New Hope has agreed restrictive Covenants on the Property. The Economic Development Authority of with the MPCA to place the following Page 5 of 5 COVENANTS NOW, THEREFORE, the Economic Development Authority of the City of Ness' Hope makes the following Covenants as to the limitations, restrictions and uses to which the Property may be put. The Covenants shall run with the Property as provided bv lass' and shall be binding on all Interested Parties. The Property shall not be held. transferred. sold, conveyed, occupied, altered, or used in violation of the Covenants. Use Restrictions for the Entire Property. The Economic Development Authority of the City of New Hope hereby imposes the following Covenants on the Property: The Property may not be used for residential purposes of any kind or for any use that may result in significant human contact with the soil or ground water at the Property. "Residential purposes" shall be broadly defined, but at the least shall include those residential uses defined in th~ City of New Hope Zoning Code. be All structures erected shall be constructed above grade (e.g., no basements, subgrade parking garages, etc.). Prior to the commencement of any subgrade construction activities or other disturbances that may require dewatering (e.g. construction dewatering, etc.), a ground water contamination monitoring plan must be prepared and submitted to and approved by the MPCA and the City of New Hope. The ground water contamination monitoring plan must describe: i. The methods to be used and actions to taken to monitor the disturbance and/or removal of contaminated ground water. ii. Plans for proper containment and disposal of any contaminated ground water removed as part of the construction activities. Any permanent structures erected at the Property that will be occupied by workers of any kind must have a subsurface vapor collection system designed and installed beneath the structure to collect potential organic vapors and prevent such vapors from accumulating in the structure. The vapor collection systems must be "active" vapor collection systems (i.e. electrical fans will continuously draw air from the collection system and discharge the air through roof vents). A vapor collection system implementation work plan shall be reviewed and approved by the MPCA prior to installation of the system. The work plan shall include a detailed system design, and a Monitoring and Maintenance plan for the system. Page 6 of 6 Permanent facilities (e.g. buildings, parking surfaces, etc.) shall be designed to minimize infiltration of precipitation runoff (rainwater, snoxv melt) by routing all such precipitation runoff to storm sewers that cam' the runoff off-site. This shall be done to minimize recharge of subsurthce ground water so as to prevent mobilization of existing subsurface contaminants. f. New monitoring wells installed in areas of vehicle or pedestrian traffic shall be constructed as flush-mount monitoring wells. Use Restrictions for the Restricted Area. In addition to the Covenants restricting the use of the entire Property, the Economic Development Authority of the City of New Hope hereby imposes the following Covenant on the RestriCted Area: e Prior to the commencement of any subgrade construction activities or other disturbances to subsurface soil in the Restricted Area (e.g. utility installation, excavation, grading cuts, soil corrections, borings, drilling, etc.), a soil contamination monitoring plan must be prepared and submitted to and approved by MPCA and the City of New Hope. The soil contamination monitoring plan must describe: The methods to be used and actions to taken to monitor the disturbance and/or removal of contaminated soil. ii. Plans for proper containment and disposal of any contaminated soil removed as part of the construction activities. !il. Schedule for submitting a final report to the MPCA describing volume of soil removed, how it was disposed, and associated analytical data. Commissioner Approval. Any action prohibited by the Covenants shall not occur without the prior approval of the Commissioner. Requests for the Commissioner's approval must be made in writing to the Commissioner. The Commissioner shall have 60 days after the receipt of a request to mail a response thereto. The Commissioner's response shall be in writing and shall approve or disapprove the request or require additional information be provided. A lack of response from the Commissioner shall not constitute approval by default or authorization to proceed with the requested activity. Page 7 of 7 o The Commissioner's approval max' include conditions that thc Commissioner deems reasonable and necessav,, to protect public health or the environment. f. The Commissioner's approval shall not be unreasonablv withheld. Covenants Limited. The Covenants do not apply to the following activities so long as such activities occur outside of the Restricted Area and are not reasonably likely to result in disturbances of or intrusions into the soil, ground waters and surface waters of the Restricted Area: a. Maintenance or repair of existing buildings or structures; Maintenance or repair of existing underground sewer, water, electrical or telephone services; or c. Installation of fencing or signage. Maintenance Requirements. Generally, steps taken to minimize the infiltration of water runoff and monitor treatment of on-site contaminants must be maintained. Specifically, the following is required: ae bo Once placed, parking construction materials (e.g. bituminous, concrete, etc.) must be maintained to minimize openings in the surface that would allow precipitation to infiltrate into subsurface soils. On-site snow storage shall be permitted only on surfaces that convey runoff to storm sewers that discharge to an off-site location. Upon reasonable notice to the then-current Owner and at reasonable times, fi.om time to time permission to enter upon the Property shall be granted to the MPC& the City of New Hope, EI, and/or their subcontractors, employees or agents for the purposes of sampling, inspection, construction, or decommissioning of MPCA required monitoring or treatment facilities. Subsurface soil ventilation systems must be monitored and maintained in working order at all times, in accordance with an MPCA approved Monitoring and Maintenance Plan. Should programmatic vapor testing show that vapors are not being collected by the soil vapor collection system, and that the potential for organic vapors to collect in on-site buildings is not a human health concern, the Owner may request from MPCA that the active vapor collection system use be discontinued. Page 8 of 8 o o Se e 10. 11. Reservation. Nothing contained in this Declaration shall in an3' way prohibit. restrict, or limit the City of New Hope. its successors or assigns, from fully conveying, transferring, occupying, or using the Proper~y for all purposes not inconsistent with the Covenants. Duration of Declaration. This Declaration and the Covenants herein shall continue in perpetuity until terminated, modified, released an&or amended with the written consent of the Commissioner, such consent not to be unreasonably withheld. Amendment of Declaration by Owners. This Declaration and the Covenants herein shall only be modified, altered, supplemented or amended with the written consent of the Commissioner, such consent not to be unreasonably withheld. Amendment of Declaration bx' MPCA.. This Declaration and the Covenants herein may be modified, altered, supplemented or amended by the MPCA upon the occurrence of the following: ae The MPCA finds that this Declaration is inadequate to protect the public health or welfare, or the environment; The MPCA gives notice (written or oral) of such finding to the then current Owner; and The MPCA and the Owner enter into a document so modifying, altering, supplementing or amending this Declaration. Termination of Declaration, This Declaration and the Covenants herein may be terminated upon the occurrence and satisfaction of all of the following conditions: ae Soil and ground water sampling is conducted on the Property with prior written notice to and in accordance with a plan approved by the MPCA, such approval not to be unreasonably withheld; and be Based on such samples, the MPCA certifies that the soil and ground water located within the Restricted Area no longer poses an unacceptable risk to public health and the environment. Recordin of Owner Terminations and Amendments. In the event this Declaration is terminated, modified, altered, supplemented or amended by the Owner, the Owner shall submit an original document already signed by Owner to the MPCA with a self addressed retttrn envelope. ae The MPCA shall have 60 days after the receipt of such document and envelope to execute and mail the original document back to the Owner. Page 9 of 9 12. 13. Upon receipt of the executed original, the Owner shall be entitled to record the same. MPCA's Right of Entry. The Economic Development Authority of the City of New Hope grants and conveys to the MPCA such rights and interest in the Property necessary and convenient to enforce the Covenants. including the right. upon reasonable notice to the then current Owner and at reasonable times, to enter from time to time upon the Property to inspect and verify compliance with the Covenants. Emereencv Procedures. The Economic Development Authority of the City of New Hope covenants that the procedures set forth below shall be followed when an emergency requires immediate excavation of contaminated soil to repair utility lines or other infrastructure on the Property, or to respond to other types df emergencies (e.g., fires, floods) that may result in an unacceptable risk of harm from exposure: de The Owner shall notify the MPCA within 24 hours of obtaining knowledge of such emergency conditions. The Owner shall limit disturbance of contaminated soil and water to the minimum reasonably necessary to adequately respond to the emergency. The Owner shall undertake precautions to minimize the exposure of workers and neighbors to contaminated soil and water (e.g., provide appropriate types of protective clothing for workers conducting the excavation, and establish procedures for minimizing the dispersal of contaminated soil and/or contact with contaminated ground water). The Owner shall insure that all contaminated soil removed during the emergency is properly disposed. Restoration Plan. ii. iii. iv. The Owner shall prepare a plan to restore the Property (hereinafter "Restoration Plan") to a level of acceptable risk. A copy of the Restoration Plan shall be submitted to the MPCA for approval prior to implementation of the plan. The Owner shall implement the MPCA approved Restoration Plan. The Owner shall submit a "Completion Report" to the MPCA after the plan is implemented. The Completion Report must provide sufficient information so as to allow the MPCA to determine whether a level of acceptable risk has been restored. Page 10 of 10 14. Disclosures. The Covenants shall be incorporated in full or by reference into all instruments conveying an interest in and/or right to use the Proper'ty {e.g. easements, mortgages, leases). e GENERAL PROVISIONS Duration. This Declaration shall run with the land in perpetuity and shall inure to the benefit of and be enforceable by each Owner and the MPCA. Amendments. This Declaration may be amended by the unanimous a~eement of all Owners and the MPCA. Amendments shall not be effective until recorded. Enforcement. Enforcement of these Covenants shall be by any proceeding at lag' or in equity against any person(s) or entity(ies) violating or attempting to violate any of the Covenants. Such proceedings may seek to enforce compliance, to restrain violations or to recover damages. The Covenants may be enforced by the MPCA, the City of New Hope or any other Interested Parties. Waiver. Failure to enforce any Covenant shall not be deemed a waiver of the right to do so thereafter. Severabilitv. Invalidation of any one Covenant by judgment or court order shall in no way affect any other provisions, which shall remain in full force and effect. Whenever possible, each provision of this Declaration will be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Declaration is held to be invalid, illegal or unenforceable under any applicable law or rule in any jurisdiction, suer provision will be ineffective only to the extent of such invalidity, illegality, unenforceability in such jurisdiction, without invalidating the remainder of this Declaration in such jurisdiction, and without effecting the enforceability of any such provision hereof in any other jurisdiction. Furthermore, in lieu of such illegal, invalid or unenforceable provision, there will be added automatically as a part of this Declaration a provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid and enforceable. Mechanic's Lien. Each Owner agrees to indemnify and hold harmless all other Owners bom all Mechanic's Liens arising from work for which the Owner is responsible. ~ The Economic Development Authority of the City of New Hope may assign any and all of its rights, powers, obligations and privileges hereunder to any other corporation, association, person or entity. Such assignment or assignments are effective upon the recording of the instrument making the assigmnent. Page 11 of 11 Attorneys' Fees. In the event an.',, part5, seeking enforcement of this Declaration shall be upheld by the courts, then the defendant or defendants in such case shall liable for the reasonable attorneys' fees sustained by' the plaintiff, together with court costs of such action, and the same shall, to the extent permitted by laxv. constitute a lien upon the property of the defendant. Gender/Plurality. Whenever the singular is used, it shall include the plural, and visa versa. The use of any gender shall be applicable to all genders. IN WITNESS WHEREOF, the Economic Development Authority of the City of New Hope hereto has executed this Declaration on the day and year indicated above. THE ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF NEW HOPE By: W. Peter Enck Its: PreSident By: Daniel J. Donahue Its: Executive Director STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of ,2003, by W. Peter Enek and Daniel J. Donahue, the President and Executive Director, respectively, of the Economic Development Authority of the City of New Hope, a Minnesota municipal corporation, on behalf of said Economic Development Authority. (Notary Public S~al) Notary Public Page 12 of 12 CITY OF NEW HOPE By: W. Peter Enck Its: Mayor STATE OF MINNESOTA ) COUNTY OF HENNEPIN ) By: Daniel J. Donahue Its: City Manager The foregoing instrument was acknowledged before me this da3' of ,2003, by W. Peter Enck and Daniel J. Donahue, the Mayor and City Manager, respectively, of the City of New Hope, a Minnesota municipal corporation, on behalf of said municipal corporation. (Nohary Public Seal) Notary Public Page 13 of 13 Accepted on behalf of Minnesota Pollution Control Agency Pursuant to Minn. Stat. ~ I 15B. 1 '~. subd. 15 James L. Warner Director. Majors and Remediation Division State of Minnesota ) )ss. County of Ramsey ) The foregoing instrument was acknowledged before me this __day of , 20__, by James L. Warner, Director of the Majors and Remediation Division of the Minnesota Pollution Control Agency, a Minnesota body politic, on behalf of the State of Minnesota. (Notary Public Seal) Notary Public Drafted By: JENSEN & SONDRALL, P.A. 8525 Edmbrook Crossing, Suite 201 Brooklyn Park, MN 55443 (763) 424-8811 Page 14 of 14 Project Site (to scale) 7500, 7516, & 7528 42"¢ Avenue EXHIBIT 1 1" = 200' ... Of EXHIBIT 2 The Restricted Area is made up of the following ~'o parcels: Parcel 1: The South 250 feet of the following described tract: That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County. Minnesota" described as follows: Commencing at the point of intersection of thc North line of Rockford Road and the East line of said Lot 5; thence North along said East line a distance of 350 feet; thence West parallel with the North line of Rockford Road a distance of 100 feet; thence South a distance of 350 feet to a point on the North line of Rockford Road which is distant 100 feet West of the point of beginning; thence East along said North line a distance of 100 feet to the point of beginning. Parcel 2: The East 80 feet of the following described tract: The West 95 feet of the East 195 feet of the South 350 feet of Lot 5, Auditor's Subdivision No. 324, Hennepin County, Minnesota. p ',Al omey\DJD~2 City olr New Hope\99 11257 - Dectaral~n of Covenams - Commcrc~al~99 11257.002.Declaral~on of Covenants Ex 3 doc 1/8 Section Map Project Site (to scale) 7500, 7516, & 7528 42'''~. Avenue 1" = 200" O! ?