HomeMy WebLinkAbout9.d. Development Agreement for Habitat for Humanity` CITY OF ROSEMOUNT
EXECUTIVE SUMMARY FOR ACTION
CITY COUNCIL MEETING DATE: April 4, 2000
AGENDA ITEM: Development Agreement with Habitat AGENDA SECTION:
for Humanity NEW BUSINESS
PREPARED BY: Thomas D. Burt, City Administrator AGEN # 9
ATTACHMENTS: Development Agreement APPROVED BY:
At the advice of legal counsel "Roy's Sports ", which was purchased with Community Development
Block Grants (CDBG) was deeded to the City by the Port Authority at their meeting earlier in the
evening, The primary reason for this was to reduce the amount of process required under Port
Authority rules to easily convey the property to Habitat for Humanity. The Dakota County
Community Development Agency held the appropriate hearings for the initial acquisition of the site
and also addressed at that hearing that the property would be sold to Habitat for Humanity.
The Port Authority has previously reviewed the development and the only changes in the attached
document are to reflect the development agreement is between the City and Habitat.
RECOMMENDED ACTION: MOTION to approve the Contract for Private Development by
and Between the City of Rosemount and Twin Cities Habitat for Humanity.
COUNCIL ACTION:
CONTRACT FOR PRIVATE DEVELOPMENT
by and Between
THE CITY OF ROSEMOUNT
and
TWIN CITIES HABITAT FOR HUMANITY
This Instrument Drafted by:
Kennedy & Graven, Chartered
470 Pillsbury Center
200 South Sixth Street
Minneapolis MN 55402
Telephone: (612)337 -9300
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PREAMBLE
Section 1.1.
Section 1.2.
Section 1.3.
TABLE OF CONTENTS
Page
.. ................. ................... ... .............. ... ... .1
ARTICLE I
Definitions, Exhibits, Rules of Interaretation
Definitions ............................................... ............................... ... ..............................1
Exhibits .................................................................................... ..............................
Rules of Interpretation .................................................................... ..............................
ARTICLE II
Representations and Undertaking
Section 2.1. By the Developer.......
.................................... ............................... ......................3
Section2.2. By the City ..................................................................................... ............................... 3
Section 3.1.
Section 3.2.
Section 3.3.
Section 3.4.
Section 3.5.
Section 3.6.
ARTICLE III
Acquisition of Property; Conveyance to Developer
ARTICLE IV
Construction of Improvements
Section 4.1.
Demolition; Construction of Improvements ...... ............................... • ......................... •
Sale of Property to Developer ........................................................
..............................
Construction Plans ......................................................................... ...............................
6
Cl
..............................
Section4.4.
Other Conditions ............................................................................. ..............................
..............................4
RecordingFees ...............................................................................
Certificate of Completion ............................................................ ..............................
Taxes and Special Assessments ......................................................
..............................
ARTICLE V
Soil Conditions and Hazardous Wastes ..........................................
..............................4
..............................
Title.................................................................................................
ARTICLE IV
Construction of Improvements
Section 4.1.
Demolition; Construction of Improvements ...... ............................... • ......................... •
6
Section 4.2.
Construction Plans ......................................................................... ...............................
6
Section 4.3.
Schedule of Construction ................................................................ ..............................
Section4.4.
Other Conditions ............................................................................. ..............................
Section 4.5
Certificate of Completion ............................................................ ..............................
ARTICLE V
Prohibitions Against Assignment and Transfer
Section 5.1. Representation as to Redevelopment ........................ ............................... .........7
Section 5.2. Prohibition Against Transfer of Property and Assignment of Agreement ..............7
Section5.3. Approvals ............... ............................... ............................... ..............................8
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f
ARTICLE VI
Events of Default
Section 6.1.
Events of Default Defined ................ .............:................. .... ..............................8
Section 6.2.
Remedies on Default ..............................:............................... ..............................9
Section 6.3.
Revesting Interest in City Upon Happening of Event
of Default Subsequent to Conveyance of Property to Developer .. ..............................9
Section 6.4.
No Remedy Exclusive ............................. ............................... .............................10
Section 6.5.
No Additional Waiver Implied by One Waiver ........................ .............................10
ARTICLE VII
Additional Provisions
Section 7.1.
Indemnification ............................................................................ ...............................
11
Section 7.2.
Conflict of Interests; Representatives Not Individually Liable ... ...............................
11
Section 7.3.
Non - Discrimination ...................................................................... ..............................1
l
Section 7.4.
Notices and Demands .................................................................... .............................11
Section 7.5
Exemption from Business Subsidy Act ......................................... .............................12
Section 7.6.
Provisions Not Merged With Deed ............................................... .............................12
Section7.7.
Counterparts ................................................................................... .............................12
Section 7.8.
Disclaimer of Relationship ............................................................ .............................12
TESTIMONIUM..............................................................._.................................... .............................13
SIGNATURES....................................................................................................... .............................
