HomeMy WebLinkAbout06.06.11 EDA Packet
AGENDA
SPECIAL ECONOMIC DEVELOPMENT AUTHORITY MEETING
JUNE 6, 2011
6:30 P.M.
CITY COUNCIL CHAMBERS
Jason Bartholomay, Chair
Christy Fogarty, Vice-Chair
Todd Larson, Mayor, Terry Donnelly, Julie May
Action Taken
1. Call Meeting to Order
2. Pledge of Allegiance
3. Approve Agenda
4. Citizen Comments / Presentations
5. Consent Agenda
6. Public Hearings
7. Continued Business
a) Approve Various Contracts for the Sale of the McVicker Lot
8. New Business
9. City Staff Reports/Open ForumlDiscussion
10. Adjourn
City of Farmington
430 Third Street
Farmington, Minnesota
651.280.6800 . Fax 651.280.6899
www.ciJarmington.mn.us
TO:
EDA Members
FROM:
Tina Hansmeier, Economic Development Specialist
SUBJECT:
Contracts related to the sale of 323 3rd Street (McVicker Lot)
DATE:
June 6, 2011
INTRODUCTION/DISCUSSION
Linden K. Dungy entered into a contract with the EDA on April 25, 2011 to purchase the property located
at 323 3rd Street (McVicker lot). Mr. Dungy has since created a limited liability company and assigned his
interest in the Contract to Philippians 4:19, LLC. Mr. Dungy's attorney has prepared the attached
Assignment Agreement to formalize this transfer of rights and interest in the Contract for Private
Development.
The Second Amendment to Contract for Private Development will be provided prior to the meeting.
ACTION REQUESTED
Approve the Assignment, Assumption and Release of Contract for Private Development and the Second
Amendment to Contract for Private Development documents related to the sale of the McVicker lot.
Respectfully submitted,
Tina Hansmeier, Economic Development Specialist
ASSIGNMENT, ASSUMPTION AND RELEASE OF
CONTRACT. FOR PRIVATE DEVELOPMENT
THIS ASSIGNMENT is made effective on the date the last party executes it, by and among
Linden K. Dungy and Donna M. Dungy, husband and wife, hereinafter referred to as the
"Assignor"; Philippians 4: 19, LLC, hereinafter referred to as the "Assignee"; and Economic
Development Authority in and for The City of Farmington, a public body corporate and politic
under the laws of the State of Minnesota, hereinafter referred to as the "EDA". The parties
mutually agree to the following terms and conditions:
1. The Assignor hereby transfers and'assigns to Assignee all right, title and interest
in and to the Contract for Private Development, dated Apri125, 2011, hereinafter
referred to as "Contract", covering the real property described in Exhibit A
attached hereto.
2. The Assignee hereby accepts the full assignment of all the right, title and interest
in the Assignor,. and shall be bound by all the terms and conditions of the
Assignor I s Contract and shall perform all duties that are the responsibility of the
Assignor,
3. The Assignee has carefully examined all documents and information relating to
Assignor's interest in the assigned Contract and fully understands all of the rights
hereby granted, assigned and transferred to the Assignee as well as the responsibili-
ties charged to the Assig1;lee.
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4. EDA agrees to such assigmnent with Assignee excepting all provisions of the
Contract, to release Assignor from personal responsibility or liability hereunder,
and to complete the Contract with Assignee.
WHEREFORE, the parties have executed this instrument on the date indicated.
,2011
Linden K. Dungy, Assignor
,2011
Donna M. Dungy, Assignor
Philippians 4:19, LLC, Assignee
,2011
By:
Linden K. Dungy, its Chief Manager
Economic Development Authority in and for the
City of Farmington
,2011
By:
Jason Bartholomay, its President
,2011
By:
Peter IIcrlafsky, its :g~eSll#'le Direocet
Kevll? Se.),or2. P7ttN1J it-s :z"..,lt:>r)h;1
c;')lEtL~..,l>lIe OIY'ee-4:,,....
STATE OF MINNESOTA )
) ss.
COUNTY OF )
On this _ day of , 2011, before me, the undersigned Notary Public,
personally appeared Linden K. Dungy and Donna M. Dungy, husband and wife, Assignor,
personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons
whose names are subscribed to this instrument and acknowledged to me that Assignor executed
it as the Assignor's free act and deed and for the purposes set forth therein.
Notary Public
STATE OF MINNESOTA )
) ss.
