HomeMy WebLinkAbout4.b. Betty Jo's Dance Center �
CITY OF ROSEMOUNT
EXFsCIITIVE SUblMPaRY FOR ACTION
PORT AUTHORITY MEETING DATE: OCTOBER 4, 1994
AGENDA ITEbl: BETTY JO'S DANCE CENTER AGENDA SECTION:
OLD BUSINESS
PREPARED BY: JOHN MILLER, AGENDA NO.
ECONOMIC DEVELOPMENT COORDINATOR 4 . B.
ATTAC�lENTS: DRAFT DEVELOPMENT AGREEMENT, APPROVED BY:
SCHEDULE OF APPROVALS, RESOLUTION AUTHORIZING
SALE OF LAND, MEMO FROM JOHN MILLER
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Please see attached memorandum
RECOIyIl�lENDED ACTION: Opening of public hearing at 5 :30 p.m. by Chair
Carroll . MOTION to close public hearing. MOTION to approve Resolution
1994- , RESOLUTION AUTHORIZING SALE OF PROPERTY. MOTION to approve (or
approve in concept) the development agreement between the Rosemount
Port Authority and Steven and Betty Jo Schmitt.
PORT AUTHORITY ACTION:
MEMO
TO: Ron Wasmund, Community Development Director
FROM: John Miller, Economic Development Coordinator �
DATE: September 29, 1994
RE: Proposed Schedule for Approvals for Betty Jo's Dance Center
On Monday, September 26, we met with Rick Pearson and Steven and Betty Jo Schmitt.
Our discussion covered issues relati.ng to Betry Jo's Dance Center discussed at the port
authority's September 18 meeting.
At the meeting's conclusion we discussed a possible ti.me schedule for completing the
paperwork necessary for the relocation of the dance studio to the Schneider property. I3ere
is a summary of that schedule:
1. October 4. Public hearing before the port authority on the sale of the land to the
Schmitts.
2. October 4. Port authority considers development agreement. The agreement can
receive final ap�pr�val on October 4 or October 18 without delaying the
project.
3. October 4. City council sets public hearing for preliminary plat.
4. October 11. Planning commission considers site plan and preliminary plat.
5. October 18. Port authority considers site plan.
6. October 18. Public hearing on preliminary plat by city council.
7. October 18, City council approval of fmal plat.
8. October 19. Closing on property transferring land from the port authority to the
Schmitts.
9. October 19. Schmitts receive building permit.
This schedule of course is tentative and among other things is contingent upon timely and
accurate submittal of materials by Betty Jo and Steven Schmitt.
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Member introduced the following resolution and moved its adoption:
ROSEMOUNT PORT AUTHORITY
RESOLUTION NO.
RESOLUTION AUTHORIZING SALE OF PROPERTY
BE IT RESOLVED by the Rosemount Port Authority as follows:
Section 1. Recitals.
���.�..,�'I'�1��.
1.01. The Ciry of Rosemount (the "City") es blishing e Rosemount Redevelopment
Project (the "Project") and the Rosemount Redevelopment Project Tax Increment Financing
District (the "TIF District") in May, 1979.
1.02. The City established the Rosemount Port Authority (the "Authority")in and
transfened to it control of the Project and the TIF District pursuant to Minnesota Statutes, section
409.0813 (the "Act").
1.03. Pursuant to the Act, the Authority is authorized to undertake certain activities and
to assist development within the Project and the TIF District.
1.04. The Authority has received a development proposal from Betty Jo's Dance Center,
Inc. (the "Developer") for a dance instruction studio to be located on property legally described
as Lots 11, 12 and 13, Block 3, Auditor's Subdivision No. 1, Dakota County, Minnesota (the
"Property"), which Property is owned in fee by the Authority.
1.05. The Authority has entered into a Contract for Private Development(the "Contract")
with the Developer for construction of a dance instruction studio on the Property and the
Authority has concluded that the proposed development is consistent with and promotes the goals
and objectio(n_s for which the Project and the TTF District were established.
11hj�4CT ���5
1.06. Pursuant to Minnesota Statutes, section 459.065, the Authority has held a public
hearing on the proposed sale of the Property, following published notice as required by law, at
which hearing all person wishing to express an opinion were given an opportunity to do so.
Section 2. Findings.
2.01. It is hereby found and determined that the sale of the Property is in the best
interest of the Authority.