EXHIBIT A
Form of Certificate of Completion and Release of Forfeiture
EXHIBIT B
Housing Design and Site Development Criteria
EXHIBIT C
Form of Quit Claim Deed
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CONTRACT FOR PRIVATE DEVELOPMENT
THIS AGREEMENT is made and entered into as of this day of
2000,, by and between the City of Rosemount, a municipal corporation under the
laws of Minnesota (the "City "), and Twin Cities Habitat for Humanity, a Minnesota nonprofit
corporation (the "Developer ").
RECITALS
WHEREAS, the City has received funds under the United States Department of Housing
and Urban Development's Community Development Block Grant Program (the "CBDG Funds ")
for the purpose of acquiring land within the city for redevelopment for housing for persons of
low and moderate income; and
WHEREAS, pursuant to the terms under which the City received the CDBG Funds, the
City, through its Port Authority, acquired certain real property for the purpose of making the site
available for housing for persons of low and moderate income; and
WHEREAS, the City has proposed an agreement with the Developer which the City has
determined will promote and carry out the objectives for which the land has been acquired, will
be in the vital best interests of the City and the health, safety and welfare of its residents, and is
in accord with the public purposes and provisions of the applicable state and local laws and
requirements under which the CDBG Funds have been obtained.
NOW, THEREFORE, in consideration of the mutual covenants and obligations of the
City and the Developer, each party does hereby represent, covenant and agree with the other as
follows:
ARTICLE I.
DEFINITIONS, EXHIBITS, RULES OF INTERPRETATION
Section 1.1. Definitions In this Agreement, the following terms have the meaning given
below unless the context clearly requires otherwise:
(a) Cam. City of Rosemount, Minnesota.
(b) Construction Plans Collectively, the plans, drawing and related documents
related to the Improvements.
(c) . CDBG Funds The funds received by the City under the United States
Department of Housing and Urban Development's Community Development
Block Grant Program for the purpose of acquiring the Property.
(d) Developer Twin Cities Habitat for Humanity, a Minnesota nonprofit corporation.
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(e)
(fl
(g)
Development The Property and the Improvements to be constructed thereon
according to the Construction Plans approved by the City.
Authorily. The Rosemount Port Authority, a body corporate and politic under the
laws of Minnesota.
Homeowner A purchaser of the Property, but not including any individual,
corporation or entity related to the Developer, (i) whose household income does
not exceed 50% of the median income for the Twin Cities, Minnesota,
metropolitan statistical area, adjusted for family size, and (ii) who has participated
in the construction of the Improvements in order to fulfill the 350 hours "sweat
equity" requirement that the Developer has.
(h) Improvements The two single- family residential units and all of the accessory
structures, landscaping, and site improvements constructed on the Property by the
Developer, as specified in the Construction Plans approved by the City.
(i) Minimum Value $100,000 per structure, which represents the minimum
appraised value of the Development after the Developer has constructed the
Improvements.
(j) Permitted Encumbrances Permitted Encumbrances shall include the following
items: (i) taxes and installments of special assessments payable in 2001 and in
subsequent years; (ii) building and zoning laws, and federal, state and local laws,
ordinances and regulations; (iii) easements for public streets, drainage, utilities,
highways and roads existing now and at closing; (iv) liens, easements,
encumbrances, agreements, restrictions, conditions and covenants of record, if
any, as of the date hereof; and (v) the terms, conditions, covenants and agreements
set forth in this Agreement.
(k) Prope . The real property located at 14815 and 14835 Dallara Avenue, the legal
description of which is Lots 1 and 2, Block 1, Broback 6th Addition, Dakota
County, Minnesota.
(1) Unavoidable Delays Delays which are the direct result of strikes, labor troubles,
fire or other casualty to the Improvements, litigation commenced by third parties
which results in delays or acts of any federal, state or local government, except
those contemplated by this Agreement, which are beyond the control of the
Developer.
Section 1.2. Exhibits The following Exhibits are attached to and by reference made a
part of this Agreement:
A. Form of Certificate of Completion
B. Housing Design and Site Development Criteria
C. Form of Quit Claim Deed
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Section 1.3. Rules of Interpretation
(a) This Agreement shall be interpreted in accordance with and governed by the laws
of the State of Minnesota.
(b) The words "herein" and "hereof' and words of similar import, without reference
to any particular section or subdivision refer to this Agreement as a whole rather
than any particular section or subdivision hereof.
(c) References herein to any particular section or subdivision hereof are to the section
or subdivision of this Agreement as originally executed.
(d) Any titles of the several parts, articles and sections of this Agreement are inserted
for convenience and reference only and shall be disregarded in construing or
interpreting any of its provisions.
ARTICLE IL
REPRESENTATIONS AND UNDERTAKING
Section 2.1. By the Developer The Developer makes the following representations and
undertakings:
(a)
The Developer has the legal authority and power to enter into this Agreement and
has duly authorized the execution, delivery and performance of this Agreement;
(b)
The Developer has the necessary equity capital or will obtain commitments for
financing necessary for construction of the Improvements;
(c)
The Developer will construct the Improvements in accordance with the terms of
this Agreement, and all local, state and federal laws and regulations;
(d)
The Developer will obtain, in a timely manner, all required permits, licenses and
approvals, and will meet, in a timely manner, the requirements of all local, state
and federal laws and regulations which must be obtained or met before the
Improvements may be constructed; and
(e)
The Developer will sell each of the two single - family residential units to a
qualified Homeowner upon completion thereof.
