021494 EDA - Official File Copy
C~Y OF NEW HOPE
EDA AGENDA
EDA Regular Meeting #1 February 14, 1994
President Edward J. Erickson
Commissioner W. Peter Enck
Commissioner Gerald Otten
Commissioner Terri Wehling
Commissioner Marky Willlamson
1. Call to Order
2. Roll Call
3. Approval of Minutes of November 22, 1993
4. Resolution Directing and Authorizing President and Executive Director to Execute
Loan/Grant Documents for Community Center Expansion Project at Broadway
Village Apartments (Improvement Project No. 513)
5. Adjournment
CITY OF NEW HOPE
4401 XYLON AVENUE NORTH
HENNEPIN COUNTY, MINNESOTA 55428
Approved EDA Minutes November 22, 1993
Meeting #16
CALL TO ORDER President Erickson called the meeting of the Economic Development
Authority to order at 7:51 p.m.
ROLL CALL Present: Erickson, Otten, Enck, Wehling
Absent: Williamson
APPROVE MINUTES Motion was made by Commissioner Otten, seconded by Commissioner
Enck, to approve the EDA minutes of November 8, 1993. All present
voted in favor. Motion carried.
IMP. PROJECT 513 President Erickson introduced for discussion Item 4, Discussion Regarding
Item 4 Loan/Grant Agreements for Broadway Village Community Center Expansion
(Improvement Project No. 513).
President Erickson reported that staff is not prepared to discuss this item
at tonight's meeting.
IMP. PROJECT 505 President Erickson introduced for discussion Item 5, Resolution Approving
MHFA LOAN Minnesota Housing Finance Agency Publicly-Owned Neighborhood Land
AGREEMENT FOR Trust Program Loan Commitment Agreement, Improvement Project No.
5009 WINNETKA 505.
Item 5
Mr. Kirk McDonald, Management Assistant/Community Development
Coordinator, explained that in the summer of 1993 the MHFA held a
competitive grant process for what was called the Minnesota Land Trust
Program. The City of New Hope was one of several cities awarded a
grant. The purpose of the grant is to provide funds to provide housing at
a reasonable cost to Iow and moderate-income residents in the City. Staff
proposes to utilize this money as one of the tools in the
acquisition/demolition and construction of a new building at 5009
Winnetka. The City is in the process of acquiring this property and hopes
to construct a new handicapped accessible two-family dwelling unit on the
site for resale to Iow/moderate income residents. The plan is to use this
$45,000 MHFA land trust money to acquire the property and to use HOME
funds to build the structure. Mr. McDonald stated the City has already
been provided the grant but it needs to approve the loan commitment
before the funds can be disbursed. He stated land trust means that the
City would actually own the land and even though the building will be sold
the City would maintain a long-term ground lease for the property.
He explained that the sale agreement would contain language requiring the
owner to maintain the grounds.
The EDA discussed liability issues as a result of the City remaining the
property owner.
New Hope EDA November 22, 1993
Page 1
Mr. Steve Sondrall, City Attorney, stated the City will require that it
additional insured relating to insurance coverages. He stated he revi(
the documents and the City will continue to own the underlying fee o~
property but it has the right to issue our own lease to a leasee for up
period of 99 years. He spoke regarding repayment of the loan. He si
the City should be able to work out terms as it proceeds in the pro{;
He stated by entering the loan commitment the only exposure to the
is the possibility of returning the money if the City elects to withdraw
the program.
It was noted that the cost of the building will be lower due to the fac1
the City will remain the land owner and the property will be valued E
on building only.
Commissioner Enck expressed concern regarding the value of the $45
grant if there is a long-term commitment to the City to maintair
property for a minimum of 20 years. He noted the potential expen
staff time to ensure that the tenant is adhering to the lease. He concl
by agreeing to the loan commitment but suggested that staff reviev
program and voluntarily withdraw if it proves not to be advantageo,
the City.
Mr. Sondrall commented that the documents indicate the City will ow
land, then it may lease the land to a non-profit organization who in
can provide affordable housing to Iow/moderate income persons.
EDA RESOLUTION Commissioner Enck introduced the following resolution and move
93-16 adoption: RESOLUTION APPROVING MINNESOTA HOUSING FIN/
Item 5 AGENCY PUBLICLY-OWNED NEIGHBORHOOD LAND TRUST PROG
LOAN COMMITMENT AGREEMENT". The motion for the adoption ¢
foregoing resolution was seconded by Commissioner Wehling, and
vote being taken thereon the following voted in favor thereof: Eri(
Otten, Enck, Wehling, and the following voted against the same: r
Absent: Williamson; whereupon the resolution was duly oasse¢
adooted, signed by the president which was attested to by the exec
director.
ADJOURNMENT Motion was made by Commissioner Wehling, seconded by Commis,,
Enck, to adjourn the meeting. All present voted in favor. The New
EDA adjourned at 8:10 p.m.
Respectfully submitted,
Valerie Leone
CiW Clerk
New Hope EDA November 22,
Page 2
~u~ II
REQUEST FOR ACTION
Originating Department Approved ~r Agenda Agenda Section
Manager 2-14-94 EDA
Kirk McDonald ~ Item No.
Management Assistant By:~/ 4
RESOLUTION DIRECTING AND AUTHORIZING PRESIDENT AND EXECUTIVE DIRECTOR TO EXECUTE
LOAN/GRANT DOCUMENTS FOR COMMUNITY CENTER EXPANSION PROJECT AT BROADWAY VILLAGE
APARTMENTS (IMPROVEMENT PROJECT NO. 513)
The enclosed resolution authorizes the President and Executive Director of the
EDA to execute the loan/grant documents for the community center expansion and
lighting project at the Broadway Village Apartments. The loan/grant proposal
requires the borrower and the EDA to each fund 50% of the development costs for
the project. The EDA contribution would not exceed $142,500 and would be funded
out of excess tax increment reserves for that TIF District. The borrower has
agreed to provide the EDA with a non-exclusive license agreement permitting the
EDA to utilize the community center for appropriate public functions for a 20-
year period in consideration for the EDA's funding participation.
The development of the corner lot at 62nd and West Broadway is not subject to the
enclosed documents. SuperAmerica is in the process of coming back to the City
with a development proposal for that lot, therefore we are not making it part of
this transaction.
Staff recommends approval of the resolution.
Remew: Admini~ration: Finance:
RFA-O01 ~
FE8-I0-94 THU 15:29
w~u~ c. ~.,,T 85~5 ~inbr~k Cr~ing
~r~yn ~r~, Min~e$o~ 55443
February 10~ 1994
Kirk McDonald
Management Asst.
City of New Hope
4401 Xylon Avenue NOrth
New Nope, MN 55428
FiE: Broadway LaNel/Golle Holmes Loan/Grant Documents
Our File No: 99.11115
Dear Kirk:
In fo1 low up to our recent telephone conversation pleas, nd
enclosed revised Loan/Orant documents for the ~road~Way V
community Center expansion. However-, bear in mind that devel
of the corner lot at 82nd and West Broadway is not subject :he
enclosed documents. It is my understanding that SuperAmer is
coming, back 'to the City with a development proposal for the >t,
therefore we are not making it part of the transaction conte~ :ed
by the enclosed agreements.
Contact me if yOU have any questions,
Very trul. y you'rs~
Steven A. Sondr'all
sit
, Enclosures
Past-it' Fax Note 7671 Dateg-/o
~0~ ~ '" Vh~0 ~ ....