-;t.M 7528 7516 ' Piz o Pd~..c~ 7500 i EXHIBIT 3 General Total volume of Total volume of i Remedy i RAP Cleanup Goal contaminant type identified identified I {i.e.. residential (i.e., DRO, VOCs, contaminated soil contaminated soil i SRVs. industrial metals, etc.) (cyds) to be remediated t SRVs. etc.) (cyds) t i VOCs 13,000 0 ]N/A jN/A General contaminant Affected aquifer / Approximate dimensions Remedy type (i.e., DRO, (i.e., water table, of contaminant plume VOCs, metals, etc. deeper aquifers) on-site. Specify if the plume extends off-site. VOCs Water table aquifer 3,200 sq. fi. Potassium permanganate Plume extends off-site in3ection and ex-sltu soil vapor and groundwater treatment VOCs Lower aquifer 48,000 sq. ft. Potassium permanganate Plume extends off-site InJection and ex-sltu soil t vapor and groundwater treatment Compound Tier I I Average Concentration I Maximum Concentration SRV (residentia!) TCE 90 rog/kg I00 rog/kg 1,900 mg/kg DCE 0.3 mg/kg <0.5 rog/kg 5 mg/kg PCE 170 m_g/kg 5 rog/kg 80 mg/kg Toluene 450 rog/kg <0.3 rog/kg 0.5 mg/kg Compound TCE DCE PCE Trans-DCE Cis-DCE Vinyl chloride Methylene Chloride Toluene 30 ug/L 6 ug/L 7 ug/L 100 ug/L 70 ug/L 0.2 ug/L 50 ug/L 1000 ug/L Average Concentration 5,000 ug/L 1 ug/L <1 ug/L <1 ug/L <1 ug/L <I ug/L <2 ug/L <1 ug/L P:~mmey~DJO~.. City of New -~ w- ~.,,nmm~a~. I I~-O01 ooet:~rathm of Coemmts(D2).doc Maximum Concentration 350,000 ug/L 33 ug/L 5 ug/L 18 ug/L 640 ug/L 10 ug/L 900 ug/L 18 ug/L EXHIBIT D PROPOSED FREY PURCHASE AGREEMENT -6- PURCHASE AND SALE AGREEMENT This Purchase and Sale Agreement ("Agreement") is made by and between the ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF NEW HOPE, MINNESOTA, ("Seller"), and FREY DEVELOPMENT, INC. a Minnesota Corporation ("Buyer"). In consideration of the covenants and agreements of the respective parties as hereinafter set forth, Seller shall sell and Buyer shall purchase a tract of land ("Property") as outlined on Exhibit A, and which is legally described on attached Exhibit B. 1. Purchase Price. The purchase price for the Property shall be One Hundred Thirty Thousand Dollars ($130,000.00), which Buyer shall pay as follows: "Earnest Money" of One Thousand Dollars ($1,000.00) will be submitted by Buyer to Seller on the Effective Date, as defined below, and made payable to a Title Company to be mutually agreed upon by the parties ("Escrow Agent"). Buyer also shall pay One Hundred Twenty Nine Thousand Dollars ($129,000.00) on the date of closing 2. Title Conveyed. At the time of Closing, Seller shall convey or cause to be conveyed a general Warranty Deed (the "Deed"), conveying marketable title of record, flee and clear of liens, encumbrances, assessments restrictions, except for the "Permitted Exceptions" (as hereina~er defined). 3. Representations and Warranties by Seller. Seller represents to Buyer that: a) Seller owns the Property and has the right to sell the same, and that there are no unrecorded contracts, leases, easements or other agreements, or claim of any third party affecting the use, title, occupancy or development of the Property, and no person, firm or entity has any right of refusal, option or other right to acquire all or any part of the Property. Buyer specifically acknowledges that this provision does not apply to the Declaration of Covenants currently being developed or the Minnesota Pollution Control Agency's interest in the Property. The Declaration of Covenants submitted by the Seller to the Minnesota Pollution Control Agency and previously provided to Buyer is attached hereto as Exhibit C. Buyer acknowledges that the Minnesota Pollution Control Agency may require changes to the Declaration of Covenants. b) Seller shall cooperate with Buyer in its efforts to obtain the approval of all public or governmental authorities as to all matters relating to zoning, subdivision, lot splits, special use permits access, or similar requirements for an eight unit town- office project ("Buyer's Intended Use"). "Town-office" shall mean, for purposes of this Agreement, a common ownership interest community with commercial office units constructed on individually-owned lots and common areas owned and maintained by a non-profit owners' association. Seller shall join in such applications and other documents, including access and parking easements, as may be necessary or required by governmental or regulatory bodies to develop the Property for Buyer's Intended Use. c) Seller's warranties and representations contained in this Section 3 shall survive the delivery, of the Deed. d) If the real property is subject to restrictive covenants, Seller has not received any notice from any person as to a breach of the covenants. Seller has not received any notice from any governmental authority concerning any eminent domain, condemnation, special taxing district, or rezoning proceedings. e) The Property is not subject to any assessment or valuation agreement that is not listed as one of the Permitted Exceptions, and Seller has not received any notice of actual or threatened special assessments or reassessments of the Propert.~. ir) To the best of Seller's knowledge there are no septic systems on the Property. Buyer hereby acknowledges that Buyer is purchasing the Property in "as is" condition, subject to the terms of this Agreement. Seller agrees that any breach of the forgoing representations shall be grounds for Buyer to terminate this Agreement. In the event of such termination Buyer's Earnest Money shall be returned. 4. Conditions of Offer. The Buyer's obligation to close the transaction contemplated by this Agreement is subject to the satisfaction of the following conditions on or before the Due Diligence Period, as defmed below: a) Review and approval of a title commitment or binder showing that the title to the Property conforms to the requirements of Section 7. Buyer acknowledges that if Buyer closes the transaction, title to the Property will be subject to the following Permitted Exceptions: (i) lien of real estate taxes not yet due and payable in 2003; (ii) rights-of-way for drainage ditches, drain tiles, feeders, laterals and underground pipes, if any; (iii) all dedicated rights-of way; and (iv) all easements, restrictions, covenants and agreements which are depicted by the public records, so long as the Buyer's intended use of the Property is not materially impaired by such matters of record. Buyer acknowledges that the Declaration of Covenants attached as Exhibit C as amended pursuant to the requirements of the Minnesota Pollution Control Agency will not be considered to materially impair Buyer's intended use of the Property. b) Buyer, prior to closing, obtaining approval for ingress and egress to the Property and all zoning changes, including rezonmg, variances, special use permits, subdivisions and any other governmental permits, consents and authorizations, which are necessary or desirable for Buyer's Intended Use, including, without limitation, final building permits. c) Obtaining financing under reasonable terms and conditions. a) Buyer and Seller agreeing to terms and provisions of a document which will allow Buyer to Obtain and subsequently construct and maintain cross easements for access and parking ("the Easement"). e) That there is or will be at the time of closing direct access to and from the Property on publicly dedicated streets (42"a Avenue and Quebec Avenue), and, to the best of Seller's knowledge, no fact or condition exists which would result in the termination of access to and from the Property necessary for the operation of the Property. If any condition remains unsatisfied or has not been waived by Buyer one hundred twenty (120) days after the Effective Date, this Agreement shall become null and void and neither party shall have any further obhgation, and the Earnest Money shall be refunded. With respect to the above described conditions m favor of Buyer, Buyer shall give notice of its desire to terminate this Agreement for failure to satisfy or fulfill any of said conditions on or before the expiration of the "Due Diligence Period" which means the period commencing on the Effective Date and ending one hundred twenty (120) days thereafter, ff this Agreement is terminated by Buyer pursuant to this paragraph, the Earnest Money shall be promptly returned to Buyer, both Buyer and Seller shall execute and deliver to the other an original cancellation of the Purchase and Sale Agreement, and neither party shall have further rights and obligations hereunder except with respect to the indemnifications given by Buyer in this Agreement that provide for continued existence following the termination of this Agreement. ff no notice of termination is given within the specified time period with respect to any of the conditions listed above, such condition shall be deemed to be waived by Buyer and Buyer shall proceed to close this transaction in accordance with the other terms and conditions of this Agreement. The Buyer hereby acknowledges that the Buyer has been fully informed of the ground water and soil contamination existing on the Property and has had ample opportunity to investigate and inform itself regarding these circumstances. Buyer further.acknowledges that this contamination does not render the Property unsuitable for development in connection with Buyer's Intended Use. 5. Survey. Seller, at Seller's expense and within forty-five (45) days from the Effective Date, agrees to obtain and deliver to Buyer a survey of the Property in accordance with the current minimum standard detail requirements for ALTA/ASCM land title survey prepared by a surveyor duly licensed in Minnesota (the "Survey"). Said Survey shall minimally show: area; legal description dimensions and location of the Property to the nearest monuments, streets and alleys on all sides; the topography; the location of all available utilities in adjoining streets, alleys or Property; the location of all improvements and encroachments if any; and the location of all recorded easements against or appurtenant to the Property. The Survey shall be certified to the Seller, Buyer, Title Company, and Buyer's lender, if any. 6. Access Prior to Closing. Buyer and its employees, agents, and contractors shall have the right to enter upon the Property for the purpose of conducting examinations and making measurements, and performing such tests or surveys thereon (including soil borings) as Buyer desires. Buyer's access to the Property and actions thereon shall be subject to Seller's approval, and to the extent required by the Minnesota Pollution Control Agency, the approval of the Minnesota Pollution Control Agency. Buyer agrees to repair or restore any damages caused by Buyer or its employees, agents, or contractors during the course of maki~ such examinatior~, measurements or tests in any reasonable manner specified by the Seller or the Minnesota Pollution Control Agency. Buyer shall indemnify and hold Seller harmless from and against any lien, claim, loss, liability, cost, damage or injury asserted against or suffered by Seller or the Property, including but not limited to attorneys' fees, related to any entry by Buyer, its assigns or any of its agents. representatives, contractors or employees, as related to this Agreement. 7. Title Commitment and Policy. a) Seller shall deliver to Buyer a Commitment for an ALTA Form B owner's policy of title insurance (the "Commitment") issued by a title company duly licensed in Minnesota ("Title"), covering title to the Property being purchased in the amount of the Purchase Price. Seller agrees to pay the costs associated with the preparation and issuance of the Survey and the Commitment (collectively "Title Charges"); Buyer shall pay the premium for the lender's simultaneously issued policy, if any. b) Buyer shall have ten (10) days after receipt of the Commitment and Survey to review and approve the title to the Property and to object to any exception to title that is disclosed in the Commitment and Survey or which is otherwise discovered by Buyer. In the event that the Buyer does not within such ten (10) day period give notice to Seller objecting to any eXceptions to title disclosed in the Commitment or the Survey, then all such exceptions shall be deemed approved and shall constitute "Permitted Exceptions". If Buyer timely objects to an exception to title, then on or before the tenth (10) day following Buyer's notice of exception, Seller shall remove the exception or notify Buyer that Seller is unwilling or unable to remove the exception. Within five (5) days of Seller's notice that it is unwilling or unable to remove an exception to title, Buyer may elect by notice to Seller to either: (i) terminate this Agreement, whereupon the Earnest Money shall be returned to Buyer and the parties shall be released from all further obligations hereunder; or (ii) continue this Agreement in effect in which event Buyer will be deemed to have approved the previously defined exception and the same shall constitute a "Permitted Exception." 8. Real Estate Taxes and Special Assessments. Real estate taxes due and payable in and for the year of closing shah be prorated between Seller and Buyer on a calendar year basis through the actual date of closing, unless otherwise provided in this Purchase Agreement. Seller shall pay any special assessments at closing. 9. Closing. a) Closing shall occur within ten (10) business days after all the conditions of the Agreement have been satisfied, and in no event later than one hundred thirty. (130) days a_qer the Effective Date, unless both parties agree, in writing, to an extension. b) Closing shall occur at the Escrow Agent's office. c) Seller shall deliver at closing the following executed and acknowledged documents: (i) The Deed, conveying good, marketable and insurable title free and clear of all defects except the Permitted Exceptions. (ii) Affidavit(s) stating that possession of the Property is being delivered free of any mechanic's or statutory liens in connection with work performed prior to closing; Seller is not a foreign person or entity; and such other affidavits as Buyer may reasonably require. 10. Prorations. Seller shall pay the Title Charges, the cost of recording any instrument (other than the Deed) necessary to place title in the condition required under this Agreemem, state deed tax, and all special assessments levied, pending or constituting a lien against the Real Property as of the closing date, including without limitation any installments of special assessments including interest payable with general real estate taxes in the year of closing. Seller will pay general real estate taxes payable in the year prior to the year of closing and all prior years; Buyer shall pay the cost of the lender's title policy, sales tax, if any, and recording the Deed. Seller and Buyer each will pay one-half of customary closing fees. General real estate taxes payable in the year of closing shah be prorated by Seller and Buyer as of the closing date based upon a calendar year. 11. Condemnation. If, prior to the Closing, ah or any part of the Property shall be condemned by governmental or other lawful authority, Buyer shall have the option of a) completing the purchase, in which event all condemnation proceeds or claims thereof shall be assigned to Buyer, or b) canceling this agreement, in which event the Earnest Money shall be refunded to Buyer and this Agreement shall be terminated with neither party having any rights against the other, and Seller shall be entitled to any and all condemnation proceeds. 12. Notices. All notices required hereunder shall be in writing and shall be deemed to have been duly given and received (a) two business days at~er depositing of the same in the mail if sent by registered or certified mail, postage prepaid, to the pluty to whom directed, at such party's address herein set forth; (b) upon delivery, or attempted delivery if delivered by overnight courier service or hand delivery; (c) or upon transmission if successfully transmitted by facsimile. Any party shah have the right to designate any other address or facsimile number for notice purposes by written notice to the other party in the manner aforesaid. The address of the parties is as follows: SELLER: Ci.ty of New Hope Dan Donahue, City Manager 4401 Xylon Avenue North New Hope, MN 55428.4898 Facsimile No.: 309-688-9099 with copy to: Jensen & Sondrail, P.A. 8525 Edinbrook Crossing, Suite 201 Brooklyn Park, MN 55443 Facsimile No.: 763.493-5193 BUYER: Bernie R. Frey Frey Development, Inc. 4801 ½ Nicollet Avenue South Minneapolis, MN 55409 Facsimile No.: 612-827.4331 with copy to: Dexter J. Marston ~4001 Retail Site Development Services 5775 Wayzata Blvd. Suite 700 Minneapolis, MN 55416 Facsimile No.: 763-377=9002 13. Broker. Buyer and Seller represent and warrant that ail brokerage charges incurred, if any, in connection with this transaction shall be paid by the party authorizing such broker to act in its beha~ 14. Remedies. If Buyer defaults under the Agreement, Seller shail have the right to terminate the Agreement by giving written notice to Buyer as provided by law. If Buyer fails to cure such default as provided by law, the Agreement will terminate, and upon such termination Seller will retain the Earnest Money. If Seller defaults under this Agreement, Buyer shaii have the right to seek specific performance and recover as damages from Seller ail of Buyer's reasonable out=of= pocket costs and fees. 15. MPCA VIC Application and Letter. Sellers shall apply for and obtain written assurance from the MPCA that Buyer are not responsible for cleanup of hn?