2.02. It is hereby found and determined that the sale of the Property furthers the
Authority's general plan of economic development of the community and is consistent with and
fosters the purposes for which the Project and the 'I'IF District exist.
RHB76830
RS230-6
Section 3. Authorization.
3.01. The��sid�t��d executive director are hereby authorized and directed to execute
a deed and other appropriate documents to facilitate sale of the Property under the terms of the
Contract
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3.02. The g�s�rt, executive director, staff and consulta.nts are hereby authorized and
d'uected to take any and all other steps necessary or convenient in order to accomplish the sale
of the Property.
3.03. Adoption of this resolution shall constitute the findings and entry upon the record
of the Authority's decision regarding sale of the Property for purposes of Minnesota Statutes,
section 469.065, subd. 3.
Dated: , 1994.
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ATTEST:
ecretary
The morion for the adoption of the foregoing resolution was duly seconded by member
and upon vote being taken thereon, the following voted in favor thereof:
and the following voted against same:
Whereupon said resolution was declared duly passed and adopted.
RHB76830
RS230-6
MEMO
TO: Chair Carroll
Commissioners Anderson, Busho, Edwards, McMenomy, Miller, Wippermann
FROM: John Miller, Economic Development Coordinator
DATE: September 29, 1994
RE: Betty Jo's Dance Center
At its September 20 meeting the Rosemount Port Authority heard a proposal from Betty Jo and
Steven Schmitt to relocate Betty Jo's Dance Center to Lots 11, 12, and 13 of Block 3 of Auditors
Subdivision No. l. This land is located near the corner of Burma and 147th Street.
In general the commissioners supported the move that called for the sale of the land to the Schmitts
for a dollar. The site is located in the downtown redevelopment district and has been vacant for
several years. The port authority would retain all ta�� increment revenue.
There were, however, some concerns raised at the meeting. These were primarily in two areas:
• Effect of the project on future redevelopment of the block; and
• Exterior treatment of the proposed dance studio building.
On Monday, September 26, Ron Wasmund, the city's community development director, and I
visited with the Schmitts about both of these issues. As a result of that meeting I believe that we
have reached an agreement that will be acceptable to the board members. Details of this are found
in the attached draft development agreement but here are the main points:
• The Schmitts will place their building on the southeast corner of the property.
Parking will be placed on the north side of the three lot parcel making that land
available for future development if it is needed.
• The exterior of the building will not be stucco or a stucco material but a combination
of brick and maintenance free lap siding.
� The Schmitts will not profit from appreciation of land if it is taken in the future by
the port authority. The draft development agreement calls for establishing base values
and for land swaps to provide for any lost parking.
To continue the approval process for Betty Jo's Dance Center, these things must happen. It is
important for both the Schmitts and the port authority that this be a timely process permitting the
Schmitts to occupy the building by January 2, 1995, and permitting the port authority to capture an
extra year of ta�� increment revenue. At the meeting scheduled for October 4 the port authority
should:
• Hold the public hearing regarding the sale of the parcels to Betty Jo and Steven
Schmitt.
At the public hearing I will note that the three lots jointly have a value of about $45,000. The
benefit to the port authority in selling the land for only a dollar, however, will go beyond bringing a
new business to the downtown and attracting 300 additional shoppers. According to the county the
tax increment generated by the Schmitts building will be about $9,400 annually. If the Schmitts
take occupancy of the building by January 2, the port authority will receive five years ofTIF
payments before the redevelopment district expires in 2000. This project is no giveaway. If there
are no special circumstances raised at the hearing that would require additional work to be
completed the commissioners can:
• Approve the resolution authorizing the sale of the land to the Schmitts.
• Consider the draft development agreement.
At this writing on Thursday, September 29, the draft development agreement is being sent to me by
messenger. I will make a copy available to the Schmitts this afternoon. I don't know if the
agreement will be acceptable to the Schmitts in its "present" form or if they will want to make some
changes. I will attempt to meet with them prior to the October 4 meeting to get a revised draft
agreement if they have issue with the draft. I will present that to you on October 4. I am confident
that based on the meeting of September 26 there will be no substantive changes to the draft
agreement.
At the October 4 meeting, the board members have three options regarding the development
agreement:
• Reject it.
• Approve it as submitted.
• Approve it in concept authorizing Chairperson Carroll and the executive director to
accept the fmal draft.
