HomeMy WebLinkAbout8.b. Keystone Development Agreement ,
CITY OF ROS�20UNT
LXLCIITIVE SIId�SA,RY FOR ACTION
CITY COUNCIL MEETING DATE:
AGENDA ITEM: Keystone Development Agreement AGSNDA SBCTION:
Old Business
PREPAR SD BY: AGSNDA ��M .µ � R
Ron Wasmund Community Development Director 71�� 1�•�
ATTAC�TTS: Agreement, Summary Memo APPROVLD BY:
The attached Contract for Private Redevelopment is the development
agreement between Ron and Rich Carlson dba Keystone Properties and the
Rosemount Port Authority. As you are aware they desire to redevelop the
site located in the southwest quadrant of Highway 3 and Co. Road 42 . The
memo from Tom Burt which is attached explains the terms of agreement (the
meat is in the first twenty six pages of the agreement) and identifies what
little risk there is to the City.
The contract copy provided for you has the areas of change highlighted by
the word processor. Al1 changes have been reviewed by staff, Carlsons, and
legal counsels. This document will be executed by the port authority
chair. It will be in force between the port and Keystone Properties.
The document is being presented to you for review and approval because of
the funding mechanism for the first $200, 000 . It is anticipated that this
money can be loaned from internal sources within the City's funds. The
feasibility of this approach is being researched by the finance director
and our financial consultant. Since city funds are possibly being used you
must make a motion to approve the agreement.
This is a very exciting and highly visible project. Based upon our review
of the proposal, staff recommends approval of the agreement.
With the contract approved Keystone can proceed with their negotiations and
preparations of site and building plans.
RECOD�NDED ACTION: A Motion approving the contract between Keystone
Properties and the Rosemount Port Authority for private redevelopment
on land owned by Keystone.
COIINCIL ACTION:
S�•{
. ' 1Yli.:Lri01�t11'IL�J lvl � � .
DATE: February 21, 1995
TO: Port Authority Chair & Commissioners
FROM: Thomas D. Burt, Exe�utive Director �
SUBJECT: SL;IMNIARY OF CARLSON TIF PROPOSAL
The Carlsons (Keystone Properties, L.L.C.) have requested $l.l million of tax increment
finance (TI� assistance for the construcdon of a 25,000 square foot hotel and family style
restaurant in Phase I and additional commercial improvements in Phase II.
The $1.1 million requested is divided in two methods of TTF. The first $200,000 is up front
financing and will be used for site improvements, soil corrections, sewer, water storm sewer,
etc. This amount will be given to the developer in two installments and may be financed
internally by the City or we may issue bonds for the improvements. The first $125,000 pf
the $200,000 will be given to the developer when the public improvements are installeti on
the site. The remaining $75,000 will be given to the developer when the certificate of
completion for Phase I is issued (the hotel and restaurant are built). At the ti.me the
certificate of completion is issued the tractor sales will cease to exist and Carison tractor w�11
no longer be located on this site.
The remaining $900,000 of'TIF is pay as you go financing. This is a guarantee of
n ��
increment that is available from the site and will be used to pay for qualified expenses.
Qualified expenditures are public utilities, site preparation and other site improvements (see
Schedule B). The Carlsons along with their bank will finance the development of the site.
The expenses that they are eligible for will be paid for from TIF if the increment is
available. The $900,000 is divided into two areas $'700,000 for land costs and $200,000 for
other qualified public improvements to the site. All costs must be reviewed to assure they are
qualified.
The pay back of the entire $1.1 million is as follows:
The first 17.5% of tax increment is used to pay administrative expenses of the City.
These are the funds that will be used to offset impacts of LGA reductions and fiscal
disparities so it will not have an impact on the residents of Rosemount.
Second, the next $40,000 of tax increment will be used to retire the $200,00� up
front fmancing.
'Third, the next $40,000 of tax increment will be go towards the pay as you go debt.
Any remainuig surplus increment will be divided 50/50 towards the up front financing
and the pay as you go debt.
'e .
The project also has performance dates. Commencement of the project will be no latter than
October 1, 1995 and completion of Phase I no latter than December 15, 1996. Prior to the
beginiung of Phase II the Port Authority must review and appmve the pians. Fhase II will be
complete by December 15, 2000. �
Port Authority Commissioners have expressed a desire for this agreement to list Central
Group as an associated party to this development and Country Suites as the franchise of
choice. Legal counsel has indicated this can be included as part of the agreements but puts
the developer in a less than desirable position when negotiating for a francluse. Counsel
• recommends that this could be handled by stating in the agreement that the Port Authority
would have fmal approval of the franchise for this site.
Questions were also raised on how proposed legislation effects this proposal. I have met with
Representative Ozment on two occasions and he has no objections to this proposal and
indicates this is a valid use of'T�. The proposed legislation by Representative Ozment is
more focused on existing districts and the use of Tg' for housing.
The project as presented has m;nimum risk to the City. Our greatest exposure to risk would
be if the developer put in the improvements and lost the property after we provided $125,000
in financing. I have been reassured by both legal counsel and financial advisors that if this
happened the $125,000 impact would be minimal compared to the effect it would have
financially on the Carlsons. I am confident in this proposal and recommend approval.
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CONTRACT
FOB
� PRNATE BIDEVELOPMENT
By and Between
�OSF•MOUNT PORT AUTHORITY
and
KEYSTONE P80PERTIES, L.L.C.
Dated as of:
This document was drafted by:
HOLMES & GRAVEN, Chartered
470 Pillsbury Center
Minneapolis, Minnesota 55402
Telephone: 337-9300
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TABLE OF CONTENTS
Pa e
PREAMBLE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
A�TICLE I
Def'initions
Section 1.1. Defi.nitions . . . . . . . . . . . . . . . . . . . . . . . . . . 2
ARTICLE II
Representations aad Warranties
Section 2.1. Representations by the Authority . . . . . . . . . . . . 5
Section 2.2. Representations and Warranties �by the
Redeveloper . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
ARTICLE III
Ac uisition of Prc�perty;
Public Improvements `
Section 3.1. Status of Property . . . . . . . . . . . . . . . . . . . . . . . . . 7
Section 3.2. Land Acquisition Costs . . . . . . . . . . . . . . . . . . . . 7
Section 3.3. Title . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Section 3.4. Soil Conditions . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Section 3.5. Platting . . . . . . . . . . . . . . . . . . . . . . . . . 8
Section 3.6. Public Redevelopment Costs . . . . . . . . . . . . . . . 8
Section 3.7. TIF Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Section 3.8. Issuance of Note� � . . . . . . . . . . . . . . . . . . . . . . . 9
ARTICLE IV
Construc�tion of Minimum Improvements
. Section 4.1. Construction of Minimum Improvements . . . . . . . . . . . 11
Section 4.2. Construction Plans . . . . . . . . . . . . . . . . . . 11
Section 4.3. Commencement and Completion of Construction . . . . . . . . . 12
Section 4.4. Certificate of Completion . . . . . . . . . . . . , . . . • • • 12
Section 4.5. Phase II . . . . . . . . . . . . . . . . . . . . . . . . . 13
ARTICLE V
• In.surance and Candemnation
Section 5.1. Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Section 5.2. Subordination . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
ARTICLE VI
Tax Increment; Taxes
Section 6.1. Right to Collect Deli.nquent Taxes . . . . . . . . . . . . . . . . 16
Section 6.2. Reduction of Taxes . . . . . . . . . . . . . . . . . . . . . . . 16
Section 6.3 Tax Increment Guarantee . . . . . . . . . . . . . . . . . . . . 16
Section 6.4. Assessment Agreement . . . . . . . . . . . . . . . . . . 17
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ASTICLE VII
�do �5inancing
Section 7.1. Mortgage Finaacing . . . . . . . . . . . . • . . . . . . . . • 18
Section 7.2. Authority�s Option to Cure Default on Mortgage . . . . . . . 18
. ARTICLE VIII
Prohi`bitions A�ainst Assi�nment and Transfer; Indemnifcahon
Section 8.1. Representation as to Redevelopment . . . . . . . . . . . . . . 19
Section 8.2. Prohibition Against �tedeveloper's Transfer of
Property and Assignment of Agreement . . . . . . . . . . . . . 19
Section 8.3. Release and Indemnification Covenants . . . . . . . . . . . . . 20
ARTICLE IX
Events of Default
Section 9.1. Events of Default Defined . . . . . . . . . . . . . . . . . • 22
Section 9.2. Remedies on Default . . . . . . . . . . . . . . . . . . . . . . . 22
Section 9.3. No Remedy Fxclusive . . . . . . . . . . . . . . . . . . . . . . 22
Seetion 9.4. No Additional Waiver Implied�by One Waiver . . . . . . . . . . 22
ARTICLE X
Additional Provisions � -
Section 10.1. Conflict of Interests; Authority Representatives Not
Individually Liable . . . . . . . . . . . . . . . . . . . . . . . . 23
Section 10.2. Equal Employment Opportunity . . . . . . . . . . . . . . . . . . 23
Seetion 10.3. Restrictions on Use . . . . . . . . . . . . . . . . . . . . . . . . 23
Section 10.4. Provisions Not Merged With Deed . . . . . . . . . . . . . 23
Section 10.5. Titles of Articles and Seetions . . . . . . . . . . . . . . . . . . 23
Section 10.6. Notiees and Demands . . . . . • • • • • • • • • • • • • • • . 23
Section 10.7. Counterparts . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
Seetion 10.8. Recording . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
Section 10.9. Amendment . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
AR.TICLE XI
Termination of A�ement
Section 11.1. Option to Termi.nate . . . . . . . . . . . . . . . . . . . . . . . 25
Section 11.2. Action to Terminate . . . . . . . . . . . . . . . . . . . . . . . . 25
Section 11.3. Effect of Termination . . . . . . . . . . . . • • • • • • • • 25
TESTIMONIUM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
SCHEDULE A Description of Redevelopment Property
SCHEDULE B Public Redevelopment Costs
SCHEDULE C Certificate of Completion
SCHEDULE D Assessment Agreement
SCHEDULE E Authorizing Resolution
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CONTRACT F08 PBIDATE BIDEVELOPMENT
THIS AGREEMENT, made on or as of the day of , 1995, by and
between the Rosemount Port Authority, a public body corporate and politic (the
"Authority"), established pursuant to Minnesota Statutes, . Section 469.0813
(hereinafter referred to as the..:"Act"), and I�ey�tone..:Prc=gert�es s L I� C:, a
;.. -
Minnesota Iimtied �b�.iitg::coutpa�ig.;(the "Aedeveloper").
WITNESSETH: �
WHEREAS, the Authority was created pursuant to the Act and was authorized
to transact business and exercise its powers by a resolution of the City Council of
the City of Rosemount ("City"); and
WHEREAS, the Authority has undertaken a program to promote economic
develapment and job opportunities and to promote the redevelopment of land which
is underutilized within the City, and in this connection created a redevelopment
project known as the Rosemount Redevelopment Project (hereinafter referred to as
the "Project") in an area (herei.nafter referred to as the "Project Area") located in
the City and a Tax Increment Financing District No. 1-2 (the "TIF District") with
the Project Area, all pursuant to the Act and Minnesota Statutes, Section 469.001 to
469.04? (the "HRA Act"); and
WHEREAS, pursuant to the HRA Act, the Authority is authorized to acquire
real property, or interest therein, and to undertake certain activities to prepare
such real property for development by private enterprise; and
WfiEREAS, in order to achieve the objectives of the Project Flan the Authority
is prepared to assist in the development of real property in the Project Area, more
particularly described in Schedule A annexed hereto and made a part hereof (which
property as so described is hereinafter referred to as the "Redevelopment
Property") and to pay certain public redevelopment costs of the Project, in order to
bring about redevelopment in accordance with the Redevelopment Plan and this
Agreement; and
WHEREAS, the Authority believes that the redenelopment of the Project Area
pursuant to this Agreement, and fulfillment generally of this Agreement, are in the
vital and best interests of the City and the health, safety, morals, and welfare of its
residents, and in accord with the public purposes and provisions of the applicable
State and local laws and requirements under which the Project has been undertaken
and is being assisted.
N�W, THEREFORE, in consideration of the premises and the mutual obligations
of the parties hereto, each of them does hereby covenant and agree with the other
as follows:
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ABTICLE I
. Def'initions
Section 1.1. Definitions. In this Agreemeat, unless a different meaning
clearly appears from the context:
� "Act" means Minnesota Statutes, Section 469.0813. .
"Agreement" means this Agreement, as the same may be from time to time
modified, amended, or supplemented.
"Authority" means the Rosemount Port Authority, or any successor or assign.
"Authorizing Resolution" means the resolution of the Authority, substantially
in the form of the attached Schedule E to be adopted by the Authority to authorize
the issuance of the Notes.
"Certificate of Completion" means the certification provided to the
Redeveloper, or the purchaser of any part, parcel or unit of the Redevelopment
Property, pursuant to Section 4.4 of this Agreement.
"City" means the City of Rosemount, Mi.nnesota.
"Construction Plans" means the plans, specifications, drawings and z'elated
documents on the construction work to be performed by the Redeveloper on the
Redevelopment Property which (a) shall be as detailed as the plans, specifications,
drawings and related documents which are submitted to the appropriate building
officials of the City, and (b) shall include at least the following for each building:
(1) site plan; (2) foundation plan; (3) basement plans; (4) floor plan for each floor;
(5) cross sections of each (length and width); (6) elevations (all sides) ; (7)
landscape plan; and (8) such other plans or supplements to the foregoing plans as
the Authority may reasonably request to allow it to ascertain the nature and quality
of the proposed construction work.
"County" means the County of Dakota, Minnesota.
"Event of Default" means an action by the Redeveloper listed in Article IX of
this Agreement.
"HR.A Act" means Minnesota Statutes, Sections 469.001 to 469.047, as
aanended.
"Holder" means the owner of a Mortgage.
"Maturity Date" means the date on which both the TIF Bonds and Notes are
finally paid or defeased in accordance with their terms.
"Minimum Improvements" means the construction on the Redevelopment
Property of approximately 2a,0E14� square foot A mp�e� and restaurant ("Phase I")
and additional commercial improvements specified in Section 4.5 hereof ("Phase II") .
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"Mortgage" means any mortgage made by the Redeveloper which is secured,
in whole or in part, with the Redevelopment Property and which is a permitted
encumbrance pursuant to the provisions of Article VIII of this Agreement.
"Note or Notes" means any Tax Increment Revenue Note to be issued under
Section 3.8 hereof and pursuant to the Authorizing Resolution.
�"Project" means the Authority's Rosemount Redevelopment Project.
"Project Area" means the real property located within the boundaries of the
Project.
"Bedeveloper" means Keystone Properties, L.L.C., or its permitted
successors and assigns.
"Redevelopment Property" means the real �roperty described m Schedule._A
of.::this:.Agreement ��.uc�xn�$n1r �mgrcxv�men� con��ct�d vr �a �e.rerx���rEx�.�ei�
: :: ::::::;:;..:: ..:..............
... . . . ........ .......... .........
:�te�rsn.
rrRedevelopment Plan" means the Authority's Project Plan for the Projeet as
amended December 20, 1994 and as it may be further amended.
"State" means the State of Minnesota.
"Tax Increment" means that portion of the real property taxes which is paid
with respect to the Redevelopment Property and which is remitted to the Authority
as tax increment pursuant to the Tax Increment Aet.
"Tax Increment Act" means the T� Increment Financing Act, Minnesota
Statutes, Sections 469.174 to 469.179, as amended.
"Tax Increment Bonds" or "TIF Bonds" means the bonds to be issued under
Section 3.? hereof, and any bonds issued to refund such bonds.
"T� Increment District" or "TIF District" means the Authority's Ta�
Increment Financing District No. 1-2.
"Tax Inerement Plan" or "TIF Plan" means the Authority's Tax Increment
Financing Plan for Tax Increment Financing District No. 1-2, as approved December
20, 1994 and as it may be amended.
"Tax Official" means any County assessor; County auditor; County or State
board of equalization, the commissioner of revenue of the State, or any State or
federal district court, the tax court of the State, or the State Supreme Court.