~rdous materiais that remain in the undisturbed soil and water of the Property (a "No Association" assurance letter). A "No Association" assurance letter is obtained through application to the Minnesota Pollution Control Agency ("MPCA') Voluntary Investigation and Cleanup ("VIC") program. So long as Buyers provide Seller with the "Required Information" (defined below), it shail be the Seller's sole responsibility to provide Buyers with a "No Association" assurance letter at closing. Buyer must provide Seller with the Required Information sufficiently early enough to provide Seller with reasonable time to complete the application processes prior to closing. Seller's failure to provide a "No Association" assurance letter in accordance with the provisions of this agreement shall be grounds for Buyer to terminate this Agreement. In the event of such termination Buyer's Earnest Money shall be returned. 16. Required Information. Buyer is required to provide Seller with the following information at Buyer's sole expense, in the VIC application: a) Site plan (at least current concept plan) and associated text describing nature of business activities after redevelopment; b) Grading plan; c) Geotechnical drilling plan; d) Subsurface utilities plan; e) Construction time line; and Any other information required for the completion of the VIC application that Buyer otherwise needs to prepare in connection with its development of the Property. Buyer's failure to provide the Required Information in accordance with the provisions of this agreement shall be grounds for Seller to terminate this Agreement. In the event of such termination Seller shall receive the Earnest Money. 17. Monitoring During Construction. The parties acknowledge that on-site monitoring of certain construction activities by an environmental professional will be required. Sellers shall be responsible for providing a field technician to be on-site during: a) Grading activities near the Restricted Area (as defined in the Declaration of Covenants attached hereto as Exhibit C); b) Subsurface excavation of utilities; and c) Geotechnical drilling activities. The field technician will monitor excavated soils for the presence of contaminants. If contaminated soils are detected, they will be stockpiled separately fi.om clean soils for later disposal. At the conclusion of on-site monitoring activities, the field technician will provide a letter report of their activities and observations. 18. Monitoring Costs and Responsibilities. Buyers shall be responsible for providing Sellers with reasonable notice of the above activities so that Sellers will be able to provide the field technician. If Buyers fall to provide Sellers with such reasonable notice than Buyers shall be responsible for providing the required field technician and all costs and liabilities associated with provision of an appropriate field technician. If provided reasonable notice by Buyers, Sellers shall be responsible for all cost associated with the provision of the field technician. Buvers shall be solely responsible for the proper disposal of any contaminants. 19. Future Access and Utility Easements. Buyer hereby acknowledges and agrees that Buyer will be required to provide the City of New Hope access and utility easements in connection with Buyer's furore development of the Property and as provided for by New Hope's City Code, regulations and past practices. Any such easements shall be provided at' no cost to the City. IN WITNESS WHEREOF, the parties have executed this Agreement effective as of the latest date indicated below ("Effective Date"). Seller: Economic Development Authority of the City of New Hope By: Its: Daniel J. Donahue Executive Director Date Buyer; Frey Development, Inc. / By: Its: C-~C Date P:~Attom~-y~DJD~2. City ofNcw Hop~99.11288 - 8aio of£1 .~e~9. 11288-00'2. Ftey }~eA~-A~m~nt 6.doc EXHIBIT A Site Plan Shoss'in.,o Property lIVE 36 211 r~ 0 0 0 Z 0 0 ~ 42ND AVENUE NORTH 1056787.3/RSDSFrcy.doc) O .: .... _ . ~,,.~ EXHIBIT B Legal Description All of the following described parcel except for the West 163 feet thereof: That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at the point of intersection of the North line of Rockford Road and the East line of said Lot 5; thence North along said East line a distance of 350 feet; thence West parallel with the North line of Rockford Road a distance of 320.4 feet more or less, to a point 48.95 feet East of the West line of said Lot 5, as measured at right angles thereto thence South parallel with the West line of said Lot 5 a distance of 350.0 feet to the North line of Rockford Road; thence Easterly along the North line of Rockford Road a distance of 320.4 feet, more or less to the point of beginning EXl:rmIT C DECLARATION OF ENVIRONMENTAL RESTRICTIVE COVENANTS THIS DECLARATION is made tlzis ~ day of. , 2003, by the Economic Development Authority of the City of New Hope, a Minnesota municipal corporation. DEFINITIONS For the purpose of this Declaration, the following terms shall have the following meanings: e .Building. "Building" means that building that was formerly present on the Property and was formerly used by Electronic Industries, Inc. as its place of business. The Building has since been demolished. Commissioner. " · · ,, Commissioner means the Commissioner of the MPCA or the head of any successor entity. Nothing herein shall be construed to prohibit the Commissioner from delegating the Commissioner's obligations or duties under this Declaration to the employees, agents, contractors or subcontractors of the MPC^. e Covenants. "Covenants" mean all of the agreements, covenants, restrictions and easements contained in this instrument. · .Declaration. "Declaration" means this instrument, including the definitions and recitals contained herein and the Exhibits attached hereto. E/. "EI" means Electronic Industries, Inc. Exhibits. "Exhibits" mean the exhibits to this Declaration and are as follows: Exhibit 1:1/8 Section Map of Project Site c. Exhibit 2:1/8 Section Map of Project Site showing Restricted Area d. Exhibit 3: Table of Contaminants Page 1 of 17 10. Interested Parties. "Interested Parties" mean all parties having any legal or equitable right, title or interest in the Property or any part thereof and their heirs. successors and assigns. ("Interested Parties" shall be broadly interpreted to include any and all persons and entities that ma3, in any respect be bound by this Declaration.) MPCA. "MPCA" means the Minnesota Pollution Control Agency and includes its employees, agents, contractors and subcontractors and successors, including any successor governmental entity. Where this Declaration authorizes or requires an action by the MPCA, the action is effective if taken by the Commissioner. Owner. "Owner" means the owner of a fee simple title in the Property or any portion thereof. "Owner" includes, but is not limited to: a. Contract sellers and vendees; and The legal representative, heirs, successors, employees, agents, attorney or assigns of any person or entity otherwise qualifying as an Owner. "Owner" excludes: Those having an interest in the Property or any portion thereof merely as security for the performance of an obligation; and d. Those having a lien upon the Property or any portion thereof. "Owner" includes all persons and entities otherwise qualifying as an Owner even though there is more than one such persons or entities so qualifying. Prot}erty. "Property" means the real estate situated in the County Hennepin, State of Minnesota, described as follows (parcel numbering coincides with attached Exhibit 1): a. Parcel 6. Leeal Description. That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at the point of intersection of the North line of Rockford Road and the East line of said Lot 5; thence North along said East line a distance of 350 feet; thence West parallel with the North line of Rockford Road a distance of 100 feet; thence South a distance of 350 feet to a point on the North line of Rockford Road which is distant 100 feet West of the point of beginning; thence East along said North line a distance of 100 feet to the point of beginning. Page 2 of 2 11. ii. Address. 7500 42"d Avenue North. New Hope. MN. iii. Propertx' Identification Number. 17-118-21-22-000. b. Parcel 7. Leeal Description. The West 95 feet of the East 195 feet of the South 350 feet of Lot 5. Auditor's Subdivision No. 324, Hennepin County, Minnesota. ii. Address. 7516 4?0 Avenue North, New Hope, MN. iii. Property Identification Number. 17-118-21-22-0007. c. Parcel 8. Le£al Description. That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at a point on the North line of Rockford Road distant 195.0 feet Westerly of the East line of said Lot 5; thence North parallel with the East line of said Lot 5 a distance of 350.0 feet; thence West parallel with the North line of Rockford Road a distance of 125.4 feet, more or less, to a point 48.95 feet East of the West line of said Lot 5, as measured at fight angles thereto; thence South parallel with the West line of said Lot 5 a distance of' 350.0 feet to the North line of Rockford Road; thence Easterly along the North line of Rockford Road a distance of 125.4 feet, more or less to the point of beginning. ii. ..Address. 7528 42nd Avenue North, New Hope, MN. iii. Property Identification Number. 17-I 18-21-22-0008. It is specifically noted that the entire Restricted Area is contained within the Properly. Therefore, all references to the Property include the Restricted Area. Restricted Area. "Restricted Area" means that part of the Property legally described as follows: That pan of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at the point of intersection of the North line of Rockford Road and the East line of said Lot 5; thence North along said East line a distance of 250 feet; thence Page 3 of 3 12. 13. West parallel with the North line of Rockford Road a distance of 180 feet: thence South a distance of 250 feet to a point on the North line of Rockford Road which is a distance of 180 feet West of the point of beginning; thence East along said north line a distance of 180 feet to the point of beginning. The Restricted Area is illustrated in Exhibit 2 for reference. Tank. "Tank" means the underground tank that was adjacent to the Building and was the source of the contamination. TCE. "TCE" means trichloroethylene. Ce De Fo Ge RECITALS Current Ownership. The Economic Development Authority of the City of New Hope is the current fee owner of the entire Property. Partial Prior Ownership El was the fee owner of Parcel 7 of the Property fi.om before 1984 until Parcel 7 was condemned by the City of New Hope in 1993. The Final Certificate of the condemnation was filed in the Office of the Hennepin County Recorder on April 26, 1993 as document number 6117445. Contamination in General. A portion of the Property was the site of a release of TCE. Source of Contamination. The Tank was the source of the release of TCE. .Water Table 'Contamination. Once the Tank lost its containment ability, the TCE leaked fi.om the Tank and initially migrated vertically downward through sandy soils until it reached a clay layer approximately 15 feet below grade where concentrated TCE has collected in discrete areas. This clay layer, approximately 30 feet thick, also forms a barrier for the downward movement of water fi.om the surface, and thereby creates a "perched" water table under the Property. The TCE, being in contact with the water table, has contaminated the water table aquifer in a localized area. .1.984 Stipulation. In 1984 EI entered into a Stipulation Agreement with the MPCA, which required El to properly investigate and remediate the identified release. EI owned Parcel 7 at the time that it entered into the 1984 Stipulation Agreement. Investieation and Clean Up Generally. The contamination of the water table has been the historical focus of EI's investigation and cleanup efforts. These efforts to date have consisted of several rounds of investigation and the Page 4 of 4 He Lo installation of monitoring wells, a soil vapor extraction system, an air sparge system, and a groundwater extraction and treatment system, including the following: The groundwater extraction system was installed in 1987. The soil vapor extraction system was installed in 1992. The air sparge system was installed in 1994. These efforts produced the following information: e Observed TCE levels have ranged from 5 ppm to 290,000 ppm. Monitoring wells downgradient show ranges of near zero to 41 ppm. An estimated total of 7,000 pounds of TCE has been removed to date through the combination of these remediation systems. Lower Aquifer Investigation. In 1998, the MPCA required that the aquifer beneath the clay layer be investigated. Subsurface drilling and sampling of this aquifer was performed in 1998. Lower aquifer monitoring wells were also installed in 1998. Initial results from this sampling showed TCE concentrations up to 124,000 ug/l. This data suggested that the TCE accumulating on the top of the clay layer had migrated through the clay layer into the lower aquifer. Amounts of Contaminates Present. TCE, tetraehloroethylene (PCE), dichloroethylene (DCE), trans-DCE, cis-DCE, vinyl chloride, toluene, and methylene chloride are all historically documented to be present on the Property, in the amounts shown on the Exhibit 3 tables. Location of Contaminates Present. Residual contamination, primarily TCE exist in subsurface soil as well as groundwater in both the "perched" water table aquifer and the lower aquifer. Reports. Many investigative reports have been completed since 1983, the results of which are summarized in the Resource Conservation and Recovery Act Facili.ty Investigation and Corrective Measures Study (February 2001 and revised January, 2002), Results from May 2001 Push Probe Investigation of the Clay (June 2001 ), Remediation ,'~lternatives Report (August 2001), and the Correc'tive Measures Implementation Work Plan (October, 2001) prepared by Frontline Environmental, LLC, an environmental consulting firm currently located at 17450 Juneberry Court, l. akeville, Minnesota, 55044. The location of near surface contaminants at the Property is shown in Figure 1 of the Corrective Measures Implementation Work Plan. City's Aereement with the MPC.a. The Economic Development Authority of the City of New Hope has agreed with the MPCA to place the following restrictive Covenants on the Property. Page 5 of 5 COVENANTS NOW, THEREFORE, the Economic Development Authority of the City of New Hope makes the following Covenants as to the limitations, restrictions and uses to which the Property may be put. The Covenants shall run with the Property as provided by law and shall be binding on all Interested Parties. The Property shall not be held. transferred. sold, conveyed, occupied, altered, or used in violation ofihe Covenants. Use Restrictions for the Entire ProperS'. The Economic Development Authority of the City of New Hope hereby imposes the following Covenants on the Property: ae The Property may not be used for residential purposes of any kind or for any use that may result in significant human contact with the soil or ground water at the Property. "Residential purposes" shall be broadly defined, but at the least shall include those residential uses defined in th~ City of New Hope Zoning Code. All structures erected shall be constructed above grade (e.g., no basements, subgrade parking garages, etc.). Prior to the commencement of any subgrade construction activities or other disturbances that may require dewatering (e.g. construction dewatering, etc.), a ground water contamination monitoring plan must be prepared and submitted to and approved by the MPCA and the City of New Hope. The ground water contamination monitoring plan must describe: i. The methods to be used and actions to taken to monitor the disturbance and/or removal of contaminated ground water. ii. Plans for proper containment and disposal of any contaminated ground water removed as part of the construction activities. de Any permanent structures erected at the Property that will be occupied by workers of any kind must have a subsurface vapor collection system designed and installed beneath the structure to collect potential organic vapors and prevent such vapors fi.om accumulating in the structure. The vapor collection systems must be "active" vapor collection systems (i.e. electrical fans will continuously draw air fi.om the collection system and discharge the air through roof vents). A vapor collection system implementation work plan shall be reviewed and approved by the MPCA prior to installation of the system. The work plan shall include a detailed system design, and a Monitoring and Maintenance plan for the system. Page 6 of 6 ee Permanent facilities (e.g. buildings, parking surfaces, etc.) shall be designed to minimize infiltration of precipitation runoff (rainwater, snoxv melt) by routing all such precipitation runoff to storm sewers that carrx~ the runoff off-site. This shall be done to minimize recharge of subsurface ground water so as to prevent mobilization of existing subsurface contaminants. New monitoring wells installed in areas of vehicle or pedestrian traffic shall be constructed as flush-mount monitonng wells. Use Restrictions for the Restricted Area. In addition to the Covenants restricting the use of the entire Property, the Economic Development Authority of the City of New Hope hereby imposes the following Covenant on the RestriCted Area: ae Prior to the commencement of any subgrade construction activities or other disturbances to subsurface soil in the Restricted Area (e.g. utility installation, excavation, grading cuts, soil corrections, borings, drilling, etc.), a soil contamination