Section 2.2. By the City The City makes the following representations as the basis for
the undertaking on its part herein contained:
(a)
The City is authorized by law to enter into this Agreement and to cant' out its
obligations hereunder; and
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(b) The City will, in a timely manner, subject to all notification requirements, review
and act upon all submittals and applications of the Developer and will cooperate
with the efforts of Developer to secure the granting of any permit, license, or other
approval required to allow the construction of the Improvements; provided,
however, that nothing contained in this subparagraph 2.2(b) shall be construed to
limit in any way the reasonable and legitimate exercise of the City's discretion mi
considering any submittal or application.
ARTICLE M.
ACQUISITION OF PROPERTY: CONVEYANCE TO DEVELOPER
Section 3.1. Sale of Pro gM to Developer The City agrees to sell the Property to the
Developer and the Developer agrees to purchase the Property from the City in "as is" condition.
At closing, the City agrees to convey the Property to the Developer by Quit Claim Deed in the
general form of Exhibit C. The City's deed to the Developer will be subject to the Right of
Reverter required in Section 6.3 of this Agreement. The purchase price for the Property will be
$1.00. Notwithstanding anything herein to the contrary, the City's obligation to convey the
Property to the Developer is contingent upon the Authority approving the sale to the City
following a public hearing held by the Authority pursuant to 'Minnesota Statutes, section
469.065.
Section 3.2. Closing. Closing on the Property will take place on or before April 14,
2000, or such other date as may be agreed to by the parties in writing but in no event later than
May 19, 2000. At closing, the Developer will pay the purchase price in cash to the City.
Section 3.3. Recording Fees The Developer shall be solely responsible for the cost of
any and all state deed or transfer taxes, agricultural land fees, and recording fees. The Developer
shall promptly record all transfer documents including, but not limited to, the Quit Claim Deed
conveying the Property and the Certificate of Completion.
Section 3.4. Taxes and Special Assessments Real estate taxes payable in the year of
closing will be prorated between the City and the Developer as of the date of closing. Levied and
pending special assessments for improvements installed prior to the date of this Agreement, if
any, will be satisfied by the City at the time of closing and the Property will be transferred to the
Developer free and clear thereof.
Section 3.5. Soil Conditions and Hazardous Wastes The Developer acknowledges that
the City makes no representations or warranties as to the condition of the soils on the Property,
its fitness for construction of the Improvements or any other purpose for which the Developer
may make use of the Property, or regarding the presence of any pollutant, contaminant or
hazardous wastes on the Property. The City will allow reasonable access to the Property for the
Developer to conduct such tests regarding soils conditions and to investigate the presence of
pollutants, contaminations or hazardous wastes as the Developer may desire. The Developer
may terminate this Agreement upon a determination the soils are inadequate for the Developer's
intended purpose or that there is an unacceptable level of pollutants, contaminants or hazardous
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materials on the Property by giving notice of such termination within 10 days of the date of this
Agreement. Failure to give such notice by such date shall constitute a waiver of Developer's
right to terminate this Agreement pursuant to this Section 3.5. Permission to enter the Property
to conduct such tests must be given in writing under the terms and conditions established by the
City
Section 3.6. Title
(a) The City agrees to deliver to the Developer, at the City's expense, a title
commitment covering the Property (such title commitment is referred to herein as
the "Title Evidence') from a title insurance company acceptable to the City and
Developer. The City shall deliver such abstracts covering the Property as are in
the possession of the City , but the City shall not be obligated to recreate any
abstract that is not in its possession for the Property. The City shall not be
required to deliver any further evidence of title. The Developer shall make
written objections to title by written statement delivered to the City within fifteen
(15) days after receipt of the Title Evidence. No objection to title shall be made
by the Developer based upon this Agreement, or other documents to be executed
and delivered pursuant hereto, or any matters contemplated herein, and no
objection to title shall be based on the existence of, or a failure by the City to
acquire or remove, a Permitted Encumbrance. Any objections not contained in
said statement delivered within said fifteen (15) days shall be deemed waived. At
the time of delivery of the Quit Claim Deed, the City shall deliver, or cause to be
delivered, evidence of satisfaction or correction of those proper objections which
have been duly and timely made and which it has been able satisfy or correct. The
Developer shall, at its sole cost and expense, pay for any and all premiums for title
insurance policies desired by it.
(b) If any proper objections to title are duly and timely made as provided above, and
if the City is not able to satisfy or correct the objection within thirty (30) days
after said objections, the Developer shall, within ten (10) days thereafter, make a
written election of one of the following:
(i) Termination of this Agreement; or
(ii) Agreement to proceed with closing and transfer of possession of the
Property without any further obligation or liability of any kind on the City
to cure or satisfy any objections to title, whereupon the risk that the
objection cannot cured (or that title cannot be rendered marketable) shall
be entirely borne by the Developer.
If no such written election is given to the City within said ten (10) day period, the
Developer shall be deemed to have waived all objections to title.
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ARTICLE IV.
