HomeMy WebLinkAbout4.b. Discussion of Purchase of the Roy Abbott Property a, 1
CIT"Y' OF ROSEMOUNT
EXECUTIVE SUMMARY FOR ACTION
PORT AUTHORITY COMMISSION MEETING DATE: JULY 20, 1993
AGENDA ITEM: DISCUSSION OF PURCHASE OF THE AGENDA SECTION:
ROY ABBOTT PROPERTY OLD BUSINESS
PREPARED BY: JOHN MILLER, AGENDA NO.
ECONOMIC DEVELOPMENT COORDINATOR 4 . B.
�
ATTACHI�IENTS: CORRESPONDENCE FROM ED RYMER APPR VED BY:
Attached please find correspondence from Ed Rymer, Roy Abbott' s broker,
accepting the port authority's offer of $500, 000 cash for Abbott's 80 acre
parcel . The accegtance was within the port authority' s 48 hour deadline.
RECOi�lENDED ACTION: Motion to direct John Miller to appear before the
Rosemount city council with a °Project Plan" and "Project Budget"
requesting approva t develox,> P Rosemount Business Park.
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PO�U ACTION: . �
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Date : July 24, 1993
Pages : 2
Tti : John Miller
Fax �hone : 612-423-5203 _
From : Edward T_ Rymer CCiM
Subject : Roy Abbott Land - appra�imately 80 � �icres
Pex our conversation at 3:45 7J14/93, I am off:tcially notifyi.ng '
tha Por� Authority of Mr. Abbott' s acceptance o� their o�'fer ta
purchase the above ment3.aned property for $500,400.00 cash. I
am autharized to notify you by Mx. Abbott and his attorney, Mr.
Christensen.
If you hava any questfans please do not hesitat� to Call me.
cc: Roy E. Abbo�t
Joseph 3. Christensen
An Indepsndently Owned and Oqerdted Member a(C41dwe�l Banker R�fd►..ntiat Atfil�ales,Inc.
. .
PURCHASE AGREEMENT
THIS AGREEMENT is made on , 1993 , between Ray
E. Abbott, an individual residing in Washington County ("Seller") �
and the Rosemount Port Authority ("Buyer") .
IN CONSIDERATION OF THIS AGREEMENT, Seller and Buyer agree as
follows:
1. Sala of Property. Seller agrees to ssll to Buyer and
Buyer agrees to buy from Seller, the foilowing property (the
��PropertyF,� :
The North 1/2 of the Northeast 1J4 of Section
32, Township 115, Range 19, except the South
13 feet of the East 525 feet thereof, in
Dakota eounty, Minnesota.
2 . Purchase Price and Manner of Pavment. The Purchase Price
("Purehase Price") to be paid by Buyer to Seller for the Property
shall be Five Hundred Thousand andJno Hundred Dollars ($500, 000. 00)
and shall be� payable as follows:
(a} $10,000. 00 Earnest Money, payable by Buyer to the
real estate broker identified in Section 11 below
upon and as a condition to Buyer's acceptance
hereof; and
(b) $490, 000. 00, cash or cash equivalent funds, plus or
� minus prorations and adjustments as set forth in
this Agreement, at closing.
3 . Contingencies. The obligations of Buyer under this
Agreement are contingent upon e�ch of the fallowing:
(a) Representations and Warranties. The representations
and warranties af Seller contained in this Agreement must
be in all material respects true now and on the Closing
Date as if made on the Closing Date.
(b) Title. Tit1e shall have been found aeceptable or
been made acceptable in accordance with the requirements
and terms of sectian 6 below.
(c) Inspection and Testinct. Seller shall allow Buyer,
and Buyer's agent, access to the Prc�perty solely, for the
purposes referenced in Sections s �aj through 3 (h) below,
without charge and at a1l reasonable times, for the
purpose of Buyer's investigatian, survey and testing the
same. Buyer sha11 pay all costs and expenses of Buyer's
investigation, survey and testing. Buyer shall repair
and restare any damage to the Property eaused by or
occurring during Buyer's investigatic�n, survey and
testing and return the Property to substantialiy the same
candition as existed prior to such entry. Buyer hereby
agrees to indemnify, defend and hold Seller harmless from
any and all liability, costs and expenses, including
attorney's fees, damages, suits or claims arising in
connection with Buyer's investigation, survey and/or
testing. In the event this Agreement is terminated under
any circumstances, Seller shall be entit�.ed to receive
reasonable written verification (such as mechanic lien
waivers) that the costs incurred in conneetian with
Buyer's investigation, survey and/or testing have been
paid in full as a condition precedent to Buyer being
entitled to receive a refund of Buyer's Earnest Money.