monitoring plan must be prepared and submitted to and approved by MPCA and the City of New Hope. The soil contamination monitoring plan must describe: The methods to be used and actions to taken to monitor the disturbance and/or removal of contaminated soil. ii. Plans for proper containment and disposal of any contaminated soil removed as part of the construction activities. Iii. Schedule for submitting a final report to the MPCA describing volume of soil removed, how it was disposed, and associated analytical data. Commissioner Approval Any action prohibited by the Covenants shall not occur without the prior approval of the Commissioner. de Requests for the Commissioner's approval must be made in writing to the Commissioner. The Commissioner shall have 60 days after the receipt of a request to mail a response thereto. The Commissioner's response shall be in writing and shall approve or disapprove the request or require additional information be provided. A lack of response from the Commissioner shall not constitute approval by default or authorization to proceed with the requested activity. Page 7 of 7 Se ee The Commissioner's approval max' include conditions that the Commissioner deems reasonable and necessary to protect public health or the environment. L The Commissioner's approval shall not be unreasonablv withheld. Covenants Limited. The Covenants do not apply to the following activities so long as such activities occur outside of the Restricted Area and are not reasonably likely to result in disturbances of or intrusions into the soil, Hound waters an~ surface waters of the Restricted Area: a. Maintenance or repair of existing buildings or structures; be Maintenance or repair of existing underground sewer, water, electrical or telephone services; or c. Installation of fencing or signage. Maintenance Requiremen~_~. Generally, steps taken to minimize the infiltration of water runoff and monitor treatment of on-site contaminants must be maintained. Specifically, the following is required: Once placed, parking construction materials (e.g. bituminous, concrete, etc.) must be maintained to minimize openings in the surface that would allow precipitation to infiltrate into subsurface soils. On-site snow storage shall be permitted only on surfaces that convey runoffto storm sewers that discharge to an off-site location. Upon reasonable notice to the then-current Owner and at reasonable times, fi.om time to time permission to enter upon the Property shall be granted to the MPCA, the City of New Hope, EI, and/or their subcontractors, employees or agents for the purposes of sampling, inspection, construction, or decommissioning of MPCA required monitoring or treatment facilities. Subsurface soil ventilation systems must be monitored and maintained in working order at all times, in accordance with an MPCA approved Monitoring and Maintenance Plan. Should programmatic vapor testing show that vapors are not being collected by the soil vapor collection system, and that the potential for organic vapors to collect in on-site buildings is not a human health concern, the Owner may request fi.om MPCA that the active vapor collection system use be discontinued. Page 8 of 8 e 11. 9e 10. Reservation. Nothing contained in this Declaration shall in any way prohibit, restrict, or limit the City of' New Hope, its successors or assigns, from fully conveying~ transferring, occupying, or using the Property for all purposes nol inconsistent with the Covenants. Duration of Declaration. This Declaration and the Covenants herein shall continue in perpetuity until terminated, modified, released and/or amended with the written consent o£ the Commissioner, such consent not to be unreasonably withheld. Amendment of Declaration by Owners. This Declaration and the Covenants herein shall only be modified, altered, supplemented or amended with the written consent of the Commissioner, such consent not to be unreasonably withheld. Amendment of Declaration bv MPCA. This Declaration and the Covenants herein may be modified, altered, supplemented or amended by the MPCA upon the occurrence of the following: The MPCA finds that this Declaration is inadequate to protect the public health or welfare, or the environment; The MPCA gives notice (written or oral) of such finding to the then current Owner; and Ce The MPCA and the Owner enter into a document so modifying, altering, supplementing or amending this Declaration. Termination of Declaration. This Declaration and the Covenants herein may be terminated upon the occurrence and satisfaction of all of the following conditions: ae Soil and ground water sampling is conducted on the Property with prior written notice to and in accordance with a plan approved by the MPCA, such approval not to be unreasonably withheld; and be Based on such samples, the MPCA certifies that the soil and ground water located within the Restricted Area no longer poses an unacceptable risk to public health and the environment. Recordine of Owner Terminations and Amendments. In the event this Declaration is terminated, modified, altered, supplemented or amended by the Owner, the Owner shall submit an original document already signed by Owner to the MPCA with a self addressed return envelope. The MPCA shall have 60 days after the receipt of such document and envelope to execute and mail the original document back to the Owner. Page 9 of 9 12. 13. be Upon receipt of the executed original, the Owner shall be entitled to record the same. MPCA's Right of Entry. The Economic Development Authority of the Citv of New Hope grants and conveys to the MPCA such rights and interest in the Property necessary and convenient to enforce the Covenants. including the right. upon reasonable notice to the then current Owner and at reasonable times, to enter from time to time upon the Property to inspect and verify compliance with the Covenants. Emerl~enev Procedures. The Economic Development Authority of the City of' New Hope covenants that the procedures set forth below shall bl followed ~hen an emergency requires immediate excavation of contaminated soil to repair utility lines or other infi'astructure on the Property, or to respond to other types o'f emergencies (e.g., fires, floods) that may result in an unacceptable risk of harm from exposure: ae bo de The Owner shall notify the MPCA within 24 hours of obtaining knowledge of such emergency conditions. eo The Owner shall limit disturbance of contaminated soil and water to the minimum reasonably necessary to adequately respond to the emergency. The Owner shall undertake precautions to minimize the exposure of workers and neighbors to contaminated soil and water (e.g., provide appropriate types of protective clothing for workers conducting the excavation, and establish procedures for minimizing the dispersal of contaminated soil and/or contact with'contaminated ground water). The Owner shall insure that all contaminated soil removed during the emergency is properly disposed. Restoration Pian~ ii. i!1. iv. The Owner shall prepare a plan to restore the Property (hereinafter "Restoration Plan") to a level of acceptable risk. A copy of the Restoration Plan shall be submitted to the MPCA for approval prior to implementation of the plan. The Owner shall implement the MPCA approved Restoration Plan. The Owner shall submit a "Completion Report" to the MPCA after the plan is implemented. The Completion Report must provide sufficient information so as to allow the MPCA to determine whether a level of acceptable risk has been restored. Page 10 of 10 14. Disclosures. The Covenants shall be incorporated in full or by reference into all instruments conveying an interest in and/or fight to use the Property (e.g. easements, mortgages, leases). GENERAL PROVISIONS Duration. This Declaration shall run with the land in perpetuity and shall inure to the benefit of and be enforceable by each Owner and the MPCA. Amendments. This Declaration may be amended by the unanimous a~eement of all Owners and the MPCA. Amendments shall not be effective until recorded. Enforcement. Enforcement of these Covenants shall be by any proceeding at lag' or in equity against any person(s) or entity(ies) violating or attempting to violate any of the Covenants. Such proceedings may seek to enforce compliance, to restrain violations or to recover damages. The Covenants may be enforced by the MPCA, the City of New Hope or any other Interested Parties. Waiver. Failure to enforce any Covenant shall not be deemed a waiver of thc fight to do so thereafter. Severability. Invalidation of any one Covenant by judgment or court order shall in no way affect any other provisions, which shall remain in full force and effect. Whenever possible, each provision of this Declaration will be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Declaration is held to be invalid, illegal or unenforceable under any applicable law or rule in any jurisdiction, such provision will be ineffective only to the extent of such invalidity, illegality, unenforceability in such jurisdiction, without invalidating the remainder of this Declaration in such jurisdiction, and without effecting the enforceability of any such provision hereof in any other jurisdiction. Furthermore, in lieu of such illegal, invalid or unenforceable provision, there will be added automatically as a part of this Declaration a provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid and enforceable. Mechanic's Lien. Each Owner agrees to indemni~ and hold harmless all other Owners from all Mechanic's Liens arising from work for which the Owner is responsible. ~ The Economic Development Authority of the City of New Hope may assign any and all of its fights, powers, obligations and privileges hereunder to any other corporation, association, person or entity. Such assignment or assignments are effective upon the recording of the instrument making the assignment. Page 11 ofll Attorneys' Fees. In the event an3' part3' seeking enforcement of this Declaration shall be upheld by the courts, then the defendant or defendants in such case shall liable for the reasonable attomevs' fees sustained bx' the plaintifI: together with court costs of such action, and the same shall, to the extent permitted bx' constitute a lien upon the property of the defendant. Gender/Piuralil'v. Whenever the singular is used. it shall include the plural, and visa versa. The use of any gender shall be applicable to all genders. IN WITNESS WHEREOF, the Economic Development Authority of the City of New Hope hereto has executed this Declaration on the day and year indicated above. THE ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF NEW HOPE By: W. Peter Enck Its: President By: Daniel J. Donahue Its: Executive Director STATE OF MINNESOTA ) COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of ,2003, by W. Peter Enck and Daniel J. Donahue, the ~resident and Executive Director, respectively, of the Economic Development Authority of the City of New Hope, a Minnesota municipal corporation, on behalf of said Economic Development Authority. {Notary Public Se, al) Notary Public Page 12 of 12 CITY OF NEW HOPE By: W. Peter Enck Its: Mayor By: Daniel .1. Donahue Its: City Manager STATE OF MINNESOTA ) ) .SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this da3' of ,2003, by W. Peter Enck and Daniel J. Donahue, the Mayor and City Manager, respectively, of the City of New Hope, a Minnesota municipal corporation, on behalf of said municipal corporation. (Notary Public Seal) Notary Public Page 13 of 13 Accepted on behalf of Minnesota Pollution Control Agency Pursuant to Minn. Stat. ,~ 115B. 1 - subd. 15 James L. Warner Director. Majors and Remediation Division State of Minnesota ) )ss. County of Ramsey ) The foregoing instrument was acknowledged before me this __da3' of , 20__, by James L. Warner, Director of the Majors and Remediation Division of the Minnesota Pollution Control Agency, a Minnesota body politic, on behalf of the State of Minnesota. (Notary Public Seal) Notary Public Drafted By: JENSEN & SONDRALL, P.A. 8525 Edmbrook Crossing, Suite 201 Brooklyn Park, MN 55443 (763) 424-8811 Page 14 of 14 Project Site (to scalel 7500, 7516, & 7528 42"~' Avenue EXHIBIT 1 1" ~ 200' ROCKFORD EXHIBIT 2 The Restrmted Area is made up of the following two parcels: Parcel 1: The South 250 feet of the following described tract: That part of Lot 5, "Auditor's Subdivision Number 324. Hennepin Count,,. Minnesota" described as follows: Commencing at the point of intersection of the North line of Rockford Road and the East line of said Lot 5; thence North alone said East line a distance of 350 feet; thence West parallel with the North line df Rockford Road a distance of 100 feet; thence South a distance of 350 feet to a point on the North line of Rockford Road which is distant 100 feet West of the point of beginning; thence East along said North line a distance of 100 feet to thc point of beginning. Parcel 2: The East 80 feet of the following described tract: The West 95 feet of the East 195 feet of the South 350 feet of Lot 5, Auditor's Subdivision No. 324, Hennepin County, Minnesota. P ~Auomey\DJD'2 Cily of New Hope~¢9 11257 - Declaralmn of Covenams - Commercmr'O0 11257-O02-Decia~-almn of( ovenants Ex 3 doc 1/8 Section Map Project Site (to scale) 7500, 7516, & 7528 42"¢.Avenue 200" i'F PROJ 1606 o? 7528 : 7516 ,' 7500 EXHIBIT 3 General Total volume of / Total volume of i Remedy ! RAP Cleanup Goal t {i.e.. residential contaminant type identified identified (i.e., DRO, VOCs, contaminated soil contaminated soil i SRVs. industrial · t SRVs. etc.) metals, etc.) (cvds) to be remediated (ryds) VOCs la,OOOI o IN/^ General contaminant type (i.e., DRO, VOCs, metals, etc. VOCs VOCs Compound TCE Affected aquifer (i.e., water table, deeper aquifers) Water table aquifer Lower aquifer DCE PCE Toluene Tier I Approximate dimensions of contaminant plume on-site. Specify if the plume extends off-site. 3,200 sq. ft. Plume extends off-site 48,000 sq. ft. Plume extends off-site Average Concentration SRV (residential) 450 mg&g 30 ug/L 6 ug/L 7 ug/L 1 O0 ug/L 70 ug/L 0.2 ug/L 50 ug/L 1000 ug/L l. Remedy Potassium permaneanate injection and ex-situ soil vapor and groundwater eatment otassium permanganate I injection and ex-s~tu sol} I vapor and groundwater treatment Maximum Concentration Compound TCE DCE PCE Trans-DCE Cis-DCE Vinyl chloride Methylene Chloride Toluene 1,900 mg/kg 5 mg/kg 80 mg/kg 0.5 rog/kg Average Concentration 5,000 ug/L 1 ug/L <1 ug/L <1 ug/L <1 ug/L <1 ug/L <2 ug/L <1 ug/L P:~Attomcy~JD~. ~ oflqew I"klW~. 11256.1~ of Co~aamt~. I l~q6-OOl.i~ ot~D~,).doc Maximum Concentration 33 ug/L 5 ug/L 18 ug/L 640 ug/L 900 ug/L ~ 18 ug/L ~-~ DOUGLAS J. DEBNER: GORDON L. JENSENI GLEN A. NORTON STEVEN A. SONDRALL STACY A. WOODS OF COUNSEL LORENS Q. BRYNESTAD ~Real Property Law Specialist Certified By The Minnesota State Bar Association :Admitted in Iowa JENSEN & SONDRALL, P.A. /ittorneys ~It Law 8525 EDINBROOK CROSSING, STE. 201 BROOKLYN PARK, MINNESOTA 55443-1968 TELEPHONE (763) 424-8811 · TELEFAX (763) 493-5193 e-mail iaw@jensen-sondrall.com November 4, 2003 Ken Doresky Community Development Specialist City of New Hope 4401 Xylon Avenue North New Hope, MN 55428 VIA E-MAIL ONLY TO kdoresk~cLnew-hope, mn. us Re: 7500 - 7528 42nd Avenue North Our File No.: 99.11288 Dear Ken: Please find attached a proposed Resolution Calling for Public Hearing to Approve Sale of City Property at 7500 - 7528 42~a Avenue North to JCS Development, Inc. and Frey Development, Inc. As you know, this is the property that was polluted by Electronic Industries, Inc. The City purchased the property owned by Electronic Industries, Inc. and the two adjacent parcels and has worked with the Minnesota Pollution Control Agency to rehabilitate this site. The City has now identified two purchasers who can make use of this property in a manner agreeable to its contaminated nature. More specifically, the business condominiums and the Culvers restaurant expected to go on this site will essentially completely cover the site with impermeable material such as pavement. Furthermore, the construction on the site will only require minimal excavation for the installation of foundation footings and utilities. Based on the foregoing, I have prepared the attached resolution for use by the President and Commissioners of the Economic Development Authority, should they choose to proceed with the sale of this land to the respective purchasers. Please contact me with any questions or comments. Otherwise, I thank you for your attention to this matter. Very truly yours, Douglas J. Debner, Asst. City Attorney City of New Hope JENSEN & SONDRALL, P.A. djd~jensen-sondrall.com After Hours Extension #137 November 4, 2003 Page 2 Attachments: 1. Proposed Resolution Calling for Public Hearing to Approve Sale of City Property at 7500 - 7528 42na Avenue North to JCS Development, Inc. and Frey Development, Inc. 2. JCS Purchase Agreement 3. Frey Purchase Agreement CC: Steven A. Sondrall, New Hope City Attorney (via E-mail - w/attachments) Kirk McDonald, Community Development Director (via E-mail - w/attachments) Valerie Leone, City Clerk (via e-mail - w/attachments) P:~Attomey\DJDL2 City of New Hope\99.11288 - Sale of El Site\99-11288-015-Doresky Ltr. doc DOUGLAS $. DEBNER2 GORDON L. JENSEN~ GLEN A. NORTON STEVEN A. SONDRALL STACY A. WOODS OF COUNSEL LORENS Q. BRYNESTAD ~R. ea! Property Law Special/st Certified By The M/m~som Bar Azsocia,;on ~Adm/t~ed/n Iowa JENSEN & SONDRALL, P.A. Attorneys/it Law 8525 EDINBROOK CROSSING, STE. 201 BROOKLYN PARK, MINNESOTA 55443-1968 TELEPHONE (763) 424-8811 * TELEEAX (763) 493-5193 e-mail law~jensen-sondrall.com November 3, 2003 VIA E-MAIL ON£ Y TO RSDSU$(~/IOL. COM Dexter J. Marston #4001 Retail Site Development Services 5775 Wayzata Blvd. Suite 700 Minneapolis, MN 55416 Re: 7500 - 7528 42"d Avenue North, New Hope, Minnesota Our File No.: 99.11288 Dear Mr. Marston: Please forgive me for including what may seem like excessive information in this letter. However, when I started work on this matter again, I found it helpful to create a time line of past events. I also thought it would be helpful to provide that time line to you for the sake of good communication. My file indicates that after the City received the initial drafts of proposed Purchase Agreements from you the following occurred: The first set of revisions to the Purchase Agreements is sent to you via e-mail. In the rush to get the lb-st set of revisions to you, some errors were made, so a corrected lb'st set of revisions to the Purchase Agreements is sent to you via e-mail. "Pre-Application" meeting is held at City Hall w/th you and your clients. At this meeting major changes to the Purchase Agreements are discussed. The second set of revisions to the Purchase Agreements is sent to you via e-mail. A meeting is held at City Hall with the surveyor, City staff, you and your clients and us to discuss the platting of the property. It is my recollection that the Purchase Agreements were only br/efly discussed at th/s time because Bernie wasn't certain he and his partner would be going forward with the purchase, but also because only small changes were needed at this point. September 2~ 2003~ 8:30 a.m,: A meeting is held at City Hall with City staff, the partners of Frey Development and City Attorney, Steven Sondrall. The purpose of this meeting is to address Frey Development's concerns about the contain/nation present on the property. November 3, 2003 Page 2 September 2~ 2003~ at approximately 1 p.m.: I e-mailed what are expected to be the/'mai Purchase Agreements to you and Ken Doresky. The only exception being that the limited assignment provision to be included in the JCS Development, Inc. Purchase Agreement needed to be completed with the name of the entity JCS wishes to assign the Purchase Agreement to. I have added date and time fields to the footer of the attached proposed final Purchase Agreements to help us all verify that we are looking at the most recent versions. I have also now completed the JCS Purchase Agreement's assignment provision. In addition to the Purchase Agreements, I have also attached the proposed final Declaration of Covenants that is to be attached to each Purchase Agreement as Exhibit C. This is, of course, the version of the Declaration of Covenants approved by the Minnesota Pollution Control Agency. There is one exception, however. The MPCA insisted that Exhibit 1 and Exhibit 2 &the Declaration of Covenants be replaced w/th "to scale" exhibits. There is no legal reason for this to be done, but the MPCA wanted it and Ken has "to scale" documents so we agreed. We will be able to attached "to scale" documents to the original prior to recording. There is, however, no reason why we cannot use the attached Declarahon of Covenants for the Purchase Agreements and I suggest we do so as this change is unimportant and not worth spending more time on than has already been spent. The Declaration of Covenants has been in its final approved form since August 28, 2003, but the City has not previously submitted it to the City CounciVEDA. The Declaration of Covenants were not previously submitted it to the City CounciVEDA because City staff wanted to bring it simultaneously with the Purchase Agreements. Again, I have added date and time fields to the footer of this document to help us all verify that we are looking at the most recent version. The time line going forward is, I believe as follows: October 31~ 2003: I am to submit to the City a resolution to be passed by the EDA setting the public hearing for the property. November 4~ 2003: You indicated to me that you thought you would be able to have the Purchase Agreements, signed by your clients and delivered to the City by this date. November 10t 2003~ 7:00 p.m. at City gl'ali: The City CounciVEDA meets. The EDA is expected to pass the resolution fixing a November 24, 2003, public hearing on the sale of this property. November 24~ 2003~ 7:00 p.m. at City The City CounciVEDA meets. The EDA will hold a public heahng on the sale of this property. If no objections are raised thereto the EDA w/Il pass a resolution approving the sale. The Declaration of Covenants are also expected be approved at this meeting. November 25~ 2003: If not signed the night before, the Declaration of Covenants and Purchase Agreements will be signed by the City. Our office will then record the Declaration of Covenants against the property. November 3, 2003 Page 3 Please contact me with any questions or comments. Otherwise, I thank you for your attention to this matter. Very truly yours, Douglas J. Debner, Asst. City Attorney City of New Hope JENSEN & SONDRALL, P.A. djd~jensen-sondrall.¢om Alter Hours Extension #137 Attachments CC.* Kirk McDonald, Community Development Director, City of New Hope [via e-mad w/attachments-] Ken Doresky, Community Development Specialist, City of New Hope [via e-mad w/attachmentsJ Guy Johnson, Public Works Director, City of New Hope [via e-mad w attachmentsJ Steven A. Sondrall, City Attorney, City of New Hope [via e-mad w attachmentsJ Vince Vander Top, City Engineer, City of New Hope [via e-mad w/attachments-] Douglas J. Bergstrom, Environmental Consultant, City of New Hope [via e-mad w/attachments.] P:~itomelADJD~2. C/ty of New Hopek09.11288 - Snle of El S/tekOg. 11288-010-/vla~on Ltr. do~ 7810' . ~ ~ ~ ~ : ; ..... : : ~ I - , j , , ~ , , , ~ ) ~1 ~ ~15 ~ . · "- **~.- t ~ t , t ~ · . ~--------~ · * ,:,~<.' ~:I ~'~ .... , I .~ · , / ~. , ~1 ~ --~ { . ,,.· .. .. ..... ~ .... = ..... ~__. , · . , ~ ~-~ ~A-~- - - ',_. . :' ..: , ~ ~ , : : .... , ..... r; ~ ~. t ~%~..-~Y.' C { r~'--'~'i ~ ~ ~~ ; _{ ~1 ~ ~-'-,~ I , ' , t ~ ~ ~ A~ N ; -- / ~ .,, ~ ,~ · . / ~ ~.,,.., ·, j .-- . .,< ~ .. ; ,_,:.... , . .,, Ui Engineers & Architects Bonestroo, Rosene, Anderlik and Associates, Inc. is an Affirmative Action/Equal Opportunity Employer and Employee Owned Principals: Otto G. Bonestroo, P.E Marvin L. Sorvala, P.E. Glenn R. Cook, P.E Robert G. Schunicht, P.E. Jerry A. Bourdon, P.E. Mark A. Hanson, PE Senior Consultants: Robert W Rosene, P.E. Joseph C Anderlik, P.E Richard E. Turner, P.E Susan M. Eberlin, CPA. Associate Principals: Keith A. Gordon, P.E Robert R. Pfefferle, P.E Richard W. Foster, P.E David O. Loskota, P.E Michael T. Rautmann, P.E Ted K. Field, P.E Kenneth P Anderson, P.E Mark R. Rolfs. PE David A. Bonestroo, MBA Sidney P Williamson, P.E., L.S Agnes M. Ring, M.0 A Allan Rick Schmidt, P.E Thomas W Peterson, P.E James R Maland, P.E. Miles B. Jansen, P.E. L. Phillip Gravel IlL P.E Daniel J. Edgerton, P.E Ismael Martinez, P.E. Thomas A. Syfko, P.E. Sheldon J. Johnson Dale A Grove, P.E Thomas A. Roushar, P.E. Robert J. Devery, P.E Offices: St. Paul, St. Cloud, Rochester and Willmar, MN Milwaukee, WI Chicago, IL Website: www.bonestroo.com TO: FROM: CC: DATE: SUBJECT: Ken Doresky Vince Vander Top Kirk McDonald, Mark Hanson, Guy Johnson April 28, 2003 7500-28 42nd Avenue Water Quality Requirements Our File No. 34-Gen E03-04 This memo outlines a recommended fee for regional water quality improvements for this site. This property will contribute a cash fee toward regional improvements because a water quality pond cannot be constructed on site for environmental reasons. This recommendation is consistent with the Surface Water Management Plan and with past conversations with prospective property developers. The total fee will represent the cost that would have been realized to construct a pond and the value of the land occupied by the pond. Site considerations/Pond Characteristics · The site area is slightly less than 110,000 SF. · A water quality pond for this site would include 16,000 cubic feet of wet volume. · If the pond were 5 feet deep on average and proper sideslopes and benches were included around the pond, 4,900 SF (70' x 70') would be required for the pond. Pond Construction Costs Common Excavation Outlet Structure, Rip Rap, & Pipe Restoration, Landscaping Construction Cost Total Indirect Costs (25%) Land Value Total Contribution 1,500 CYs ~ $10/CY Lump Sum $15,000 $5,000 Lump Sum $2,000 4,900 SF ~ $4.00/SF $22,000 $5,50O $19,600 $47,100 2335 West Highway 36 · St. Paul, MN 55113 · 651-636.4600 · Fax: 651-636-1311 The value of this contribution can be adjusted based on the agreed value of the land. $4.00/SF was used based on past discussions. A typical rate of 25% was used for indirect costs. These costs include legal, engineering, and administrative costs for easements, design, and other project management activities. 2335 West Highway 36 · St. Paul, MN 55113 · 65~-636-4600 · Fax: 65~-636-~3~ CITY OF NEW HOPE 4401 XYLON AVENUE NORTH NEW HOPE, MINNESOTA 55428 EDA Minutes Regular Meeting June 23, 2003 City Hall CALL TO ORDER ROLL CALL APPROV~ MINUTES IMP. PROJECT 665 Item 4 President Enck called the meeting of the Economic Development Authority to order at 9:06 p.m. Present: W. Peter Enck, President Sharon Cassen, Co,an~issioner Don Collier, COulnfi.qsioner Mary Gwin-Lenth, Comafissioner Steve Sommer, Coic.,fissioner Motion was made by Commissioner Collier, seconded by Commissioner Sommer, to approve the Regular Meeting Minutes of May 27, 2003. All present voted in favor. Motion earned. President Enck introduced for discussion Item 4, Joint Development Proposal Concept Consideration and Authorization to Prepare a Purchase Agreement for City-Owned Property at 7500-7528 42"a Avenue North (Improvement Project No. 665). Mr. K/rk McDonald, Director of Community Development, stated staff is requesting concept consideration and authorization to prepare a purchase agreement with the developers for a joint development proposal for the city-owned site at 7500-7528 42"a Avenue North. The proposal is for two uses: a Culvers restaurant on the western portion of the site and three office condomimum buildings (eight separate ownership units) on the eastern portion of the site. Mr. McDonald updated the EDA on the proposal. The developers are offering a combined price of $510,000 for the site, or $4.62 per square foot. The developer's representative, RSDS, initially proposed a brokerage fee of $40,000 to be paid by the city. At the FDA's request, the brokerage fee has been eliminated from the proposal. He also reported that storm water ponding issues have been discussed with the developer. He illustrated the revised site plan. Commi.~sioner Sommer initiated discussion regarding the difference between the appraised price and the proposed purchase price. Mr. Ken Doresky, Conhq,anity Development Specialist, commented that the appraisal did not take into consideration the property's limitations as mandated by the MPCA. President Enck objected to the city bearing the costs for monitoring and mitigation plans related to the eontamlnated soil cleanup. He noted Electronic Industries should be obligated to pay as they eansed the contamination. Mr. Dan Donahue, City Manager, explained that staffwould clarify this issue. Mr. John Seiben, JCS Development, was recognized. He noted it would likely take four months to close on the property and three months to complete constxucfion. Mr. McDonald reco ...... ended that a shared parking arrangement be explored at the site between JCS Development and the Sunshine Factory Restaurant. EDA Minutes Page 1 June 23, 2003 IMP. PROJECT 749 Item 5 /MP. PROJECT 734 Item 6 BROOKSTONE, INC. Item 7 EDA Minutes Page 2 The EDA expressed support for the joint development proposal, and directed staff to pursue a purchase agreement. Enck introduced for discussion Item 5, Discussion Regarding evelopment Proposal for City-Owned Property at 5501 Boone Avenue and Proceed (Improvement Project No. 749). Boone building He utilizes extra units in the McDonald, Director of Community Development, EDA discussion and direction to proceed regarding a fxom Project for Pride in Living (PPL), for the North. The proposal is for the consmaction of a between owner-occupied condominiums and support for the proposal based on the following ~ site, meets the CDBG elig~"oility ~arking for North Ridge Care Center, which will be lost due to redevelopment the prope~y, less soil correction costs. staff is site at 5501 residential rental units. the proposal provides potential some existing rental and pays the city The EDA units, and units concern with combining whether PPL would provide occupied. units with rental that at least 50% of the Mr. Chris Wilson traits would be He noted PPL is and a marketing units. reco~ized. He stated 50% of the separate homeowners association. to determine the market for the The EDA held a bfiefl of installing pilings and the soils. Mr. Wilson noted his intention The EDA expressed support and directed staff to continue the property. ect at 5501 Boone Avenue North, regarding the potential redevelopment of President Enck introduced Development Proposal for Private Property at 4301 Avenue Mr. Kirk McDonald, of discussion and regarding a Civil & for the North and the property at 4301 Item 6, Discussion Regarding at 4317 Nevada Avenue North and ect No. 734). Development, requested EDA proposal submitted by Master site at 4317 Nevada Avenue Avenue North. The development proposal is for replacement of two :ingle-family homes with twelve units of towahomes. The developer ~lso desirous of acquiring 4415 Nevada North (the property to the nort~ for the construction of six addition,' Following ;ion, the EDA declined pursuing the ~oposal due to the city assistancg~ ed and the proposed density. The EDA'~i0dicated support for a lower~/~, ect at the location without city financial assi~ce. Presi~/ent Enck introduced for discussion Item 7, Motion AclmowXl~dging Expiration of ~Uer of Intent with Brookstone, Inc. and Agreement to ContinUe Coordination o~/Informal Basis for the redevelopment of the city center area. of Winnetka Center). June 23, 2003 NOTICE OF PUBLIC HEARING PER MINN. STAT. §469.029 AUTHORIZING SALE OF PROPERTY AT 7500-7528 42"'i AVENUE NORTH ECONOMIC DEVELOPMENT AUTHORITY IN AND FOR THE CITY OF NEW HOPE Notice is hereby given that the Economic Development Authority in and for the City of New Hope, Minnesota, will meet on the 24th day of November, 2003, at 7:00 o'clock p.m. at the City Hall, 4401 Xylon Avenue North, in said City for the purpose of holding a public hearing to consider the sale of the property described in attached Exhibit A to JCS Development, Inc. and Frey Development, Inc. The public may see the terms and conditions of the sale at the City Hall and that at said public hearing, the City Council will decide if the sale is advisable. All persons interested are invited to appear at said hearing for the purpose of being heard with respect to the sale of the described property. Accommodations such as sign language interpreter or large printed materials are available upon request at least 5 working days in advance. Please contact the City Clerk to make arrangements (telephone 531-5117, TDD number 531-5109). Dated the l0th day of November, 2003. s/Valerie J. Leone Valerie J. Leone City Clerk (Published in the New Hope-Golden Valley Sun-Post on the __ day of November, 2003.) EXHIBIT A LEGAL DESCRIPTIONS "Property" means the real estate situated in the County Hennepin, State of Minnesota, described as follows (parcel numbering coincides with attached Exhibit B): Parcel 6. Parcel Legal Description. That part of Lot 5, "Auditor's Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at the point of intersection of the North line of Rockford Road and the East line of said Lot 5; thence North along said East line a distance of 350 feet; thence West parallel with the North line of Rockford Road a distance of 100 feet; thence South a distance of 350 feet to a point on the North line of Rockford Road which is distant 100 feet West of the point of beginning; thence East along said North line a distance of 100 feet to the point of beginning. Address. 7500 42nd Avenue North, New Hope, MN. Property Identification Number. 17-118-21-22-006. Legal Description. The West 95 feet of the East 195 feet of the South 350 feet of Lot 5, Auditor's Subdivision No. 324, Hennepin County, Minnesota. Address. 7516 42nd Avenue North, New Hope, MN. Property Identification Number. 17-118-21-22-0007. Parcel 8. Legal Description. That part of Lot 5, "Auditor;s Subdivision Number 324, Hennepin County, Minnesota" described as follows: Commencing at a point on the North line of Rockford Road distant 195.0 feet Westerly of the East line of said Lot 5; thence North parallel with the East line of said Lot 5 a distance of 350.0 feet; thence West parallel with the North line of Rockford Road a distance of 125.4 feet, more or less, to a point 48.95 feet East of the West line of said Lot 5, as measured at right angles thereto; thence South parallel with the West line of said Lot 5 a distance of 350.0 feet to the North line of Rockford Road; thence Easterly along the North line of Rockford Road a distance of 125.4 feet, more or less to the point of beginning. Address. 