~ ~ ~ ~ ""
FEB-tO-94 THU 15:29 P, 02/02
EDA RESOLUTION NO. 94-
RESOLUTION DIRECTZNG AND AUTHORIZING
PRESIDENT AND EXECUTIVE DIRECTOR TO EXECUTE
LOAN/GRANT DOCUMENT~ FOR COMMUNITY CENTER
EXPANSION PROJECT AT BROADWAY VILLAGE APARTMENTS
WHEREAS, Broadway LaNel/Golle Holmes, a Minnesot~ limited
parznership, (hereinafter "Borrower") is the fee owner of the
Broadway Village Apartment complex legally described in the
Loan/Gr~nt documents, and
E~_~_~, Borrower has made application to the Economic
Development Authority in and for the Cily of New Hope (hereinafter
"EDA',) for s loan/grant to construct a community center at the
apartment complex, and
WHERE6S, the loan/grant proposal requires Borrower and EDA to
each fund 50% of the development cost~ for the community center,
and
WHEREAS, Borrower has agreed to provide the EDA~w~th a non-
exclusive license agreement permitt{n~ the EDA to utilize the
community center for appropriate public functions ~or a 20 year
period in consideration for the EDA's funding p~rticipation.
NOW, THEREFORE~BE IT RESOLVED by the Economic Development
Authority in and for the City of New Hope ~s fo~ow~:
1. That the President ~r]d Executive Director are hereby
authorizeQ and d~rected to execute a~l Loan/Grant documents to
consummate the transaction with the ~orrower after approval of' ~id
documents by the City Attorney.
2. That the EDA fund 50~ of the development costs of the
project as ~et out in the terms of the Lo~n/Gr~nt documents, but
not to exceed $142,500.00.
Dated the day of February, 1994.
President
AZ%eSt:
,,_... Executive Director
BUILDING LOAN/GRANT AGREEMENT
THIS AGREEMENT is made and entered into on
199_, by and between Broadway LaNel/Golle Holmes, a Minne
Limited Partnership (hereinafter referred to as "Borrower"),
its principal place of business located at Suite 601,
Excelsior B1vd., Minneapolis, MN 55416, and the Econ
Development Authority in and for the City of New Hope, a Minne
Municipal Corporation (hereinafter referred to as "Lender"),
its place of business located at 4401Xylon Avenue North, New H.
MN 55428.
ARTICLE I
Definitions
Section 1.01 Defined Terms. As used in this Agreement,
following terms shall have the meanings set out respectively a
each (such meanings to be equally applicable to both the sing~
and plural forms of the terms defined):
(a) "Advance" - An advance made or to be made by
Lender to the Borrower pursuant to Article II hereof.
(b) "Architect", if any - Lenard Lampert, which
administer the Construction Contract Documents.
(c) "Borrower" - Broadway LaNel/Golle Holmes.
(d) "Completion Date" - December 31, 1994 (provided i
if the Lender shall extend such date in writing, then th~
Completion Date shall be such later date), being the date of
required completion of the Project, subject, however, to force
majeure in which case Lender consent to extend shall not be
required.
(e) "Contractor" - Any person who shall be engaged to
work on or to furnish materials and supplies for, the Project,
if applicable, a general contractor.
(f) "Construction Contract Document's" - The document or
documents, including but not limited to any construction plans
and specifications, which, together with the exhibits thereto,
collectively form the contract between the Borrower and
Contractor or Contractors concerning construction and/or
rehabilitation of the Project.
(g) "Disbursing Agent" - Commonwealth Land Title
Insurance Company.
(h) "Disbursing Agreement" - The disbursement agreement
by and between Lender, Borrower and Disbursing Agent which
controls the disbursement of the loan proceeds, which such
document is incorporated herein by reference as if it were
attached hereto as a separate exhibit.
(i) "Draw Requisition" - The form, substantially in the
form of Exhibit B attached hereto, which is to be submitted to
the Disbursing Agent when an Advance is requested, and which
is referred to in Section 2.02 hereof.
(j) "Event of Default" - One of the events of de1
specified in Section 6.01 hereof.
(k) "Inspecting Engineer", if any - Bonestroo, Ro~
Anderlik & Associates.
(1) "Lender" - The Economic Development Authority i~
for the City of New Hope.
(m) "Loan Commitment" - The commitment of the LE
hereunder to make loan to the Borrower in an aggrE
principal amount of up to and including One Hundred Fort)
Thousand Five Hundred Dollars ($142,500.00), which
document is incorporated herein by reference as if it
attached hereto as a separate exhibit.
(n) "Commitment Termination Date" - The completion
or the date of the termination of the Loan Commitment pur~
to Section 6.02 hereof, whichever date occurs earlier.
(o) "Loan" - A loan/grant of monies from Lende
Borrower in an amount not to exceed One Hundred Fort~
Thousand Five Hundred Dollars ($142,500.00).
(p) "Note" - The Promissory Note evidencing the Adv~
to be made hereunder for the Loan which such documen
incorporated herein by reference as if it were attached he
as a separate exhibit,
(q) "Project" - The buildings and structures to v
the improvements described in the Construction Con1
Documents are to be made.
(r) "Rea] Estate" - The land upon which the Project
]ocated, described on Exhibit A attached hereto,
ARTICLE 1!
Commitment to Make Advances
Terms of Advances and Draw Requests
Section 2.01 The Advances. The Lender agrees, on the terms
and subject to the conditions hereinafter set forth, to approve
Advances from the Loan/Grant to the Borrower from time to time
during the period from the date, hereof to the Commitment
Termination Date in an aggregate principal amount of up to and
including One Hundred Forty-Two Thousand Five Hundred Dollars
($142,500.00). The obligation, if required, of the Borrower to
repay the Advances from the Loan shall be evidenced by the Note and
Loan/Grant Commitment.
Section 2.02 Draw Requisitions. Whenever the Borrower
desires to borrow hereunder, which shall be no more often than
monthly, the Borrower shall submit to the Disbursing Agent and
Lender a Draw Requisition, duly executed on behalf of the Borrower,
setting, forth the information requested therein. Each draw
requisition shall be certified as true and accurate by Borrower's
construction control manager relative to the percentage of work
completed on which payment is requested. Each Draw Requisition
with respect to construction items shall be limited to amounts
4
equal to (i) the total value of the work by percentag~
completion as approved by Borrower and Lender, plus (ii) the ~
of materials and equipment not incorporated in the Project,
delivered and suitably stored on or off the Project site in a
manner acceptable to Lender, less (iii) five percent (5);), and
prior Advances.
Notwithstanding anything herein to the contrary, no Adva
for materials stored on or off the Project site will be mad
Lender unless Borrower shall advise Lender of its intention t
store materials prior to their delive,ry, It is specifically as
that the propriety of Advances for materials stored on or off
Project site shall be determined in the Lender's sole discret
At the time of submission of each Draw Requisition, other
the final Draw Requisition, the Borrower shall submit to the Le
and Disbursing Agent the following:
(a) A written lien waiver from each Contractor for
done and materials supplied by it in accordance with the t
of the Disbursement Agreement.
(b) Such other supporting evidence as may be reque
by the Lender or the Disbursing Agent to substantiate
payments which are to be made out of the relevant Draw
Requisition and/or to substantiate all payments then made
respect to the Project.
(c) A written lien waiver from each Contractor for
5
work done and all materials furnished by it for the Project.
(d) Such other supporting evidence as may be requested
by the Lender or the Disbursing Agent to substantiate all
payments which are to be made out of the final Draw
Requisition and/or to substantiate all payments then made with
respect to the Project.
(e) Satisfactory evidence that all work requiring
inspection by mUnicipal or other governmental authorities
having jurisdiction has been duly inspected and approved by
such jurisdiction, and that all requisite certificates of
occupancy and other approvals have been issued.
If on the date an Advance is desired, the Borrower has
performed all of its agreements and complied with all requirements
therefore to be performed or complied with hereunder, and the
Lender approves the relevant Draw Requisition, the Lender shall
authorize the Disbursing Agent to pay the amount of the requested
Advance, which agent will disburse such funds pursuant to and in
accordance with the terms of the Disbursing Agreement. Provided,
however, the final Advance to Borrower hereunder shall be payable
fifteen (15) days after final completion of the Project and
satisfaction of the conditions for final payment as provided in the
Construction Contract Documents.