This may not be as tidy as some proposals reviewed by the commissioners in the past. It does
demonstrate, however, the port authority's ability to complete quickly approvals necessary for a
projects' implementation when a user has a need for a timely relocation.
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MEMO
TO: Chair Carroll
Commissioners Anderson, Busho, Edwards, McMenomy, Miller, Wippermann
FROM: John Miller, Economic Development Coordinator
DATE: September 16, 1994
RE: Betty Jo's Dance Center Proposal
Betty 7o and Steven Schmitt have expressed an interest in relocating Betty Jo's Dance Center
to the former Schneider property. This is a site located near the corner of 147th Street and
Burma Avenue. Please see the map.
The attached site plan shows construction of a 3576 square foot structure on the property.
The Schmitts are requesting that the three residential lots be sold them for a dollar. _ The port
authority would retain all the resulti.ng ta�c increment fmancing.
Let's look at some potential benefits and problems from the relocation. Here are some
benefits:
• The new building would generate needed tax increment fmancing revenue needed to
support the HRA's senior housing project.
• A Rosemount business would be retained. If Betty Jo's Dance Center does not locate
on the Schneider property, then a rental location in Apple Valley or Ea.gan will be
sought.
• Additional traffic to the downtown will be genera.ted. Betty Jo Schmitt has about 300
students attending lessons each week. Having the parents in the downtown area for
drop-off will be of benefit to other downtown businesses.
• Additional rental space will become available in Dr. Detlefsen's building. The
present location of the dance center. Other tenants of Dr. Detlefsen have expressed
an interest in that space. The move of Betty Jo's will pernut them to expand.
� The new building coupled with Quik Trip, Rosemount Professional Building, and
pending improvements to the street scape near Arlyn Cope's building, all add to the
momentum of an improving downtown.
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Here's a potential problem:
• What about the long term use of the block? If a large development is possible for the
block, will the existence of Betty Jo's new building preclude new large scale
development? And, in a worst-case scenario is the port authority going to be forced
to repurchase land it sold for a dollar, at a cost at or above market price?
Let's address this issue. The city has owned the Schneider property since 1988. The only
identified use for the property was senior housing and that site has since been moved to
Cameo Avenue. No private sector interest in the property has been identified.
With Betty Jo's Dance Center on the property the west half of the block, that part adjacent to
T.H. 3, is still available for redevelopment. In addition the residential properties north of
the site could be added to any forthcoming commercial or office project. And finally, Ron
Wasmund, the city's community development director, has suggested that Betty Jo's building
be located on the south half of the property. That would have only parking on the north side
of the Schneider property. In the future the pa.rking lot would be available for
redevelopment if needed and the residence at the corner of 147th Street and Burma could be
acquired for Betty Jo's Dance Center parking.
As I noted in my earlier memo on this subject, the Schmitts are at a decision point in the
project. For them to continue they must start to spend a fair amount of money in �ppraisals;
platting of land, and architect's fees. Before they incur those costs -- and they are willing to
do so -- the Schmitts want to know if the proposal looks acceptable to the port authority.
To provide approval of the project the port authority must:
• Enter into a development agreement to transfer the property to the Schmitts provided
the Schmitts build the dance center. Of course there would be a reverter in the
agreement for the port authority to regain title to the land if the Schmitts did not
perform.
• Review and approve site plans.
• Fiold a public hearing on the sale of the property.
• Receive city council approval of the project.
The Schmitts would also need to get planning commission approval of the site plan.
It should be added that the Schmitts are under some time restraints. Their lease expires at
the end of December so fall construction is necessary.
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At this point the commissioaers should hear Betty 7o Schmitt's request and decide if the
dance center is a proper use of the land. If it's decided that it is, then the commissioners
may want to comment on some design issues. Should the building be located on the south
side of the property? What about the exterior treatment of the building?
To continue the project if that is the commissioners' choice, the members should implement
the recommended action.
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Rosemount
National Bank
15055 Chippendale Avenue South ARCADE OFFICE
P.O.Box 439 1351 Arcade Street
Rosemount,MN 55068-0439 SL Paul,Mn 55106-1801
612 423-5000 612 772-2541
September 14, 1994
Re: Bettv Jo' s Dance Center , Inc.