CONSTRUCTION OF IWROVEMENTS
Section 4.1. Demolition: Construction of Improvements
(a) The Property contains certain structures and other improvements which must be
removed before the Developer can construct the Improvements. The Developer
agrees that, within 60 days of closing, it will demolish the existing structures and
improvements, grade the Property in preparation for construction of the
Improvements and remove all debris from the Property. All such work shall be
undertaken by the Developer at its expense and in conformance with all
requirements of the City related thereto.
(b) Following demolition, grading and site clean -up, the Developer shall construct the
Improvements on the Property in accordance with the Construction Plans. The
Developer shall maintain, preserve and keep the Property and the Improvements
in good repair and condition until sale of the Property to the Homeowner.
Section 4.2. Construction Plans Within 30 days of closing, the Developer agrees to
submit Construction Plans for review by the City. Developer may not proceed with construction
without first securing approval of Construction Plans by the City. No such approval will be
given unless the Construction Plans are in conformity with the Minimum Value, this Agreement,
including the design standards outlined in Exhibit B, and all local, state and federal regulations.
The City shall, within twenty -five (25) days of receipt of Construction Plans submitted in
application for a building permit, review such plans to determine whether the foregoing
requirements have been met. If the City determines such plans to be deficient, it shall notify the
Developer in writing stating the deficiencies and the steps necessary for correction. Issuance of
the building permit by the City shall not constitute a determination by the City that the
Construction Plans have been approved.
Section 4.3. Schedule of Construction Subject to Unavoidable Delays, construction of
the Improvements in accordance with the Construction Plans shall commence prior to June 30,
2001, and be completed prior to December 31, 2001. All construction shall be in conformity
with the approved Construction Plans. Periodically during construction the Developer shall
make reports in such detail as may reasonably be requested by the City concerning the actual
progress of construction. If at any time prior to completion of construction the City has cause to
believe that the Developer will be unable to complete construction of the Improvements in the
time permitted by this Section 4.3, it may notify the Developer and demand assurances from the
Developer regarding the Developer's construction schedule. If such assurances are not
forthcoming or are deemed by the City at its sole discretion to be inadequate, the City may
declare an Event of Default and may avail itself of any of the remedies specified in Section 6.2 of
this Agreement.
Section 4.4. Other Conditions The City acknowledges that the Developer intends to
construct the Improvements in "habitat" fashion, using substantial volunteer labor, donated
materials, and contributed funds from local churches, businesses, and individuals. Nonetheless,
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the Developer acknowledges that the Improvements must be constructed in full compliance with
the City's building code, zoning and related ordinances and other relevant codes and regulations.
Each of the single - family residential units constituting the Improvements will be sold on a no
profit, no interest basis to a qualified Homeowner.
Section 4.5. Certificate of Completion Promptly after notification by the Developer of
completion of construction of each of the single - family residential units constituting the
Improvements, the City shall inspect the construction to determine whether the Improvements
have been completed satisfactorily. If the City is satisfied with the construction, the City shall
furnish the Developer with a Certificate of Completion in the form attached hereto as Exhibit A.
Such certification by the City shall be a conclusive determination of satisfaction and termination
of the agreements and covenants in this Agreement with respect ` to the obligation of the
Developer to construct the Improvements. The Certificate of Completion shall be issued only
after issuance of a certificate of occupancy by the City.
The certification provided for in this Section 4.5 shall be in recordable form. If the City
shall refuse or fail to provide certification in accordance with the provisions of this Section 4.5,
the City shall within fifteen (15) days of such notification provide the Developer with a written
statement, indicating in what respects the Developer has failed to complete the Improvements in
accordance with the provisions of this Agreement or is otherwise in default, and what measures
or acts will be necessary, in the opinion of the City, for the Developer to take or perform in order
to obtain such certification. Prior to the issuance of a Certificate of Completion, no occupancy of
the Improvements shall be permitted.
ARTICLE V.
PROHIBITIONS AGAINST ASSIGNMENT AND TRANSFER
Section 5.1. Representation as to Redevelopment The Developer represents and agrees
that its undertakings pursuant to the Agreement, are for the purpose of development of the
Property and not for speculation in landholding. The Developer further recognizes that, in view
of the importance of the Development of the Property to the general welfare of the City and the
financing and other public aids that have been made available by the City for the purpose of
making the Development possible, the qualifications and identity of the Developer are of
particular concern to the City.