Section 2.03 Disbursement of Borrower's Funds. If the Lender
shall at any time in good faith determine that the undisbursed
amount of the Advances, plus the amount of all other f
committed to the completion of the Project, is less than the a~
required to pay all costs and expenses of any kind which reason
may be anticipated in connection with the completion of the
Project, and shall thereupon send written notice thereof
Borrower specifyin9 the amount required to be deposited by Borr
with the Disbursing Agent to provide sufficient funds to comp
the Project, then the Borrower agrees that it will, within ten
calendar days of receipt of any such notice, deposit with
Disbursing Agent the amount of funds specified in the Lend
notice, Borrower agrees that any such funds deposited with
Disbursing Agent may be disbursed by the D~sbursing Agent be
any further disbursement of loan proceeds from the Lender, to
any and all costs and expenses of any kind in connection
completion of the Project,
Section 2.04 Advances Without Receipt of Draw Requisit
Notwithstanding anything herein to the contrary, 'the Lender s
have the irrevocable right at any time and from time to time
apply funds which it agrees to advance hereunder to pay any and
of the expenses referred to in Section 7.04 hereof, all wit
receipt of a Draw Requisition for funds from the Borrower.
ARTICLE [[!
Conditions of Lending
Section 3.01 Condition Precedent to Any Advance. The
obligation of the Lender to approve Advances hereunder (including
the initial funding) shall be subject to the condition precedent
that it shall have received the following on or before the date of
the initial funding hereunder (or in the case of items to be
furnished to the Lender on or before the date of a later Advance,
on or before the date of the relevant Advance):
(a) The Note duly executed by the Borrower.
(b) Evidence, in form and substance satisfactory to
Lender, that the Disbursing Agent is holding sufficient funds,
including the proceeds of the Loan, to complete the Project as
contemplated by the Construction Contract Documents.
(c) A copy of the fully executed Construction Contract
Documents, with such contracts being reasonably acceptable to
the Lender.
(d) A sworn construction statement duly executed on
behalf of the Borrower, in form and substance reasonably
satisfactory to the Lender,.showing all costs and expenses of
any incurred and to be incurred in constructing the Project.
(e) Title evidence, in form and substance reasonably
sat.isfactory to the Lender.
(f) Evidence reasonably satisfactory to the Lender that
all required permits and other permits have been obtained as
required.
(g) Copies of or binders for the delivery of the policy
of fire and extended coverage and comprehensive get
liability insurance required under Section 5.01 (c) her
with all such insurance in full force and effect and app~
by the Lender.
(h) Where applicable, a copy of the partner
agreement or corporate documents of the Borrower.
(i) The License Agreement duly executed by Borr
granting the City of New Hope and Lender a non-exclusive r
to use Borrower's community center for public meetings
civil functions.
(j) A binding commitment from Broadway LaNel, a Lin
Partnership, owners of the Anthony James Apartments adja
to the property that it will acquire and develop real prow
legally described as
in a manner reasonably satisfactory to Lender.
(k) Any and all such other documents and agreement
which Lender deems reasonably necessary to establish
organization to repay the Loan, and to secure such repay~
(1) Any and all such other documents and agree~
which Lender deems reasonably necessary to establish
there is sufficient additional funds, other than the procE
of the Loan, to pay for the work to be performed under
Construction Contract Documents.
Section 3.02 Further Conditions Precedent to Any Advance.
The obligation of the Lender to make any Advance hereunder
(~ncluding the initial binder) shall also be subject to the
following conditions precedent:
(a) No Event of Default hereunder, or event which would
consti'tute such an Event of Default but for the requirement that
notice be given or that a period of grace or time elapse, shall
have occurred and be continuing.
(b) No det-ermination shall have been made by the Lender
that the undisbursed amount of the Advances plus the amount of
all other funds committed to the completion of the Project is
less than the amount required to pay all costs and expenses of
any kind which reasonably may be anticipated in connection
with the completion of the Project, or if such a determination
has been made and notice thereof sent to Borrower, Borrower
has deposited the necessary funds with the Disbursing Agent in
accordance with Section 2.03 hereof.'
(c) The requirements of the Disbursing Agent set forth
in the Disbursing Agreement has been satisfied.
ARTICLE IV
Representations and Warranties
Section 4.01 Representations and Warranties. The Borrower
represents and warrants as follows:
(a) The execution of this Agreement, the Note, the
10
License Agreement, Loan\Grant Commitment, and any and
other documents referred to herein are, where applica
within the powers of Borrower, and do not violate
provision of law,
(b) The Note, when duly executed and delivered for
value, will constitute the legal, valid and binding obliga
of the Borrower enforceable in accordance with its terms
(c) This Agreement, the Note, and any and alt o
documents referred to herein are the legal, valid and bin
obligations of the Borrower enforceable against the Borr
in accordance with their respective terms,
(~d) The Borrower has title to the Real Estate
Project,
(e) The Project will be constructed substantiall:
accordance with the Construction Contract Documents, wil
constructed entirely on the Real Estate, and will not encr
upon or overhang any easement right-of-way of land
constituting part of the Real Estate,
(f) The Project and the contemplated use thereof,
during construction and at the time of completion, will
violate any applicable zoning or use statute, ordina
building code, rule or regulation, or any covenant
agreement of record,
11
(g) The Borrower agrees that it will furnish from time
to time such satisfactory evidence regarding the
representations and warranties described herein as may be
required by the Lender.
ARTICLE V
Additional Covenants of Borrower
Section 5.01 Affirmative Covenants. The Borrower agrees
that:
(a) Borrower will cause construction of the Project to
commence, and thereafter will cause the Contractor or
Contractors to diligently proceed with construction of the
Project according to the Construction Contract Documents, so
that the Project can be completed by the Completion Date.
Borrower further agrees to provide all funds required over and
above the proceeds of the Loan plus the amount of all other
funds committed to the completion of the Project if such
additional funds should be necessary to complete the
construction of the Project.
(b) Borrower will require its construction contract
manager to comply with the Uniform Municipal Contracting Law
in letting contracts and expending public funds on this
project. Also Borrower will require the Contractor or
Contractors to comply with all rules, regulations, ordinances
and laws bearing on its conduct of work on the Project.
12
(c) The Borrower will provide and maintain, or
cause the Contractor or Contractors to provide and maint
at all times during the process of building the Project,
from time to time at the request of the Lender, furnish
Lender with proof of payment of premiums on, the follo.
insurance:
(1) Borrower to maintain fire and exte~
coverage, in an amount equal to the lesser of the am,
of the Loan or the full insurable value of the Proj,
with the Lender named as loss payee, and to includ~
overlap endorsement or rider covering the risk of
rehabilitation work;
(2) Borrower or Contractor(s) to pro'
comprehensive general liability insurance, including
Lender as a named insured, including operati~
contingent liability, operations of subcontract~
completed operations and contractual liability insur;
with limits (i) against bodily injury of not less
$1,000,000, and (ii) against property damage of not
than $250,000 {to accomplish the above-required lim'
an umbrella excess liability policy may be used); al
(3) Contractor(s) to provideworkmen's compensa~
insurance, with statutory coverage. The policies
insurance required pursuant to Sections 5.01 (c)(1).
13
(2) hereinabove shall be in form and content satisfactory to
the Lender, and shall be placed with financially sound and
reputable insurers licensed to transact business in the State
of Minnesota. The policy of insurance delivered pursuant to
Section 5.01 (c)(1) hereinabove shall contain an agreement of
the insurer to give not less than ten
(10) days advance written notice to the Lender in the event of
cancellation of such policy or change affecting the coverage
thereunder. Acceptance of insurance policies delivered
pursuant to Sections 5.01 (c)(1)'and (2) hereinabove shall not
bar the Lender from requiring additional insurance which it
reasonably deems necessary.
(d) Borrower wi'Il pay all taxes and assessments levied
or assessed against the Real Estate prior to the date on which
penalties attach thereto; provided, however, that the Borrower
may pay assessments in installments so long as no fine or
penalty is added to any installment for the nonpayment
thereof.