New Building Proposal
To: Rosemount Port Authority
Betty Jo Schmitt has presented her preliminary plans
for ccnstructing a new building for Betty Jo' s Dance
Center , Inc. on land currently owned by the Rosemount Port
Authority.
Rosemount National Bank will be pursuing a financing
commitment upon receipt of additional information from
Betty Jo regarding the scope of the building costs .
Sincerely,
Steven J. urow
Ass ' t Vice Piesident
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CONTR.ACT
FOR
PBIVATE DEV�OPMEI�TT
BY AND BETWEEN
ROSEMOUNT PORT AUTHQRITY
AND
BETTY JO'S DANCE CENTER, INC.
This document was drafted by:
Holmes & Graven, Chartered
470 Pillsbury Center
Minneapolis, MN 55402
RHH76772
RS230-6
TABLE OF CONTENTS
ARTICLE I
Definitions
Section 1.1. Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Section 1.2. Exhibits . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Section 1.3. Rules of Interpretation . . . . . . . . . . . . . . . . . . . 3
ARTICLE II
R:epresentations and Warranties
Section 2.1. Representations by the Authority . . . . . . . . . . . . . . 3
Section 2.2. Representations by the Developer . . . . . . . . . . . . . . 4
ARTICLE III
Conveyance of Property
Section 3.1. Conveyance of the Property . . . . . . . . . . . . . . . . . 5
Seetion 3.2. Real Estate Taxes and Special Assessments . . . . . . . . . 5
Section 3.3. Conveyance and Use of Property . . . . . . . . . . . . . . . 5
Section 3.4. Reconveyance of Lot 11 . . . . . . . . . . . . . . . . . . . 6
ARTICLE IV
Construction of inim� Improvements
Section 4.1. Construction of the Minimum Improvements . . . . . . . . . 6
Section 4.2. Property Taxes; Reconstruction of Minimum Improvements . 6
Section 4.3. Soil Conditions; Hazardous Waste or Pollution . . . . . . . 6
Section 4.4. Certificate of Completion . . . . . . . . . . . . . . . . . . . 7
Section 4.5. Failure to Construct . . . . . . . . . . . . . . . . . . . . . 7
ARTICLE V
Insuranc; �nancing
Section 5.1. Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Section 5.2.Financing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
Seetion 5.3. Limitation Upon Encumbrance of Property . . . . . . . . . 8
ARTICLE VI
PROHIBITIONS AGAINST ASSIGNMENT
AND TftANSFER; ASSESSMII�TT AGREIIN�NT
Section 6.1. Representation as to Development . . . . . . . . . . . . . . 8
Section 6.2. Prohibition Against Transfer of Property
and Assignment of Agreement . . . . . . . . . . . . . . 9
Section 6.3. Approvals . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
Section 6.4. Assessment Agreement . . . . . . . . . . . . . . . . . . . . 10
RHH76772
RS230-6 1
CONTR.ACT F08 PRIVATE $EDEVELOPME1�iT
THIS AGBEEMENT is made this day of , 1994, by and
between the ROSEMOUNT PORT AUTHORITY, a public body corporate and politic
under the laws of the state of Minnesota (the "Authority") and BETTY JO'S DANCE
CENTER, INC. , a Minnesota corporation ("the Developer"}.
WITNESSETH:
WHEREAS, the Authority was established and operates pursuant to Minnesota
Statutes, section 469.0813 (the "Act"); and
WHEREAS, the Authority operates the Rosemount ftedevelopment Projeet (the
"Project") and the Rosemount Project Tax Increment Financing District (the "TIF
District"), which TIF District was created by the City of Rosemount (the "City") in
May, 1979 and which is now administered by the Authority; and
WHEREAS, the Authority is authorized under the Act to undertake certain
activities to facilitate development and redevelopment of property within the Project;
and
WHEREAS, the Developer has proposed a development within the Project which
the Authority believes will promote and carry out the objectives for wYuch the Project
has been established, will be in the vital best interests of the Authority and the
health, safety and welfare of its residents of the City, and is in accordance with the
public purposes and provisions of the applicable state and local laws and
requirements under which development in the Project has been established and is
being assisted.
NOW, THEREFORE, in consideration of the mutual covenants and obligations
of the Authority and the Developer, each party does hereby represent, covenant and
agree with the other as follows:
ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement, the following terms shall have
the meanings given to them unless a different meaning clearly appears from the
context:
"Act" means the Rosemount Port Authority Act, Minnesota Statutes, section
469.0813.