Section 5.2. Prohibition Against Transfer of Propertv and Assignment of Agreement
For the reasons set out in Section 5.1 of this Agreement, the Developer represents and agrees that
prior to issuance of the Certificate of Completion by the City:
(a) Except only by way of security for the purpose of obtaining financing necessary to
enable the Developer to perform its obligations with respect to the Development
under this Agreement the Developer, except as so authorized, has not made or
created, and it will not make or create, or suffer to be made or created, any total or
partial sale, assignment, conveyance, or any trust or power, or transfer in any
other mode or form of or with respect to this Agreement or the Property or any
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interest therein, or any contract or agreement to do any of the same, without the
prior written approval of the City; and
(b) The City shall be entitled to require, except as otherwise provided in this
Agreement, as conditions to any such approval under this Section 5.2 that: (i) any
proposed transferee shall have the qualifications and financial responsibility, as
determined by the City, necessary and adequate to fulfill the obligations
undertaken in this Agreement by the Developer; (ii) any proposed transferee, by
instrument in writing satisfactory to the City and in form recordable among the
land records, shall for itself and its successors and assigns, and specifically for the
benefit of the City, have expressly assumed all of the obligations of the Developer
under this Agreement and agreed to be subject to such obligations, restrictions and
conditions or; provided, that the fact that any transferee of, or any other successor
in interest to, the Property, shall, for whatever reason, not have assumed such
obligations or agreed to do so, shall not relieve such transferee or successor from
such obligations, conditions, or restrictions, or deprive or limit the City of any
rights or remedies or controls with respect to the Property or the construction of
the Improvements; to the fullest extent permitted by law and equity, no transfer of,
or change with respect to, ownership in the Property, or any interest therein,
however consummated or occurring, whether voluntary or involuntary, shall
operate to deprive or limit the City, of any rights or remedies or controls provided
in or resulting from this Agreement with respect to the Property and the
construction of the Improvements that the City would have had, had there been no
such transfer or change; and (iii) there shall be submitted to the City for review all
instruments and other legal documents involved in effecting transfers described
herein, and if approved by the City, its approval shall be indicated to the
Developer in writing.
In the absence of specific written agreement by the City to the contrary, no such transfer
or approval by the City thereof shall be deemed to relieve the Developer from any of its
obligations with respect thereto. The sale of the Development to the Homeowner shall not be
deemed to be a transfer within the meaning of this Section 5.2.
Section 5.3. Approvals Any approval required to be given by the City under this Article
V may be denied only in the event that the City reasonably determines that the ability of the
Developer to perform its obligations under this Agreement will be materially impaired by the
action for which approval is sought.
ARTICLE VI.
EVENTS OF DEFAULT
Section 6.1. Events of Default Defined The following shall be deemed Events of
Default under this Agreement and the term shall mean, whenever it is used in this Agreement,
unless the context otherwise provides, any one or more of the following events:
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(a) Failure by the Developer to pay when due the payments required to be paid or
secured under any provision of this Agreement;
(b) Failure by the Developer to observe and substantially perform any covenant,
condition, obligation or agreement on its part to be observed or performed under
any provision of this Agreement;
(c) Failure by the Developer to sell each of the single- family residential units
constituting the Improvements to a qualified Homeowner;
(d) If the Developer shall admit in writing its inability to pay its debts generally as
they become due, or shall file a petition in bankruptcy, or shall make an
assignment for the benefit of its creditors, or shall consent to the appointment of a
receiver of itself or of the whole or any substantial part of the Property; or
(e) If the Developer, on a petition in bankruptcy filed against it, be adjudicated a
bankrupt, or a court of competent jurisdiction shall enter an order of decree
appointing, without the consent of the Developer, a receiver of the Developer or
of the whole or substantially all of its property, or approve a petition filed against
the Developer seeking reorganization or arrangement of the Developer under the
federal bankruptcy laws, and such adjudication, order or decree shall not be
vacated or set aside or stayed within sixty (60) days from the date of entry thereof.
Section 6.2. Remedies on Default Whenever any Event of Default occurs, the City may,
in addition to any other remedies or rights given the City under this Agreement, take any one or
more of the following actions:
(a) suspend its performance under this Agreement until it receives assurances from
the Developer, deemed reasonably adequate by the City, that the Developer will
cure its default and continue its performance under this Agreement;
(b) cancel or rescind this Agreement;
(c) withhold the Certificate of Completion; or
(d) revest title to the Property in the City pursuant to section 6.3 of this Agreement; or
(e) take whatever action at law or in equity may appear necessary or desirable to the
City to collect any payments due under this Agreement, or to enforce performance
and observance of any obligation, agreement, or covenant of the Developer under
this Agreement.
Section 6.3. Revesting Interest in City Upon Hanuenina of Event of Default Subsequent
to Conveyance of Property to Developer If subsequent to the sale of the Property to the
Developer and prior to the issuance of the Certificate of Completion:
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the Developer fails to begin construction of the Improvements in conformity with
this Agreement, and such failure is not due to Unavoidable Delays;
the Developer, after commencement of the construction of the Improvements,
defaults in or violates its obligations with respect to the construction of the
Improvements, including the nature and the date for the completion thereof, or
abandons or substantially suspends construction work, and such act or actions is
not due to Unavoidable Delays;
(c) the Developer or successor in interest fails to pay real estate taxes or assessments
on the Property or any part thereof when due, or places thereon any encumbrance
or lien unauthorized by this Agreement, or suffers any levy or attachment to be
made, or any materialmen's or mechanic's lien, or any other unauthorized
encumbrance or lien to attach;
(d) there is, in violation of Article V of this Agreement, any transfer of the Property
or any part thereof; or
(e) the Developer fails to comply with any of its covenants under this Agreement,
including the obligation to sell each of the single - family residential units
constituting the Improvements to a qualified Homeowner,
then the City shall have the right upon thirty (30) days written notice to Developer and the
Developer's failure to cure within such 30 -day period to re -enter and take possession of the
Property and to terminate and revest in the City the interest of the Developer in the Property;
provided, however, that such revestiture of title shall be subject to the lien of any prior
encumbrance permitted under this Agreement.