(e) Borrower will permit the Lender, acting by and
through its officers, employees and agents, to examine atl
books, records, contracts, plans, drawings, permits, bills and
statements of account pertainin9 to the Project and to make
extracts therefrom and copies thereof.
(f) The Borrower will furnish to the Lender as soon as
14
possible and in any event within seven (7) days after
Borrower has obtained knowledge of the occurrence of
Event of Default, or each event which with the givin!
notice or lapse of time or both would constitute an Even
Default, which is continuing on the date of such statem
the statement of the Borrower setting forth detai~s of s
Event of Default or event and the action which the Borr
proposes to take with respect thereto.
Section 5.02 Negative Covenants. The Borrower agrees t
without the prior written consent of,~he Lender, it will not a
or consent to any changes in the Construction Contract Docume
to any change orders, or to any of the terms and provisions of
Construction Contract Documents without the consent of Lender w
will not be unreasonably withheld.
ARTICLE V!
Events of Default and Rights and Remedies
Section 6.01 Events of Default. The following st
constitute events of default:
(a) The Borrower shall fail to duly observe or per'
any of the terms, conditions, covenants, or agreem{
required to be observed or performed by the Borr(
hereunder, under the Note, Loan/Grant Commitment, or under
License Agreement.
15
(b) Any representation or warranty made by the Borrower
herein, in the Note, or in any financial statement,
certificate, report or Draw Requisition furnished pursuant to
this Agreement or the Disbursing Agreement, or in order to
induce the Lender to approve any Advance hereunder, shall
prove to have been untrue in any material respect or
materially misleading as of the time such representation or
warranty was made.
(c) The Borrower shall be in default under or in breach
of any of the terms of the Note, and such.default or breach
shall not be cured or waived by the Lender within the period
or periods of grace, if any, applicable thereto.
(d) At the time any Advance is requested by the Borrower
the title to the Real Estate is not reasonably satisfactory to
the Lender, regardless of whether the lien, encumbrance or
other question existed at the time of any prior Advance.
(e) The Project is materially damaged or destroyed by
fire or other casualty and the loss, in the reasonable
judgment of the Lender, is not adequately covered by insurance
actually collected or in the process of collection.
(f) The Borrower shall make an assignment for the
benefits of its creditors, or shall be dissolved, or shall
commit an act of bankruptcy under the United States Bankruptcy
Act_ (as now or hereafter amended) or shall admit in writing
its inability to pay its debts as they become due, or s
file a petition in bankruptcy, or shall become or
adjudicated bankrupt or insolvent, however defined, or s
file a petition seeking any reorganization, dissolut
liquidation, arrangement, composition, readjustment or sin
relief under any present or future bankruptcy or insolv
statute, law or regulation or shall file an answer admit
to or not contesting the material allegations of a petit
filed against it in such proceedings, or shall not, wi
thirty {30} days after the filing of such a petition aga
it, have the same dismissed or vacated, or shall seal
consent to or acquiesce in the appointment of any trus
receiver or liquidator of a material part of its propert
or shall not, within thirty (30) days after the appoint
(without its consent or acquiescence) of a trustee, race
or liquidator of any material part of its properties,
such appointment vacated.
(g) Execution shall have been levied against the m
Estate or any lien creditor's suit to enforce a judg~
against the Real Estate or such other property shall have
brought, and (in either case) shall continue unstayed an,
effect for a period of more than ten consecutive calem
days.
(h) The construction of the Project is abandoned o~
17
shall be unreasonably delayed or be discontinued for a period
of twenty (20) consecutive calendar days, in each instance for
reasons other than acts of God, fire, storm, strikes,
blackouts, labor difficulties, riots, inability to obtain
materials, equipment or labor, governmental restrictions or
any similar cause over which the Borrower is unable to
exercise control,
(i) The Project is not substantially completed to the '
satisfaction of the Lender in accordance with the Construction
Contract Documents by the Completion Date, subject to such
extensions, as may be permitted in accordance with the
Construction Contract Documents.
(j) When applicable, upon completion of the Project, the
Borrower fails to obtain a certificate of occupancy, or such
other equivalent document from the municipality in which the
Project is located.
{k) Lender shall, in good faith, ascertain that the cost
of completing the Project in substantial accordance with the
Construction Contract Documents is greater than the sum of {i)
the then undisbursed portion of the Advances; and (ii) the
amount of Borrower's funds on deposit with the Disbursing
Agent.
Section 6.02 Rights and Remedies. Upon the occurrence of an
Event of Default and at any time thereafter until such Event of
18
employees, servants or agents. The Borrower's liability here~ r
shall not be limited to the extent of insurance carried t r
provided by the Borrower, or subject to any exclusions
coverage in any insurance policy. The obligation of the Bor~ r
under this Section shall survive the payment of the Loan.
Section 7.03 Additional Security Interest. In the even1
Advance is to be made for materials then being fabricate
stored, or both, for later use in the completion of the Pro: ,
but which are not then stored'upon the Real Estate or install(
incorporated into the Project; ~h~n such Advance shall be made
after the Borrower has given to the Lender such sec~
instruments and insurance on such materials as the Lender
reasonably request.
Section 7.04 Fees. Whet.her. or not any Advance shall be
hereunder, the Borrower agrees .(o pay all fees of the Disbur
Agent, inspection fees, appraisal fees, survey fees, recor
fees, license and permit 'fees-.and title insurance and o
insurance premiums, and agrees t'o reimburse the Lender upon de
for all reasonable out-of-pocket expenses actually incurred by
Lender in connection with this' Agreement or in connection with
transactions contemplated by this Agreement, including, but
limited to any and all reasonable legal expenses and attorn
fees sustained by the Lender in ~he exercise of any right or re
available to it under this Agreement or otherwise by law or equ
21
Section 7.05 Addresses for Notices. All notices to be given
by either party to the other hereunder shall be in writing and
deemed to have been given when~ delivered personally or when
deposited in the United States Mail, registered or certified
postage prepaid, addressed as follows:
To the Borrower at:
Broadway LaNel/Golle Holmes
c/o Francis W, Lang
Suite 650
4601 Excelsior Blvd.
Minneapolis, MN 55416
To the Lender at:
Economic Development Authority in and
for the City of New Hope
4401 Xylon Avenue North
New Hope, MN 55428
or addressed to such party at such other address as such party
shall hereafter furnish by notice to the other party. Any notice
delivered personally to Borrower shall be delivered to a genera]
partner of Borrower and any notice delivered personally to Lender
shall be delivered to an officer of Lender.
Section 7.06 Termination of this Agreement. The obligations
of Borrower under this Agreement, but not under the Note,
Loan/Grant Commitment or License Agreement or any other
agreement(s) attached hereto or incorporated herein by reference,
shall cease upon Lender's certification that the construction of
22
the Project has been c~mpleted in accordance with the Construe
Contract Documents,
Section 7.07 Time of Essence. Time is of the essence ir
performance of this. Agreement.
Section 7.08 .Binding Effect and Assignment. This Agreen
shall be binding upon and inure to the benefit of the Borrower
the Lender and their:r.~pective successors and assigns, except
the Borrower may not transfer or assign its rights hereu
without the prior written consent of the Lender.
Section 7,09 W~igers. No waiver by the Lender of any def
hereunder shall operate as a waiver of any other default or of
same default on a future occasion, No delay on the part of
Lender in exercising any right or remedy hereunder shall operat
a waiver thereof, nor'-shall any single or partial exercise of
right or remedy prec~dde other or further exercise thereof or
exercise of any other right or remedy,
Section 7.10 TEe Lender's Remedies Cumulative. The ri
and remedies herein Spdcified are cumulative and not exclusiv
any rights or remedies which the Lender would otherwise have.
Section 7.11 iGoverning Law and Entire A9reement.