"Unavoidable Delays" means delays beyond the reasonable control of the party
seeking to be excused as a result thereof which are the direct result of strikes,
other labor troubles, prolonged adverse weather or acts of God, fire or other
casualty to the Minimum Improvements, litigation commenced by third parties which,
by injunction or other similar judicial action, directly results in delays, or acts of
any federal, state or local governmental unit (other than the Authority in exercising
its rights under this Agreement) which directly result in delays. Unavoidable
Delays shall not include delays in the Redeveloper's obtaining of permits or
governmental approvals necessary to enable construction of the Minimum
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Improvemeats by the dates such construction is required under Section 4.3 of this
Agreement. _ :
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ABTICLE II
Represeatations and Warrsnties
Section 2.1. Representations by the Authority. The Authority makes the
following representations a� the basis for the undertaking oa their part herein
contained:
(a) The Authority is a port authority duly organized and existing under the
laws of the State. Under the provisians of the Act, the Authority has the power to
enter into this Agreement and carry out its obligations hereunder.
(b) The activities of the Authority are undertaken for the purpose of
fostering the development of certai.n real property which far a variety of reasons is
presently unutilized and underutilized and for the purpose of promoting economic
development and the creation of employment opportunities.
Seetion 2.2. Representations and Warranties by the Redeveloper. The
Redeveloper represents and warrants that:
(a) The Redeveloper is a �ted 'Tzabxl�ty'+ec?�Ss��, duly organized and in
good standing under the laws of Minnesota, is not m violation af any provisions of
its articles of incorporation, bylaws or the la.ws of the State, is duly authorized to
transact business within the State, has power to enter into this Agreement and has
duly authorized the execution, delivery and performance of this Agreement by
proper action of its board of directors.
� (b) The Redeveloper will construct, operate and maintain the Mi.nimum
Improvements in accordance with the terms of this Agreement, the Redevelopment
Plan and all local, state and federal laws and regulations (including, but not li.mited
to, environmental, zoning, building code and public health laws and regulations).
(e) The Redeveloper has received no notice or communication from any
local, state or federal official that the activities of the Redeveloper or the Authority
in the Project Area may be or will be in violation of any environmental law or
regulation (other than those notices or communications of which the Authority is
aware). The Redeveloper is aware of no facts the existence of which would cause it
to be in violation of or give any person a valid claim under any local, state or federal
environmental law, regulation or review procedure.
(d) The Redeveloper will construct the Minimum Improvements in accordance
with all local, state or federal energy-conservation laws or regulations.
(e) The ftedeveloper will obtain, in a timely manner, all required permits,
licenses and approvals, and will meet, in a timely manner, all requirements of all
applicable local, state and federal laws and regulations which must be obtained or
met before the Minimum Improvements may be lawfully construeted.
(f) Neither the execution and delivery of this Agreement, the consummation
of the transactions contemplated hereby, nor the fulfillment of or compliance with the
terms and conditions of this Agreement is prevented, limited by or conflicts with or
results in a breach of, the terms, conditions or provisions of any restriction or any
evidences of indebtedness, agreement or instrument of whatever nature to which the
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xedeveloper is now a partp or by which it is bound, or constitutes a default under
any of the foregoing. _
(g) Whenever anp Event of Default occurs and if the Authority shall employ
attorneys or incur other P.xpenses for the collection of papments due or to become
due or for the enforcement of performance or observance of anp obligation or
agreement on the part of the Redeveloper under this Agreement, the Redeve2oper
agrees that it shall, within ten days of written demand by the Authority, pay to the
Authority the reasonable fees of such attorneys and such other expenses so incurred
by the Authority. �
(h) The proposed redevelopment by the ltedeveloper hereunder would not
oceur but for the tax increment financing assistance being provided by the Authority
hereunder.
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ARTICLE III
A uisition � Property;
Public Immrovements
Section 3.1. Status of Property. The �tedevelopment Property is currently
owned� by a third party, with whom the Redeveloper intends to enter a purchase
� agreement to acquire. Within 10 days after the date of such purchase agreement, the
Redeveloper shall provide to the Authority a copy of the purchase agreement for
review and approval.
Section 3.2. Land Aequisition Costs. The Authority is authorized to acquire
real property and convey such property to private entities at a grice determined by
the Authority in order to facilitate development or redevelopment of the property.
The Authority has determined that, in order to make development of the Minimum
Improvements financially feasible, it is necessary to reduce the cost of acquisition
of the Redevelopment Property. The Authority has also determined that, in light of
potential environmental contamination of the Redevelopment Property and potential
liability that could be incurred by the Authority if the Authority takes title to the
Redevelopment Property, it is in the best interest of the Authority for the
Redeveloper to acquire the R.edevelopment Property directly from the current owner.
The Authority will reimburse the Redeveloper for the cost of acquisition of the
R.edevelopment Property in the maximum amount of $700,000, or the amount that the
Authorrtys �.�.�s �vle.r�Tsere�c�n.;,:: deems is supported by a professional appraisal of
.. ..
the Redevelopment Property, whichever is less, through issuance of the Note in
accordance with the terms of Section 3.8 hereof.
Section 3.3. Title. (a) Prior to acquisition of the Redevelopment
Property, and as a condition to the Authority's obligation to issue the Notes, the
Redeveloper shall obtain and furnish to.the Authority a commitment for the issuance
of a policy of title insurance for the Redeveiopment Property. The Authority shall
have ten (10) days from the date of its receipt of such commitment to review the state
of title to the Redevelopment Property and to provide the Redeveloper with a list of
written objections to such title. Upon receipt of the Authority's list of written
objections, the Redeveloper shall proceed in good faith and with all due diligence to
attempt to cure the objeetions made by the Authority. Not earlier than eleven days
following the date the Authority shall have received a commitment for the issuance
of a policy of title insurance for the Bedevelopment Property from the R.edeveloper
or, in the event the Authority shall have provided the Redeveloper with a list of
written objections, within ten (10) days after the date that all such objections have
� been cured to the reasonable satisfaction of the Authority, the Redeveloper shall
proceed with the acquisition and conveyance of the Redenelopment Property. In the
event that the Redeveloper has failed to cure objections within sixty (60) days after
its receipt of the Authority's list of such objections, either the Redeveloper or the
Authority may by the giving of written notice to the other, terminate this
Agreement, upon the receipt of which this Agreement shall be null and void and
neither party shall have any liability hereunder. The Authority shall have no
obligation to take any action to clear defects in the title to the Redevelopment
Property.
Section 3.4. Soil Conditions. The Aedeveloper acknowledges that the
Authority makes no representations or warranties as to the condition of the soils on
the Redevelopment Property or its fitness for construction of the Minimum
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Improvements or any other purpose for which the Redevelaper may make use of such
' property. The 8edeveloper further agrees that it will indemaify, defend, aad hold
harmless the Authority, the City, and their governing body members, officers, and
employees, from any claims or actions arising out of the presence, if aay, of
hazardous wastes or pollutants on the Redevelopment Property.
Section 3.5. Plattin�. ,Before commencement of construction of the Minimum
Impravements, the 8edeveloper shall, at its cost, cause the Redevelopment Property
to be platted in accordance with City procedures, and subject to all coaditians and
terms required by the City. The plat shall prflvide for streets, utilities and parcels
as necessary to permit development of the Minimum Improvements in accordance with
this Agreement.
Section 3.6. Public Redevelopment Costs. In order to make development of
the Minimum Improvements financially feasible, the Authority will reimburse the
Redeveloper for the Public Redevelopment Costs set forth in Schedule B hereof in
the maximum amount _of $44Q;�0� ar t�e :amc�nfi uf $�,.�.4f�,Q�3t� �ess �1�e isrid
seg�3�it�or�,cast r.eamtau�sei��zn.der Section 3`;2, w�chever fs greater, in accordance
viiith Sections 3.7 anci 3.8 hersof. ��The improvements described in Schedule B shall
be constructed in accordance with the Construction Plans prepared by the
Bedeveloper and approved by the Authority and the City Engineer. Any
improvements financed as Public R.edevelopment Costs that are dedicated to the City
as public streets or utilities shall also conform to the City's specifications under the
plat. The parties agree and understand that public improvements dedicated to the
City in connection with the plat are not subject to Mi.nnesota Statutes, Section
471.345 (relating to municipal bidding procedures) or Section 574.26 {relating to
contractor bonds), all in accardance with Minnesota Statutes, Section 462.358,
Subd. 2a. Iiowever, the Redeveloper shall, at the Authority's request, provide the
Authority all documents relative to the construction of the unprovements described
in Schedule B that are reasonably necessary for the Authority to determi.ne that the
cost of such construction is reasonable.
Section 3.7. TIF_• (a) The Authority's obligations under Section 3.6
hereof will be financed, in part, through issuance by the Authority or the City of
general obligation TIF Bonds secured primarily with Tax Increments generated from
the Bedevelopment Property. The net proceeds of the TIF Bonds will not exceed
$200,000, and the total principal amount may include costs of issuance, discaunt and
capitalized issuance. The parties agree and understand that the TIF Bonds are not
anticipated to be tax exempt, and the Authority has no obligation to seek taY exempt
status for such bonds. The TIF Bonds shall mature no later than 15 years after the
date of issue, or 13 years after the date of first receipt of Tax Increment based on
full value of Phase I of the Minimum Improvements, whichever period is less.
(b) At the Authority's sole discretion, in lieu of issuing or causing to be
issued the TIF Bonds, the Authority may internally finance the net amount of
$200,000 through a loan or internal note with the City. The terms of such loan or
note shall be determined by the Authority and the City, provided that the interest
rate on such obligation shall not exceed g.(10 percent and the maximum term shall be
. as described in paragraph (a) above. For�the purposes of this Agreement, the term
"TIF Bonds" shall include any internal financing instrument under this paragraph.
(c) The Authority's obligation to cause the TIF Bonds to be issued shall be
conditioned on all the following having occurred:
�,, � , , -, _.^! ,
/;� �/ . , - r . , �,.t
�r `j�-G-�/�'�l/�`-/1/v�� `�"1,�(n_ ..r�����t,�� � C,� ,� �-� v '(.i,•�_ �-��-(�-- -�".,
�/�--- y
SJ883092� �,/� J � L�e---
RS230-5 T� �y(��"L�'�"- � �� `^�G�' ���vt-C��
V
(i) �he� .�es�eve�oper �av�g submi� a�c�. �fie ,�x.ut�ori� hsrv�g
i��r�xc►e,���te li�ut,��..P�r,ss.d+sf��.�n a���acao��c�wi��ae�o�:�.�.��
�e�� -
;f;..::...... .
/� ;;�?�:� the Redeveloper having submitted to the Authority
evidence��of financing as required under Section ?.1;
/� {�;� the l�edeveloper having submitted and the Authority
� having approved Construction Plans for the Minimum Improvements and all
improvements described as Public Redevelopment Costs in Schedule B;
/�;{i+R:�: the Authority having reviewed and approved title to the
R.edevelopment Property as set forth in Section 3.3;
/� ;���: the Authority having reviewed and approved the purchase
agreement��between the Redeveloper and the owner of the Redevelopment
Property.
/� ��): the Redeveloper having acquired title to and possession of the
Redevelopment Property;
/� :{�} a final plat of the Redevelopment Property having been
approved 1�y all relevant entities and recorded;
��Y:.
/�;��iu�: the Authority or City having the legal power to issue the TIF
Bonds, arid�the Authority's fiscal consultant having determined that the
projected Tax Increment to be generated by Phase I of the Minimum
Improvements and pledged pursuant to Section 3.8(c) hereof is sufficient to
secure bonds in the principal amount that will produce net proceeds of at least
$200,000; and
/�;���: the Redeveloper not being in default under this Agreement.
(d) The proceeds of the TIF Bonds shall be disbursed in accordance with
the following terms and conditions:
(i) Proceeds in the amount of $125,000 shall be disbursed to the
Redeveloper upon satisfaction of all the following conditions: substantial
completion of the items designated in Schedule B as Public Utilities; receipt
by the Authority of evidence satisfactory to the Authority that the
Redeveloper has paid at least $125,000 toward such Public Utilities or any
other Public Redevelopment Costs; and the Redeveloper not being in default
under this Agreement.
(ii) Proceeds in the amount of $?5,000 shall be disbursed to the
Redeveloper upon satisfaction of all the following conditions: issuance of the
Certificate of Completion for Phase I of the Minimum Improvements; receipt by
the Authority of evidence satisfactory to the Authority that the Redeveloper
has paid at least $?5,000 toward Public Redevelopment Costs, excluding items
previously submitted under clause (d)(i) above; and the Redeveloper not
being in default under this Agreement.
Section 3.8. Issuance of Notes. (a) In order to reimburse land acquisition
costs as described in Section 3.2 and Public Redevelopment Costs in excess of the:
8JB83092
RS230-5 9
. V r�,. �,�,. . ,a �a � ••i..w.vc..� n, � y � � .
0���€7t�:�EIE�:i�suc� Yesser amc�tnt o€�;Iaac€ ecc�u�s��ou cost spee�'iec� � Secfioa.3 �
��':,."Y' '" ,�°sud s�.��'s&i�ec�.i�.eaas�deratioz�:c�f the�et��veTQpe��s ga3:menL of rsucli
����a��t. The"S�ries:8 l�ta�'�w�be iss�:i��he gri�c�pat amcauat c3f:
.: � .
�2p#,��.�Qt��a�the amv�snL+���;��Qa:QQ�Tess the�pr�c�pa�am+ouat of#he Serie�.A.AFu�e
�<::. <
i�c�.Ie�� f��,amo�at o�'P�h� Rede.gelopmez�.t Cvsts disburs�c€ or �a �e ct�slaursec�
�`ro�i.gr�oceeds c����onds tinc�er Sec�ioa� ��c�} Bereof, �r�uc�iever i�gres�,
a's�be �e�. i� evns�c�era�oa vf,t�e �develaperss eauenaat to pag.Pub�ic
.. ..:, amouv,t of suc�.:ATote,
:�edeFeio�m����as�s in;�e pr�n'�.P��. .:.�... .,r..�..... A.....R ... ...,.
. .:...,.,�.,��w.�k ... ......... .....v. ;. .....,..
(b) _n ��e Au�horitg',sha�apgraxre ax�._�u;�iar��ng �Eso�utioxs far eaeh �ote
iyv>.,W,.4 '" ���..
� >3ssue �iot.h. I!tofes �po� c�as�g va �he Rer�eve�o r�s a�ec�,uis�i�oa af tfie
�edevelepme�.� P�pert�, prav�c�ed t�ie Redegel°per �as comp�ed with. a3� ather:
�n��a�s��g��h i�Seci�on�.��or issu�ace t�f anc€d�bursemen�.of grv.ceeds€ro�ci
, .:: :.
#�i���FBoads� �xceg���ditior�3.��c}€vii� �e 1�Qtes s�a�be�Ss�ec€substan�glly
. ,.......
�;:��Q�set fcx�f�t.��chec�ule �, ��ac£�us�m.e��s�€ar�h� Ser�es 1�.�ate anc� thh�
.. .. . .. .
�e��, g 1�Q�e � r�.es�ers'bec�i� Schedule E. The final terms of /� each Note w�ll be
����� ' ��� � ��� �rovided that A eacli� Note �v�iill have a final
�determined at�the��time of issuance, p
maturity no later than that for the TIF Bonds, A eaeh��Note will have the same
payment dates as the TIF Bonds (except to the extent the Notes are /1 issued later)
and the rate of interest on A esc�t Note shall be 9 percent.
(c} The Notes will be secured by "Available Tax Increment" as defined in
the Note. The parties agree and understand that the Authority will apply Tax
Increment in the following order of priority, wizich priority is reflected in the
. definition of Available Tax Increment:
First, 17.S percent of Tax Increments will be retained by the Authority
for administrative costs and other eligible expenditures under the Act and the
TIF Aet;
Se_, $40,000 of Tax Increment collected annually ($20,000 on each
semi-annual payment date) will be pledged by the Authority to the TIF Bonds;
Third, $40,000 of Tax Increment collected annually .($20,000 on each
semi-annual payment date) will be pledged �q,ually�nct ratg�ily to the Notes;
Fourth, 50 percent of any excess Tax Increment remaining on any Note
a ent date after making the above payments will be pledged.eqi�al�g'arid
� Ym :.: ....
::
rata3i�y'::to the l� Notes, with the balance pledged to the TIF Boncls;
..:........:. . .
