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HomeMy WebLinkAbout6.l. Transfer of Rottlund Homes’ PUD and Subdivision Agreement to M/I Homes of Minneapolis, LLC1 5 ROSEMO LINT EXECUTIVE SUMMARY CITY COUNCIL City Council Meeting Date: September 20, 2011 AGENDA ITEM: Transfer of Rottlund Homes' PUD and Subdivision Agreement to M/1 Homes of AGENDA SECTION: Minneapolis, LLC Consent PREPARED BY: Eric Zweber, Senior Planner AGENDA NO. ATTACHMENTS: Estoppel Certificate and Consent APPROVED BY: Motion to authorize the Mayor and City Clerk to execute and deliver the Estoppel Certificate and Consent to M/1 Homes of Minneapolis, LLC. ISSUE Rottlund Company, Inc is selling the Harmony Development`to M/I Homes of Minneapolis, LLC. M/I Homes is a residential developer that works in the Midwest, the East Coast, and the South, but does not currently operate in Minnesota. To transfer this subdivision and maintain the same regulations and responsibilities, M/I Homes is asking for an estoppel certificate and consent to transfer the PUD and Subdivision Agreement to M/I Homes and that City certifies that Rottlund is up to date in their obligations within Harmony. Engineering and Community Development staff has reviewed the status of the Harmony development and the City Attorney has reviewed the estoppel and confirmed that there is no outstanding issue with the Harmony development. RECOMMENDATION Staff recommends that the Mayor and City Clerk execute 'and deliver the estoppel certificate and consent. ESTOPPEL CERTIFICATE AND CONSENT To: M/I Homes of Minneapolis, LLC Three Easton Oval Suite 500 Columbus, Ohio 43219 -6011 Attn: J. Thomas Mason Re: Subdivision Agreement (Harmony 5 1h Addition) dated July 15, 2008 filed of record on October 6, 2008 as Document No. 2616359 and Subdivision Agreement (Pickens Property) dated July 15, 2008 filed of record on October 6, 2008, as Document No. 2616356, both by and between The Rottlund Company, Inc., a Minnesota corporation ( "Rottlund ") and the City of Rosemount, a Minnesota municipal corporation ( "City ") (collectively referred to as, "Agreements "), copies of which are attached hereto as Exhibit A and the Planned Unit Development Agreement dated September 27, 2004; as amended by an amendment dated February 19, 2008; as amended by an amendment dated July 15, 2008; as amended by an amendment dated March 18, 2009; as amended by an amendment dated September 15, 2009; as amended by an amendment dated September 15, 2009; as amended by an amendment dated February 16, 2010; as amended by an amendment dated March 2, 2010; as amended by an amendment dated November 1, 2010 (collectively referred to as, "PUDs "), copies of which are attached hereto as Exhibit B. Rottlund is the contract developer under the Agreements for the development of certain real property described therein. Rottlund is considering the transfer and sale of substantially all of its assets, including its rights under the Agreements, to M/I Homes of Minneapolis, LLC, a Delaware limited liability company ( "M /1 "), and an affiliate of M/I Homes, Inc., a public homebuilding company. By its execution of this Estoppel Certificate and Consent (referred to as "Estoppel Certificate ") and in consideration of the sum of Ten and NO /100 Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City, hereby represents, warrants, consents, and agrees to the following: 1. The Agreements are presently in full force and effect according to their terms; the Agreements have not been terminated or assigned. Except as described above, the Agreements have not been amended or modified in any way and there are no other written or oral agreements among the parties to the Agreements relating to the Agreements or the easements, rights, and obligations they create. 2. To the best of the City's knowledge: neither the City nor Rottlund is currently in default under any of the conditions, provisions or agreements of the Agreements, no event has occurred or conditions exist which with the giving of notice or passage of time would constitute a default under the Agreements, and the undersigned has no offsets, claims or defenses against Rottlund. 3. The PUDs are presently in full force and effect according to their terms; the PUDs have not been terminated or assigned. Except as described above, the PUDs have not been amended or modified in any way and there are no other written or oral agreements among the parties to the PUDs relating to the PUDs or the easements, rights, and obligations they create. 4. To the best of the City's knowledge: neither the City nor Rottlund is currently in default under any of the terms, conditions, provisions or agreements of the PUDs, no event has 392030 CLL RS220 -182 occurred or conditions exist which with the giving of notice or passage of time would constitute a default under the PUDs, and the undersigned has no offsets, claims or defenses against Rottlund.= 5. Upon the transfer and sale of substantially all of Rottlund's assets to M/I as referred to above, and upon the assumption of M/I Homes of the obligations of Rottlund under the Agreements to be performed after such transfer, the undersigned hereby consents to the assignment of the Agreements and releases Rottlund from any and all further liability under the Agreements. 6. Effective from and after the date of the sale of substantially all of Rottlund's assets to M/I Homes, M/I Homes will enjoy the rights and benefits of Rottlund under the Agreements. 7. The individual signing this Estoppel Certificate represents and warrants that he /she is duly authorized to sign this Estoppel Certificate and bind the City. [Signature page to follow] 392030 CLL RS220 -182 2 Dated: , 2011 The City of Rosemount, a Minnesota municipal corporation LO Dated: , 2011 The City of Rosemount, a Minnesota municipal corporation 392030 CLL RS220 -182 3 See attached. EXHIBIT A AGREEMENT 392030 CLL RS220 -182 See attached. 541730_4 I n EXHIBIT B PUDs 392030 CLL RS220 -182 5