Agreement and the Mortgage issued hereunder and all secu
therefor shall be 9overned by the laws of th® State of Minnes
This Agreement contains the entire agreement of the parties on
matters covered herei, n. No other agreement, statement or prom
23
made by any party or by any employee, officer, or agent of any
party that is not in writing and signed by all the parties to this
Agreement shall be binding.
Section 7.12 Counterparts. This Agreeme. nt may be executed in
any number of counterparts, each of which, when so executed and
delivered, shall be an original, but such counterparts shall
together constitute one and the same instrument.
(THE REMAINING PORTION OF THIS PAGE WAS INTENTIONALLY LEFT BLANK)
24
IN WITNESS WHEREOF, the parties hereto have executed
Agreement, or caused it to be executed by their duly author
officers or partners, as of the date first above written.
ECONOMIC DEVELOPMENT AUTHC
IN AND FOR THE CITY OF NEW
By
Its President
By
Its Executive Director
BROADWAY LANEL/GOLLE HOLME
MINNESOTA LIMITED PARTNERS
By
Its
STATE OF MINNESOTA )
COUNTY OF HENNEPIN )
The foregoing was acknowledged before me this da
, 1994, by Edw. J. Erickson and Daniel
Donahue, the President and Executive Director, respectively, of
Economic Development Authority in and for the City of New Hop
Minnesota municipal corporation, on behalf of said munic
corporation.
Notary Public
STATE OF MINNESOTA )
) ss,
COUNTY OF HENNEPIN )
The foregoing was acknowledged before me this da
, 1994 by ,
of Broadway LaNel/Golle Holmes, a Minne:
Limited Partnership, on behalf of said limited partnership.
Notary Public
c:\wp51\cnh\broadway.bla
25
LICENSE AGREEMENT
THIS AGREEMENT is entered into this day of ,
1993, by and between the City of New Hope, Minnesota, a Minnesota
municipal corporation, (hereinafter the "City"), and Broadway
LaNel/Golle Holmes, a Minnesota Limited Partnership (hereinafter
"Partnership"),
WHEREAS, the Partnership is the fee owner of certain real
property known as Broadway Village, located at West
Broadway in Hennepin County, Minnesota and legally described in the
attached Exhibit A (hereinafter "the Premises"); and
WHEREAS, the Premises is improved with a community center
located in a building with a common address of West
Broadway; and
WHEREAS, the Economic Development Authority in and for the
City of New Hope as consideration for the Partnership's execution
of this Agreement has made a $142,500,00 no-interest deferred
payment loan to the Partnership to assist in the rehabilitation and
expansion of the community center; and
WHEREAS, the City wishes to use the community center on a non-
exclusive basis for public meetings and civic functions mutually
agreeable to the parties hereto; and
WHEREAS, the City and the Partnership wish to reach an
agreement by which the Partnership licenses the City to use the
community center on the Premises for public meetings and civic
functions,
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1. Use of the Premises. The Partnership agrees to lic
and allow the City to use the community center on the Premises
public meetings and civic functions mutually agreeable to
parties. The City's right to use the community center shall b
an as-needed non-exclusive basis subject to the follo
conditions:
(a) The City may schedule 12 meetings or functions
year but not to exceed 2 monthly.
(b) Hours of operation shall be between 8:00 a.m.
10:00 p,m.
(c) The Partnership shall provide the City quart
with a schedule of dates and times when the community ce
will be available for City use.
(d) The parties contemplate that meetings or funct
will be primarily geared toward senior citizen's issues
activities, however, other appropriate groups, meetings
functions will be permitted by the Partnership if propose
the City.
(e) The City shall provide the Partnership with s
(7) days notice, either verbal or written, of its inten'
use the community center. Said notice shall include the
and time of the intended use, the approximate number
participants and the nature of the use.
(f) The City agrees to return the community center after
completion of a meeting, function or event to a condition
equiva]ent to its pre-use condition.
2. Insurance. During the term of this Agreement, the City
shall maintain public liability insurance in the amount of
$200,000.00 per person, $600,000.00 per occurrence for personal
damage, and $100,000,00 for property damage. The City shall
provide the Partnership with a Certificate of Insurance listing the
Partnership as an insured party on said policy and providing for 10
days written notice to the Partnership in the event of non-renewal
or cancellation of the insurance coverage.
3. Indemnification. The City will indemnify the Partnership
and its agents and employees against, and hold the Partnership, its
agents and employees harmless from, any and all demands, claims,
causes of action, fines, penalties, damages (including
consequential damages), losses, liabilities, liens, mechanic's
liens, judgments and expenses (including, without limitation,
attorney's fees and court costs) incurred in connection with or
arising from:
a. The use or occupancy of the Premises by the City or
any person claiming under the City;
b. Any acts, omissions or negligence of the City or any
person claiming under the City, or the contractors, agents,
employees, invitees or visitors of the City or any such
person;
3
c. Any breach, violation, or non-performance by
City or any person claiming under the City or the employ
agents, contractors, invitees or visitors of the City, or
such person of any term, covenant, or provision of
Agreement or any law, ordinance, or governmental require
of any kind; or
d. This indemnification shall not apply to any 1
injury or damage proximately caused by or resulting from
negligent acts or omissions of the Partnership, including
not limited to, any injury or damage to the person, prope
or business of the City, it employees, agents, contract
invitees, visitors or any other person entering upon
Premises under the express or implied invitation of the C
4. Assignment. The City's interest in this Agreement s
not be assigned, mortgaged, or otherwise encumbered or transfe
without the written consent of the Partnership which shall no
unreasonably withheld.
5. Term/Removal. This Agreement shall run for a term of
years beginning upon the date of this Agreement, and upon the
of initial ten year term, the City may renew this Agreement for
additional ten-year period if the following conditions are me
a. Notice. The City delivers to the Partnershil
writing notice of its intent to renew the term of this
Agreement by the additional ten year period, which notice must
be received by the Partnership prior to the expiration of the
then existing Agreement term.
b. Default. The City is not in default under any of
the terms of this Agreement.
6. Condemnation. In the event of a complete taking of the
Premises by eminent domain, this Agreement and any options to renew
shall terminate upon the commencement of the condemnation action,
and the City shall not be entitled to any part of the condemnation
award of damages. Upon the taking of a part of the Premises by
eminent domain, this Agreement shall continue for that portion of
the Premises not taken as a result of the condemnation and the City
shall not be entitled to any part of the condemnation award of
damages.
In the event of a loss or damage to the community center
located on the Premises (the "Facility") by reason of fire or other
event insured against by Partnership in its fire and extended
coverage insurance po]icy, the parties agree as
a. Partnership shall be allowed a reasonable period of
time following the loss or damage to adjust the loss with the
insurance carrier and receive the proceeds therefrom.
b. Within a reasonable time following receipt of said
proceeds, Partnership shall either (i) repair or rebuild the
Facility to substantially the same condition that existed
prior to such occurrence and this License shall continue
the remaining term hereof or (ii) terminate this Licens(
which event Partnership shall pay City, in full satisfacl
of the deferred payment loan herein referred to, an amount
money equal to the product obtained by multiplying $142,50(
by a fraction, the numerator of which is the number
complete calendar months remaining following the date
damage or loss in the initial term of this License and
denominator of Which is 120.
7. Default. If the City is in default under any of
terms of this Agreement and has not cured said default within
days after written notice of the existence of the default by
City, this Agreement shall terminate and the City shall forfeit
right and interest in-this Agreement to the Partnership and s~
return the Promissory Note marked satisfied. Failure of
Partnership to immediately notify the City of a condition
default does not waive the right of the Partnership to notify
City of said condition of default at a later date and to reqc
curing of the default. Additionally, failure of the Partnershi~
notify the City of a condition of default shall not in any way
reduce the City's liability for the condition of defau
Termination of this Agreement shall not waive or release the ¢
from any of its obligations under this Agreement prior
termination.