7528 42nd Avenue North, New Hope, MN. Property Identification Number. 17-118-21-22-0008.P:,^~ORNF,~D,o,.2. C,*~O~NEW.OPE,O9,,2*g-S^L~O~,S,T~N ..... ~g~-o,-P~,.,O NOTICE SALE OF PROPDOC EDA . REQUEST FOR ACTION Originating Department Approved for Agenda Agenda Section Community Development 11-10-03 EDA  ~ Item No. By: Kirk McDonald By: 5 UPDATE ON POTENTIAL REDEVELOPMENT OF FRANK'S NURSERY SITE AT 5620 WINNETKA AVENUE NORTH AND MOTION AUTHORIZING TAX INCREMENT FINANCING ANALYSIS (IMPROVEMENT PROJECT NO. 733) REQUESTED ACTION Staff requests to update the EDA on the status of the potential redevelopment of the Frank's Nursery site at 5620 Winnetka Avenue North and requests that the EDA approve a motion authorizing a tax increment financing analysis of the proposed project by Krass Monroe, the city's redevelopment financial consultant. The developer has submitted the appropriate fees to the city to cover the cost of the study. Representatives from Armory Development II LLC may be in attendance at the meeting. POLICY/PAST PRACTICE When city staff receives requests for financial assistance from developers, they are submitted to the EDA for consideration. In the past, the city has assisted a number of developers with projects using a variety of financing tools. BACKGROUND Armory Development II has submitted the attached correspondence to the city confirming that it has executed a purchase agreement with FBL Real Estate Ventures, Ltd. for the acquisition of the property at 5620 Winnetka Avenue North, commonly referred to as the Frank's Nursery site. The letter further states that they have executed a Lease Termination and Relocation Agreement with Frank's Nursery & Crafts, Inc. as it relates to their respective tenancy at this location. The successful closings of the transactions are contingent upon completion and acceptance of their due diligence. As the EDA is aware, staff has been coordinating with the developer on the potential redevelopment of this site for over a year. This matter was last discussed at the September 23, 2002, EDA meting. At that time, the developer submitted correspondence that included the following points: · On behalf of Armory Development II, we would like to introduce our team and our proposed project at the site commonly referred to as Frank's Nursery. We have been working with the current ownership as well as the city staff since February of 2001. At this time, we would like to provide the City Council more information on our project, as well as discuss possible support for the project. MOTION BY //~/'~.//,~ ff~(~~ SECOND BY / hRFA\Plannin~l\liv comm.\Q-5620 Wtka site Request for Action Page 2 11-10-03 Our team is comprised of Armory Development II LLC, Master Development, Tushie Montgomery Architects, and Anderson Builders. Together our principals have over 100 years of development and construction experience. Our goal is to successfully complete the Frank's project and develop additional sites in the city. The project that Armory Development II has planned is comprised of 56 for-sale townhomes on the site. We have worked closely with the city staff to review the design, access, and green space of the site and believe the plan meets all of their concerns. The units will be two or three stories tall and will range between 1,100 - 1,400 square feet. The sales plan calls for the units to be marketed between $150,000 - $190,000 depending on final development costs. The target demographic will be the young professional and first-time homeowner. Because this is a redevelopment site, there will be additional costs in the demolition of the site, refitting of the infrastructure to meet the new development, as well as costs associated with watershed issues. We are requesting that the city include this site in its planned TIF district in order to offset this cost. The city's financial planner has been provided a preliminary pro-forma to review our budget. In September 2002, staff stated "Staff started meeting with the developers prior to the time that the Developers' Roundtable was conducted in June for the Livable Communities Task Force, although the developers agreed to participate in that process. Their redevelopment proposals for the Frank's site were reviewed by the Livable Communities Task force and the task force was very supportive of the proposal. Staff has requested that the financial consultant review this request on a preliminary basis and that analysis shows that the project could generate enough revenue that the city could provide some assistance for site development. Staff is requesting EDA approval to move forward in working with the developer and financial consultant to develop more definitive numbers, discuss the type of assistance and develop potential terms of agreement. Owner-occupied townhomes are a specific type of housing that are needed in the city, according to both the Comprehensive Plan and the Life Cycle Housing Study." Per the attached September 2002 EDA minutes, the EDA was supportive of the project and directed staff to proceed to meet with the developer on preliminary plans. Due to the amount of time that has lapsed since this matter was last discussed, staff wanted to update the EDA and requests that a motion be approved authorizing the financial analysis. The developer has deposited the appropriate fees with the city to cover the cost of the study. Once the analysis is completed, staff will present the results to the EDA and developer and make recommendations as to the next steps to be taken. In other maters related to this site, staff wants to make the EDA aware of the following: Frank's Nursery is interested in relocating to the vacant Lyndale Garden site and the city has provided a letter stating that Frank's could utilize the same areas for outside storage that were previously approved for Lyndale without having to secure additional planning approvals from the city. Staff has been notified that the pre-development grant submitted to the Metropolitan Council for this project/site is recommended for partial funding and the intent is that the funds would be utilized by both the city and developer to help "write down" some of the up front development costs on this project. Staff is very supportive of this proposal and recommends that the EDA authorize staff to move forward with this request. Additional site plan and financing issues will be discussed further after the financial analysis is completed. Request for Action Page 3 11-10-03 FUNDING The cost for the financial analysis will be paid by the developer. ATTACHMENTS · 11/4/03 Armory Development II Correspondence · 8/27/02 GSR Correspondence · Site Maps · Elevations/Preliminary Site Plan · 8/19/02 Preliminary Krass Monroe Analysis · 9/23/02 EDA Minutes · Excerpts 9/15/03 Predevelopment Grant · 10/31/03 Grant Recommendation- Met Council · 11/3/03 Funding Recommendation - Met Council Armory Development II en,,e Minneapolis, MN 55404 November 4, 2003 City of New Hope Kirk McDonald 4401 Xylon Avenue New Hope, MN 55428 Dear Kirk: Please let this letter serve as confirmation the we have executed a Purchase Agreement with FBL Real Estate Ventures, LTD for the acquisition of the property located at 5620 Winnetka Avenue North and commonly referred to as the "Frank's Nursery" site. Further, we have executed a Lease Termination and Relocation Agreement with Frank's Nursery & Crafts, Inc. as it relates to their respective tenancy at this location. Please understand that the successful closings of these transactions are contingent upon completion and acceptance of our due diligence. If you should have any questions, please contact me. Sincerely, Doug Hoskin August 27. 2002 City of New Hope City Council c/o Kirk McDonald Community Development Director City of New Hope New Hope, MN 55428 To the City Council: On behalf of Armory Development II LLC, I would like to introduce our team and our proposed project at the site commonly referred to as Frank's Nursery. We have been working with the current ownership as well as the city staffsince February of 2001. At this time we would like to provide the City Council more information on our project during your September proceedings, as well as discuss possible support for the project. Our team is comprised of Armory Development LLC, GSR Real Estate Services, Tushie Montgomery Architects, and Anderson Builders. Together our principals have over one hundred years of development and construction experience. Our goal is to successfully complete the Frank's project and develop additional sites in the city. The project that Armory Development has planned is comprised of' 56 for-sale town homes on the site (see enclosure). We have worked closely with the city staffto review the design, access, and green space of the site and believe the plan meets ali of their concerns. The units will be two or three stories tall and will range between 1,100 - 1,400 square feet. The sales plan calls for the units to be marketed between $150,000.00 - $190,000.00 depending on final development costs. The target'demographic will be the young professional and first time homeowner. ' At this time, Armory Development has come to an agreement on the land purchase price with the owner, a large insurance company in Iowa. Negotiations are ongoing with Frank's Nursery on the buy-out of their lease. Based upon successful negotiations, we hope to break ground on the site in the spring. Because this is a redevelopment site, there will be additional costs in the demolition of the site, refitting of the infrastructure to meet the new development, as well as costs associated with watershed issues. Armory Development expects these additional costs to be approximately $350,000.00. We are requesting that the city include this site in its planned TIF District in order to offset this cost. The city's financial planner has been provided a preliminary pro-forma to review our budget. 615 First Avenue NE · Suite SO0 · Hinneapolis °HN 55413 Phone (612)B8-2828 · Fax (612)B8-5288 www.gsr-re.com City of New Hope City Council August 27, 2002 Page 2 Please review the enclosed information and schematic. I look forward to introducing the project and answering any questions that you might have regarding the team or the project. Thank you. Sincerely, ~ Charlie Nestor Business Development Manager CN/sln Enclosure REAL ESTATE SERVICES 5436 ,6437 5430 5431 54.26 5427 5420 5421 5416 5417 5531 5519 55O9 5546 7301 55TH AVE N Z --GROV PARK ST RAPHAEL DR. ST. RAPHAE CATHOLIC CHURCH .OSTE.M^. ~ :---'- JRHIGH SCHOOL ' WINNETKA, .................. ;ELEMENTARY- .............. . _ I~"[ RAI~IA~L · SCHOOL ' n ..... ~ .... - - ' CHURCH .................................. ' ....  :.:.:_-'Z_-' - : ............. : -- I :~::::: i<~.::':i _-:::~:._:::-_:~.;:::::.:. .__r _'a:: :_ ~_ -~- ....... ............. . ...... '~-' ~"1 ........ ..... ~--~ ..... ia :,~:-~d~..--;--~..- ...... :~ ....... ...... , ~ ...... i5 ...... I ;:----~--~,~-:--."a~'"'.r' ..... -'~ ..... ,. ..... ',~ ...... :-_ __:_.~._ ....... ,.. ..... . -I ....... ::-_ '::-:.._:i~--: -. -- KRASS MONROE, P.A. ATTORNEYS AT LAW James R. C~sserly, Esq. £tnail jam~'~monroe, ca~m Yoice Mail (P$2J 885-12Pd DRAFT Gr~ D. Jo~flson. CPA l/ott:~ Mail (952) 885-$994 MEMORANDUM 'From: Date: Re: City of New Hope At'tn: Kirk McDonald, Comm. Dev. Dir. James R. Casserly, Esq. Greg D. Johnson, CPA August 19, 2002 Frank's Nursery Site Our File No. 10048-13 INTRODUCTION Armory Development II (the "Redeveloper") is considering the redevelopment of the Frank's Nursery site (the "Site"). The redevelopment would include the demolition of the existing building, relocation of Frank's Nursery, site preparation and storm water improvements. Upon completion, the Site would include 56 town homes with an average market value of approximately $160,000." THE ISSUES Because of the substantial costs involved Jn the acquisition of the Site and the relocation of Frank's Nursery, the Redeveloper has asked the EDA to assist it with a portion of these costs. The issues that need resolution include the following: 1. How would the EDA assist the Redeveloper with defraying these costs; and 2. What is the amount of assistance necessary to facilitate the redevelopment. SUffE 1100 SO[/I'HPOINT OFFICE CENTER. l~d} WE~ lad TELEPHONE 952JS&5.,,~39.8~;ET ' BLOOMINGTON, MINNESOTA 55431.1447 FACSIMILE 952Ja&5.596g ANALYSIS The EDA can provide assistance by establishing a tax increment financing district. The Site would appear to qualify for inclusion in a redevelopment district. At the present time, the EDA is reviewing not only the Frank's site but a number of parcels in the Livable Communities Study area. The EDA has indicated its desire to establish such a district to include those parcels east of Winnetka. The Site would be part of that redevelopment tax increment district and thus the EDA would capture tax increment resulting from the increased market valuation on this Site. The assistance to the Redeveloper could be in the form of a tax increment revenue note (the "Note") in which the tax increment from the Site would be pledged to pay the Note (this process would be almost identical to the process the EDA has employed in assisting the Navarre expansion). Attached is a three-page tax increment analysis along with an amortization schedule for a revenue note. These pages are numbered 1 through 4 in the upper right-hand comer. As with previous analysis, the assumptions are on page 1 which shows the market value per unit as $160,000. Page 2 shows the amount of tax increment that would be generated over the I/re of a redevelopment tax increment district This total amounts to $2,861,142 as shown in column (e). Page 3 demonstrates the result of pledging t'~ty percent (50%) of the available tax increment for approximately ten (10) years to pay the Note. (Please refer to the underlined numbers at 12/01/14). Page 4 which assumes the amount of assistance to be $300,000 is an amortization schedule for the Note at a seven percent (7%) interest rate. The second issue that needs resolution is to determine the level of assistance necessary to facilitate the redevelopment of the Site. Acquisition of the Site is complicated by a very favorable lease arrangement that Frank's Nursery, as tenant, has with Farm Bureau Insurance, the landlord and owner of the Site. The Redeveloper has indicated that the acquisition, demolition, relocation, site preparation and ut/lity cost will be approximately $1.1 to $1.3 million and that the project cannot afford costs of that magnitude. The Redeveloper has asked for assistance of $300,000. Before the EDA agrees to that level of assistance, we should have an opportunity to review the following: 1. The Purchase Agreement between the Redeveloper and Farm Bureau Insurance; A construction pro forrna for the redevelopment project (the information contained in the Redeveioper's Presentation of July 8, 2002 is not adequately detailed and the hard cost budgeting provided by Andersen Builder's appears to be very Preliminary); and · Page 2 08/19/02 ~ON 15:30 FA~ 952 885 5969 KRA$S ~0~0~ ~0US- The amount of real estate taxes projected to be paid by the completed project are considerably less than we are projecting based on the values that we were given. These differences need to be reconciled. CONCLUSION If the EDA wishes to assist this project and the amount of assistance can be properly quantified, and assuming that the Site will qualify for inclusion in a tax increment financing redevelopment district, then there is certainly adequate tax increment to pr°vide the assistance and there are more than adequate costs for which the EDA has the legal authority to provide such assistance. The assistance can be in the form of a tax increment revenue note which should not expose the City to any risk. Furthermore, the revenue note would only be delivered upon the completion of the agreed upon improvements to the Site. We look forward to further reviewing this project with you. JRC/GDJ/trg Attachments G:~WPDATAW~IEVV HOPE'~131COR~M~ JRC D'I.DOC · Page 3 08/19/02 MON 15:30 952 885 5969 Ale, AS S }10h'AOE CITY OF NEW HOPE Franks Nursery Site ASSUMPTIONS Original Market Values Area of Parcel (Acres) (Sq. Feet) 3.19 138,761 1/2/2001 Market Value (Pay 2002) Lancl Building Total Franks Nursery & Crafts Totals 05-118-21-32-0007 3.1~ 138,761 $ 578,000 $ 96,000 $ 674,000 $ 57S,000 $ 96.000 $ 674.000 '"~-- 4.17 per scl. I't. /or Lan0 Original Tax Capacity Commercial /Reta# Rental. Moderate Rental Owner Occul=ted Phase 1 Estimated Market Value Estimated Tax Capacity Estimated Taxes Estimated Tax Increment 674,000 674.000 Class 2.00% 1.25% 1.25% 1.00% · Final rates for Pay 2004 28 Townhomes @ 160,000 per unit = 28 Townhomes ~ 2.268 per unit = 28 Townl~omes ~ 1,919 per unit = $4,480,000 44,800 63,515 53,730 6,740 0 0 6.740 84.6% of total taxe~ Phase 2 (combined) Estimated Market Value Estimated Tax Capacity Estimated Taxes Estimated Tax Increment 56 Townhornes @ 160,000 per unit = 8,960,0D0 89,600 56 Townhomes ~ 2,268 per unit = 127,030 56 Townhomes ~ 2,089 per unil = 116,975 92.1% of total taxes Phase 3 (combined) Estimated Market Value Estimated Tax Capacity Estimated Taxes Estimated Tax Increment Local Tax Rate. Pay 2002 estimate State