"Agreement" means this Contract for Private Development, as the same may
be from time to time modified, amended, or supplemented.
"Assessment Agreement" means the agreement among the Authority, the
Developer and the assessor regarding the Minimum Market Value of the Property as
R�76772
A8230-6 1
R
Authority's delays, or other matters which are not within the control of the
Developer as to the Developer's delays or not within the control of the Authority as
to the Authority's delays.
Section 1.2. Exhibits. The following exhibits are attached to and by
reference made a part of this Agreement:
A. Legal description of the Property
B. List of Construction Plan documents
C. Form of Certificate of Completion
D. Form of Assessment Agreement
E. Form of Quit Claim Deed
Section 1.3. Rules of Interpretation. (a) This Agreement shall be interpreted
in aceordance with and governed by the laws of the state of Minnesota.
(b) The words "herein" and "hereof" and words of similar import, without
reference to any particular section or subdivision, refer to this Agreement as a
whole rather than any particular section or subdivision hereof.
(c) References herein to any particular section or subdivision hereof are
to the section or subdivision of this Agreement as originally executed.
(d) Any titles of the several parts, articles and sections of �his Agreement
are inserted for convenience and reference only and shall be disregarded in
construing or interpreting any of its provisions.
ARTICLE II
Representations and Warranties
Section 2.1. Representations by the Authority. The Authority makes the
following representations as the basis for the undertakings on its part contained
herein:
(a) The Authority is a public body corporate and politic under the laws of
the state of Minnesota.
(b) The Authority is the fee owner of the Property.
(c) The Authority has the right, power and authority to execute, deliver
and perform its obligations according to this Agreement and all other documents to
be executed by the Authority pursuant hereto. The Authority assures the
Developer that the individuals who execute this Agreement and all other documents
executed by the Authority or on behalf of the Authority are duly authorized to sign
the same on behalf of the Authority and to bind the Authority thereto.
(d) The TIF District was established by the City in May 1979 and is
currently administered by the Authority as a "pre-1979" tax increment finaneing
district.
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R4230-6 3
ARTICLE III
Conveyance of Property
Section 3.1. Conve_yance of the Property. a) The Authority is the fee owner
of the Property. Subject to the conditions precedent stated herein, the Authority
agrees to sell the Property to the Developer and the Developer agrees to purchase
the Property from the Authority for $1.00. Closing shall occur on October 19, 1994
at a time and place agreed to by the Developer and the Authority.
b) The Authority's obligation to sell the Property to the Developer is
subject to the following conditions precedent:
i) the Construetion Plans have been approved by the Authority and
the City;
ii) the site plan for development of the Property has been approved
by the Authority and the City's planning commission;
iii) the Developer has demonstrated to the satisfaction of the
Authority that it has the financial resources or has arranged with
a lender for same so as to enable the Developer to construct the
Minimum Improvements on the Property in accordance with the
Construction Plans;
iv) the sale of the Property to the Developer has been approved by
the Authority following the required public hearing, pursuant to
Minnesota Statutes, sections 469.055, subd. 7 and 469.065;
v) the Authority, the Developer and the assessor have executed the
Assessment Agreement; and
vi) there has oecurred no Event of Default by the Developer under
this Agreement.
c) In the event that one or more of the conditions precedent has not been
satisfied as of October 19, 1994, the date of closing may be delayed to
a mutually agreed upon date not more than 30 days hence. If, at the
conclusion of said delay not to exceed 30 days, one or more conditions
precedent still remains unsatisfied, this Agreement may, at the sole
option of the Authority, be declared null and void and the parties
hereto shall have no further duties towards one another in connection
with the Property or the Minimum Improvements.
Section 3.2. Real Estate Taxes and Special Assessments. Real estate taxes
due and payable in 1994 on the Property shall be paid by the Authority. Real estate
taxes payable in 1995 and thereafter shall be paid by the Developer as they become
due. Installments on the special assessments due and payable in 1994 shall be
prorated between the Developer and the Authority as of the date of closing. The
Developer agrees to pay any installments of special assessments due in payable in
1995 and thereafter as they become due.