8. Surrender of Premises. Upon the expiration or
termination of this Agreement, the City shall quietly yield and
surrender the Premises to the Partnership.
g. Addresses. For the purpose of notice, the following
shall be addresses for the parties:
a. City of New Hope
4401Xylon Avenue North
New Hope, MN 55428
b. Broadway LaNel/Golle Holmes
c/o Francis W. Lang
4601 Excelsior Blvd.
Minneapolis, MN 55416
cc: Stephen Davis
1601 West 22nd St.
Minneapolis, MN 55405-2402
10. The terms and condition of this Agreement shall be non
recourse to the partners of Borrower.
CITY OF NEW HOPE
Its Mayor
Its City Manager
BROADWAY LANEL/GOLLE HOLMES, A
MINNESOTA LIMITED PARTNERSHIP
By.
Its
STATE OF MINNESOTA )
) SS,
COUNTY OF HENNEPIN )
The foregoin9 was acknowledged before me this da
, 1994 by Edw. J. Erickson and Daniel
Donahue, the Mayor and City Mana9er, respective]y, of the Cit:
New Hope, a Minnesota municipal corporation, on behalf of
municipal corporation.
Notary Public
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
The foregoing was acknowledged before me this da
, 1.994 by ,
of Broadway LaNel/Golle Holmes, a Minne~
Limited Partnership, on behalf of said limited partnership.
Notary Public
c:\wp51\cnh\broadway.la
8
DISBURSEMENT AGREEMENT
THIS AGREEMENT is made and entered into as of the day
of , 1993, by and between Broadway
LaNel/Gol'le Holmes, a Minnesota Limited Partnership (the
"Borrower"), the New Hope Economic Development Authority (the
"Lender"), and Commonwealth Land Title Insurance Company (the
"Title Company") for the following reasons-
A. Borrower and Lender have entered into a Loan/Grant
Commitment, Promissory Note and Building Loan/Grant Agreement for
rehabilitation and expansion of Borrower's community center at its
property known as Broadway Village and street lighting improvements
at the Broadway Village Shopping Center. BOth properties are
legally described by the Building Loan/Grant Agreement. The
Borrower and Lender desire that the Title Company disburse the
monies advanced during the construction phases of the community
center and street lighting project (collectively the "Project") to
the contractors and materialmen and the Title Company is willing to
do so on the terms and subject to the conditions herein set forth;
and
B. The parties hereto contemplate that approximately 4
disbursements will be made from the Capital Contributions of the
Borrower and the loan proceeds of Lender and the total
disbursements will not exceed the total amount of Two Hundred
Eighty-Five Thousand Dollars ($285,000.00) and that such
disbursements shall occur no more frequently than once each month.
1
NOW, THEREFORE, in consideration of the covenants
commitments herein contained, the parties agree as follows:
1. All proceeds will be disbursed pursuant to a draw req
to the Title Company as provided in Section 2.02 of the Buil
Loan/Grant Agreement.
2. At the time of the Loan/Grant closing, or sho
thereafter, the Borrower and Lender wi]] each deposit One Hun
Forty-Two Thousand Five Hundred Dollars ($142,500.00) with
Title Company which:
(a) shall invest the money in instruments in which
City of New Hope, Minnesota may legally invest in accord
with Minnesota Statutes Section 475.66;
(b) shall disburse the funds so deposited in accord
with the terms of this Agreement and the Building Loan/G
Agreement to pay the costs of the Project on the prem
located in the County of Hennepin, State of Minnesota,
described in the Agreement as approved by the Lender; an~
(c) shall obtain partial and/or final lien waivers
releases and satisfactions of liens and other encumbrances
any, pursuant to the Construction Manager's draw request
amounts due and approved by the Lender.
3. Prior to the deposit of funds with the Title Compan)
(a) the Title Company shall furnish to the Lende
"marked-up" Title Binder in the maximum amount of One Hun(
2
Forty-Two Thousand Five Hundred Dollars ($142,500.00), which
policy shall set forth the condition of title to the Premises;
and
(b) The Borrower shall furnish to the Title Company:
(i) a sworn statement of the Borrower disclosing
the sources and uses of the Capital Contributions and
loan proceeds in connection with the Project.
4. Prior to each request for payment by the Construction
Manager, the Borrower shall cause to be delivered to the Title
Company and Lender:
(a) A copy of the Construction Manager's draw request
for disbursement of funds approved by the Lender including:
(i) all change orders;
(ii) the amount due to date on all subcontracts; and
(iii) all payments for project costs made in excess
of those set for the construction cost budget for each
line item and any payments for project costs made less
than those estimated in the construction cost budget for
each line item; and
(b) Statements, partial or final lien waivers, and
affidavits, as required by the construction contracts,
supporting waivers .and releases of liens, if necessary, in
form and content satisfactory to the Title Company.
Not later than three (3) business days following receipt of
3
the documents delivered pursuant to sections 4(a) and (b),
the Title Company will orally notify the Lender, Borrower an~
Construction Manager whether it has received all such req~
documents. As soon as the Title Company has received such req~
documents and the Borrower transmits to the Title Company
amount of the requested payment, the Title Company shall dis[
the payment in accordance with this section.
tt is hereby agreed by and between the parties hereto
simultaneously with the disbursement of funds so deposited b)
Lender and Borrower for disbursement by the Title Company,
Title Company shall issue to the Borrower its endorsement tc
ALTA Title Insurance Policy, which endorsement shall increas~
coverage of said policy to the aggregate amount of the funds
on deposit to be disbursed hereunder and any funds previc
disbursed.
It is understood by and between the parties that the T
Company shall not be required to make any disbursement until al
the foregoing requirements have been satisfied and that when al
the foregoing requirements have been so satisfied the Title Com
shall disburse the funds.
5. Disbursements for construction purposes will be mad
the Title Company directly to the contractors set forth on the
request or to the subcontractors and/or materialmen as the T
Company elects. Each disbursement to said subcontractors and
4
materialmen is considered to be a separate disbursement and a
payment to any subcontractor and/or materialman and shall not
obligate the Title Company to make disbursements to any other
subcontractor and/or materialman.
6. In no event shall the final disbursement be made until
all conditions are satisfied to enable the Title Company to issue
a final endorsement to the ALTA Title Insurance Policy.
7. The Title Company will keep and maintain at all times
true and correct books and records, in sufficient detail to reflect
the payments made by it. The Lender and Borrower may at any
reasonable time and from time to time examine all books and records
of the Title Company pertaining to the disbursements made by it and
make extracts and copies from the books and records examined.
8. The parties covenant and agree with each other as
follows:
(a) Any capitalized term used in this Disbursement
Agreement and not otherwise defined shall have the meaning
ascribed to it in the Building Loan/Grant Agreement;
(b) In the event that the Title Company discovers a
mi.sstatement in any affidavit, statement or certificate
furnished pursuant to this Disbursement Agreement, it shall
make no further disbursements until such misstatement has been
corrected;
(c) The functions and duties of the Title Company
5
include only those set forth in this Disbursement Agreen
and Building Loan/Grant Agreement and the Title Company it
required to act and shall not act, except in accordance
the terms and conditions of this Disbursement Agreement
Building Loan/Grant Agreement;
{d) The Title Company does not insure that the Pro
will be completed or that when completed the Project wil
accordance with the plans and specifications or
sufficient funds will be available for completion; and
(e) If at any time during the course of construction
total of the unpaid disclosed cost of construction,
indicated by the Borrower's sworn statements exceeds
amount of undisbursed proceeds as calculated by the T
Company, the Title Company shall not make fur
disbursements under the terms of this Disbursement Agree~
until the Borrower has provided evidence satisfactory to
Title Company that sufficient funds are available to pay
the unpaid disclosed costs of construction.
9. This Disbursement Agreement shall be attached to
Building Loan/Grant Agreement and made a part thereof as Exhibi
IN WITNESS WHEREOF, the Disbursement Agreement has !
executed as of the day, month and year first written above.