Fifth, if no TIF Bonds are outstanding as of any Note payment date, all
Tax Increment in excess of the 17.5 percent retained by the Authority will be
pledged :eg,u�llg and_r�tabLg;:to the Notes.
In the event of any inconsistency.between the terms of this Section and the terms of
the Notes, the terms of the Notes shall prevail.
(d} The parties agree and understand that Tax Inerements generated from
Phase I of the Minimum Improvements are reasonably expected to be sufficient to pay
the principal of and interest on the TIF Bonds and a portion of the principal and
interest of the Notes. However, Tax Incre�a e II ofthenMinimum ImP o ements is
principal and interest on the Notes unless P
completed. The Authority makes no representations or warranties that Tax
Increments will be sufficient to make any or all payments on the Notes.
s�eaos2 1�
RS230-5
AxTICLE IP
Construc�on of M"inim�um Improvements
Section 4.1. Construction of Minimum Impravements. The Redeveloper agrees
that it will construct the Minimum Improvements on the Redevelopment Prvperty in
accordance with the approved Construction Plans and at all times prior to the
Maturity Date will operate and maintain, preserve and keep the Minimum
Improvements or cause the Minimum Improvements to be maintained, preserved and
kept with the appurtenances and every part and parcel thereof, in good repair and
condition.
Section 4.2. Construction Plans.
(a) Before issuance of the TIF Bonds and the Notes, the Redeveloper shall
submit Construction Plans to the City Building Official, who shall review such plans
under this Section on behalf of the Authority. The Construction Plans shall provide
for the construction of Phase I of the Minimum Improvements and shall be in
confortnity with the Redevelopment Plan, this Agreement, and all applicable State
and local laws and regulations. The City Building Official will approve the
Construction Plans in writing if: (i) the Construction Plans conform to the terms and
conditions of this Agreement; (ii) the Construction Plans conform to the goals and
objectives of the Redevelopment Plan; (iii) the Construction Plans conform to all
applicable federal, state and local laws, ordinances, rules and regulations; (iv) the
Construction Pla.ns are adequate to provide for construction of Phase I of the
Minimum Improvements; (v) the Construction Plans do not provide for e�enditures
in excess of the funds available to the Redeveloper for construction of Phase I; and
� (vi) no Event of Default has occurred. No approval by the City Building Official
shall relieve the Redeveloper of the obligati�cable federal,lstate and local lawss
Agreement or of the Aedevelopment Plan, app
ordinances, rules and regulations, or to construct the Minimum Improvements in
accordance therewith. No approval by the City Building Official shall constitute a
waiver of an Event of Default. If approval of the Construction Plans is requested
by the Redeveloper in writing at the time of submission, such Construction Plans
shall be deemed approved unless rejected in writing by the City Building Official,
in whole or in part. Such rejections shall set forth in detail the reasons therefore,
and shall be made within 30 days after the date of their receipt by the City Building
Official. If the City Building Official rejects any Construction Plans in whole or in
part, the Redeveloper shall submit new or corrected Construction Plans within 30
days after written notification to the Redeveloper of the rejection. The provisions
of this Section relating to approval, rejection and resubmission of corrected
Construction Plans shall continue to apply until the Construction Plans have been
approved by the City Building Official. The City Building Official's approval shall
not be unreasonably withheld. Said approval shall constitute a conclusive
determination that the Construction Plans (and the phase to the Autho ty's
Improvements constructed in accordance with said plans) comply
satisfaction with the provisions of this Agreement relating thereto.
(b) If the Redeveloper desires to make any material change in the
Construction Plans after their approval by the City Building Official,
R.edeveloper shall submit the proposed change to the City Building Official for
approval. If the Construction Plans, as modified by the proposed change, conform
to the requirements of this Section 4.2 of this Agreement with respect to such
SJH83092 11
P3230-5
ARTICLE IV
Construction of Minimum Improvements
Section 4.1. Construction of Minimum Improvements. �a.} The Redeveloper
agrE;es that it will construct the Minimum Improvements on the 8edevelopment
Property in accordance with the approved Construction Plans and at all times prior
� to the Maturity Date will operate and maintain, preserve and keep the Minimum
Improvements or cause the Minimum Improvements to be maintained, preserved and
kept with the appurtenances and every part and parcel thereof, in good repair aad
condition.
.,, , . , . ,.
�'�} �e�areE or�upcxn sub�i.t�ng Cans�,etion Plans for F�se �3,n�ecordan.�
,_. _ >
;��h���cxn 4 �� the 8�c�eve�ager sh�ll sub�t tc�the�iuthorztg the nam�of�li��te�
�ach�se pra�dsec�ta ba a�c�u�red �s arcie�-;�c� aperate#he mote�pa��on o� Phase �,:
�d the zia�zie r��'a c��efagm�i�par�ner or m�nager, �ang: P�Pused to�age �lie
.,.: , ;
�r�struetio� Qr aperetf�xn �� tb.e'm�xtel {eQllee�€fv�I,yr, :t,�.te '�&foiel F�rt��R�x �aigether
:��h at��v�'r1fit�M iwafie���s re�so�abt�requested.�y the�.uth�rz�',�n arcter to re�iev�t
:.:
:th���te1 Far�t3r undsr�his Sectidn. �l�e�tfa�te€Psrty w3ll he�eeme�a�,pruge�;b��Yie
�,.t��r��ty xznles� �e�e��ed �. �urz�g 1�g�.Aut�Zorxty� w�.th�i� 30 days aft�r re�g�
d�the �f'Qrerne��iont��€s�.bmdttel :�e`��th���t� s�11ie���ftl,e�.�o req?�re tb.af� �
��t� �4u�h�x�ty's :re�sci�ahle �d�nent:, tl�e NiQtel ���y � �' q�a�i.c��iaa� �o
::: ,
���elo� �1 „r��perr��e_�e ma�te�,: a�d t��..�he �ate� <Fa�� �ielud�� � na.�,on�l3,�
�,�����m�tel�'zvaneh�tse;o�a t s aud c��1�tg:acc�p��.�l� �� the .Px��ha�� � �ts
�P
�1� �scre�an i� �:h� �s.�x�h,or�;�y re�e.�ts ;the 1V�o��, P�£�x, �h� �ec�s�Q�e� may
��.bm?�:� a new�Qt�l �ar��nd � p�a�nsio�s o£tlu� �e��xan;�e�a#.�z�ta a�prov�.uf
#.� 1�QteI Pa�t�,s�ll: ��xn�ue �Q �g�1y� �� a: ��xte3, Far�.y i� a�s�rr��ec� �� �e
... , #: , .: , �
�.u�r�� � grr��v�.c�ed �hat � a T�fi�te� Part�r � �Qt a�pra�ed;l�ere�����a the date
Y
` �red�4�ca�imer�ceme�.t o�c��stru��o��f Pl�ase I�nc�er�e�t��n.4 3.hereQf,sucii
��
�ac�.v��n�ppra�e�,��e� �ar�y sha�1��deem�d �n�R�n�.of�e£ault�ere�xnc�er�.+�
:.
:t�se �uthar�t sha1� �av� a�1 th� �� hts arit3, remedies provided;u�de� Article IX
� � _ :
��reof, �nel��g vv���iout L�mit�tzan terr�uitat�Q�;o£ ti�xs AgreQment
Section 4.2. Construction Plans.
(a) Before issuance of the TIF Bonds and the Notes, the Redeveloper shall
submit Construction Plans to the City Building Official, who shall review such plans
under this Section on behalf of the Authority. The Construction Plans shall provide
for the construction of Phase I of the Minimum Improvements and shall be in
conformity with the Redevelopment Plan, this Agreement, and all applicable State
and local laws and regulations. The City Building Official will approve the
Construction Plans in writing if: (i) the Construction Plans conform to the terms and
conditions of this Agreement; (ii) the Construction Plans conform to the goals and
objectives of the Redevelopment Plan; (iu) the Construction Plans conform to all
applicable federal, state and local laws, ordinances, rules and regulations; (iv) the
Construction Plans are adequate to provide for construction of Phase I of the
Minimum Improvements; (v) the Construction Plans do not provide for expenditures
in excess of the funds available to the Redeveloper for construction of Phase I; and
(vi) no Event of Default has occurred. No approval by the City Building Official
shall relieve the Redeveloper of the obligation to comply with the terms of this
Agreement or of the Redevelopment Plan, applicable federal, state and local laws,
ordinances, rules and regulations, or to construct the Minimum Improvements in
accordance therewith. No approval by the City Building Official shall constitute a
8JH83092
A9230-5 1 Z
-: � '
the xedeveloper has failed to complete the phase of the Minimum Improvements in
accordance with the Provisions of the Agreement, or is otherwise ia default, and
what measures or acts it will be necessary, in the opinioa of the Authority, for the
Redeveloper to take or perform iu order to obtain such certification.
(c) The construction of each phase of the Minimum Improvements shall be
deemed to be substantially ccmpleted when the R.edeveloper has received a certificate
of occupancy from the responsrible.inspecting authority.
Section 4.5. Phase II. Development of the balance of the Redevelopment
property not developed as Phase I shall be deemed Phase II, which Phase II shall
consist of commercial facilities that are compati'ble with Phase I and consisteat with
all local, state and federal ],aws and regulati°ns• Before commencing constructioa
of any portion of Phase II, the Redeveloper shall submit Construction Plans to the
Authority for review and approval in accordance with Section 4.2. hereof. The
Aedeveloper shall...use its._`best.,efforts to complete construction of all Phase II
improvements by ��:Eem�ier�5�.�i#�3Q, proPided that fa.ilure to complete construction
.:
by such date shall not��be�an�Event of Default hereunder. The parties agree an
understand that Tax Increments attributed to Phase II of the Minimum:Improvements
or any portion thereof will be pledged to the TIF Bonds and the Notes, and that the
Authority has no obligation to provide financial assistance in connection with Phase
II of the Minimum ImProvements other than as set forth in this Agreement.
8JH83092 13
R3230-5
AxTICLE V
Insurance aad Condemnation
Section 5.1. Insurance.
(a) The Redevelopeic will provide and mai.ntain at all times during the
process of constructing the Minimum Improvements an All Risk Broad Form Basis
Insurance Policy and, from time to time during that period, at the request of the
Authority, furnish the Authority with proof of payment of premiums on policies
covering the following:
(i) Builder's risk insurance, written on the so-called"Builder's Risk
-- Completed Value Basis," in an amount equal to one hundred percent (100$)
� of the insurable value of the Minimum Improvements at the date of completion,
and with coverage available in nonreporting form on the so-called "all risk"
form of policy. The interest of the Authority shall be protected in accordance
with a clause in form and content satisfactory to the Authority;
(ii) Comprehensive generalliabilityinsurance (iacludingoperations,
contingent liability, operations of subcontractors, completed operations aad
contractual liability insurance) together with an Owner's Contractor's Policy
with limits against bodily injury and property damage of not less than
$1,000,000 for each occurrence (to accomplish the above-required Limits, an
umbrella excQss liability policy may be used); and
(iii) Workers' compensation insurance, with statutory coverage.
(b) Upon completion of construction of the Minimum Improvements and prior
to the Maturity Date, the Redeveloper shall maintain, or cause to be maintai.ned, at
its cost and expense, and from time to time at the request of the Authority shall
furnish proof of the payment of premiums on, insurance as follows:
(i) Insurance against loss andlor damage to the Niinimum
Improvements under a policy or policies covering such risks as are ordinarily
insured against by similar businesses.
(ii) Comprehensive general public liability insurance, including
personal injury liability (with employee exclusion deleted), against liability
' for injuries to persons and/or property, in the minimum amount for each
occurrence and for each year of$1,000,000, and shall be endorsed to show the
Authority as additional insured.
(iii) Suchotherinsurance,includingworkers'compensationinsurance
respecting all employees of the Redeveloper, in such amount as is customarily
carried by like organizations engaged in Like activities of comparable size and
liability exposure; provided that the Redeveloper may be self-insured with
respect to all or any part of its liability for workers' compensation.
� (c) All insurance required in Article V of this Agreement shall be taken out
and maintai.ned in responsible insurance companies selected by the Redeveloper
which are authorized under the laws of the State to assume the risks covered
thereby. Upon request, the Redeveloper will deposit annually with the Authority
9J88309Z
asz3o-s 14
policies evidenciag all such insurance, or a certificate or certificates or binders of
the respective insurers stating that such insuraace is ia force and effect. Unless
otherwise provided in this Article V of this Agreement eaeh policy shall contain a
provision that the insurer shall not cancel nor moclify it in such a way as to reduce
the coverage provided beiow the amounts required herein without giving written
notice to the Redeveloper and the Authority at least thirty (30) days before the
cancellation or modificatioa becomes effective. In lieu of separate policies, the
Redeveloper may maintain a singie policy, blanket or umbrella policies, or a
combination thereof, having the coverage required herein, in which event the
Redeveloper shall deposit with the Authority a certificate or certificates of the
respective insurers as to the amount of coverage in force upon the Mi.nimum
Improvements.
(d) The Redeveloper agrees to notify the Authority immediately in the case
of damage exceeding $100,000 in amount to, or destruction of, the Mi.nimum
Improvements or any portion thereof resulting from fire or other casualty. In such
event the Redeveloper A will forthwith repair, reconstruct and restore the Min.i.mum
Improvements to substantially the same or an unproved condition or value as it
existed prior to the event causing.such damage aad, to the extent necessary to
accomplish such repair, reconstruction and restoration, the Redeveloper will apply
the Net Procesds of any insuranes relating to such damage received by the
Redeveloper to the payment or rsimbursement of the costs thereof.
The Redeveloper shall complete the repair, reconstruction and restoration of -
the Minimum Improvements, whether or not the Net Proceeds of insurancs recsived
by the Redeveloper for sueh purposes are sufficient to pay for the same. Any Net
Proceeds remaining after completion of such repairs, construction and restoration
shall be the property of the Redeveloper.
(e) In lieu of its obligation to reconstruet the Minimum Improvements as set
forth in this Section, the Redeveloper shall have the option of paying to the
Authority an amount that, in the opinion of the Authority and its fiscal consultant,
is sufficient to redeem, at their next earliest redemption date, any outstanding TIF
Bonds secured by Tax Increments from the Minimum Improvements destroyed.
(f) The Redeveloper and the Authority agree that all of the i.nsurance
provisions set forth in this Article V shall terminate upon the termination of this
Agreement.
Section 5.2. Subordination. Notwithstanding anything to the contrary
contained in this Article V, the rights of the Authority with respect to the receipt
and application of any proceeds of insurance shall, in all respects, be subject and
subordinate to the rights of any lender under a Mortgage approved pursuant to
Article VII of this Agreement.
SJH83092
R4230-5 1�J
ARTICLE VI
Tax Increment; Taxes
Section 6.1. R.i�ht to Collect Delinquent Taxes. The Redeveloper
acknowledges that the Authority is prov�du�g substaatial aid and assistance in
furtherance of the Redevelopment through issuance of the TIF Bonds and the Notes.
The Redeveloper understands that the Tax Increments pledged to the TIF Bonds and
the Notes are derived from real estate taxes on the Redevelopment Progerty, which
taxes mu'st be promptly and timely paid. To that end, the Redeveloper agress for
itself, its successors and assigns, in addition to the obligativn pursuant to statute
to pay real estate taxes, that it is also obligated by reason of this Agreement to pay
before delinquency all real estate ta.�es assessed against the Redevelopment Property
and the Minimum Improvemeats. The Redeveloper acknowledges that this obligation
creates a contractual right on behalf of the Authority to sue the Redeveloper or its
successors and assigns to collect delinquent real estate taxes and any penalty or
interest thereon and to pay over the same as a tax payment to the county auditor.
In any such suit, the Authority shall also be entitled to recover its costs, expenses
and reasonable attorney fees.