COUNTY OF )
On this day of , 2011, before me, the undersigned Notary Public,
personally appeared Linden K. Dungy, Chief Manager, Assignee, personally known to me (or
proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to
this instrument and acknowledged to me that this instrument was executed for the purposes set
forth therein and on behalf of Philippians 4:19, LLC.
Notary Public
STATE OF MINNESOTA )
) ss.
COUNTY OF DAKOTA )
The foregoing instrument was acknowledged before me this_day of , 2011,
by Jason Bartholomay andPet-er IIerlefsky, the President ang.pxecutive director, respectively, of
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2
the Economic Development Authority in and for the City of Farmington, Minnesota, a public
body corporate and politic under the laws of the State of Minnesota, on behalf of the public body
corporate and politic.
Notary Public
THIS INSTRUMENT WAS DRAFTED BY:
VEST & GOLTZ, P.A.
Jeffrey K. Vest, Attorney at Law
Northland Circle
7077 Northland Circle, Suite 300
Brooklyn Park, Minnesota 55428
3
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EXHIBIT" At!
;LEGAL DESCRIPTION OF THE PROPERTY
That part of Lots 5 and 6, Block 23, Town of Farmington, Dakota County, Minnesota, described as
follows: .
Beginning at a point on the West line of Lot 6, Block 23, Town of Farmington, Dakota County,
Minnesota distant 20 feet North of the Southwest comer of said Lot 6; thence East 110 feet; thence
South 30 feet; thence West 110 feet; thence North 30 feet to the point of beginning.
AND
All that part of Lots 7 and 8, Block 23, Town of Farmington, Dakota County, Minnesota, described as
~ws: '
Beginning at the Northwest cOmer. of said Lot 7; thence South, along the West line of said Lot 7, 30
feet; thence East 110 feet; thence North 30 feet; thence West 110 feet to the point of beginning;
together with that part of the vacated alley adjacent thereto described as follows: Begimiing at the
Northwest comer of said Lot 7; thence East 110 feet; thence North 10 feet; thence West 110 feet;
thence South 10 feet to the point of beginning.
PIN # 14-77000-088-23
SECOND AMENDMENT TO
CONTRACT FOR PRIVATE DEVELOPMENT
FARMINGTON, MINNESOTA
TIDS AMENDMENT, made on or as of the day of ,2011, by and
between the ECONOMIC DEVELOPMENT AUTHORITY IN AND FOR THE CITY OF
FARMINGTON, a public body corporate and politic under the laws of the State of Minnesota
(the "EDA") and PIDLIPPIANS 4:19, LLC, a Minnesota limited liability company, (the
"Developer").
WHEREAS, the EDA and Linden K. Dungy ("Dungy") entered into a Contract for Private
Development dated April 25, 2011, (hereinafter "Contract"), related to the conveyance and
development of the Property legally described in Exhibit "A."
WHEREAS, Dungy has assigned his interest in the Contract to Philippians 4:19, LLC, the
Developer.
WHEREAS, the parties desire to amend certain provisions of the Contract.
NOW, THEREFORE, in consideration of the Contract and the premises and mutual
obligations of the parties hereto, each of them does hereby covenant and agree with the other as
follows:
1. AMENDMENTS. Section 3.2(a)(vi) is amended in its entirety to read as follows:
(vi) Developer providing the security required under Section 4.5.
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2. AMENDMENTS. Section 4.50fthe Contract is amended to read as follows:
Section 4.5. Failure to Accept Title to Property or to Construct. In the event all
conditions precedent herewith are met or waived and the Developer fails to accept title to
the Property pursuant to Article III or construction of the Minimum Improvements is not
commenced or completed as provided in Section 4.3 of this Agreement (subject to the
provisions of Section 3.5 hereof), the Developer shall be liable to the EDA for the
amount of the EDA's actual expenses related to this Agreement as liquidated damages.
To guarantee construction of the landscaping and parking lot improvements according to
the plans approved by the EDA, and any associated work or required clean up or repairs
within city property or right of way, Developer shall furnish or cause its general
contractor to furnish the EDA, at Closing, a cash escrow (or bank letter of credit in a
form approved by the EDA Attorney, EDA Executive Director and Developer Attorney),
in the amount of Thirty Thousand and No/100 ($30,000) Dollars ("security"). The
security shall be for a term ending November 30,2011, and shall be automatically
renewable if work is not complete by that date. The EDA may draw down the security,
after thirty (30) days advanced written notice and opportunity to cure, for any violation of
the Section 4.5 or if the security is allowed to lapse prior to the end of the required term.