Section 3.3. Conveyance and Use of Property. The Authority will convey the
Property to the Developer by means of a quit claim deed in the form attached hereto
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Improvements or any other purpose for which the Developer may make use of the
Property. The Developer further acknowledges that the Authority makes no
representations regarding the presence of any pollution, hazardous waste or toxic
substance on the Property. The Authority agrees to negotiate with the Developer
to permit the Developer to have such aceess to the Property prior to closing as it may
reasonably require in order to conduct soils tests and other evaluations of the
Property in order to satisfy itself regarding soils conditions or the presence of
pollution, hazardous wastes or toxic substances.
Section 4.4. Certificate of Completion. Promptly after notifi�ation by the
Developer of completion of construction of the Minimum Improvements, the Authority
shall inspect the construction to determine whether the Minimum Improvements have
been completed in accordance with the Construction Plans and the terms of this
Agreement, including the date for the completion thereof. If the Minimum
Improvements have been completed in accordance with the Construction Plans and
the terms of this Agreement, the Authority shall furnish the Developer with a
Certificate of Completion in the form attached hereto as Exhibit C.
The certification provided for in this section 4.4 shall be in recordable form.
If the Authority refuses or fails to provide certification in accordance with the
provisions of this section 4.4, the Authority shall within 15 days of a request
provide the Developer with a written statement, indicating in adequate detail in what
respects the Developer has failed to complete the Minimum Improvements in
accordance with the provisions of this Agreement, or is otherwise in default, and
what measures or acts will be necessary, in the opinion of the Authority, for the
Developer to take or perform in order to obtain such certification. Prior to the
issuance of a Certificate of Completion, no occupancy of the Minimum Improvements
shall be permitted.
Section 4.5. Failure to Construct. In the event construction of the Minimum
Improvements is not completed as provided in section 4.1 of this Agreement, the
Authority may give written notice of such failure and, subject to Unavoidable
Delays, if 30 days after the giving of such notice, the Developer has not cured such
failure or failures, the Authority may exercise its rights under Article VII of this
Agreement, ineluding the right to re-enter the Property and revest title to the
Property in the Authority.
ARTICLE V
INSURANCE; FINANCING
Section 5.1. Insurance. The Developer will provide and maintain or cause to
be provided and maintained at all times during the process of constructing the
Improvements and until the Maturity Date and, from time to time at the request of the
Authority, furnish the Authority with proof of payment of premiums on:
(a) Builder's risk insurance, written on the so-called "Builder's Risk --
Completed Value Basis," in an amount equal to 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;
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(b) the substantial financing and other public aids that have been made
available by the Authority for the purpose of making the development
possible, the qualifications and identity of the Developer are of
particular concern to the Authority.
The Developer further recognizes that it is because of such qualifications and
iden.tity that the Authority is entering into this Agreement, and, in so doing, is
further willing to rely on the representations and undertakings of the Developer for
the fa.ithful performance of all undertakings and covenants agreed by the Developer
to be performed.
Section 6.2. Prohibition Against Transfer of Property and Assi�nment of
Agreement. For the reasons set out in Section 6.1 of this Agreement, the Developer
represents and agrees that, except for associating with other individuals or entities,
prior to the completion of the Minimum Improvements as certified by the Authority:
(a) Except only by way of security for, and only for the purpose of
obtaining financing necessary to enable the Developer or any successor
in interest to the Property, or any part thereof, to perform its
obligations with respect to the development under this Agreement, and
any other purpose authorized by this Agreement, the Developer,
except as so authorized, has not made or created, and that it will not
make or create, or suffer to be made or created, any total or partial
sale, assignment, conveyance, or any trust or power, or transfer in
any other mode or form of or with respect to this Agreement or the
Property or any part thereof or any interest therein, or any contract
or agreement to do any of the same, without the prior written approval
of the Authority; and
(b) The Authority shall be entitled to require, except as otherwise
provided in this Agreement, as conditions to any such approval under
this Section 6.2 that: (i) any proposed transferee shall have the
qualifications and financial responsibility, as determined by the
Authority, necessary and adequate to fulfill the obligations undertaken
in this Agreement by the Developer or, in the event the transfer is of
or relates to part of the Property, such obligations to the extent that
they relate to such part; (ii) 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
specifically for the benefit of the Authority, have expressly assumed
all of the obligations of the Developer under this Agreement and the
Assessment Agreement and agreed to be subject to such obligations,
restrictions and conditions or, in the event the transfer is, of, or
relates to part of the Property, such obligations, conditions, and
restrictions to the extent that they relate to such part; provided, that
the fact that any transferee of, or any other successor in interest
whatsoever to, the Property or any part thereof, shall, for whatever
reason, not have assumed such obligations or agreed to do so, shall
not, unless and only to the extent otherwise specifically provided in the
Agreement or agreed to in writing by the Authority, relieve or except
such transferee or successor from such obligations, conditions, or
restrictions, or deprive or limit the Authority of or with respect to any
rights or remedies or controls with respect to the Property or the
construction of the Minimum Improvements; it being the intent of this
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(d} Failure by the Developer to use the Minimum Improvements as a dance
instruction studio or another use permitted by the Authority and the
City; or
(e) Failure by the Authority or the Developer to observe or substantially
perform any covenant, condition, obligation or agreement on its or their
parts to be observed or performed hereunder, including failure to close
on the Property by October 19, 1994, unless such failure to close has
been delayed or excused in accordance with this Agreement.