Section 6.2. Reduction of�T uction inhthe re 1 property taxes paid in r sp ct
Maturity Date it will not cause a r
of the Redevelopment Property through: (A) willful destruction of the
R.edevelopment Property or any part thereof; or (B) willful refusal e�nt, ex ect
damaged or destroyed property pursuant to Section 5.1 of this Agr P
as provided in Section 5.1(e) . The Redeveloper also agr�s�tha�t etg d velopment
to the Maturity Date, apply for a deferral of property
Proper ty pursuant to Minnesota Statutes, Section 469.181, or any similar la.w, or
convey or transfer or allow con�v�eyan�e�{ of realeproperty tax seundernS atelawy
to any entity that is exempt fr p y
Section 6.3. Tax Increment Guarantee. (a) Subsequent to the issuance'of
the TIF Bonds and continuing until such TIF Bonds are paid, defeased or redeemed
in accordance with their terms, in the event the Authority, on a date 30 days prior
to the date that the Authority is required Qi e sufficien T x Incr ments t pay the
with respect to the TIF Bonds, has not rec
next succeeding principal or interest payment on the TIF Bonds, the Authority shall
provide notice to the ftedeveloper of such fc enend the Redeveloper shall be liable
Ten days after receipt of such notice of defi y,
for and shall pay to the Authority such deficiency. Failure on the part of the
Authority to provide the notice of the deficiency when required pursuant to this
Section shall not relieve the R.edeveloper of its obligation to make the required
payment 10 days after actual notice of the deficiency is provided by the Authority
to the Redeveloper.
(b) The obligation of the Redeveloper to make the payments provided for in
this Section shall be absolute and unconditional irrespective of any defense or any
rights of setoff, recoupment or count�ero�iother eson�tThe ftedeveloper shall not
Authority or any other government bo y P
fail to make any required payments for any cause or circumstance whatsoever,
including any change in property tax laws or other laws or any other event even if
beyond the control of the Redeveloper.
9J883092 16
AS230-5
(c) In the event the Redeveloper fails to comply with its obligation to paq the
deficiency as set forth in this Section when due, the Authority shall have, in
addition to any other remedy available to it hereunder or at law including the right
to sue to collect the payment not made when due, the right to declare immediately
due and payable by the 8ed'eveloper an amount that, in the reasonable judgment of
the Authority's fiscal consultaat, is necQssary to pay, defease or redeem all
outstandi.ng TIF Bonds. .
Section 6.4. Assessment Agreement. Upon Redeaeloper's acquisition of the
Redevelopmeat Property, the Redeveloper shall, with the Authority, execute an
Amended and R.estated Assessment Agreement pursuant to Minnesota Statutes,
Section 469.177, subd. 8, specifyiag an assessor's minimum Market Value for the
Redevelopment Property together with Phase I of the Mi.nimum Improvements. The
amount of the minimum Market Value shall be no less than A$1,750,000 as of January
2, 1997, notwithstanding the progress of construction of Phase I of the Minimum
Improvements by those dates.
The Assessment Agreement shall be substantially in the form attached hereto
as Schedule D. Nothing in the Assessment Agreement shall limit the discretion of the
assessor to assign a market value to the property in excess of such assessor's
minimum Market Value nor prohi'bit the Redeveloper from seeking through the
exereise of legal or administrative remedies a reduction in such market value for
property tax purposes, providec� however, that the Redeveloper shall not seek a .
reduction of such market value below the assessor's minimum Market Value in any
year so Iong as such Assessment Agreement shall remain in effect. The Assessment
Agreement shall remain in effect for the period described in Schedule D.
8J883092
A3230-5 17
(c) In the event the Redeveloper fails to comply with its obligation to paq the
deficiency as set forth in this Section when due, the Authority shall have, in
additioa to aay other remedy �vailable to it hereunder or at Iaw including the right
to sue to collect the payment not made when due, the right to declare immediately
due and payable by the R.edeveloper an amount that, in the reasonable judgment of
the Authority's fiscal consultant, is necessary to pay, defease or redeem all
outstanding TIF Bonds.
� Section 6.4. Assessment Agreement. Upon Redeveloper's acquisition of the
Redevelopment Property, the Redeveloper shall, with the Authority, execute an /\
Assessment Agreement pursuant to Minnesota Statutes, Section 469.177, subd. 8,
specifying an assessor's minimum Market Value for the Redenelopment Property
together with Phase I of the Minimum Improvements. The amount of the ��T►imum
Market Value shall be no less than$1,750,000 as of January 2, 1997, notwithstanding
the progress of construction of Phase I of the Ntinimum Improvements by those dates.
The Assessment Agreement shall be substantially in the form attached hereto
as Schedule D. Nothing in the Assessment Agreement shall limit the discretion of the
assessor to assign a market value to the property in excess of such assessor's
minimum Market Value nor prohibit the Redeveloper from seeking through the
exercise of legal or administrative re�edies a reduction in such market value for
property tax purposes, provided however, that the Redeveloper shall not seek a
reduction of such market value below the assessor's minimum Market Value in any
year so long as sueh Assessment Agreement shall remain in effect. The Assessment
Agreement shall remain in effect for the period described in Schedule D.
SJH83092
RS230-5 18
ABTICLE VIII
Prohi�itions A�sinst Assignment aad Transfer; Indemnification
Section 8.1. Re resentation as to R.edevelopment. The Redeveloper
represents and agrees thst its purchase of the Redevelopment Property, and its
other undertakings pursuant to the Agresment, are, and will be used, for the
purpose of redevelopment of the Redevelopment Property and not for speculation in
land holding.
Section 8.2. Prohibition A�;ainst Redeveloper's Transfer of Property and
Assi�nment of A�reement. The Redeveloper represents and agrees that prior to
issuance of the Certificate of Completion for each phase of the Minimum
Improvements s
(a) Except only by way of security for, and only for, the purpose of
obtaining financing necessary to enable the Redeveloper or any successor in interest
to the Redevelopment Property, or any part thereof, to perform its obligations with
respect to the Minimum Improvements under this Agreement, and any other purpose
authorized by this Agreement, the Redeveloper has not made or created and will not
make or create or suffer to be made or created any total or partial sale, assignment,
conveyance, or lease, or any trust or power, or transfer in any other mode or form
of or with respect to the Agreement or the Redevelopment Property or any part
thereof or any interest therein, or any contraet ar agreement to do any of the same,
without the prior written approval of the Authority unless the Redeveloper remA;n�
liable and bound by this Redevelopment Agrsement in which event the Authority's
approval is not required. Any such transfer shallbe subject to the provisions of this
Agreement.
(b) In the event the Redeveloper, upon transfer or assignment of the
8edevelopment Property or any portion thereof, seeks to be released from its
obligations under this R.edevelopment Agreement as to the portions of the
Redevelapment Property that is transferred or assigned, the Authority and City
shall be entitled to require, except as otherwise provided in the Agreement, as
conditions to any such release that:
(i) Any proposed transferee shall have the qualifications and
financial responsibility, in the reasonable judgment of the Authority and City,
necessary and adequate to fulfill the obligations undertaken in this Agreement
by the Redeveloper as to the portion of the Bedevelopment Property to be
transferred.
(u) Any proposed transferee, by instrument in writing satisfactory
to the Authority and in form recordable among the land records, shall, for
itself and its successors and assigns, and expressly for the benefit of the
Authority, have expressly assumed all of the obligations of the Redeveloper
under this Agrsement as to the portion of the Redevelopment Property to be
� transferred and agreed to be subject to all the conditions and restrictions to
which the Redeveloper is subject as to such portion; provided, however, that
the fact that any transferee of, or any other successor in interest whatsoever
to, the R.edevelopment Property, or any part thereof, shall not, for whatever
reason, have assumed such obligations or so agreed, and shall not (unless and
only to the extent otherwise specifically provided in this Agreement or agreed
3JH83092
RS230-5 I 9 '
�$
to in writing by the Authority and the City} deprive the Authority and or City
of any rights or remedies or controls with respect to the Redevelopment
Prvperty or any part thereof or the construction of the Minimum
Improvements; it being the intent of the parties as e�ressed in this
Agreement that (tcs the fullest extent permitted at law and in equity and
excepting only in the maaner and to the extent specifically provided otherwise
in this Agreement) no t�ansfer of, or change with respect to, ownership in the
R,edevelopment Property or aay part thereof, or any interest therein, however
consummated or occurring, and whether voluntary or involuntary, shall
operate, legally or practically, to deprive or limit the Authority of or with
respect to any rights or remedies on controls provided in or resulti.ng from
this Agreement with respect to the Minimum Improvements that the Authority
would have had, had there been no such transfer or change. In the absence
of specific written agreement by the Authority to the contrary, no such
transfer or approval by the Authority thereof shall be deemed to relieve the
Redeveloper, or any other party bound in any way by this Agreement or
otherwise with respect to the construction of Phase I of the Minimum
Improvements, from any of its obligations with respect thereto.
(iii) Any and all instruments and other legal documents involved in
effecting the transfer of any interest in this Agreement or the Redevelopment
Property governed by this Article �7III, shall be in a form reasonably
satasfactory to the Authority.
In the event the foregoing conditions are satisfied then the Redeveloper shall be
released from its obligation under this Agreement, as to the portion of the
Redevelopment Property that is transferred, assigned or otherwise conveyed.
After issuance of the Certificate of Completion for the Minimum Improvements,
the Redeveloper may transfer or assign any portion of the Redevelopment Property
or the Redeveloper's interest in this Agreement without the prior written consent of
the City or the Authority, provided that the transferee or assignee is bound by all
the Redeveloper's obligations hereunder. The Redeveloper shall submit to the
Authority written evidence of any such transfer or assignment, including the
transferee or assignee's exprsss essumption of the Redeveloper's obligations under
this Agreement. If the Redeveloper fails to provide such evidence of transfer and
assumption, the Redeveloper shall remain bound by all it obligations under this
Agreement.
Section 8.3. Release and Indemnification Covenants.
(a) The Redeveloper releases from and covenants and agrees that the
Authority and the City and the governing body members, officers, agents, servants
and employees thereof shall not be liable for and agrees to indemnify and hold
harmless the Authority and the City and the governing body members, officers,
agents, servants and employees thereof ag�ainst any loss or damage to property or
any injury to or death of any person occurring at or about or resulting from any
defect in the Minimum Improvements.
(b) Except for any willful misrepresentation or any willful or wanton
misconduct of the followulg named parties f uze€uding en�;Event of'Default b�:�he
..... ..... . :. . .,
',�v.thorit�under�his Agreeme�ii_}, the Redeveloper agrees to protect and defend the
Authority anii fhe��City arid�the governing body members, officers, agents, servants
aud employees thereof, now or'forever, and further agrees to hold the aforesaid
3J'883092
R9230-5 20
MAR-03-95 12=41 FROM:HOLMES & GRAVEN ID:6123379310 PAGE 2/3
to in writing by the Autharity and the City} deprive tlze Authori.ty and ar City
af any rights or remedies ox cantrols with respect to the �teflevel.apmeat
Prap�rty or any paxt thereof or the canstruction of the Mi.nimum
Improvements; it be�wg the i�ntent of the part�ies as egPress� � �
,A.greemex3.t that (to the fullest egtent permitted at ]aw and in equi'ty a�fl
x. rovided.otherwise
excepting anly in tb.e ma.nner and to the egtent specificall�r p
i.n.this Agreement} no trans£er of, or chang�with respect to, ownersbip in the .
�edevelapment Prapez�ty or any'part thereof, ar anp i�nterest�:f�erein., however
eonsummated ox accurring, an.d whether v�olwatary or involuntary, s3a�alt
ope�rate, 2egally or practieally, tu deprive or limit the Autb.ority of 8r with
r�spect to any rights or remedies on contxols pro�ric�ed in o� resulting from
this Agreement with respect to the M�.nimum Impxorcements that the Autharity
�avould have had, had t3�ere been no suah trans�er ar change. In the absence
of spec3fie written agreement bp the Authority' to the aontrax"Y, no sucb
transfer or approval bY the Autharity thereof s�all be deemed to relieve the
l�.edeveloper, or any other party bound in anp wap by this Agree�ent ax
oth�r�wi.seen�fr�Pant f itsobligations w*ith respeet theret the Mu�imwaa
Improve� , Y
(ui} Any and aiI iu5txu.ments and otYxer 1��dor the Rede elopme�t
effecting the trans�er of any interest in this Agre
Proper�ty governed by this Ar�.cle VIII, shall be iu a form reasonably
satisfaetory ta the ,Autho�ity-
I�x the event the fore�ing canditi.ons are satisfied then the Redeveloper shall be
released frona its obli.ga.tion under this .Agreem�nt, as ta th� portion vf the
R�development Praperty tbat �is trausferred, assi�ed vr atherwise cox�veYed.
Aft�r i.ssu�nce of the Certificate of Complet�io�far the M�.n.imum�mprovements,
the Redeveloper may trans�'er or assign ax�.y poxtion of tJ�e �edevelopment Froperty
or tkie Redev��aperts interest in tb�.s Agre�ment wi'th°ut#b.e prxor w�'itt�n consent�f
the City a�the Autharity, provided that tb.e T�s�edeqeloperl shall s bmitd t th�
#b.e R�developerts oblig,�►.tions hereunder.
Author9.ty written evid�nce of ang such transf'er ox assigrmc�ent, ina].udin.g the
transfex�ee or assxgnee's �P�$s��'�p�on af the Redeveloperts obliga.txans vnder
this Agreemeut. If the Rede�veloP�� ��t° I�x"°°l�e sueh ev�dence of transfer arzd
a,ssumption, tb.e RedeQeloper shall remain bauxzd by all it obligations und�r th�s
Agreem�nt.
(e) Whether ar n�ot the Redevelaper seek.s to be x�le��n sa�le�t�e 4or
under t�is Agreemen.t.in. accordance wit1� Secti.�n 8.2 tb), P befare
r�:��.�,_
��;,�� portion of the ltedevelop�neaat Frope
assi.�,nment of any �`;�Rx,�,�....,> rt
constructzan of ang Pliase IT `�"inimum �mprovements thex�eon, the Redeveloper shal.l
subm3t ta the Authority evidence iun a form sa.ti.sfactory to the Authority af the total
consideration to be received by the Rede�reloper upon transfer or assignment and'th�
square foata�e of the prapertp to be transf.erred or assigned. The R.edev��Iaper
agre�s a�d umderstands that the Autharity shal� use such total consideration ta
determine the Egaess Sale Proceeds as defined in Sec nt oftthe�rinciNal amoun:t of
�xxcess Sale�Sroeeeds shalt be deemed partial PreI�Y�
the Notes in aceoxdauce'c�vxth the terms of Section�Cb) of each No e. Tr�ansfer of any
portian of tb.e Redevelopment Proper�tY wit�a�t �°mplta�.�� ��' �e terms of this
Section sh.a31 constitute ax� Event o� Default under tb�.is Agreement.
sass3osa 21
R$230-5
AxTICLE IX
' Events of Default
Section 9.1. Events of Default Defined. The following shall be "Eveats of
Default" under this Agreement and the term"Event of Default" shall mean, wheaever
it is used in this Agreement (unless the conte.ct otherwise provides}, aay failure by
any party to obser t to be bserved or performed h�tunder�tion, obligation or
agreement on rts par
Section 9.2. Remedies on Default. Whenever any Enent of Default referred
to in Section 9.1 of this Agreement oceurs, the non-defaulting party may exercise
its rights under this Section 9.2 after providing thirty days written notice to the
defaulting party of the Event of Default, but only if the Event of Default has not
been cured within said thirty days or, if the Event of Default is by its nature
incurable within thirty days, the defaulting party does not provide assurancss
reasona.bly satisfactory to the non-defaulting party that the Event of Default will be
cured and will be cured as soon as reasonably possible:
(a) Suspend its performance under the Agreement until it receives
assurances that the defaulting party will cure its default and continue its
performance under the Agreement.
(b) Cancel and rescind or terminate the Agreement/� .
:��� �� t�e ��e1a� nf �.�ci.eveToperts f�ixre �o eomply w��Z. i�s c��fig�.�oxi
...:� e��. �' real.�rage�t� taxes�r Qr� fa��re
�rs.d�r Sect�ifln 6 :1 �erea� regarc�fng.��.: ruv�s�nnn�,vf �h�s.l�greem�s�t,:.
� ���� �a�.e� vw�g �a.�e ��x�b.orx� �der �n�F......... .. . .. ... .
.. .
..:
:�r�.�e..either p��Q#��Totes;;
.
... .. ..
w.:...::::::::::::::::::..:...::.............. ... ..
(/� :d) Take whatever action, including legal, equitable or
administrative action, which may appear necessary or desirable to collect any
payments due under this Agreement, or to enforce performance and observance of
any obligation, agresment, or covenant under this Agreement.