If the required improvements are not completed at least thirty (30) days prior to the
expiration of the security, the EDA may also draw it down. If the security is drawn
down, the proceeds shall be used to cure the default, with any remainder returned to
Developer. This financial security shall be released to Developer within thirty (30) days
after the complete installation and approval by the EDA of all required improvements.
Upon receipt of proof satisfactory to the EDA that work has been completed and fmancial
obligations to the EDA have been satisfied, with EDA approval, which approval shall not
unreasonably be withheld, the security may be reduced from time to time by ninety
percent (90%) of the financial obligations that have been satisfied. Ten percent (10%) of
the amounts certified by the Developer's engineer shall be retained as security until all
improvements have been completed and all fmancial obligations to the EDA satisfied.
3. AMENDMENT TO ARTICLE 7. The first paragraph of Section 7.1 is amended
to read as follows:
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Section 7.1. ,Certificate of Completion. Promptly after substantial completion of the Minimum
Improvements in accordance with those provisions of this Agreement, the EDA will furnish
Developer with a certificate of completion substantially in the form shown at Exhibit "D" (the
"Certificate of Completion"). Such certification by the EDA shall be a conclusive determination
of satisfaction and termination of the agreements and covenants in this Agreement with respect
to the obligations of Developer, and its successors and assigns, to construct the Minimum
Improvements, and shall operate to forever waive the EDA's interest in the Property, including
the right of reverter. A Certificate of Completion shall not be issued prior to completion of the
work identified in section 4.5, unless the Developer provides a license agreement authorizing the
EDA access to the Subject Property to complete the work provided under Section 4.5 in the
event of a breach by Developer. The license must be in a form approved by the EDA Executive
Director, EDAAttorney and Developer Attorney.
4. AMENDMENT TO EXHIBITS. Exhibit G of the Contract is hereby deleted.
5. EFFECT. The Contract, as previously amended, shall remain in full force and
effect except as specifically amended by this Second Amendment to Contract for Private
Development;
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IN WITNESS WHEREOF, this Second Amendment to Contract for Private Development
was executed by the parties the day and year first above written.
Economic Development Authority in
and for the City of Farmington
By:
Jason Bartholomay
Its Chair
By:
Kevin Schorzman
Its Executive Director
Philippians 4:19, LLC
By:
, President
STATE OF MINNESOTA )
)ss.
COUNTY OF DAKOTA )
The foregoing instrument was acknowledged before me this _ day of , 2011, by
Jason Bartholomay and Kevin Schorzman, the Chair and Executive Director, respectively, of the
Economic Development Authority in and for the City of Farmington, Minnesota, a public body
corporate and politic under the laws of the State of Minnesota, on behalf of the public body
corporate and politic.
Notary Public
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. .-
STATE OF MINNESOTA )
)ss.
COUNTY OF DAKOTA )
The foregoing instrument was acknowledged before me this _ day of ,
2011, by , the President of Philippians 4:19, LLC, a Minnesota limited
liability company, on behalf of the company.
Notary Public
DRAFTED BY:
CAMPBELL!KNUTSON, P.A.
1380 Corpor~te Center Curve, Suite #317
Eagan, Minnesota 55121
Telephone: (q51) 452-5000
AMP
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EXHIBIT "A"
LEGAL DESCRIPTION OF THE PROPERTY
That part of Lots 5 and 6, Block 23, Town of Farmington, Dakota County, Minnesota, described
as follows:
Beginning at a point on the West line of Lot 6, Block 23, Town of Farmington, Dakota County,
Minnesota distant 20 feet North of the Southwest corner of said Lot 6; thence East 110 feet;
thence South 30 feet; thence West 110 feet; thence North 30 feet to the point of beginning.
AND
All that part of Lots 7 and 8, Block 23, Town of Farmington, Dakota County, Minnesota,
described as follows:
Beginning at the Northwest corner of said Lot 7; thence South, along the West line of said Lot 7,
30 feet; thence East 110 feet; thence North 30 feet; thence West 110 feet to the point of
beginning; together with that part of the vacated alley adjacent thereto described as follows:
Beginning at the Northwest comer of said Lot 7; thence East 110 feet; thence North 10 feet;
thence West 110 feet; thence South 10 feet to the point of beginning.
PIN # 14-77000-088-23
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