Section 7.2. Remedies on Default. Whenever any Event of Default occurs, the
non-defaulting party may take any one or more of the following actions:
(a) suspend its performance under this Agreement until it receives
assurances from the defaulting party, deemed reasonably adequate by
the non-defaulting party, that the defaulting party will cure its default
and continue its performance under this Agreement;
(b) cancel or rescind this Agreement;
(c) withhold the Certificate of Completion; or
(d) take whatever action at law or in equity may appear necessary or
desirable to the non-defaulting party to collect any payments due under
this Agreement, or to enforce performance and observance of any
obligation, agreement, or covenant of the defaulting party under this
Agreement.
Section 7.3. Right of Renerter. In the event that subsequent to the date
of closing and prior to the issuance of the Certificate of Completion:
(a) the Developer fails to begin construction of the Minimum Improvements
in conformity with this Agreement, and such failure is not due to an
Unavoidable Delay;
(b) the Developer, after commencement of the construetion of the Minimum
Improvements, defaults in or violates its obligations with respect to the
construction of the Minimum Improvements, including the nature and
the date for the completion thereof, or abandons or substantially
suspends construction work, and such act or actions is not due to an
Unavoidable Delay;
(c) the Developer or successor in interest fails to pay real estate taxes or
special assessments on the Property or any part thereof when due, or
places thereon any encumbrance or lien unauthorized by this
Agreement, or suffers any levy or attachment to be made, or any
mechanic's lien, or any other unauthorized encumbrance or lien to
attach;
(d) there is, in violation of Article VI of this Agreement, any transfer of
the Property or any part thereof; or
(e) the Developer fails to comply with any of its covenants under this
Agreement,
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(b) as to the Authority:
Rosemount Port Authority
P. O. Box 510
Rosemount, MN 55068-0510
ATTN: Executive Director
or at such other address with respect to either such party as that party may, from
time to time, designate in writing and forward to the other as provided in this
section 8.3.
Section 8.4. Disclaimer of Relationships. The Developer acknowledges that
nothing contained in this Agreement nor any act by the Authority or the Developer
shall be deemed or construed by the Developer or by any third person to ereate any
relationship of third-party beneficiary, principal and agent, limited or general
partner, or joint venture between the Authority and the Developer.
Section 8.5. Modifications. This Agreement may be modified solely through
written amendments hereto executed by the Developer and the Authority.
Section 8.6. Counterparts. This Agreement may be executed in any number
of counterparts, each of which shall constitute one and the same instrument.
Section 8.7. Provisions Not Merged with Deed. None of the provisions of this
Agreement is intended to or shall be merged by reason of any deed transferring any
interest in the Property and any such deed shall not be deemed to affect or impair
the provisions and conenants of this Agreement.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
in their names as of the date first above written.
BETTY JO'S DANCE CENTER, INC. ROSEMOUNT PORT AUTHORITY
By By
Its Its
By
It By
Its
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.
EXHIBIT A
to
CONTRACT FOIt PRIVATE DEVELOPMII�iT
PROPERTY LEGAL DESCRIPTION:
Lots 11, 12, and 13, Block 3, Auditor's Subdivision No. 1, Dakota County,
Minnesota
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EXHIBIT C
FORM OF CERTIFICATE OF COMPLETION
The undersigned hereby certifies that, except as may be specified below,
Betty Jo's Dance Center, Inc. , a Minnesota corporation, has fully and completely
complied with its obligations under Article IV of that document entitled "Contract for
Private Development", dated September _, 1994 by and between the Rosemount
Port Authority and Betty Jo's Dance Center, Inc. with respect to construction of the
Minimum Improvements on the property legally described as Lots 11, 12 and 13,
Block 3, Auditor's Subdivision No. 1, Dakota County, Minnesota in accordance with
the approved Construction Plans and is released and forever discharged from its
obligations to construct under such above-referenced Article.