Section 9.3. No R.emedy Exclusive. No remedy herein conferred upon or
reserved to the Authority or Redeve�l�u eeach antdnevery�sucheremedyeshall be
other available remedy or remedies,
cumulative and shall be in addition to every other remedy given unc�er 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
S�ii impair any such right or power or �e exercised frometime to time and as
thereof, but any such right and power may
often as may be deemed expedient ll not beenecessatry tohgi eunot cey other than
any remedy reserved to rt, rt sha
sueh notice as may be required in this Article IX.
Section 9.4. No Additional Wa.iver Implied by One Waiver. In the event
any agreement contained in this Agreement should be breached by either party
and therea.fter wained bY.ed andr hallynotube deemed toli wai e�any tother
particular breach so wai
concurrent, previous or subsequent breach hereunder.
3JB83092 ZrZ
RS230-S
ABTICLE X
.Additional Provisions
Section 10.1. Conflict of Interests; Authority Representatives Not
Individually Liable. The Authority aad the Redeveloper, to the best of their
respective knowledge, represent and agree that no member, official, or employee of
� the Authority ar:t�;t�G,i�shall have any personal interest, direct or indirect, in the
Agreement, nor shall any such member, official, or employee participate in any
decision relating to the Agreement which affects his personal interests or the
interests of any corporation, partnersliip, or association in which he is, directly or
indirectly, interested. No member, official, ar employee of the Authority ar;�e,�i�
shall be personally liable to the Redeveloper, or anq successor in interes't,���in�the
event of any default or breach by the Authority or A ;�i� or for any amount which
ma,y become due to the Redeveloper or successor or on any obligations under the
terms of the Agreement.
Section 10.2. Equal Emplovment Opportunity. The Redeveloper, for itself
and its suceessors and assigns, agrees that during the construction of the Minimuai
Improvements provided for in the Agreement it will comply with all applicable
federal, state and local equal employment and non-discrimination Ia.ws and
regulations.
Section 10.3. 8estrictions on Use. The ftedeveloper agrees that the
Redeveloper, and such successors and assigns, shall devote the Redevelopment
Praperty to, the operation of the Niinimum Improvements as a commercisl facility, and
shall not discriminate upon the basis of race, color, creed, sex or national origin in
the sale, lease, or rental or in the use or occupancy of the Redevelopment Property
or any improvements erected or to be erected thereon, or any part thereof.
Section 10.4. Provisions Not Mer�ed With Deed. None of the provisions of
this Agreement are intended to or shall be merged by reason of any deed
transferring any interest in the Redevelopment Property and any such deed shall not
be deemed to affect or impair the provisions and covenants of this Agreement.
Section 10.5. Titles of Articles and Sections. Any titles of the several parts,
Articles, and Sections of the Agreement are inserted for convenience of reference
only and shall be disregarded in construing or interpreting any of its provisions.
Section 10.6. Notices and Demands. Except as otherwise expressly provided
� in this Agreement, a notice, demand, or other communication under the Agreement
by either party to the other shall be sufficiently given or delivered if it is
dispatched by registered or certified mail, postage prepaid, return receipt
requested, or delivered personally; and
(a) in the case of the Redeneloper, is addressed to or delivered personally
to the Redeveloper at P.O. Box 69, Rosemount, MN 55068; and
(b) in the case of the Authority, is addressed to or delivered personally to
the Authority at City Hall, P.O. Box 510, Rosemount, Minnesota 55068-0510, Attn:
Executive Director;
8JB83092 '
R5230-5 24
�
. .
or at such other address with respect to either such party as tbat party may, from
time to time, designate in writing aad forward to the other as provided in tbis
Sectlon. �
Section 10.7. Counterparts. This Agreement may be executed ia anp number
of counterparts, each of which sball constitute one aad the same instrument.
Section 10.8. Recordin�. The Authority may record this Agzeement and aay
amendments thereto with the Dakota County recorder. The Redeveloper shall pay
all costs for recording.
Section 1�.9. Amendment. This Agresment may be amended only by written
agreement of the parties hereto. .
8J'883092
Pszao-s 24
ASTICLE XI
Teradration cf A�reement
Section 11.1. O,�tion to Terminate. This Agreement may be terminated by
either the Authoritp or the Redeveloper if closing on acqnisition of the
Redevelopment Property by the Redeveloper does not occur by�cti��, 1995.
Section 11.2. Aetion to Terminate. Termi.nation of this Agreement pursuant
to the first sentence of Section 11.1 must be eccomplished by the giving of ten (10)
days written notification of a party's intent to terminate.
Section 11.3. Effect of Termination. Following the terminatioa or expiration
of this Agreement no action, claim, or demand may be based on any term or provision
of this Agreement.
83883092
assso-s 25
. , , ' ;
. ... .. .
A: :►���:��?1�Pl��g�:: «��:
Bp
, . Its
STATE OF bIINNESOTA )
) SS.
COUNTY OF_ )
The foregoing instrument was acknowledged before me this day of
a 1995 by , the
of �egs�oa� �o�er'�es, i�.� �.., on behalf of the �t�c��€'a���y'�apaay
.
� .A,s,�...:.,.� ..,,.�..,,.,r... :...r....,�.v.. ..... .... ...K...., .�.., ..�.....,���..,,n.>...... Y..�. ...�..,......:
Notary Public
SJ883092
R9230-5 27
MAR-03-95 12:42 FROM:HOLMES & GRAVEN ID�6123379310 PAGE 3/3
of snch Schedul,ed Pa�y�men.t Ua.te sha11 be deferred and pafd, w�ithout interest
thereon, on the ne�t Payment Date after the E�eaat of D�fault fs cured . (The Issuer
shall ha.ve n�obligation with re..spect to any priucipal amo'ixnt, and no interest shall
accr�ze thereo�a., until the d.gte of entry of sueh amouut on tb�e Prine�pal Advanee
Ledger in accordance with the terms of this Note.j The Authoritp sb,�]1 ba.ve no
Qb�a.tion to pay unpaid balance of przn.ca.pat or accrued interest tha.t may rema3n
after th� final Fayment on February 1, 20 .
4. Optional PrepaY��nt. (a} The principal sum and all accrued interest
pa�able under this Note is px�payable in whale or in part at anY t�e bY the
Authox�it'p'without premium or penalty. No par'tial p�ePa3rmeut shall affect the amount
or timing a£ an.y other regular pay�en.t otl3.erarise reqvired to be made under this
Note.
(b} In.the event#he Ov+mer in aeeordsn�e with Section 8.2 of the Agreem�nt,
�'"'".:"°� 3 orti.on of #�.e �tedevelopulent Pxoperty
se�L.s, transfers or assi�us anY ��� �Im x�o�rements thez�eon(aU as such terms
bef'ore construction.of any Phase IS�l�in�na....: p
are de�'�aed ua. the .Ag�eement}, the consi.d�ra.tion ��v� �Y � Owner far sueh
unimprav�d property, less an amount equal to $3.50 per square foot multa.plied by
the square footage of the property sald or txa�asfe�rr�t1 (b:er�i.n��ter, t3�e Excess Sa7.e
proceeds�`} shal,t be ap�lied in aeeordance wi'th tb�.s Sectian. F`ifty percent of the
Exeess Sale Proceeds sbalt be deemed. ta constitute, aaa.d sl�ll be applied to,
prepa�rmeut of the prin.ci.pal amount of this Note an.d auy or.hr�r Note issued pursuax�.t
to the Agreern�nt, such appiica.tian being made pu�o ra.ta. bas�d on tb.e outsta�.d�xzg
pr;ne3pal of the Notes. A.xip SUCh pi'epa3t'me12't shal�be�cor$ed b�r tb.e Registx�r i�
its recards �or the Note.
5. Ter�nfnation. At the Authox'ftYts option, t�ris N°te sl�all terminate and
the Authority�'s obligation to make any'payments under this Nate shall.be disc�a aed
upvn the c�ccu�x�ence of ax� Event of Defatil.t on the part o£ the Redeveloper as
des�xibed �in Se�ti.on S.2(e) of the Agreement, but an.ly 3f the E�'ent of Default has
not been cured in. acaord.an.ce with Sectian 9.� c�f tb:e Agreement.
6. Nature of C.�bli ti.on. T��i$Nate is ane o£an issue ia1 the total�rincipal
amount of$ ' , a11 issued to aid in fin.anc�g certain public redevelopment
casts arad adminYst�.-atioe«ys'ts af a Projeet undextakexa.bY the Authority pursuant to
��Sta.tutes, Seetions 4G9.001 t�rou�h 469.04'7, and is i.ssu�d pursuant to an
author�zing resalutiou (tb.e �Resolu#ian") dvly adapted bg the Au-thority on
, I9�, and pursuant to and iu full confornnYty with tb.e Coustitution a.nd
laws af the State of �Vtinnestita, inclua�� Mun` nesota 5��,Sectians 469.174 to
469.179. This Note is a limited obligatian of' the Author�.ty w�eh �is paYable solelg
from Available Tax Yncrem�nt pledged to the P$�rmen'� hereof un.der the Resaiuti.an.
This Note and the interest hereon shall nat be deemed ta constitute a general
abli tion o�the State oP Minnesota or any politieai subdidision tl�ereof, inc].udi�g�
� Neither the State of Mi.nnesa'ta, nar anp polit'i�
without limitation, the Authority.
suhdivisi.on thereof shsll be obligated to pay the prixirapal�f ar interest on tbis Note
or other costs incident hereto eRcept out of A�vailable Tax Incr�ment, and nei oli cal'
�ull fai�. and eredit nor the taging Power of the State of Mu�nesota or any p
subditrisian thex�eof is Pledged to the pa�rment of the prineipal of or interest on this
Nate or other costs incident hex eto.
7. R,e�istration and Transfer. TTais Nate is issusble only as a FullY
registered note without coupons. Ast px�vided i� '�g ��olution, and subject to
cert�in�.imita.tions set forth tYuex�in, this Note 3s tramsferable upoa th�s books of the
ssseso�t E�4
RS230-5
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�f'�sa�'c€'��c��.'`� as�`'easv,�e�ong.��er�y>�uie o€;,sazd �cit�.r"`�i�
�����'��'°"�''�1�g�EXGEPT�the-�cirt�:�5t��eet o�'�e HFesf Sfl�"eet
:.. �� �„k.�..m..n,..�,..,�„Y.. ,����
.,.�..�.,.� .....w,,... . . .. .:.;.,
v�:`':�'�`�c���`�x.�,�....=r...,:w�.::.:...�:;,�:�:�:v�.. ., r
w,n�.;r..,.....,.:.,�...,:�.,,�..c�r..n.Y«: .
SJ883092 A�1
AS230-5
FEB 17 '95 14:27 HOLMES & GRRVEN , • P•2�
� � . SCSEDYTLE B
PUBLYC 8$DEO�GOp�T �T3 :
Public V�ti]itfes
._--- —
Sanitaury sewer
Water
Storm sewer -
Curb and gutter , .
� �
S�te Pre axation �
' Demolition o� existing structures
! ltemocal of existing fencing and other iuiprovaments
5oi1 corrections and soil decontamination
` Overall site grading .
' �ther 3ite Improvements
� S�te drainage �mpraveuiants .
. On-site utility extensians
� Site exeavation
Landscaping -�'�,,,�
i . �� r..��-�-,'��
i and consulting feeg d���Y e�t��utable ta above-identified
Enginee�rin.g
activities are �ncluded within the te'r� publ�c R.edevelopment Costs.
,
� .
�
�
;
�
r
l .
� . �
1
,
i �
,
_
�eao9a ' g�1 �
1i8230-5 •
�
SCHEDULE C
CEB,TIFICATE OF CO�LETION
. • Pbsse .
WHER,EAS, the Rosemount Port Authority, a public body, corporate and politic
{the "Authority") entered that certain Coatract for Private R.edevelopment with .
(the "Redeveloper") dated as of , 1995 (the "Contract"); and
WHEI�EAS, the Contract contained certain covenaats and restrictions set forth
in Articles III and IV thereof; and
WHEREAS, the Aedeveloper has performed all covenaats and conditions insofar
as it is able ia a manner deemed sufficient by the Authority to permit the executioa
of this certification;
NOW, THEREFORE, this is to certify thaL all building construction and other
physical improvements specified to be done aad made by the �tedeveloper with
respect to Phase of the Minimum ImProvements (as defined in the Contract) have
been completed and the above covenants and conditions in Articles III and IV of the
Contraet with respect to Phase have been performed by the Redeveloper.
Dated: , 199_. ROSEMOUNT POR.T AUTFIORITY
. By
Its Chair
By
I#s Executive Director
SJH83092
Ii3230-5 C�1
a_ � ,
STATE OF MINNESOTA )
) ss.
COUNTY OF DAKOTA ) �
Oa this day of . • , 1995, before me, a nat�ary publ�c withia snd
for Dakota Countp, Perscnally appeared Hevia Carroll aad Thomas D. Burt to me
personallp knowa who by me duly sworn, did saq that thep are the Cbairperson and
Executive Director of the xos�mount Port Authorrty, (the"Authority") named in the
fcregoing instrument; that the seal affixed to said instrument is the seal of said
Authoritq; that said instrument was signed and sealed on bebalf of said Authoritp
pursuant to a resolution of its governing body; and said Bevin Carrflll and Thomas
D. Burt acl�owledged said instrument to be the free act and deed of said Authority.
. Notary Public
SJHB]092
nsz3o-s C-2
•
SCHEDULE D
ASSESSM�IT AGREIII�T
�a
ASSESSOR'S CERTIFICATION
Bp and Between '
IIOSEMOUNT POR.T AUTHORITY
and
KEYSTONE PROPERTIES, L.L.C.
This Documenf was drafted by:
HOLMES & GBAVEN, Chartered
470 Pillsbury Center '
Minneapolis, Mi.nnesota 55402
SJH83092
A3230-5 D�1
ASSESS�t'r AGBE�JT
THIS AGREIIVIENT, made on or as of the day of �
19_, and between the Rasemount.Port,Authorit3r, a public body, corporate:and
ohtic (the "Authority") aad Ka�gstaas Progertfes,. � �.C., a �esnts.�imste�
...: :..:... ...:..
..,..,.. :..�...,.:..v......: _..,., .... . x. . . v...,,.,. ,.
P..,... ,.s ,
�...
���g.:coatpaag (the "Redeveloper")�.
WITNESSETH, that
WHEFtEAS, oa or before the date hereaf the Authority and Redeveloper have
entered into a Contract for Private Ftedevelopment dated , 1995 (the
"Bedevelopment Contract"), pursuant to which the Authority is to facilitate
development af certain property in the City of Rosemount, hereinafter referred to
as the "Property" and legally described in Exhibit A hereto; and
.WHEREAS, pursuant to the R.edevelopment Contract the Redeveloper is
obligated to construct a hotel and restaurant facility upon the Property (the
"Niinimum Improvements"); and
W�iEREAS, the Authority and Redeveloper desire to establish a minimum
market value fox the Property and the Miaimum Improvements cflnstructed thereon,
pursuant to Minnesota Statutes, Section 469.177, Subdivision 8; and
WHEREAS, the Authority and the Assessor for Dakota County Cthe
"Assessor") have reviewed the preliminary plans and specifications for the Mini,mum
Improvements and have inspected such improvements;
NOW, THEREFORE, the parties to this Agreement, in consideration of the
promises, covenants and agreements made by each to the other, do hereby agree as
follows:
1. The minimum market value which shall be assessed for the Property
described in Exhibit A, together with the Minimum Improvements thereon, for ad
valorem tax purposes, shall be A.�1.s�50,��I(� as of January 2, 1997, notwithstanding
the pragress of construction of such��lVlinimum Improvements by those dates.
2. The minimum market value herein established shall be of no further
force and effect and this Agreement shall terminate on the earlier of the followi.ag:
(a) The date of receipt by the Authority of the final payment from Dakota County of
Tax Increments from TIF District No. 1-2; or {b) The date when the TIF Bonds, as
defined in the Redevelopment Contract have been fully paid or defeased in
accordance with their terms.
The event referred to in Sections 2(b) of this Agreement shall be evidenced
by a certificate or affidavit e:cecuted by the Authority.
3. This Agreement shall be promptly recorded by the Authority. The
Ftedeveloper shall pay all costs of recording.