Ta= Rate. Pay 2002 estimate Combined Tax Rate - CJI Property Only Admin Fees 56 Townhomes ~ 160,000 per unit = 56 Townhomes ~ 2,268 per unil = 56 Townhomes @ 2,089 per unit = ~ Coverage 17.6 units per acre 8,960,000 89,600 127,030 116,975 1.4177§ ~ 0.57933 C/I only) 1.90708 .. used for ~ax increment calculations 10.000% 1.4% El? Tax Rate 2005 2006 State AudAorFec 0.425% Inflation (aP, er 2 yrs of lull value in each tract) PV Rate. Rev. Note 12/1/2002 PV Rate. City 12/1/2002 0.000% 7,00% 5.00% 20D~ 2005 13.3 tJrnesMVincresse 20O6 2007 92.1%ofto~llaxes Approved EDA Minutes Regular Meeting CALL TO ORDER ROLLCALL APPROVE MINUTES //~OTENTIAL REDEVELOPMENT OF 5620 WINNETKA IMP. PROJECT 733 Item 4 ~ New Hope EDA Page 1 CITY OF NEW HOPE 4401 XYLON AVENUE NORTH NEW HOPE, MINNESOTA 55428 September 23, 2002 City Hall President Enck called the meeting of the Economic Development Authority to order at 8:01 p.m. Present: W. Peter Enck, President Mary Gwin-Lenth, Commissioner Sharon Cassen, Commissioner Don Collier, Commissioner Pat LaVine Norby, Commissioner Motion was made by Commissioner Gwin-Lenth, seconded by Commissioner Collier, to approve the Regular Meeting Minutes of September 23, 2002. Voting in favor: Cassen, Collier, Gwin-Lenth, Norby; Voting Against: None; Absent: None; Abstained: Enck. Motion carried. President Enck introduced for discussion Item 4, Discussion Regarding Request by Armory Development II LLC, to Coordinate with City Staff and Financial Consultant on Potential Redevelopment of Frank's Nursery Site at 5620 Winnetka Avenue North. Mr. Kirk McDonald, Director of Community Development, stated staff has been conducting discussions with Armory Development on a periodic basis since the spring of 2002 regarding the potential redevelopment of the Frank's Nursery site. Armory Development would like to move forward and present the proposed project to the Economic Development Authority at this time. He shared that Armory Development is prepared to introduce their team and proposed project. The project that Armory Development has planned is comprised of 56 townhomes on the site. The units will be two or three stories tall and will range between 1,100 - 1,400 square feet. The sales plan calls for the units to be marketed between $150,000 - $190,000 depending on final development costs. The target demographic will be the young professional and ftrst-time homeowner. At this time, Armory Development has come to an agreement on the land purchase price with the owner, a large insurance company in Iowa. Negotiations are ongoing with Frank's Nursery on the buy-out of their lease. If successful, construction could occur next spring. Because this is a redevelopment site, there will be additional costs in the demolition of the site, refitting of the infrastructure to meet the new development, as well as costs associated with watershed issues. Armory Development expects these additional costs to be approximately $350,000. They are requesting that the City include this site in the TIF District in order to offset this cost. Mr. McDonald indicated that staff started meeting with the developers prior to the time that the Developers' Roundtable was conducted in June for the Livable Communities Task Force, although the developers agreed to participate in that process. Their redevelopment proposal for the Frank's site was reviewed by the Livable Communities Task Force at the August 21 task force meeting and the task September 23, 2002 ADJOURNMENT force was very. supportive of the proposal. Due to the fact that work on this project started prior to the roundtable, stuff and the developer are requesting to move this project along to the EDA for consideration. It is anticipated that the proposals for the remainder of the Livable Communities sites will be presented to the CiDJ Council by the end of the year. Smffhas requested that the financial consultant review this request on a preliminary basis and that analysis shows that the project could generate enough revenue thfit the City could provide some assistance for site development. Staff is requesting EDA approval to move forward in working with the developer and financial consultant to develop more definitive numbers, discuss the type of assistance and develop potential terms of agreement. Owner-occupied townhomes are a specific type of housing that are needed in the City, according to both the Comprehensive Plan and the Life Cycle Housing Study. Staff supports this proposal and recommends that the EDA authorize staff to move forward with this request. Mr. Charlie Nestor, GSR Real Estate Services, was recognized. He explained their objective to locate sites similar to Frank's Nursery within inner-ring suburbs. He noted the largest hurdle has been negotiations with Frank's Nursery. Mr. Nestor explained that some units would be two bedrooms and some would be two bedrooms plus a den. The EDA expressed support of the concept. President Enck requested the following information be presented at a later date: amenities of structure, quality of construction (to reduce maintenance costs), and history on past projects as well as a list of prior projects. The EDA asked the developer to consider inclusion of playground equipment within the plan. Commissioner Gwin-Lenth questioned the storm water drainage issues. Mr. Vince VanderTop, Assistant City Engineer, stated water quality is a consideration with any redevelopment. He stated one option being considered is a financial contribution for consuuction of a regional pond downstream. He noted property is available north of the site which could be modified to handle drainage fi.om multiple properties. · Commissioner Cassen cautioned that the City needs to limit its liability and consider the timeframe it would take to recoup any financial assistance. The EDA directed staffto proceed to meet with the developer on preliminary plans. Motion was made by Commissioner Collier, seconded by Commissioner Norby, to adjourn the meeting. All present voted in favor. Motion carried. The New Hope EDA adjourned at 8:21 p.m. Respectfully submitted, Valerie Leone City Clerk New Hope EDA Page 2 September 23, 2002 Office Use Me opoHt CouncU Predevelopment Grant Application Supported by grants from the Minneapolis Foundation and Family Housing Fund Administered by the Metropolitan Council Instructions: Submit form and attachments by September 15, 2003. Use font size 11. Use of bulleted lists is encouraged. Do not attach a coversheet, page(s), or use any graphic images on top of the application form. Limit application to 4 pages plus Appendices A and B. Contact Information 1. Provide the following grant contact information. Project Name: Northeast Winnetka Townhomes City of New Hope New Hope Intersection of Bass Lake Road and Winnetka Avenue Applicant (Governmental Unit): Project Location (city): Address (street boundaries or major intersection): Pdmary Project Contact: Name: Title: Adclress: Phone: Fax: E-mail: Authorized official(s) - (names and titles for contract execution) Project Summary Kirk McDonald Community Development Director 4401 Xyion Avenue North~ 55428 763-531-5196 763-531-5136 kmcdonald(&.ci.new-hope.mn.us W. Peter Enck Daniel J. Donahue Mayor City Manager 2. Summarize the redevelopment, adaptive reuse, or infill project that supports housing development and its key components and how this grant will allow your community to overcome the project's impediments. (Limit 20 lines) As part of a 2000 Livable Communities Study, five target redevelopment sites were identified within northern New Hope. One of these redevelopment sites included the Frank's Nursery site and the Wincrest Apartments, located in the northeast quadrant of the Bass Lake Road and Winnetka Avenue intersection. The Livable Communities Task Force recommended the rehabilitation of the Wincrest Apartments and redevelopment of the Frank's Nursery site to a medium to high density residential land use. Subsequent to the Livable Communities Study, two developers proposed land use development concepts for the Frank's site. The preferred concept was submitted by GSR, which later became Master Development Group. Master has been in negotiations with the property owner and Frank's Nursery and has obtained a 3urchase agreement for acquisition of the property from the property owner and is currently finalizing a lease buyout and relocation agreement with Frank's Nursery. The purchase agreement is contingent on development approvals with a closing date of January 31, 2004. As such, all site due diligence and development review must be completed by year end 2003. The Master's concept project will redevelop the Frank's Nursery site into 45 to 56 townhome units that would have a price ranging from $160,000 to $200,000. This housing type was identified as a need in a 1997 Life Cycle Housing Study prepared for the City which expresses demand for greater housing diversity to include step up and empty nester housing, owner occupied units, townhomes and twinhomes. This project would serve not only as a redevelopment tool, but as a life cycle housing opportunity. X Project Readiness and Level of Commitment Please check (X) the following if they are completed or well underway, and briefly provide additional information as noted. If not applicable, place a 'NA' in the box. If not complete, state anticipated date of completion in the box. NOTE: Contact your Metropolitan Council Sector Representative before September 2, 2003 for a vicinity map showing project location; planned land use; and regional context. Master plans and development plans would be developed as the project proceeds through development review. The applicant has not prepared these as of this date due to the lack of land ownership or control. If the project proceeds ahead, we would anticipate that master plans and development plans would be completed by year end 2003. Site plans Comprehensive plan amendment. If needed, please describe: An amendment is needed to change the land use designation on this site from commercial to multiple family. The amendment would be processed in conjunction with any development applications and would likely be completed by ),ear end 2003. Zoning changes and variances. If needed, please list and include change to/from: Currently, the site is zoned CB, Community Business. The site will be rezoned to planned unit development to provide some design flexibility to accommodate the proposed urban density townhome project. Zoning changes and planned unit development would likely be processed in conjunction with development applications and the Comprehensive Plan amendment to be completed in year end 2003. Planned Outcomes of Project Development 4. Descdbe the planned outcomes of the project including revitalization, infrastructure, housing and land use, and natural resources. Be concise, keeping responses to 10 lines for each question (or a total of 50 lines for these 5 questions). 4a. Descdbe the existing land use and how it balances residential, commercial, workplace, and public/green spaces within and adjacent to the site. 4b. Describe how this project will result in more connected or walkable places (street connections, pedestrian walkways, development centers). · The area immediately surrounding the site includes high density residential uses to the north, commercial uses to the south, Iow density residential uses to the east, and high- density senior housing to the west. · Many excellent shopping and employment opportunities are provided by a major commercial center that is a half mile to the east of the- site, in Crystal, and an industrial park that is a half mile to the west of the site. · The proposed project would have pedestrian access to schools, church, golf course (9-hole), two parks, commercial/ industrial areas and mass transit stops. Hosterman School, Begin Park and the New Hope Golf Course, Elm Grove Park, and St. Raphael's Church May 20, 2003 2 4c. Describe how this project utilizes existing regional infrastructure (transit stops, transportation corridors, existing sewer capacity, parks and trails). Tl~e site is located on metro bus transit routes along both Winnetka Avenue and Bass Lake Road, which offers both local and express service. This redevelopment project will capitalize on the use of in place utility infrastructure related to sanitary sewer, water, and storm sewer. This redevelopment will contriDute financially to regional infrastructure systems. 4d. Describe how this project considers the natural environment. 4e. Describe how public involvement entered into the planning process, including businesses, residents, and public and private partnerships (public meetings, public involvement committees, open houses). The site consists of a nursery, retail store with outdoor storage and large paved parking lot. The proposed redevelopment will introcluce an urban townhome neighborhood, however, the percentage of mmpervious surface will be reduced and any future development will be processed in accordance with the City's Surface Water Management Plan and Shingle Creek Watershed. Storm water treatment (quantity/quality) will be handled down stream. This project will contribute financially to the City's regional storm water system. · The Livable Communities Task Force consisted of 60 members representing a cross section of local residents, businesses and community leaders. · The Livable Communities process included a community open house as well as review by the Planning Commission and City Council. · The current development review process will require public headngs related to Comprehensive Plan amendment, zoning change, and the review of development plans. Actions/Process to Facilitate Project Development 5. Describe how this grant would facilitate redevelopment that supports housing production and overcome impediments to implementation, including obtaining plan approvals, developing implementation tools, and leveraging other funds. Address (if applicable) planning or regulatory tools and techniques necessary to overcome barriers to redevelopment; specific private, public, and nonprofit funding sources or techniques used to cover the cost of redevelopment; and time-sensitive impediments to redevelopment of this site. Some examples include (but are not limited to): · planninq or requ!atory tools and techniqu=~_--_-: overlay district, rehabilitation codes, flexible zomng, joint development plans, development agreements, streamlined approval process · s ecific dvate ubli and non rofit fundin sources or techni ues: TIF, tax abatement, grants, tax credits, development fees waivers 1VJay 20, 2003 3 Be concise, keeping response to 20 lines. The closing date on site acquisition is scheduled for January 31, 2004. In order to achieve this closing, all site due diligence and development approvals must be processed and completed by year end 2003. This grant will be used to offset costs associated with land acquisition, business relocation, site preparation, and project financing, including but not limited to, environmental audits, title research, financial analysis, blight analysis, and a predevelopment agreement between the City and Master Development Group. To effectuate the redevelopment plan, the City anticipates processing a Comprehensive Plan amendment, rezoning to planned unit development to accommodate this high density residential project by providing flexibility in density and setbacks. Master will be preparing a development application for review in October and November 2003. The City will be preparing a tax increment plan and a redevelopment district to provide financial assistance to the project to cover extraordinary acquisition, relocation, and demolition costs. The grant will be utilized to cover eligible soft costs related to site investigation, plan preparation, and legal services related to the project start up. May 20, 2003 4' Appendix A Project Overview and Funding Request Fill in the following table, listing specific project tasks, requested amount of funds, timeline and responsible persons (including consultants). See cover page for information on eligible/ineligible uses. Limit to 1 page, landscape layout. ~ Task I Eligible COst .__~_posed Outcome Responsible Person s_(~__ Start Dai 1 Environmental Study Phase I Determine environmental Master 9/03 =ondition of the site 2 Environmental Study Phase II 3etermine environmental Master 9/03 ~ (if necessary) condition of site/action plan 3 Survey Define project site / Master 9/0~ conditions 4 ak°praisal Define site value Master 9/03 5 15utchase Agreement Lease --stablish site control Master/City 9~03 Buyout/Relocation Legal 6 9light Analysis -- Qualify TIF District City 9/03 7 Architecture Fees Development plans Master 10/03 8 Financial Analysis =roject feasibilily City 9/03 9 ,City Administration I Legal / Development contracts / City City 9/03 Planning Administration review 10 Ie End Date ~ 10/03 $2,000 10/03 $3,000 10/03 $2.000 10/03 $5.5OO 10/03 $16,000 10/03 $2,5O0 11/03 $8,0OO 10/03 $5,000 12/03 $5,500 TOTAL !