Dated:
ROSEMOUNT PORT AUTHORITY
By
Its
By
Its
STATE OF MINNESOTA )
) SS.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of
, 1994, by and , the
and , respectively, of the R.osemount Port
Authority, a public body corporate and politic under the laws of the state of
Minnesota, on behalf of the Port Authority.
Notary Public
This document drafted by:
HOLMES & GRAVEN, CHARTERED
470 Pillsbury Center
Minneapolis, MN 55402
(612) 337-9300
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.
2. Nothing in this Agreement shall limit the discretion of the assessor or
any other public official or body having the duty to determine the market value of
real property for ad valorem tax purposes to assign to the Property and the Minimum
Improvements to be built thereon a market value in excess of the Minimum Market
Value specified in this Agreement.
3. Neither the preambles nor the provisions of this Agreement are intended
nor shall they be construed as modifying the terms of the Contraet.
4. This Agreement shall remain in effect and inure to the benefit of and be
binding upon the successors and assigns of the parties until December 31, 2000.
5. As provided in Minnesota Statutes, section 469.177, subd. 8, nothing
contained herein shall be deemed to limit the right of the Developer to challenge that
part of any valuation which is in exeess of the stipulated Minimum Market Value
contained in this Assessment Agreement.
RO�EMOLfi1�T PORT AUTHORITY
By
Its
By
Its
BETTY JO'S DANCE CENTER, INC.
By
Its
By
Its
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. .
CERTIFICATION BY ASSESSOR
The undersigned assessor, being legally responsible for the assessment of the
above described property, certifies that the market values assigned to the land a.nd
improvements are reasonable.
Assessor
City of Rosemount, Minnesota
STATE OF MINNESOTA )
) SS.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of
, 1994, by , the assessor for the City of
Rosemount, Minnesota.
Notary Public
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` Form No.31 M-QIRT CLAQ.t DEEU � Minncawa Unifo'm Convryancing Blanka(1978) '
� Co'pontion or Pumenlrip EXHIBIT E
to Coipontoo or PaMenhip .
No delinquent taxes and transfer entered;Certificate
of Real Estate Value( )filed( )not required
Certificate of Real Estate Value No.
, 19
County Auditor
by
Depury
STATE DEED TAX DUE HEREON: $
Date: October , 1994
(reserved for recording data)
FOR VALUABLE CONSIDERATION,Rosemount Port Authority,a public body corporate and politic under the laws of
Minnesota,Grantor,hereby conveys and quitclaims to Betty Jo's Dance Center,Inc.,Grantee,a corporation under the laws
of Minnesota,real property in Dakota County,Minnesota,described as foliows:
Lots 11. 12 and 13,Block 3, Auditor's Subdivision No. 1
The Grantor certifies that the Grantor does not lmow of any wells on the described property.
This deed is subject to that certain Contract for Private Development by and between the Grantor and Grantee dated
, 1994,filed , 1994 as Document No.
together with all hereditaments and appurtenances belonging thereto.
ROSEMOUNT PORT AUTHORITY
Affix Deed Tax Stamp Here
By
i�
sy
Its
STATE OF MINNESOTA
ss.
COUNTY OF
The foregoing was acl�owledged before me this day of October _, 1994, by
and ,the
and of
Rosemount Port Authority, a public body coiporate and polidc under the laws of Micuiesota, on behalf of the Port
Authority.
� . NOTARIAL STAMP OR SFAL(OR O'CHER TfIZ.E OR RANK)
SIGNATURE OF PERSON TAKING ACIINOWLEDGMENT
Taz Statements for the reai properry described in this instrument should
be sent w{include name and address of Grantee):
THIS INSfR[lMENf WAS DRAFTID BY(NAME AND ADDRESS): .
HOLMES&GRAVEN,Chartered
470 Pillsbury Center
Z00 South 6th Street
Minneapolis,MN 55402
(612) 337-9300