4. Neither the preambles nor pro he ter s of the Rede elopment Contract
nor shall they be construed as, moclifying
between the Authority and the Redeveloper.
SJ883092 D_2
RS230-5
5. This Agreement sbalt inure to the benefit of and be binding upon the
• successors and assigns of the.parties.
6, Each of the parties has authority to enter �ato this Agreemeat and to
take all actions required of it, and bas taken all actions necessary to authorize the
execution and delivery of this Agreement.
?. In the event any provision of this Agreement shall be held iavalid and
unenfarceable by any court of competent jurisdiction, such holding shall not
invalidate or render unenforcEable any other provision hereof.
8. The parties hereto agres that they will, from time to time, execute,
acknowledge and deliver, or cause to be executed, acknowledged and delivered,
such supplements, amendments and modifications hereto, and such further
instruments as may reasonably be required for correcting any inadequate, or
incorrect, or amended description of the Property or the Minimum Improvements, or
for carrying out the expressed intention of this Agreement, including, without
limitation, any further instruments required to delete from the description of the
Property such part or parts as may be included within a separate assessment
agresment.
9. Except as provided in Section 8 of this Agresment, this Agrsemeat may
not be amended nor any of its terms modified except by a writing authorized and
executed by all parties hereto. �
10. This Agreement may be simultaneously executed ia several
counterparts, each of which shall be an original and all of which shall cflnstitute but
one and the same instrument.
11. This Agreement shall be governed by and construed in accordance with
the laws of the State of Minnesota.
8J887092
ass3o-s D'3 .
. ' .
ROSEMOUNT P�xT AUTHOBITY
By
Its Chair
sy
Its Executive Director
STATE OF MINNESOTA )
) ss.
COUNTY OF DAKOTA )
On this day of , 1995, before me, a notazy public withi.n and
for Dakota County, pel'sanallY aPPeared Kevin Carroll and Thomas D. Burt to me
personally known who by me duly sworn, did say that they are the Chairperson and
Executive Director of the Rosemount Port Authority, (the "Authoritytt) named ia the
foregoing instrument; that the seal affixed ta said instrument is the seal of said
Authority; that said instrument was signed and sealed on behalf of said Authority
pursuant to a resolution of its governing body; and said Kevin Carroll and Thomas
D. Burt acknowledged said instrument to be the fres act and deed of said Authority.
Notary Public
9JH83092
asz3o-s D'4
, � •
. . ...�L .. r . . . . . � .
�IDEVELOPES
. . gp
Its
STATE OF �
) ss.
. COUNTY OF �
On this day cf , 19 , before me, a notary public withi.n
and for County, personally appeared , the _of ,
a Ntinnesota and acknowledged the foregoing instrument on be�ialf of the .
Notary Public
SJ883G92 D�5
I�4230-5
r • �
•
CESTIFICATION BY COUNTY ASSESSOB
The nndersigned, having reviewed the plans aad spe�cations for the
improvements to be constructed and the market value assigaed to the ]and upon
which the improvements are to be constructed, hereby certifies as follows: The
uadersigned Assessor, being legslly responsible for the assessment of the above
descri'bed property, hereby•certifies ihat the values assigaed to the land aad
improvements are reasonable. �
County Assessor for the
County of Dakota
STATE OF MINNESOTA )
) ss
COUNTY OF DAKOTA )
The foregoing instrument was acknowledged before me this day of
, 19_by , the County Assessor of the County •
of Dakota.
Notary Public
SJHB]09Z
ass3o-s D's
• `
� E�BIT A a�ASS�SS'�iT AGBEF.d�NT
Legsl Deserip�n a���opertp
tk.'J���'�'Pi���k�E'� �..,.. � . � -
���c"'�`�"�'���0 x ..,�..�,>.,,,�.�,�
#��e�..`�� e+��.�� : . , : ��s` E�GE�,�'�``": . ��
„�,,,��„� � °._��.�
��K� � ��� � .
�v�� �'���r�'o�:�o�r a� .: OR���eaa�"�€a��f
pa�.�tie�o�'.�a�. :3�t� .���°`�� � ��
�
�o��88�'t�'`��`oc�;„�� .,�,,, �:� ;'�eas.� �os�te
. � . .
Qf's�� Zo���`the�c� ,�.::��,�x::� � �F" ���°€
?c�:?:: � � t`'.�ea��w•�.�. � � CEt�l'
s��.��.� ���ti�sc��fla���e��ars�te��a���� �� ��<� �
� x�' N tx�uva��Ka,,w -.r. �" -2-�..,e�.^�iG,
af s�e€.�t 2x'�$g s�o�tg'�� �er�g�a��.of°�,��4�0,�,�"��d
•''� y��p����Q ��'II�.�K�EpT':,,t�ie�c����ee��o�;�h�,,��,���,���
Yc>�.:) .w �,.. X+� / `�"KY+�'+, � �
.. ...... - .
{j�QyG i�ififY+"� �wrn...�n.m..v.itm.w..-n�.n.Wxx:Ya�wvr�+�.Li+A�r+wwW• •
d�`,9�1��,���
i4}ii.�iT'r:J'r 'v'k:�6::lnv�+�+r.w' . . .
3J88�092 D�?
P3230-5
._ • .
IN WITNESS WHEI�EOF, the Autharity has caused this Agresmeat to be duly
� executed in its name and behalf and its seal to be hereunto duly affixed and the
Redeveloper has caused this Agreement to be duly executed ia its name and behalf
on or as of the date �rst above written.
ROSEMOUNT PORT AUTHORITY
By
Its Chairperson
By
Its Executive Director
STATE OF MINNESOTA )
) ss.
COUNTY OF DAKOTA )
On this day of , 1995, before me, a notary public within and -
for Dakota County, personally appeared Kevi.n Carroll and Thomas D. Burt to me
personally known who by me duly sworn, did say that they are the Chairperson and
Executive Director of the Rosemount Port Authority, (the"Authority") named in the
foregoing instrument; that the seal affixed to said instrument is the seal of said
Authority; that said instrument was signed and sealed on behalf of said Authority
pursuant to a resolution of its governing body; and said Kevin Carroll and Thomas
D. Burt acknowledged said instrument to be the free act and deed of said Authority.
Notary Public
SJH83092 26
R3230-5 ,
S. . • • . . � . .
IN WITNESS WHE�tEOF, the Authoritp has caused this Agreement to be duly
eaecuted ia its name aad behalf aad its seal to be hereunto duly affixed and the
R.edeveloper bas cansed this Agreement to be duly executed in its name aad bebalf
on cr as of the date first above written.
ROSEMOUNT PORT AUTHORITY
By
Its Chairperson
By
Its Executive Director
STATE OF MINNESOTA )
� ss.
COUNTY OF DAKOTA )
On this day of , 1995, before me, a notary public withi.n and •
for Dakota Couaty, personally appeared Kevin Carroll aad Thomas D. Burt to me
personally knawn who by me duly sworn, did say that they are the Chairpersan aad
Executive Director of the R.osemount Port Authority, (the"Authority") named in the
goregoing instrument; that the seal affixed to said instrument is the seal of said
Authority; that said instrument was signed and sealed on behaSf of said Authority
pursuant to a resolution of its governing body; and said Kevin Carroll and Thomas
D. Burt acknowledged said instrument to be the free act and deed of said Authority.
Notary Publie
SJH8309Z 26
RSZ30-5
�_ .
SCHIDULE E
Author�ng Besolution
. .:� s B 1�Iote s�av�n�hr�c�ets�:
��aaguegeN�'or:the.ASer�e,:w.�.,�.,...h�..�.rvM;�...h;,..�...x..�., ....�xYM..,.��...
BOS�dOUNT P08T AUTHORITY
RESOLUTION NO.
�tESOLUTION AWABDiNG THE SALE OF, AND PR�VIDING
THE FORM, TERMS, COVENAN'TS AND DIRECTIONS FO�t
THE ISSUANCE OF ITS $ _ TAX INCRF.�I�.NT
RE,VFNiTE NOTE, SERIES 19 A [Ser�s �S Bj:-
BE IT BESOLVED BY THE BOARD OF COMMISSIONERS OF ROSEMOUNT PORT
AUTHOR.ITY, MINNESOTA ( AUTHOR.ITY") AS FOLLOWS:
Section 1. Authorization• Award of Sale.
1.01. Authorization. The Authority and the City of Bosemount,
Minnesota
(the"City") have herefofor Dis t ict") withintthe Rosemo nt Redevelopmen Pr jecg
District No. 1-2 {the TIF
("project'T), and have adopted a taY increment financing plan for the purpose of
financing certain improQements within the Project.
Pursuant to Minnesota Statutes, Sectioa 469.178, �ea uo�tion of the public
to issue and sell its bonds for the purpose of financing P ortion of
development costs of the Project. Such bonds are pay
able from all or any p
revenues derived from �e T and determines Ptha g tis in the b tninterests of the
The Authority hereby finds T�Y Increment Revenue Note, Series
Authority that it issue and ur ose of financing certain public development costs of
19 (the "Note") for the p p
the Project.
1.02. Issuance Sale e det rminationeof the date on which he No e is gtoa be
to the Executine Director th
issued, in accordance with that certain Contraci995 (the t Agreement )enThe Note
the Authority and the Owner dated �
� er�es, �, L:C :(the "Owner"). The Note shall be
shall be sold to Keys�one Prop ., .::.,
dated the date,of uutial de�ivery thereof, and shall bear interest at the rate of 9.00�
per annum fro� ��;.�a��� &shall receive'�in e change for the sale of he Note the
prepayment. The Authorrty
a eement of the Owner to pay /\ certain land acquisition costs _EPublie
� � ` eement.
�,et�evelopmeut,:Cosfs�_ under the Agr
Section 2�. Form of Note. The Note andlthe �rinc pal moun and paymeng
form, with the blanks to be properly filled in P
schedule adjusted as of the date of issue:
SJB83092 E�1
P3230-5
UNITED STATES OF AMERICA .
STATE OF MINNESOTA
�COUNTY OF DAKOTA
ROSEMOUNT PORT AUTI�ORITY
CI�Y OF ROSE1rI0UNT, MINNESOTA
No. R-1 _ $
TAX INCREMENT REVENUE NOTE
. SERIES 19 A:.�S:�
Date
Rate of Ori�rAl Issue
9.00 $ , 19—'
The Rosemount Port Authority (the"Authority"), for value received, certifies
that it is indebted and hereby promises to pay to Ke�rstc��e Progerties, � .�� � .or
registered assigns (the "Owner"), the principal sum of � ��� ��
::.
�����e�„g�,canc�d gs:�e�e�ter prc��c�ed�: aad to pay interest therson
�,...,,... �......
at the ra.te��of 9.00 percent per annum, as�and to�the e:�tent set forth herein.
1, payments. Principal and interest ("Payments") shall be paid on August
l, 1991� 8 and each February 1 and August 1 thereafter to and inciudiag February -
1, 20_ "Payment Dates")/� , but only to the extent of Available Ta.�c Increment as
hereinafter defined. Payments shail be applied first to accrued interest, aad then
to unpaid principal. Interest accruing from the date i1 spec�€�ec�i::�.��a���e�`�
• to the first Payment Date shall be compounded semiannually on February 1 and
August 1 of each year and added to principal.
. Payments are payable by mail to the address of the Owner or such other
address as the Owner may designate upon 30 days written notice to the Authority.
Payments on this Note are payable in any coin or currency of the United Sates of
America which, on the Payment Date, is legal tender for the payment of public and
private debts.
2. Interest. Interest at the rate stated herein shall accrue on the unpaid
principal, commencing on the date of original issue. Interest shall be computed on
the basis of a year af 360 days and charged for actual days principal is unpa.id.
.. .:v. .,�;. � � � � ��ssus or on 8n .
' .:Pr�ciFa� ��c�.�.a.#erest : �$� :�pan.,the D�te of Orag�a ., 3i
�2�
;,,..'.'�.,:. . �r,th�dsie thai�.s €iva�years after�e cIate af esrt�as��on og
�te tliereaf�er tlirc�ug _„ ...:: . � �
�ax IIIcremeut F�nanc.�ng D�.strict 1�a 1=Z, th�e C3w�er msg reqs�es�: #he �ssuer to
n
3euter ati' advanca of gri�c�gal uziiier �fie Note on �ie led r.�m�atau�ed by; �he
,. ..:;:. :. • sr .. ,c by: submt�t�in �� .the_ Issuer a
�sfrar� �{the > Princ�p�l Ad�ce Ledger �, _ g �. �
�;::.:.... n ed h the :Owner's c�ul�
:. �
�e�ca.te {the Frinctpal Advance eert�€�cate"� ':sign Y<
�utharized representat�ve, cflntaiuing�the followirigi (i}:a statement�hat each eos�
�dea�f�ed fn the Princtpal Aduance Certificate is g Public Redevelop Cost as defined
� ... _ :
�:th$� certs�ri Contr�et for.Pr.tva�e 8edevelopment between �te Au�haritg aad.�he
O�ntner dated as of :- . ..::�; 1995.tthe,"Agreem�ntn} and that no part of'such cost:has
�...:..: �ous.rec�ues�for�reunbursement bg the Authnrrty tinder fhe
be,ea.ineluded,in a�Y P ... ,.
�igreement, (i�} 'ecidence that suc1� Pubhc Redevelopment Cost has been paz.d or
,. ,>.: ..;.. : •• ........... ... ... .........
. _. . :.. :. .... ....
�curred by:ar on behal€,of the Qwner; and (u�� a s�tatement tha� na unc��ced E�exzfi
of I}efault has occurred and zs continu�ng.under ihe Agreement.:
.... ,:...,..... .... ..:.. ..,...:. .
�...............::.:::...............:..........
SJ883092
AS230-5 E 2
..
���� c�gs:af�er receigL o�t3��Prmc�s��d4auc�.�er��st��h#�ie��sv�e�
����.$egtstr8r:��etermi�itec�..�ba�a���af'Qrsmentiane�,requ�r+ame�t��aQe
�ieea�.s��ec�, scr actif�the:fls�ier agd ea�r��he'emaun�re�„�iested�a.th�.Priaapa�
r,.' '�'°"`�°""° such eu::. ... dated.a� uf�c�ate of�.ti�e_Prfa Advaace
d4aac��+sdg+�w- .��� :: , � .., .:.
� �� z:p�avtde�:t�iat t�ama�n.t eutered ou:the Priaczpa�`A�vaace�ec�ger shal�
� ��. .�..
��th�griac�ps�ama�mt o�'this l�atg Tlie �ssuer�mag, zf'nat.satrsffed th�t
. -��oa�ci� descr�ec�. he�a: �ve beeu. met�. re� 'the �c�p� �ic€vaace
�,, w.��.. ... ...
�;e�flc�ter��a;sta�e�aent o�'t�ie reasaas whlr�e Pr�dpe�:�c€vaac�Certifieste is
.:.
'�°` " ry�` �able and reques�ing snc� fur�er documeats�aa er c�sr�cat�ag as� the
�`'�"`'`�� anablg re�iure �he Qwner msg:.suB�t�o�Iy�ane Prs.nc�psi 1�c€vaace
� ,�??��Y�s ....:..,.. ....... ....: ....:. ....�...: ...... ..s....A... . ,.n... ,.,...... .... .v... ...... .,.....H,... . .........,.w,.
�er�cs�e�ri
�.�����:�� �
� . :. : �• . . . : X�4. . � � .
.. :
��� �nteres� at ths:rat�.,s#ated here�a shall accrue on ;�npazd gr��P�r
�t�menc.�n� o� L�is date of:e�tr� o�gr�nr,�p� nn �ke P�tcipsi �id,vaace Leciger�izi
$eco�a�ce w�t� 5ect�ti� ��a} �reef : _ �n�erest sha�.be aa�putec� o� f�e �s..v€ a
�a x. <;.. , ,. . , ..
gea�of�3&a:dffys.an� ehargec€�vr act�st.da�Zs gruiei�l is �ga3r� :�:
3. Available TaY Increment. Payments on this Note are payable solely from
"Available Tax Increment," which shall mean, on each Payment Date:
(i) 82.5 percent of the Tax Increment generated in the preceding six
(6) months with respect to the Redevelopment Property aad remitted to the
Authority by Dakota County, all as such terms are defined in the Contract for
Private Redevelopment, dated as of , 1995 {the nAgresment") betwe�n
the Authority and the Owaer;
(ii) excluding Tax Increment collected duri.ng such six-month period in
the amount of $24,000, which amount is pledged to payment of principal and
interest on the TIF Bonds (as defined in the Agreement);
(iii} includi.ng the next �20,000 of Tax Increment collected duri.ng such
six-month period and available to the Authority after operation of clauses (i)
and (ii) above; and
(iv) including 50 percent of the Tax Increment collected during such
six-month period and available to the Authority after operation of clauses (i},
(ii) and (iii) above;
(iv) provided that on any Payment Date after the TIF Bonds have been
fully paid, redeemed or defeased in accordance with their terms, Available
Ta.Y Increment shall mean the amount described in clause (i) above.