Section 6.4. No Remedy Exclusive No remedy herein conferred upon or reserved to the
City is intended to be exclusive of any other available remedy or remedies, but each and every
such remedy shall be cumulative and shall be in addition to every other remedy given under this
Agreement or now or hereafter existing at law or in equity or by statute. No delay or omission to
exercise any right or power accruing upon any default shall impair any such right or power or
shall be construed to be a waiver thereof, but any such right and power may be exercised from
time to time and as often as may be deemed expedient. In order to entitle the City or the
Developer to exercise any remedy reserved to it, it shall not be necessary to give notice, other
than such notice as may be required in Section 7.4 of this Agreement.
Section 6.5. No Additional Waiver Implied by One Waiver If an Event of Default by
either party, which Event of Default is thereafter waived by the other party, such waiver shall be
limited to the particular Event of Default so waived and shall not be deemed to waive any other
concurrent, previous or subsequent Event of Default.
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ARTICLE VII.
ADDITIONAL PROVISIONS
Section 7.1. Indemnification - The Developer hereby agrees to hold the City and its
officers, elected and appointed officials, employees, administrators, commissioners, agents, and
representatives harmless from and indemnified against any and all loss, cost, fines, charges,
damage and expenses, including, without limitation, reasonable attorneys' fees, consultants' and
expert witness fees, and travel associated therewith, due to claims or demands of any _ kind
whatsoever (including those based on strict liability) arising out of (i) the design, construction,
reconstruction, maintenance, repair, marketing, sales or leasing of all or any part of the Property,
including, without limitation, any claims for any lien imposed by law for services, labor or
materials furnished to or for the benefit of the Property and/or the Improvements, or (ii) any
claim by the State of Minnesota or the Minnesota Pollution Control Agency or any other person
pertaining to the violation of any permits, orders, decrees or demands made by said persons or
with regard to the presence of any pollutant, contaminant or hazardous waste on the Property.
The Developer shall defend against all such claims and demands at its cost and with attorneys
acceptable to the City. This indemnity shall be continuing and shall survive the delivery of the
Quit Claim Deed for the Property, shall survive the execution and delivery of the Certificate of
Completion for all of the Improvements, and shall survive termination or cancellation of this
Agreement. Notwithstanding the foregoing, the Developer shall not be liable for or be required
to indemnify against liability caused by any intentional act of the City.
Section 7.2. Conflict of Interests: Representatives Not Individually Liable No City
officer who is authorized to take part in any manner in making this Agreement in his or her
official capacity shall voluntarily have a personal financial interest in this Agreement or benefit
financially therefrom. No member, official, or employee of the City shall be personally liable to
the Developer, or any successor in interest, for any Event of Default by the City or for any
amount which may become due to the Developer or successor or on any obligations under the
terms of this Agreement.
Section 7.3. Non- Discrimination The provisions of Minnesota Statutes Section 181.59,
which relate to civil rights and non - discrimination, and any affirmative action program of the
City shall be considered apart of this Agreement and binding on the Developer as though fully
set forth herein.
Section 7.4. Notices and Demands Except as otherwise expressly provided in this
Agreement, a notice, demand or other communication under this Agreement by either party to
the other shall be sufficiently given or delivered if it is sent by mail, postage prepaid, return
receipt requested or delivered personally:
(a) As to the City: City Administrator
City of Rosemount
2875 145' St. W.
Rosemount, MN 55068
Phone: 651- 423 -4411
CLL- 175715x4 11
RS230 -20
(b) As to the Developer: Twin Cities Habitat for Humanity
3001 Fourth Street, S.E.
Minneapolis, Minnesota 55414
Phone: 612- 331 -4090
or at such other address with respect to either such party as that party may, from time to time,
designate in writing and forward to the other as provided in this Section 7.4.
Section 7.5. Exemption from Business Subsidy Act The Developer warrants that the
Improvements are intended for sale to a qualified Homeowner and that its intent in entering into
this Agreement is to provide decent, safe and sanitary housing for persons of low or moderate
income. Based on these representations by the Developer, the parties agree that the conveyance
of the Property to the Developer for $1.00 is not subject to the provisions of Minnesota Statutes,
sections 1161993 through 1167.995.
Section 7.6. Provisions Not Merged With Deed None of the provisions of this
Agreement is intended to or shall be merged by reason of any deed transferring any interest in the
Property and any such deed shall not be deemed to affect or impair the provisions and covenants
of this Agreement.
Section 7.7. Counterparts This Agreement may be simultaneously executed in any
number of counterparts, all of which shall constitute one and the same instrument.
Section 7.8. Disclaimer of Relationship The Developer acknowledges that nothing
contained in this Agreement nor any act by the City or the Developer shall be deemed or
construed by the Developer or by any third party to create any relationship of third -party
beneficiary, principal and agent, limited or general partnership or joint venture between the City
and the Developer.