COMMONWEALTH LAND TITLE
INSURANCE COMPANY
By
]:ts
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
The foregoing was acknowledged before me this day of
, 199 ., by
the .of Commonwealth Land Title Insurance Company,
on behalf of the partnerships.
Notary Public
BROADWAY LANEL/GOLLE HOLMES,
A MINNESOTA LIMITED PARTNERSHIP
By
Its
STATE OF MINNESOTA )
) SS,
COUNTY OF HENNEPIN )
The foregoing was acknowledged before me this day of
, 199 , by
the of Broadway LaNel/Golle Holmes, a Minnesota
limited partnership, on behalf of said limited partnership.
THE ECONOMIC DEVELOPMENT
AUTHORITY IN AND FOR THE
CITY OF NEW HOPE
By
Its
By
Its
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
The foregoing was acknowledged before me this da
, 199 , by Edw. J. Erickson and Danie
Donahue, the President and Executive Director, respectively, of
Economic Development Authority in and for the City of New Hop
Minnesota municipal corporation, on behalf of said munic
corporation.
Notary Public
c:\wp51\cnh\broadway.da
8
LOAN/GRANT COMMITMENT
TO- Broadway LaNel/Golle Holmes, a Minnesota Limited Partnership,
(hereinafter referred to as the "Borrower"):
The Economic Development Authority in and for the City of New
Hope (hereinafter referred to as the "EDA") hereby approves
Borrower's loan request (hereinafter referred to as the "Loan") for
the community center rehabilitation and expansion and street
lighting improvement (hereinafter referred to as the "Project").
The proceeds of the Loan are to be used exclusively to successfully
complete the Project.
This Commitment is subject to the following terms and
conditions:
1. Principal Amount of Loan. The amount advanced pursuant
to the Loan and Promissory Note evidencing the Loan shall not
exceed One Hundred Forty-Two Thousand Five Hundred and 00/100
Dollars ($142,500.00).
2. Loan Interest Rate. The Loan shall be made as a deferred
repayment loan, and therefore there shall be no interest paid on
said Loan unless Borrower defaults on any of the terms of this
Commitment, the Building Loan/Grant Agreement or the Promissory
Note. In the event of default by Borrower, the interest shall be
per cent per annum computed from the date of default.
3. Repayment of Loan. The Loan shall be immediately due
payable, in accordance with the repayment terms contained in
Promissory Note referred to in Section 4.A. herein, upon
occurrence of any of the following events within a ten (10)
time period from the date hereof.
A. If, without the written consent of the EDA,
Property, as more fully described on Exhibit A attached he
and made a part hereof, ceases to be used as a "for pro
apartment complex with community center for benefit of
complex residents and public per the License Agreement
strip shopping center upon which the street ligh'
improvements are intended to be'made.
B. If, without the written consent of the EDA, wi
consent will not be unreasonably withheld, Borr(
voluntarily sells, transfers, or otherwise conveys, in any
or manner, its fee interest in the Real Property unless
accepts all of herein terms and conditions, will be boun(
same, and the EDA consents to the conveyance.
C. If any Event of Default occurs under the Promiss
Note, Building Loan/Grant Agreement, or License Agreen
referred to in Sections 4.A-C herein.
If none of the events specified in this Section 3
within ten (10) years from the date the Loan is closed, then
Loan will no longer need to be repaid, and will be extinguished
canceled and the Promissory Note shall be deemed paid in full and
returned to Borrower.
4. Loan Closing. As a condition precedent to the
disbursement of the Loan, each of the following shall be delivered
to the EDA in form and substance satisfactory to the EDA:
A. A fully executed Promissory Note (hereinafter
referred to as the "Note"), in substantially the same form as
the document attached hereto as Exhibit A.
B. A fully executed Building Loan/Grant Agreement
(hereinafter referred to as the "Building Loan/Grant
Agreement"), in substantially the same form as the document
attached hereto as Exhibit B, which controls the disbursement
of the proceeds of the Loan.
C. A fully executed License Agreement attached hereto as
Exhibit C, which grants the City of New Hope and the EDA a
non-exclusive right to use Borrower's community center for
public meetings and civic functions, as provided in the
License Agreement.
D. Evidence of Title establishing Borrower has fee
title to the property in a form satisfactory to the EDA.
E. Evidence that Borrower has obtained fire and extended
coverage insurance, in an amount equal to the lesser of the
amount of the Loan or the full insurable value of the Project,
with the EDA named as loss payee therein.
F. All such other documents, instruments and/or
which the EDA may reasonably require.
5. Financial Requirements. Prior to, or concurrently
the disbursement by the EDA of any of the proceeds of the Loan
Borrower shall deliver to Commonwealth Land Title Compan
disbursing agent an amount of One Hundred Forty-Two Thousand
Hundred ($142,500.00), which is the estimated amount of func
will take to complete the Project over and above the amount ol
Loan. The parties may elect to fund on a pro-rata basis as nee
6. Changes in Conditions. Any substantial changes in
plans and specifications upon which this Loan/Grant Commitmen
based which shall occur after the date hereof must have the wri
approval of the EDA prior to the closing of the Loan, which wri
approval shall be subject to such conditions as the EDA may dee
be appropriate.
7. Term of Commitment. This Loan/Grant Commitment s
terminate May 1, 1994 unless the closing of the Loan/Grant s
have occurred prior to such date, or unless this Loan/G
Commitment is renewed or extended by the EDA. Subsequent to
closing of the Loan, the termination date for this Loan/G
Commitment shall be as provided in the Building Loan/G
Agreement.
8. Effectiveness of Commitment. This Loan/Grant Commit~
shall not become effective unless the accompanying three (3)
4
duplicate copies hereto are returned to the EDA, with acceptance
endorsed thereon by the signature of the party or parties indicated
below, or their authorized agent, on or before May 1, 1994.
9. Mutual Enforceability of Loan/Grant Commitment. This
Loan/Grant Commitment shall be mutually enforceable by either
party, and either party hereto may apply to any court, State or
Federal, for specific performance of the agreements and
requirements contained herein_, and for such other relief as may be
appropriate, since the injury to the EDA arising from any failure
to comply with the requirements contained herein would be
irreparable and the amount of damage would be difficult to
ascertain.
10. Assignment or Transfer of Loan/Grant Commitment. This
Loan/Grant Commitment shall not be assigned or transferred without
the prior written consent of the EDA.
11. Additional or Special Conditions. This Loan/Grant
Commitment is subject to the following or special conditions, which
are hereby made a part hereof: Non recourse to all of the partners
of 'Borrower.
Dated~ ECONOMIC DEVELOPMENT AUTHORITY
IN AND FOR THE CITY OF NEW HOPE
By
Its
By
Its
5
Accepted- BROADWAY LANEL/GOLLE HOLME
MINNESOTA LIMITED PARTNERS
By
Its
By
Its
c:\wp51\cnh\broadway.]c
6
PqOMISSORY NO]E
$142,500.00 New Hope, Minnesota
, 199
FOR VALUE RECEIVED, the undersigned, Broadway LaNel/Go]]e
Holmes, a Minnesota Limited Partnership, ("Borrower"), promises to
pay to the order of ECONOMIC DEVELOPMENT AUTHORITY IN AND FOR THE
CITY OF NEW HOPE ("Lender"), at its business address, 4401 Xylon
Avenue ~orth, New Hope, Minnesota 55428, or at such other place as
may be designated in writing by the holder hereof, the principal
sum of up to One Hundred Forty-Two Thousand Five Hundred Dollars
($142,500.00); or so much thereof that is advanced from time to
time together with interest thereon at the rate of (~.%)
percent per annum computed on the unpaid principal balance pursuant
-to the terms as set out in the Loan/Grant Commitment executed by
Borrower simultaneously with the herein Note and made a part
hereof.
Any and all payments received hereunder shall first be applied
to the payment of accrued interest and the balance of each payment
shall be applied on the account of principal. This Note may be
prepaid in full or in part at any time without penalty.