~ $49,500 [May 20, 2003 r'age I oI ~ Dore.sky.Ke~ From: McDonald Kirk Sent: Friday, October 31, 2003 10:17 AM To: Baldwin Amy; Doresky Ken Subject: FW: Northeast Winnetka Townhomes -- Predevelopment GrantApplication Again, FYI, and please print out a copy for me. Thank you ..... Original Message ..... From: Jim Uttley [mailto:jim.uttley@metc.state.mn.us] Sent: Thursday, October 30, 2003 5:40 PM To: McDonald Kirk Cc: Donahue Dan Subject: Northeast Winnetka Townhomes -- Predevelopment GrantApplication Kirk -- Congratulations! I am happy to confirm that your project is one of those recommended for funding. Attached is a copy of the predevelopment grant staff report going to the Council's Community Development Committee for action on November 3. We would encourage you or one of your colleagues to attend the committee meeting to answer any questions should they arise. The meeting will begin at 4 p.m. and will be held in Conference Room iA at the Council's offices at Mears Park Centre, 230 East Fifth Street, St. Paul. Final action on the grant is expected to occur at the Metropolitan Council meeting on November 12. One of the attachments outlines the evaluation of the project that you submitted. It will give you an idea where the application was strong and where it fell short. As you will see from the staff report, there were many applications for not enough dollars to fund them all--the applications were highly competitive. If you have questions about the review process or something in the staff report, please contact the project leader, Robin Caufman (651-602-1457, robin.caufman@metc.state.mn.us). We appreciate your taking the time to respond to the Council's call for applications for this one-time grant program, We hope that the project will be able to move forward rapidly with Metropolitan Council financial support. Best regards, James P. Uttley, AICP, Planning Analyst Staff Sector Rep for Council Districts 5, 6, 7 and 8 Planning and Growth Management Dept. Metropolitan Council 230 East Fifth Street St. Paul, MN 55101-1626 651-602-1361 FAX 651-602-1674 jim.uttley@metc.state.mn.us 11/3/03 Meeting date: November 3, 2003 Community Development Committee 2003-308 ADVISORY INFORMATION Date October 28, 2003 Subject Predevelopment Grant Funding Recommendations Districts, Members All Prepared by Robin Caufman, Senior Planner (651-602-1457) Melissa Manderschied, Planner (651-602-1126) Debra Detrick, Senior Planner (651-602-1327) Elizabeth Ryan, Director of Housing & Livable Communities (651-602-1615) Ann Beckman, Acting Director, Community Development (651-602-1669) Caren Dewar, Deputy Regional Administrator (651-602-1306) Community Development, Housing & Livable Communities and Planning and Growth Management Division/Department REQUEST SUMMARY The Family Housing Fund and Minneapolis Foundation provided $300,000 to the Metropolitan Council in 2002 to assist reinvestment activities that support housing production in metropolitan communities. The Metropolitan Council used this foundation money to create a one-time predevelopment grant fund to assist communities with reinvestment activities that support housing production in cases where plans are complete but necessary support to implement the plans is not available. This initiative builds on the regional reinvestment strategy that encourages redevelopment, infill, and adaptive reuse. In response, the Council received 15 applications for the Predevelopment Grant program, totaling $887,650. This request recommends seven projects for funding. PROPOSED ACTION Staff recoi~r~ends that the Metropolitan Council award Predevelopment grants totaling $300,000 as follows: City Project Request Recommendation I New Brighton NW Quadrant Redevelopment $50,000 $50,000 2 Columbia Heights Industrial Area Redevelopment $50,000 $50,000 3 Eagan Cedar Grove Redevelopment $50,000 $50,000 4 Minneapolis Lowell School Site $50,000 $50,000 5 Minneapolis Nicollet Hotel Block Project $50,000 $41,000 6 ?..~_amsey _ Central Rural Reserve CCRA Study $33,000 $33,000 7~ Hope NE Winnetka Townhomes $49,500 $26,000 32MENTs 1 - Project Summary - Project Evaluation Summary Sheet - Review Process REGIONAL BENEFITS Reinvestment at the local level has benefits throughout the entire region. The addition of housing units and total redeveloped, infill, or adaptively reused acres are two measurements of regional benefits. If all the proposed units aro built by the seven projects funded with Predevelopment Grant dollars, approximately 4269 units would be added, including many affordable units. The seven recommended projects represent 1,075 acres of redeveloped, infill, or adaptively roused land. SELECTION PROCESS The Council received 15 Prodevelopment Grant funding proposals on September 15, 2003, requesting a total of $887,650. First, a technical review team, comprised of Planning and Technical Assistance, Environment, Transportation and Livable Communities staff, provided technical comments and evaluated all 15 grant proposals against the selection criteria, focusing on land use and infrastructure. Second, the predevelopment review team evaluated the proposals against the selection criteria, focusing on the project's plans to provide housing and project readiness. Seven projects aro recommended for funding, based on the combination of the technical reviewers' comments and the predevelopment review team evaluation. Third, the predevelopment review team reviewed the seven projects recommended for funding and evaluated the eligibility of each funding item requested. The predevelopment team recommends that five of the projects receive the full funding amount requested and two receive partial funding. See Appendix 1 for a description of each proposal and Appendix 2 for evaluations and comments. IAPPENDIX 1 - PROJECTS SUMMARY RECOMMENDED FOR FUNDING New Brighton, NW Quadrant Redevelopment Northwest Quadrant Redevelopment Area is located on the west side of Old Highway $, just north of 1-694 and west of 1- 35W. The redevelopment plan calls for a mixed-use development encompassing over 90 acres, taking advantage of the adjacent 225-acre regional park along Long Lake as well as the access afforded by two major freeways. Forty-five acres of the redevelopment site is planned for approximately 730 units of housing, with some combination of townhomes. apartments, and condominiums. The City completed a limited Phase I environmental assessment for the entire project and additional studies in conjunction with property acquisitions. The City also completed master plans and completed and approved an Alternative Urban Areawide Review (AUAR) for the project area. Developers are prepared for construction to begin in spring 2005. The City requested $50,000 for further financial analysis, design, appraisals, surveys, and environmental testing, in order to keep this project on track. Staffrecommends the project be awarded $50,000. Columbia Heights, Industrial Area Redevelopment The Industrial Area Redevelopment site is located just north of Minneapolis adjacent to University Avenue (Hwy 47), a few blocks west of Central Avenue (Hwy 65). The City recently completed a planning process that identifies approximately 29 acres of current dilapidated, blighted and under-producing industrial land for redevelopment. The redevelopment plans includes residential development, incorporates an existing 30-acre park (Huset) and proposes a parkway with trails, park connections, park amenities and stormwater features. The plan identifies 16.6 acres for development of life-cycle and market rate housing of varying densities and 8.5 acres adjacent to University Avenue for redevelopment of either a new industrial use or additional housing. The City recently completed the Phase II environmental testing with a plan to apply for TBRA Met Council/DEED funds in fall 2003 to remediate environmental contamination. A recent housing study by Maxfield Research indicated that the City market area could absorb up to 1,285 housing units, with a potential of 350 + units for this site. The City requested $50,000 for infrastructure feasibility analysis, engineering and appraisals. Staff recommends the project be awarded $50,000. Eagan, Cedar Grove Redevelopment The Cedar Grove Redevelopment Area is located at the intersection of Cedar Avenue and County Road 13. The project proposes redevelopment of underutilized retail into mixed uses, including up to 350 units of attached housing and a limited amount of commercial and office development. The City completed the Cedar/13 Study, an AUAR for the project area, and the corresponding Comprehensive Guide Plan Amendment. The area is defined as Special Area 5 in the Comprehensive Plan that was amended to include the small area plan and supporting text that calls for transit and a mixture of office/retail/mid and high density residential. The City created a unique Zoning District for the area. The Cedar Grove District requires specific architectural guidelines and bulk standards that bring buildings to the street, requires architectural relief/interest for all buildings and requires uniform signage throughout the district. Maxfield Research completed a market analysis that clearly shows the largest present market for the area is attached housing, followed by retail commercial. The City requested $50,000 for phase I and II environmental testing and appraisals that will facilitate acquisition. Staff recommends the project be awarded $50,000. Minneapolis, Lowell School Site The Lowell School Site redevelopment project creates a planned unit residential development on a vacant 2 acre site in the Jordan neighborhood that is currently owned by the School District. The project includes the construction of 14 for sale single-family homes, as urban "pocket park" and related infrastructure improvements. Project for Pride in Living. the developer along with Habitat for Humanity, is also building single family homes on 10 nearby infill lots, currently under construction. The City anticipates construction to start on the Lowell School Site in September 2004. The City requested $50,000 for engineering infrastructure, road and sidewalk improvements, soil testing, soil remediation. survey of the site and replatting the site into individual lots. Staff recommends the project be awarded $50.000. Minneapolis, Nicollet Hotel Block Project The Nicollet Hotel Block is located in downtown Minneapolis. adjacent to the new Minneapolis Central Library that is currently under conslruction, and fronts on two key city streets - the Nicollet Mall (City's primary retail street)'and Hennepin Avenue. The City purchased the 1.7-acre site using Federal Transit Administration (FTA) funds. In May of 2003, the City issued a formal Request for Proposals (deadline Oct. 10, 2003) inviting private developers to submi~ proposals for a mixed use, transit-oriented development (TOD) that could include up to 300 units of housing, structured parking for residents, convenience retail, and an underground transit terminal. The transit component of the development allows Metro Transit to remove and consolidate buses from a variety of downtown "on street" layover locations, and eventually serve as a terminal for the Downtown Circulator bus system, scheduled to begin operation in 2004. The City secured the capital funds for the terminal portion of the project through an existing FTA grant, a TEA-21 AILED grant, Metro Transit agreements, a FY03 Congressional earmark, and future revenue from the sale of the land/air rights. The City requested $50,000 for costs associated with the preparation and disposition of the Nicollet Hotel Block for development. Staffrecommends the project be awarded $41,000 for appraisals, financial analysis, title work and transaction costs, architectural and engineering costs, project management, environmental testing and surveys. The application states that the project "could include up to 300 units of housing". Before funds are disbursed, the applicant will need to confirm that the project includes housing as part of the redevelopment project. Ramsey, Central Rural Reserve CCRA Study The City identified the Central Rural Reserve Area (CRRA) for future redevelopment of a 970 acre area which was subdivided into rural residential lots (1 and 2.5 acre) for single-family homes on septic. The CRRA contains 970 acres that includes Ramsey Central Park and 570 single-family homes. The site is just north of the City's new Town Center development that is served by regional infrastructure. The grant request focuses on developing implementation tools to facilitate redevelopment that optimizes land use, promotes infill and redevelopment opportunities, increases housing choices for area residents, and increases housing inventory. The City identifies the boundaries of the redevelopment area as part of the comprehensive planning process and completed master planning process for the adjacent Town Center area. The results and tools of the study will focus on how the transition from rural to more urban growth will work in Ramsey and will provide for a framework for other municipalities. To preserve the area, the City restricts additional development of this area to 4 in 40 density until the City completes the study to determine how to redevelop the CRRA at urban densities that builds on the Town Center. The City requested $33,000 to complete the CRRA study including inventory of existing land uses and natural features; infrastructure, identification of development scenarios, determination and design of infrastructure, financial analysis and implementation of land use and regulatory tools. Staff recommends the project be awarded $33,000. · .~New H_w~_~_p~ Northeast Winnetka Townhome~--~s The Northeast Winnetka Townhomes redevelopment site is located at the intersection of Bass Lake Road and Winnetka Avenue. The plans are to redevelop the Frank's Nursery site into 45-56 new owner occupied townhomes ranging in price from $160,000 to $200,000. The developer is in the process of acquiring the property from the existing owner, with closing schedule in January 2004. The City requested $50,000 for environmental studies Phase I and II, financial analysis, architecture fees, survey, appraisal, and other costs associated with site acquisition. Staff recommends the project be partially funded $26,000 for environmental phase I and H studies, surveys, appraisals, architectural fees and partial coverage of purchase agreement. 2 City/Project Name: New Hope, NE Winnetka Townhomes Overall Ranking: Medium HiglVMedium Land Use/Systems Project Readiness Criteria 1 2 3 i 4 5 I 6 i 7 I 8 o t~ea-~i~h X X i X X I ! Criteria Comments 1: Balances existing land use 2: Delivers · reinvestment · w/housing · production 3: Utilizes · existing · investments, along transportatio n corridors · 4: Considers · natural environment 5: Includes · public · involvement & · partnerships · 6: Uses · planning & · regulatory tools 8: techniques 7: Leverages · funding sources 8: Overcome · impediments to implement 9: Moves · project · forward · 3.17 acres, parcel now occupied by viable business (Frank's Nursery). Not "blighted". · Proposal to buy out, tear down existing building, and replace with 45-56 units of townhomes ( 17.7 dwac). · Existing amenities in area good for high density residential. · Lacks green space or pedeslxian connections to Winnetka Avenue. Layout not very pedestrian fi.iendly, having to walk through driveways to get to Winnetka. · Surrounded by a mix of high-density and low-density residential and commercial uses. · Pedestrian access to schools, recreation, commercial and services. Meets the purpose of the program. Introduces townhomes to the area. Likely to be affordable to 80% median. Market-rate owner-occupied redevelopment/in-fill residential development in fully developed suburb. Density and diversification of housing oppornmities for empty nesters. Adds 45-56 townhouses. Project could/should be more upscale, as city as a whole is highly affordable. Transportation: Near Bass Lake and Winnekta, both A minor arterials. Entire area within the service area of MCES liftstation L41, and interceptor forcemain 7114. Both facilities and the downstream system have adequate capacity to accommodate the proposed re-development. No impact to regional wastewater facilities. On bus lines on Winnetka and Bass Lake Road provide express and local service. Missed oppornmity. Project compliment current and planned transit service and facilities. Sensitive to environmental issues. EAW not needed. Part of grant will pay for environmental scoping. Unclear what facilities are 'downstream' to treat storm water runoff fi.om site. Reduces impervious surfaces. Future development to meet requirements in surface water management and watershed plan~. Coaunanity support and participation via task force. One of five sites targeted by city for redevelopment. Task force represented cross-section of residents, businesses and community leaders, plus held open house. Site development review to involve public hearings. Amend con~, plan, rezone to PUD, accommodate high-density through flexibility in density and setbacks. Tools not yet implemented. Plans to create redevelopnient district and prepare TIF plan to address acquisition, relocation and demolition costs. Real deadline approaching; must complete site due diligence and development review soon since purchase agreement hinges on development approvals by 1/31/04. One of five redevelopraent projects targeted by city. Site plans complete. Redevelopment in final stages of meeting purchase agreement requirements and application up for review in Fall. Documented demand for life-cycle housing in community. No issues with comp plan update. No land use issues. No environmental reviews likely to be needed. 16