CLL- 175715v4 12
RS230 -20 '
IN WITNESS WHEREOF, the City has caused this Agreement to be duly executed in its
name and behalf and its seal to be hereunto duly affixed and the Developer has caused this
Agreement to be duly executed as of the day and year first above written.
CITY OF ROSEMOUNT
By
Its Mayor
And
Its City Administrator
STATE OF MINNESOTA )
-)ss
COUNTY OF )
The foregoing instrument was acknowledged before me this day of
2000 by and
the Mayor and City Administrator, respectively, of the City of Rosemount, a municipal
corporation under the laws of Minnesota, on behalf of the municipal corporation.
Notary Public
CLL- 175715v4 13
P- SMO-20
TWIN CITIES HABITAT FOR HUMANITY
By
Its President
And
Its
STATE OF MINNESOTA )
)ss
COUNTY OF )
The foregoing instrument was acknowledged before me this day of
, 2000 by and , the
President and respectively, of the Twin Cities Habitat of Humanity, a
Minnesota nonprofit corporation, on behalf of the corporation.
Notary Public
CL ,17s715V4
RS230 -20
L' hii1J611 H
FORM OF
CERTIFICATE OF COMPLETION
AND RELEASE OF FORFEITURE
WHEREAS, the City of Rosemount (the "Grantor'), by a deed recorded in the office of the
County Recorder in Dakota County, Minnesota, as Document No. ' has conveyed to
Twin Cities Habitat for Humanity, a Minnesota nonprofit corporation (the "Grantee "), the land in
County of Dakota and State of Minnesota legally described as Lots 1 and 2, Block 1, Broback 6th
Addition; and
WHEREAS, said deed was executed pursuant to that certain Contract for Private
Development by and between the Grantor and the Grantee dated the day of , 2000 and
recorded in the office of the County Recorder in Dakota County, Minnesota, as Document No.
, which Contract for Private Development contained certain covenants and restrictions
regarding completion of the Improvements; and
WHEREAS, said Grantee has performed said covenants and conditions in a manner deemed
sufficient by the Grantor to permit the execution and recording of this certification.
NOW, THEREFORE, this is to certify that all construction of the Improvements specified to
be done and made by the Grantee has been completed and the covenants and conditions in the
Contract for Private Development have been performed by the Grantee therein and that the
provisions for forfeiture of title and right to re-entry for breach of condition subsequent by Grantor
is hereby released absolutely and forever, and the County Recorder in Dakota County, Minnesota, is
hereby authorized to accept for recording and to record the filing of this instrument, to be a
conclusive determination of the satisfactory termination of the covenants and conditions relating to
completion of the Improvements.
DATED: 9 2000. CITY OF ROSEMOUNT
By
Its Mayor
And
Its City Administrator
CLL- 175715v4 A -1
RS230 -20
STATE OF MINNESOTA )
)ss
COUNTY OF )
The foregoing 'instrument was acknowledged before me this day of
2000 by and ,
the Mayor and City Administrator, respectively, of the City of Rosemount, a municipal
corporation under the laws of Minnesota, on behalf of the municipal corporation.
Notary Public
This instrument was drafted by:
Kennedy & Graven, Chartered
470 Pillsbury Center
200 South Sixth Street
Minneapolis MN 55402
CLL- 175715v4 A -2
RS230 -20
.K!JAII1D11 D
HOUSING DESIGN AND SITE DEVELOPMENT CRITERIA
Siding materials, exterior facade presentation, roof, window, siding and building line variability,
finished landscape, interior space function and use are all important considerations.
The development of all sites shall meet the development objectives listed below. The guidelines
were created to ensure that the homes built on the identified lots blend in with the surrounding.
neighborhood and respond to specific concerns of the Authority.
1. General:
a. One single- family residential structure shall be constructed on each of the two
lots.
b. The value of each new home must meet or exceed the Minimum Value specified
for each property in the Contract for Private Development.
2. Site Standards:
a. The entire grounds shall be finish landscaped to be aesthetically pleasing in all
seasons. Land forms and plant materials shall be used to define the site and neatly
blend with adjoining property. Specific lot line blending requirements are
provided in Attachment 1 to this Exhibit B.
b. Utility meters shall be screened from street view; locations must be specified on
plans.
C. Site drainage shall be accommodated on the site so that water is directed away
from the new home and the neighboring properties. Neighboring properties
should not be disturbed to create drainage swales. Construction and the finished
structure must improve or not have a detrimental impact on storm water drainage
patterns in the neighborhood. Specific storm water management requirements are
provided in Attachment 1 to this Exhibit B.
d. Existing trees shall be preserved when possible. Care should be taken to preserve
existing root systems. A tree wrap, with board reinforcement shall be used on
trees directly adjacent to active grading and construction areas.
e. The construction site, neighboring property and adjacent public streets shall be
kept free of construction debris at all times.
CLL- 175715v4 B -1
RS230 -20
f. All air conditioning units must be located in the rear yard of the house.
g. Egress window area well foundations must meet side setback requirements (be a
minimum of 5' from the property line), or be located in the rear yard of the house.
h. Under no circumstance during the construction period shall construction workers,
construction equipment or construction materials enter, disturb, or damage
neighboring properties.