BOrrower agrees that any voluntary sale, conveyance, or other
transfer of title to the property described in the Building
Loan/Grant Agreement and Loan/Grant Commitment (hereinafter
Property), or any interest therein except for the License Agreement
to the Lender, without the prior written consent of Lender or a
subsequent holder of this Note, shall be an Event of Default on
1
this Note, Building Loa-/Grant Agreement and Loan/Grant Commitm
Lender's consent will not be unreasonably withheld. For
purpose hereof, and without limiting the generality of
foregoing, the occurrence at any time of any of the follo
events, without such prior, written consent, shall be deemed t
an unpermitted transfer of title to the subject Property
therefore an Event of Default hereunder: (a) any sale, conveya~
assignment or other transfe~ of all or any part of the legal an,
equitable title to the Rroperty; (b) any sale, conveya~
assignment or other transfer of, or the 9rant of a secu~
~nterest in, more than 49% of the interest of Broadway LaNel/G(
Holmes. In the event Borrower's ownership interest in
partnership interest of Broadway LaNel/Golle Holmes is reduce(
less than 51%, the outstaY'ding principal and accrued interest s~
be immediately due and. payable upon demand by Lender. Atrans
by a limited partner of that ~artner's limited partnership inter
shall not be a violation of this provision. The 9enerat partr
shall be allowed to transfer their interest to family members
estate purposes. Borrower further agrees to make full dis(los
to Lender of any sale, conveyance, assignment or transfer of
and all partnership interest of Broadway LaNel/Golle Holmes ow
by Borrower. The failure to. make said disclosure and/or make t
accelerated payment requi'red by this paragraph shall a
constitute an Event of Default; (c) any violation of the terms
conditions set out in the Building Loan/Grant Agreement
Loan/Grant Commitment, Any such written consent, or any waiver
an Event of Default, by Ler',te , or- a subsequent ho}der of this
Note, shall not constitute a consent to or waiver of any right,
; ·
remedy or power acccuing to the holder hereof upon any subsequent
Event of Default.
In the event a court of competent jurisdiction renders a final
judgment wherein it is determined that the payments, or any part
thereof, provided, for in this Note constitute usurious interest for
which Borrower has a'"defense, and any such excess interest has
actually been accepted, then such excess shall not' be considered
interest but shall :ap~ly to reduce the principal balance of thfis
Note by the amount of. such excess.
Upon the occurrence of an Event of Default in the payment of
any sum due hereunde.¢ or in the performance of any of the terms,
covenants or conditions of this Note, the Building Loan/Grant
Agreement or Loar'~/Gra~t Commitment, then or at any time thereof at
.:.
the option of the holder hereof, the entire principal balance of
· ;
this Note and accrued.'$nterest thereon shall become due and pay&ble
without notice and ~{thout demand or presentment. Failure of
Lender to exercise such option or any other right to which the
holder may be entitle~'shall not constitute a waiver of the right
to exercise said opti. on or any o~her right in the event of any
subsequent Even: of Defaul;.
If, in the opinion of the holder, it becomes necessary to
employ counsel to collect or enforce this Note, Building Loan/Grant
Agreement or Loan/Grant Commitment, Borrower agrees to pay, to the
extent permitted by law, all costs, charges, disbursements and
3
reasonable attorneys' fees incurreu by Lender in collectin!
enforcing this Note,
The makers and endorsers of this Note severally w
presentment, protest and demand, notice of protest, demand
notice of dishonor and nonpayment of this Note and expressly a
that any extension of time for the payment required by this
may be made from time to time without in any way affecting
liability of the makers and endorsers hereof and that they st
severally, as well as jointly, be liable for all payments requ
hereby.
This Note shall be construed in accordance with the law~
the State of Minnesota, without giving effect to those provis-
of taw relating to choice of law.
BROADWAY LANEL/GOLLE
HOLMES~ A MINNESOTA
LIMITED PARTNERSHIP
Its
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it :
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-- szc'rlol~ Broadway VU/age l~.~~-I
h~po~, ~e,o~ i~ ~ ' I
Fluted Straight Posts Smooth
ANY 5-1'REET
FRANKLIN ,c;['RIES 20:1 OLD TOWN R~IHE8 202 '[¥ES'I~S'I:llg'.S~R SF:RIES 204 F.~ff.X S~.I~8 .,?,01 INDI~?E:NDENC£
The traditional styling of this fixture fits into any residential o{ ~ercial
ligl~ting scheme.. -.
Hmming: Black high impact polyethylene for excellent corrosio ;tance.
Designed to slip over 3" O,D. poles. ·
Diffuser:. The 13 thru 70 watt fixtures have frosted acrylic panels, ne 1
and 150 use clear prismatic golycarbonate panels.
Ballast: 120 Volt, normal power lector.
Pole:. 3" O.D. Black aluminum poles are availaDle as an op1 three
lengths.
WINSTON - 7040 (PL) ~-~
BENTON - 7000 (HP$) UL Label: Wet location listed penaing. .
OI~DERING INFOI~MATION Example: 7040-13-FA H
N umber Wattage Diffuser Options
7040 13, 2x13 (PL) FA- Frosted Acrylic C - Cold Weather Ballast (PL' "~ ~ -
7080 35, 50, 70 (HPS) FA - Frosted Acrylic 277 277 Volt (13, 2x13 only)
100, 150 (HPS} CPP - Clear Polycarbonate 10P - 10' Pole
12P - 12' Pole
I I I II
Classic Turn-of-trte-Century styling with unbreai<al31e polycar0onate 'makes
trois period piece very popular. ".' '~~,.,...~..
~' - ,-* Housing: Black polycarOonate fitter for maximum strengtl~ and corrosion
'" , resistance. Designed to slip over 3" O.D. poles.
:-; ' C~ ' Diffuser:. This 17" polycart3onate ornamental acorn is virtually unt3real<al31e.
-; ' Ballast: 120 Voit, normal power factor, reactor type, mounted within the
..... fixture.
Pole:3" O.D. Black aluminum poles are availaDle as an option in tt~ree
lengths.
CAPEl'OWN -
OROEFIING INFOI~MATION Example: 7060-35-7P ~7.
. Numl~r Wattage Ol:Ztt~
7060 35, 50 (HPS) 7P - 7' Pole
'~70. 100 (lIPS}
150 (HP$) 12P - 12' Pole
LaNel
Finnn¢inl Group, Inc.
4601 £xoel$ior Blvd., Suite 601
Minneapolis, MN 55416
(612) 920-5338
BROADWAY VILLAGE ]LP]t.,RTMENTH
NEW HOPE, NN
PROTECT REQUEHT
OCTOBER 2.993
DESCRiPTiON OF PRO~ECT
Broadway LaNel/Golle Holmes, A Limited Partnership the own )f
Broadway Village Apartments, 6046 West Broadway, New ~,
Minnesota, proposes to construct a 2200 (approximately) s ~e
foot community building that will be attached to the exi ~g
indoor swimming pool building.
The older building will be remodeled to include not onl] ~e
swimming pool, but also an exercise area with locker r ~,
lavatories, showers and saunas as well as a guest room for u )y
guests of the residents.
The new structure will be attached to the south side o~ Le
building and will contain a reception area, community o :e
suite for management staff, billiards room, lavatories, :y
room with kitchen and living room area with fire place.
The new community center will be open to the residents and id
as a meeting and social center for this adult community.
Additionally the project will involve the replacement ~d
installation of a comprehensive street lighting syste~ that ~1
not only upgrade and improve the appearance of the community ~t
also provide better street lighting and security for the e 'e
site.
REQUEST
'The total cost of the project is estimated to be:
Community Center $200,000
Street Lighting $ 85,000
Estimated Total $285,000
REQUEHT OF C~TY-
A grant of $142,500 to be funded by the city and paid back
from tax increment funds beginning in year 19__.
The owner will provide private capital from its partners for
the balance of the project costs.