::: ..... , ,
�,...�, . ... _ :.. ..,� -
A li�Iable ;Tax Incremeat Zs pledged eguably..and ratably..ta _t�us:�ate.and any
i�ti�er I�ia�e�ssued pursuant tv the Agreement
......... ......... ....... .,
.�.�....�.....,...,,,a..........,.........,..... ..
The Authority shall have no obligation to pay principal of and interest on this
Note on each Payment Date from any source other than Available Tas Inerement, and
the failure of the Authority to pay the entire amount of principal or interest on this
Note on any Payment Date shall not constitute a default hereunder as long as the
Authority pays principal ..and interest _hereon to .the .extent of Available .Tax
. .. .. � ent on an'
Increment A �he Issuer shalt have no.;vbl�ga�on .tfl :make any paym 3�
� . .�.w��.w.:.\41_�\\ � .� ��
�?�.yment�ate i�J as of,such:date there has occurred and�.s contznc�i� sn Event af
�3e€aul� on the p�rt of th.e Qwner es de,€�ned'�n the: Agreemen� If the.�`ven�. of
. >,.... � �
pefat�� �s thereafter cured.zn accordance ro�nth #ha Agreeinent,:..the Avaiiable:Tax
:�..,�.::.,..:........:..:... ....:.. :.:.... . . . ..
.:.....: :....:..: . ..... :.:._......... � �
3.TH83092
nsz3o-s E'3
•
, .. .... .: ... :. ,. ...
•... .
.. . .. . ..
� nt ss.;af suci� SchedtLled Pa.gmeat D$te sball,be defe�ser� aa��ds v�.�a.�
�.,x :
.:
� � �hereQ�tt r.:ca:t� ae�Pagateat;�ete�after tIse.:�reat:o�De€aFrl�.,� cured.:o
_ . .. ,
�e�s s ne�';aball:,have::aa ab1�g��oa�t2t.resgect:,tc..aag g�nc:p�amouat� aasi no
�'ities�est�.accr�e tliereoa,:vat3�.the:da�e c�entrg c�.:such amoIIaz on the�Pr�adpa�
,t�d.'�tauce Led� r Za act�rdaace. �L�i the:terms.,of_this;Nate::�: .::The Authority shall
� `� .� .
�..::.>.;..... �
have no obligation to �pay unpaid balaace of principal or accrued interest t may
remaia after the final Payment on February 1, 20_.
4. O�tional Prepayment. �'a} The principal sum and all accrued interest
payable under this Note is prepayable in whole or in part at aay time by the
Authority without premium or penalty. No partial prepayment shall affect the amount
or timi.ng af any other regula.r payment otherwise required to be made under this
Note.
... . . . ::.: ..
... :::
��� 'F,�gou�sale or�.ransfer b�the Ov�ner af ang pQr�aa vf t�e Redev�Iapme��
..
p�gertlx �u�accor.dsnce wit.h. �he:�gz�ement, the:;purchsse pr�ce;rece�.vec€ b� the
,� . ,. _
�}wner for such.Pi�crPertgr less Sa 8mo�1t eq�zBl tc� �3 fi�ger.sc#,u822 fot3�II�ttltlgliet�
�.:.: the s uare f�ta of the prcipertp safd ar iraas�errec� (.here�tsr t�e ExEess
'�g . q . � . �xed �n�cr;circlaifce with t�s Sect�o� ":F'�ty pe . �t o€
�e Prc;ceeds't� s�ia�1 l�e aFp ,:, ;. �r
�:�.
.: Lx�ess Sale Proce�c�s s�al� be dee�r€.�n coastz.tu�e,. aac€ s3�. t�: apg�ed i�:;
� � . amau.at af�is No�e en�.�g other��a te��ss�e d.p��aii.�
�
gregs.gme��'o�'�e gr�c�p�I: . :
� �8 A�;r e e m e�t:, st�ch a g g�cati�u b�iag t�acie pra rata based a�i:the autstaa >
c�g
:�-�� . .�....... ..
. r�c� �iaf��Iate� : A�y�;such:greF$�n?�:t shall be recar e��i�r t�e R� t r a r�a
P P . .. .
��..re�rrds:.fnr ti�e�Qte ,:
5. Termination. At the Authority's option, this Note shall terminate and
the Authority's obligation to ma.ke any payments under this Note shall be discharged
upon the occurrence of an Event of Default on the part of the Redeveloper as /\
t�esc�'��d in Section A g 2�c�: of �e A�QQment, but only if the Event of Default has
not been cured in accordancs with Section 9.2 of the Agreement.
6. Nature of Obli�ation. This Note is one of an issue in the total principal
amount of � , all issued to aid in financing certain public redevelopment
costs and administrative costs of a Project undertaken by the Authority pursuant to
1Vlinnesota Statutes, Sections 469.001 through 469.047, and is issued pursuant to an
authorizing resolution (the "Resolution") duly adopted by the Authority on
__, 19 , and pursuant to and in full conformity with the Constitution and
laws of the State of Minnesota, including Minnesota Statutes, Sections 469.174 to
469.179. This Note is a limited obligation of the Authority which is payable solely
from Available Tas Increment pledged to the payment hereof under the Resolution.
This Note and the interest hereon shall not be deemed to constitute a general
obligation of the State of Nlinnesota or any political subdivision thereof, including,
without limitation, the Authority. Neither the State of 14finnesota, nor any political
subdivision thereof shall be obligated to pay the principal of or interest on this Note
or other costs incident hereto except out of Available Ta:c Increment, and neither the
full faith and credit nor the ta:cing power of the State of blinnesota or any political
subdivision thereof is pledged to the payment of the principal of or interest oa this
Note or other costs incident hereto.
7. Re 's� tration and Transfer. This Note is issuable only as a fully
registered note without coupons. As provided in the Resolution, and subject to
certain limitations set forth therein, this Note is transferable upon the books of t�
Authority kept for that purpose at the principal office of the Executive Director, b
the Owner hereof in person or by such Owner's attorney duly authorized in writing,
aJsa3o9z E_4
R9230-5 '
upoa surrender cf this Note together with a arritten instrument of transfer
satisfactory to the Authority, dulp eaecuted bp the Owner. Upon such tran.sfer or
excbange and the papment bp the Owaer of anp tax, fee, or governmental cbarge
s�equired to be paid bp the Authority with respect to such transfer or excbange,
there w�l be issued in the•name of the transferee a new Note of the same aggregate
prin,cipal amount, beering interest at the same rate and maturi.ng oa the same dates.
This Note shall not be'transferred to any person other thaa aa affiliate, or
other related eatity, of the Owner unless the Authoritp has been provided with aa
opinion of counsel or a certificate of the transferor, in a form satisfactory to the
Authority, that such transfer is exempt from registration and prospectus delivery
requirements of federal and applicable state securities Iaws.
IT IS HEREBY CEATIFIED AND RECITED that all acts, canditions, and things
required by the Constitution and laws of the State of Minnesota to be done, to exist,
to happen, and to be performed in order to make this Note a valid and binding limited
obligation of the Authority according to its terms, have been done, do exist, have
happened, and have been performed in due form, time and manner as so required.
IN WITNESS WHEREOF, the Board of Commissioners of the Rosemount Port
Authority has::caused:.this:.Note to be executed with the manual signatures of its
...
��s�r and �ieeetitt�Qe D���eetor;all as of the Date of Original Issue speci.fied above.
�.: .�. ...:..... ...................... -�---•�-
ROSEMOUNT P08T AUTHORITY •
Executive Director Chair
REGISTRATION PROVISIONS
The ownership of the unpaid balance of the within Note is registered in the
bond register of the Authority, in the name of the person last listed below.
• Date of Signature of
Re�istration Re�istered Owner _ Executive Director
\\\ \4
....�va \ { ..
$@�&L0218 P'L'OpBl"�@S� ���s G�4...,vx.
. .> ,�>;»::;
�'es�er8��a�:I13 No.. ::::�.;>
: .:;.
�;.::�;�,.,:...�.rw...�,:.:..�:�::�.,,,�:� _ .
n
Section 3. Terms, Execution and Delivery. •
3.O1. Denomi.nation, Pavment. The Note shall be issued as a single
typewritten note numbered R-1.
83883092
A9230-5 E�5
w_
. .... ,.-:
The Note shall be issuable only in fully registered form. Priacipal of aad
inierest on the Note shall be payable be check or draft issued by the 8egistrar
descrs'bed hereia. �
3.02. Dates; Interssf Pavment Dates. Principal of and interest an the Note
shall be payable by mail to the owaer of record thereof as of the clase of business on
the fifteenth day of the month precQding the Paymeat Date, whether or aot such day
is a business day.
3.03. Re�istratioa. The Authority hereby appoints the Escecutive Director
to perform the functions of registrar, transfer agent and paying agent (the
"Registrar"). The effect of registratioa and the rights and duties of the Authority
and the Registrar with respect thereto shall be as follows:
(a) Ae_�ister- The Registrar shall keep at its office a bond register in which
the Registrar shall provide for the registration of ownership of the Note and the
re tration of transfers and exchanges of the Note �:'�he Regtsti�sr sha�glsa keei�
,�,.,r�:.:;.,:.. . <..
snd ��ain �h;e Praz.ierpal Advance �ec�g�r as,cie�neci �a.the �ot�..�
� . ..:: .. ........ ...
(b) Transfer of Note. Upon surrender for transfer af the Note duly
endorsed by the registered owner thereof or accompanied by a written instrument
of transfer, in form reasonably satisfactory to the Registrar, duly executed by the
i-egistered owner thereof or by a.n attorney duly authorized by the registersd owner
in writing, the Registrar shall authenticate and deliver, in the name of the
designated transferee or transfer�es, a new Note of a li.ke aggregate principal
amount and maturity, as requested by the transferor. Natwithstanding the
foregoing, the Note shall not be transferred to any person other than aa affiliate,
or other related entity, of the Owner unless the Authority has been provided with
an opinion of counsel or a certificate of the transferflr, in a form satisfactory to the
Authority, that such transfer is exempt from registration and praspectus delivery
requirements of federal and applicable state securities laws. The Registrar may
close the books for registration of any transfer after the fifteenth day of the month
preceding each Payment Date and until such Payment Date.
(c) Cancellation. Thet aTt�d thereafter disp sed of as directed�by the
promptly cancelled by the RegZs
Authority.
(d) I�roper or Unauthorized Transfer. When the Note is presented to the
Registrar for transfer, the Regzstrar may refuse to transfer the same until it is
satisfied that the endorsement on such Note or separate instrument of transfer is
legally authorized. The Registrar shall incur no liability for its refusal, in good
faith, to make transfers which it, in its judgment, deems improper or unauthorized.
(e) Persons Deemed Owners. The Authority and the Registrar may treat
the person in whose name the Note is at any time registered in the bond register as
the absolute owner of the Note, whether the Note shall be overdue or not, for the
purpose of receiving payment of, or on account of, the principal of and interest on
such Note and for all other purposes, and all such payments so made to any such
registered owner or upon the owner's order shall be valid and effectual to satisfy
and discharge the liability of the Authority upon such Note to the extent of the sum
or sums so paid.
SJH83092
Rsz3o-5 E'6
J�
(f) Taxes, Fees and Char�es. For every transfer or exchange of the Note,
the Registrar may impase a charge upon the owner thereof sufficient to reimburse
the Registrar for aay tax, fee, or other governmental charge required to be paid
with respect to such transfer or exchange•
(g) Mutilated Lost, Stolen or Destrvyed Note. In case any Note shall
become mutilated or be lost, stolea, or destroyed, the R.egistrar shall deliver a new
Note of like amouat, maturity dates aad tenor ia exchange and substitution for and
upon caacellatioa of such mutilated Note or in lieu of and in substitutioa for such
Note lost, stolea, or destroyed, upon the payment of the reasonable expenses and
ebarges of the Registrar in connection therewith; and, in the case the Note last,
stolen, or destroyed, upon filing with the Registrar of evidence satisfactory to it
that such Note was lost, stolen, or destroyed, and of the ownership thereof, aad
upon furnishing to the 8egistrar of an appropriate bond or indemnity in form,
substancs, and amount satisfactory to it, in which both the Authority and the
Registrar shall be named as obligees. The Note so surrendered to the Registrar
sha11 be cancelled by it and evidence of such cancsllation shall be given to the
Authority. If the mutilated, lost, stolen, or destroyed Note has already matured or
besn called for redemption in accflrdance with its terms, it shall not be nec�ssary to
issue a new Note prior to payment.
3.04. Pre�aration and Delivery. The Note shall be prepared under the
direction of the Executive Director and shall be execnted on behalf of the Authority
bp the signatures of its President and Executive Director. In case any officsr whose �
signature shall appear on the Note shall eQase to be such officer before the delivery
of the Note, such signature shall nevertheless be valid and sufficient for all
purposes, the same as if such officer had remained in office until delivery. When the
� Note has besn so executed, it shall be delivered by the Executive Director to the
Owner thereof upon payment of the Public Development Costs in accordancQ with the
Agreement.
Section 4. Securitv Provisions.
4.01. Pl_ed�e• The Authority hereby pledges to the payment of the principal
of rand uiterest on the Note a11.Available.:Tax::Increment as defined_:in the Note .
�.�ia�ab�e �gx In�xeme�t � g�edg� eq,ua�� anc€.�atal���x..�� the:l�a�e �:nc� �g.:a�er
... .. .. ....... ..
�ate.issuec� pursuan�tv'the:_�;greement::;
.�.,..n.w.::. . . ........ ....
...............
Available Tax Increment shall be applied to payment of the prinrapal of and interest
on the Note in accordance with the terms of the form of Note set forth in Section 2
of this resolution.
4.02. Bond_ Fund. Until the date the Note is no longer outstanding and no
principal thereof or interest thereon (to the extent required to be paid pursuant to
this resolution) remains unpaid, the Authority shall mai.ntain a separate and special
"Bond Fund" to be used for no purpose other than the payment of the pri.ncipal of
and interest on the Note. The Authority irrevocably agrees to appropriate to the
Bond Fund in each year Available Tax Increment necessary to pay pri.ncipal e.nd
interest due on the Note in such year. Any amounts remaining in the Bond Fund
shall be transferred to the Authority's account for the TIF District upon the payment
of all principal and interest to be paid with respect to the Note.
SJ883092
xssao-s E'7
� .
Sectioa 5. CountY Auditor Re�L�tion; Certification of Prcceedia�s.
5.01. Count4 Auditor 8e�straticn. The Secretary is herebp authorized and
directed to file a certified coPY of this resolution with the County Auditor of Dakota
County, together with suc3i other informatioa as such Countp Auditor shaII require,
aad to obtain from sa�d Countp Auditor a certificate tbat the Note have beea entered
on his or her boad register.
5.02. Certification of Proceedin�s• The of�cers of the Authoritp and the
County Auditor of Dakota CcuntY are he�by autharized aad directed to prepare and
furnish to the Owner of the Note certified copies of all proceedings and rti'cords of
the Authority, and such other affidavits, certifieates, and informatian as may be
required to show the facts relating to the legality and marketab�ity of the Note as
the same appear from the books and records under their eustody aad control or as
otherwise known to them, and all such certified copies, certificates, and affidavits,
including any heretofore furnished, sball be deemed representations of the
Authoritp as to the facts recited therein.
Adopted this day of , 19_
[title] . .
ATTEST:
[title]
.