3. Building Standards:
a. Three and four bedroom homes are preferred. However, a minimum of two
finished bedrooms and easily finished space for a third bedroom will be
acceptable.
b. Two full bathrooms are preferred. However, a minimum of one full bath and a 1/2
bath roughed -in will be acceptable.
C. A two car garage, attached or detached, must be provided on the site for all
housing units.
d. Exterior materials (siding, soffit, doors and windows), should be low
maintenance. Aluminum and vinyl are preferred. Natural cedar lap is acceptable
if properly stained or painted. Hardboard panels or hardboard lap siding, are not
acceptable.
e. Unit height and mass of the new homes shall be compatible with the scale of the
surrounding neighborhood.
f. Plans must present a balanced and pleasing distribution of wall and window areas
from all views.
g. A full basement shall be provided in the house unless the selected design results in
a split level, garden level type of basement.
h. All building plans must have been prepared in consultation with an architectural
designer with a minimum two year technical degree. An architect may also be
consulted. House design is a critical concern. The house building lines, window
placement, and orientation to street, must present a balanced and pleasing view
from all sides. Garage door dominance in design must be minimiz
CLL- 175715v4
RS230 -20 B -2
ATTACHMENT 1 TO
EXHIBIT B
PROPERTY ADDRESS:
Neighborhood compatibility requirements follow:
1. Refer to Section 2(a), 2(e) and 2(h) of "Housing Design and Site Development Criteria ",
Exhibit B
2.
3.
Storm Water Management requirements follow:
1. Refer to Section 2(c) of "Housing Design Site Development Criteria ", Exhibit B.
2.'
3.
CU-175 M4
Rs23a20 B -3
EXHIBIT C
FORM OF QUIT CLAIM DEED
No delinquent taxes and transfer
entered; Certificate of Real
Estate Value Ofiled Onot
required.
County Auditor
Deputy
(reserved for recording data)
STATE DEED TAX DUE HEREON: $
Date: .2000.
THIS INDENTURE, between the City of Rosemount, a municipal corporation under the
laws of Minnesota, Grantor, and Twin Cities Habitat for Humanity, a Minnesota non -profit
corporation, Grantee.
WITNESSETH, that the Grantor, in consideration of the sum of One Dollar ($1.00) and
other good and valuable consideration, the receipt whereof is hereby acknowledged, does hereby
grant, bargain, quit claim and convey to the Grantee, its successors and assigns, forever, all of the
tract or parcel of land lying and being in the County of Dakota and State of Minnesota described
on Exhibit A attached hereto and incorporated herein by reference (the Property).
To have and to hold the same, together with all hereditaments and appurtenances
thereunto belonging or in any way appertaining, to the Grantee, its successors and assigns,
forever. Subject to and together with, however, the provisions of the Permitted Encumbrances
described and referred to in Exhibit B attached hereto and incorporated herein by reference,
including, without limitation, the right of the Grantor upon the happening of an Event of Default
under that certain Contract for Private Development between Grantor and Grantee dated as of
(date of the Development Contract), to re -enter and take possession of the Property and the
Improvements thereon and terminate the estate and all right, title and interest of the Grantee in
and to the Property and Improvements thereon, and revest in the Grantor all right, title, estate and
interest of the Grantee in the Property and Improvements thereon, free of any lien of any
mortgage and other liens, except as permitted pursuant to the provisions of the Development
Contract.
CLL- 175715v4 C -1
RS230 -20
IN WITNESS WHEREOF, the Grantor has caused this Deed to be duly executed in its
behalf by its Mayor and its City Administrator, on
SELLER HEREBY 'CERTIFIES THAT SELLER ` KNOWS OF NO WELLS ON THE
DESCRIBED REAL PROPERTY.
CITY OF ROSEMOUNT
By
Its Mayor
And
Its City Administrator
STATE OF MINNESOTA - )
)ss
COUNTY OF )
The foregoing instrument was acknowledged before me this day of
2000 by and
the Mayor and City Administrator, respectively, of the City of Rosemount, a municipal
corporation under the laws of Minnesota, on behalf of the municipal corporation.
Notary Public
THIS INSTRUMENT WAS DRAFTED BY:
Kennedy & Graven, Chartered
470 Pillsbury Center
200 South Sixth Street
Minneapolis MN 55402
Property Tax Statements for the Property described in this instrument should be sent to:
cis.- 175715v4 C -2
RS230 -2Q
CU.-175715v4
RS230 -20
C -3
EXHIBIT B
TO
TO QUIT CLAIM DEED
Permitted Encumbrances
1. Taxes and installments of special assessments payable in 2000 and in subsequent years.
2. Building and zoning laws; federal, state and local laws, ordinances and regulations.
3. Easements for public streets, drainage, utilities, highways and roads now existing.
4. Liens, easements, encumbrances, agreements, restrictions, conditions and covenants of
record, if any, as of the date hereof.
5. The terms, conditions, covenants and agreements set forth in the Contract For Private
Development between the Grantor and Grantee named in the Deed to which this Exhibit
is attached, which Contract for Private Development is hereby made a part hereof by
reference thereto
CLL- 175715v4 C-4
RS230 -20