8JH83092 ��8
115230-5
02✓17i95 13:56 '�612 223 3000 SPRINCSTED '�n�"�n�
�- Tax�lncrement Financing
• Summa Re ort
City ot Ros�tnouM. �linnesot�
Tax Increment Fnaneing (Redeveiopmen� District Na. t-2
CaHsoh Projeci - Phast 1 $ 11 Constructio�
Type of Tax Increme�t Financing Distric! Redevelopment
Maximum Duration of TIF District 25 years tram 1st increment
Certification Date ot TIF District Oi/01/95
Decertiflcatlon Date of TIF District 12101/20TQ (13 Years of Increment}
Maximum Duration af TIF Oistriot 07/01/2021
1995/1998 1996/f 997 199?/1998 1998(1999
Totat EsUmnt�d Merfcet Value $52f,500 y521,300 �2,094,200 $3,394,200
Future P.V,
Maximum Loan Amount �+ 9AQ°15 $573.000 Vaiue Q 5.0�%
Maxirnum Bond Issue�7.944°l0 (NIC) 270,000 Adm./Pooling {17.5096) $364,642 $234,333
Net Proceeds $2oo,oa0 Loss of LGA/HACA (189,414j (101,599j
Capitalized lntereat 51,300
llnderwriters Discount 4,aso Gross Surp��s (shortag�) 3�7s,228 $t32.734
Costs ot Issuance 14,650 Giry Taxes From PraJect o 0
Total Laan and Bond issue �843,00� Net Surpius (Shortage} $175,228 5132,734
Annuai Annual Adm./Pooling Annua! Gity Taxes ProjeCteq
Period Gross Tax Retainage Net Yax Bond Cut7tu►aUvc From Lass of
Ending Incrernent 17.5046 Increment Psyments Batance Project LGA/HACA
��� �2� �3� . t4� ..._. �5� I6) (7I ... . {8)
02/01/96 � 0 0 0 (59) 59 0 0
02J01l97 0 0 0 (+� Ts o 0
02/Ot/98 0 8 0 (17) 93 0 0
02/01/93 90,913 i5,910 75,003 35,483 4,610 0 0
02/01/2000 188,063 29,061 137,002 69,365 3,746 0 0
02/01j2001 160,063 29,061 13T,002 70,615 1,632 0 0
021Q1/2002 166,083 29,861 137,002 65,463 3,fi70 0 0
02/01/2003 166,063 29.061 137.002 72,283 (112) 0 3,444
02/01/2004 ise,oa3 29,061 13T,002 32,310 1,829 o ti.tsa9
02/01/2005 166,063 29,061 137,002 0 1,829 0 t0,332
02/Ot(2008 ieB,o93 29,061 137,002 0 1,829 O 13,Y75
02/01/2047 166,063 29.081 137,002 0 1+829 O 17,220
02/O1J20a9 166,063 29,061 137,002 0 1,829 0 20,6fi3
02/8iJ2009 166,063 29,a61 137,002 0 1,829 0 24,107
02/O1/2010 166,063 29,061 137,OQ2 0 1,829 0 27,551
02/01/2011 168,063 29,061 137,002 0 1,829 0 30,995
02/Oi/2012 0 0 0 0 0 0 34,d39
S2,Q83,669 $364,642 �1,719,027 � $346,426 SO $189,414
Prepered by: 5pringsted Incorporatdd ( 13-Feb-95)
02✓17i95 13:56 $612 223 3000 ��KINGaICU '�+���- ��.
� �"—'- Aasumptions Repa�t �
• City of Ros�moun�Minnasotz
Tax tncrement EinattCing (pe�'a mC���on o. t� 2
Carlsvn Proj�—
,Type af Tax incroment Finencing D'atrlci Red�velopment
Mex(mum Duration ot 71P DistrlcL 25 years from ist increment
CeRlflcatton oate of T1F District . o�/ot/�5
DeCeRif(cation Date of TiF District 12l01/2010 (t3 Years of Increment}
{.azt(Maximum)Decertification Date ef'nF District 07/01/2021
/994/1995
Land EsUmated Market Value(EMvj S34a,2oo
Buiidi�g EMV 177,300
TotBi 89s8 EMV (PiN�F 34-71150—Q21-04) �21,500
Times:Cfl Ciassi�ication Rntaa g3,000
Frst$100,000 of EMV�3.00°•6
Thereafter�4.sfl96 19.389
Originai Net Tax Cspacity 322,38s
6ase inflation Factar o.00%
1995/1996 i996/1997 1J97/1998 1998/1999
Totaf Estimated Market Value (1) SS21,500 $521,500 $2,o9a,200 53,394,200 _
Times:C!I Ctassification Rates
FffSt$100.000 Of EM1l @ 3.00°.4� a3,000 $3,000 $3,000 $3,000
Thereafter @ 4.60°6 _ . 19.388 19,389 91 M733 151,533
Total Net Tax Capacity $22.389 522,389 $94,733 $1 v4.533
Locaf Tax Capacity Rate 125.8689'e (1993/1994)
Gity Tax Rate (Only if City Tr�ces From Project} 0.0009b
F�scal Disparities Contributlon From TIF O�strict 0.000096
Administrative Retainage Pe�cent{maximum=1a9o? ��, 096
Pooling Percent
Loan Start Date 08/01195
Loan Rate g,�p�'�
LGALHACA Lass:_
I.S.D#199 3ales RAtio 94.2096 (1892)
l.S.D#196 Eq���ed 7sx Capacity Rate Sfl.289'. (1993/t994)
Present Value Dete 08lOi/95
Pr�sar►t Valua Rato 5.00�,6
(1} Assumes existing building (EMV=S�7�.�) ���ma��s��e�ui 1998.
Assum�s Phas�I conatruction(EMV=S1,750,Q00) is 100°,6 Completed in 1996.
Assumas Phasa{i construciion(EMV=$1,300,000)is 1009G compleled fn 1997.
Prepared by:5pringsted Incorporated(15—Feb-sS)
Y 3
m
Pro'ected Tax Increment Re ort �' �
r
-J
\
cD
t7� .
Ciiy of Rosemount, Mi�nesota ,,..
w
Tax lncrement Financing {Redevelopmeniy D'estrict Na. 4-2 • �
Carlson Project - i'hase I 8 Il Construction �
� :
Less: Less: Retained Times; ' Less: N
Annual Total Original Fiscai Captured Tax Annual Adrn.JPooling Annuai
Period NetTax NetTax Disparities @ Net Tax Capaciry �crement Re�17.50% Inc em nt �
E�ding Capacity Capaciry O.00aa�o Capacity Rate � w
t�) �2) �3� ��4) w {5} (_____s�-_-- �.-.-�? �8�---- _' � , p
0 125,668% fl 0 0
12/31/95 22,389 22,389 4 � p p :
12j31 J96 22�389 22,389 0 0 125.668°k Q
12/31!97 22�389 22,389 0
0 125.fi6$% 0 0•
12J31 J98 94�733 22,389 0 72,344 125.668°� 1�,063 29 461 137�QQ2
12J311gg 154,533 22,389 0 132,144 125.668°/a' �
166,063: 29,06i 137,002
12J31/2000 154,533 22,389 0 132,144 125.fi68% ��,063 29,061 137,042 �
12131I2001 154,533 22�989 Q i92,144 125.668% "
12J31 J2002 154t533 22,389 0 182�144 125.fi68°�6 166,063� 29�061 187�002 n
12J31/2d09 154,533 22,389 0 132�144 125.668°�6 166,Ofi3 29.061 . 137�002 �
12 31 2004 154.533 22�3$9 0 �32,14-0 125.66Bo%, 166,063 29,�61 �37,02 �
/ / 166�063 29,061 •
12/3112005 154.533 22.389 0 132,144 125.66810
12f31J2006 154,553 22,389 0 132,144 525.66$°� �66,063, 29�061 137,002
12131J2007 154,533 22�389 0 132�144 125.668°!0 16fi.063� 29�061 137,002
12J31120U8 154,533 22,389 0 132�144 125.66896 1 fi8.063' 29.061 197.002
12/31/2009 154.533 22,389 0 192.1A4 125.fi68°�6 166�063 29�061 137�OQ2
12/31/2010 154�533 22T389 0 'E32,144 125.688°b 166,063 29,061� 137,002�:
12131/2011 154,533 154,533 0 0 125.668go !�0 �^� ��;
� �2�Os3,66a� 5964.642 S1.718,027
_ �
• �
m
�
Prepared by: Sprtngstedincorporated(15-�eb-95) • m
�
� �
m
Pro'ected Loss of LGAjHACA Re ort � Y�
( �
�
c�
cn
City of Rosemount� Minnesota • w
Tax Increment Firianci�g (Redevetopmentj District No, i-2 �
Carlson 4'roject - Phase 1 �11 Construction
�
rn
�.
Ad usted Times: , �`'
Retained Tlmes: Qualifying Div€ded by: l
Ca lured I.S.D. Captured I.S.�. Projected N
Annual Captured P �''
Period Net Tax Phase-In Net Tax Sales Ne1 Tax T�Rate LGAIHACA m
Ending Capacity Percent Capacity Ratio Capacily .
��� �2� .r �3j � �4, (5' t6I t7) �} �
— o0 0 39.28°/6� p
12J31 J95 t} Q.00% � 84.20/ d I
• p O.00oo Q 94.20% 0 99.28°,40
12J31I96 p 94.20�i6 p 39.28°6 �
12J31/97 0 0.00°�6 Q 39.28%I 0
0.�0°Ao �'
12J31198 72,344 p 9420% 0 89.2696 �
12J3Sj9S is2�ia�a 0.00% , 0 39.2$9'0 � �
0.00°� 0 94.20/. `�
12j31 J2000 132�144 0� z
12J31120d1 132,
�44 fi.23% 8,259 94.20°� 8�768 39.289'o i
12/3112fl02 132�144 12.50% 16.518 94.2496 17,�s95 39.28% g►�4I �
26,303 39.28°10• 6,888 �
12/3112003 132,144 18.759'0 24,777 �•20°�'� 10,352
12131/2004 132,144 25.00°i6 33,036 94.20% 35�070 39.28°!0
i2 3112�05 132,144 31.25°�b 4t,295 94.20�Io 43�888 g928°6I 17,220
1
12J3ti J2006 132,144 37.50% 49,554 94.20� 52,fiQ5
12J31/2007 132,144 43.75°l0
57,813 9420°Io 61.373 99.28°!'0 2Q,663
24.10?
12/31J20U8 132,144 5fl.00°�6 68.072 94.20°io 7d'1�� 39.28°b 27.551
12/31/2049 132,144 56.25°,6 74�331 94.20�b 78�9d8
„ ' 87,675 39.28% 30,995
12/31I2010 132�144 62.5Up 82,59U 94.20go � 39.28°ro' 34�439
12131 j2011 0 68.75i'o 4 94.2090 _ _
$189,414.
�
�
n
`
Prepared by:Springsted Incorporaled (15-Feb-95) � �
� 02i17i95 13:57 �612 223 3000 SPRINCSTED l�006i007
� .
„a � p�ajeoted �oan Cashflow Report �
City af Rosomount� Minnosafia
Tax fncromont t=trtancing (Rsd�velopmentj District No. i-2
Carison Project - Phase t d�il Coastructio�
Loan Date: 08/01/95
Loan Rate: 9.0096
Amoun� �573,000
Portion of
Semi-Annual Loan
Net Tax Capitati2ed 8atance
Date Principal Mterest P &! increment(a) Interest Outs`ndtng
��) t2� (3) - (�) .I5) " �6� " �� .
.. ._ _... 573,000
02/01/96 0 0 0 0 25,785 598,785
08J01/96 0 0 0 0 26,945 625,730
02/O1/97 � 0 4 0 28,158 653,888
08/01 f 97 0 0 0 0 29�425 683,313
02/01/98 Q 0 0 0 30�743 714,062
OS/Ol/y8 0 17,502 17,502 17�5a2 14,631 728.694
42/D1/99 0 17,502 17,502 17.502 15.290 743,983
OS/01/99 771 33,479 34.251 34,251 743,212
02/01/2000 806 33,445 34,251 34,251 742,406
08/01/2000 842 33,408 34,251 34,251 741,5fi�
02/O11'LU01 880 33,37Q 34,251 3�,251 740,684
08/01 J2001 920 33,331 34,2�1 34.251 739,764
02f01/2002 961 33,289 34,261 34,251 738,803
08l�'�/2002 1,004 33,246 34,251 34,251 737,798
02/01(2003 1,050 33,201 94,251 3�,251 736,749
08�01/2003 1,097 33,154 34.251 34,251 735,652
02/Q1/2004 35,397 33.104 68,501 68,501 700.255
08/0112004 36*990 31�511 68,501 68,501 663,266
02J01/2005 38,654 29,847 68,501 68,541 624.612
08/01/2005 40,393 28,108 88,501 68,501 584,218
02/01%LU06 42,211 26�290 b8,501 68,SD1 542,007
08/01/2006 44,111 24,390 68,50i 68,5�1 497.897
02/01/2007 46�096 22,405 68,501 68.501 451,801
OSJ01120U7 48,170 20,331 68,501 68�501 403,631
Q2/01 J2008 50,338 18,163 68,50'i 68,501 353,293
08/41/2008 52.603 15,898 88,501 68,5�1 300,69i
02/01/2009 54,970 13,531 68,501 68�501 245,721
OS/01/2009 57,444 11,057 68,501 68,501 188.277
02/41 J2010 - 6Q,029 8.472 68,501 68.501 128,249
08/01/2010 62,730 5,771 68,501 68,501 65,519
02/01/2011 65,519 2,948 68,467 68,467 �
743,983 626,755 1,370,739 1,370�739 170�983
(a) Last tax increment payment�educed.
Prepared by: Springsted tncorporated( 15-Feb-95 j
.�.
@?�il?i95 13:58 �612 223 3000 SPRlNGSTED t�le�7i0�1
� � Pro�ected 8ond CasMfow Repo�
City of Rosemoutlt� Mitutesot�x
Tax IncremarK Flna�cidg (Redevelopmenl� DlstriM No. 1-2'
C�tson Project-Phnse 131!Gonstruction
Portion of
Mnuat ' Annuai
petiod Texable � P&!@ CapitaGzed Net Tax Annusl Cumulative
EndJng Principe! Rate interart �0096 Interest lncrement 8atance 8alance
�(11 _ _ (2) t3} (43 t� _ . (� _ . t7} _ (e� _ {s� _
02J01/96 0 e.9696 i8�241 10,241 10,300 p sg 5g
02l01 J97 0 7.15� 20,483 2D.483 20,500 0 17 76
02/01/98 8 7.3S4b 20.483 20,483 20,500 p q7 g3
02/01/99 15,000 7,4596 20.483 35,4a3 40,000 4,Si7 4,610
02JO1J2000 50,000 7.50°1. 19,365 69,985 68,501 (864) 3,746
02/o�l2oat s5.00a �.��e �s,s�s �o,sts se,soy (2,ft�) �,632
82J01/2d02 55,000 �.60% 11,463 66,463 68,501 2,038 3,670
02/01/20Q3 86,000 7.65% 7,283 72,283 88,501 (3,782) (112)
02141/2004 30,000 7.709b 2.310 32,310 34,2u1 1,947 1,829
02J01/2Q05 8 7.7595 0 0 0 0 t,e2s
o2lat/zoos o 7.80% o 0 0 0 �,a29
02�o�/2oa7 a 7.so� o a o a �,eas
02/01/200a 0 tl.0095 0 0 0 0 t,929
02J01/2009 0 8.05% 0 0 0 0 1,8�9
02/O1J20tU 0 9.10% 0 0 0 O 1,82s
02/01/2011 0 B.f S'k 0 0 a 0 1,829
$270.000 3127.726 $397,726 �b1,300 $348,25� a1,B29
. eond lssue Summary � � Purpose �Amount �Xo
Dated Data 0810i/95
Bond Years 1,680.00 l.�nd Acqulshion,Publ(c/5ite $200,000 74.0795
Average Maiurity 6,a2 imp.&Other Eltgibte Costs
Capitalized Interest 51,300 l9.0090
Annual interest 5127,725 Underwriiers biscount 4,050 1.54%
Discount 1.509b �4,050 Costs of tssuance 14,650 5.43°�
Net Interest Cost $131,776 - . . .
Net interest Rate 7.84496 Total Bond issue �27o,op0
Prepared by:Springsted lncotporated (15-Feb-95) �