Buyer also agrees, upon any such termination, to provide
Seiler with full and complete copies of any surveys,
tests, reports or o�her documentation created ar obtained
by Buyer in connection with the matters referenced in
Sections 3 (d} through 3 (h) be].ow and Buyer shall execute
and deliver to Seller an agreement acknowledging th.e
termination of all of Buyer's rights in the Property
and/or under this Agreement.
(d) Survey. Seller shall, at Seller's cost and
expense, cause the Praperty to be surveyed by
registered land surveyors, who are properly
licensed to pra�tice in the State of Minnesota.
The survey shall be certified to the Buyer, the
Seller and the Title Company, and be delivered �ta
the parties within forty-five (45) days of the date
of this Agreement, as follows:
i) the boundary lines of the Property and the
legal description therefor;
ii) the location of all physical encroachments, of
an�;
iii) all existing easements and the. recording
information therefor;
iv) a�.l existing roadways abutting the Property
and any existing limitation of aecess thereto;
v) all existing utilities located on or adjacent
to the Property;
vi) al1 building or other setback lines and a11
floodplain lines and utility lines, if any;
and
vii) the location of all improvements, if any.
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(e) Testinct. Buyer shall have determined within forty-
five (45) days after the date of this Agre�mc�nt that it
is satisfied with the results of and matters disclosed by
all soil tests, engineering inspections, hazardous waste
and environmental reuiews of the Praperty. Promptly
after receipt of such inspection report, Buyer shall
forward a copy of same ta Sell.er.
In the event that a final closing does not occur and
pending such occurrence, Buyer agrees to keep such test
results eonfidential, except for any notice which Buyer
may be obiigated to give to appl.icable governmental
authorities.
If such test results disclose soil conditions that are
unsatisfactory to Buyer, in Buyer's sole discretian,
Buyer may then terminate this Agreement upon written
notice within the time provided above or fourteen (14)
days after receipt o� such final test results, whichever
shall be earlier, and in such event the Earnest Money
will t�iereafter be returned to the Buyer and neither
party shall have any further obligation under this
Agreement except as provided for in paragraph 3 (c) .
(f} Sur�e,y A.pproval. Buyer shall have determined within
fourteen (14) days after receipt of the survey referred
to in paragraph 3 (d) , in Buyer's sole discretion, that
the canditian of the Property as set forth in such survey
is satisfactory to Buyer. If such survey is not
satisfactory to Buyer, then Buyer may �erminate this
� Agreement upon written not<ice and in such event the
Earnest Money will be xeturned to the Buyer and neither
party shall have any further obligations under this
Agreement except as provided for in paragraph 3 (c) .
(g) Gavernment Approval._ Buyer shall have obtained, at
� its sole cost and expense on or before the Closing Date,
all government approvals necessary in Buyer's sole
judgment, in order to make the use of the Property which
the Buyer intends. In the event Buyer, in its sole
judgment, does not obtain such permits andJor: approvals
as are n�cessary in Buyer's sole judgment, prior to
Closing, then Buyer may terminate this Agreement upon
written notiee not later than the Closing Date and 'in
such event the Earnest Money will be returned to the
Buyer, and neither party shail have any further
obli.gation of this Agreement exeept as provided for in
Paragraph 3 {c) .
(h) Roads and Utilities. Buyer shall have determined,
within forty-five (45) days of the date hereof, that the
Property is serviced by all necessary utilities in order
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to support Buyer's proposed use and that Buyer will have
satisfactary access thereto. In the ev�nt Buyer, in its
sole judgment, determines that the utilities or road
systems are inadequate for the Buyer's proposed use, then
Buyer may terminate this Agreement upon written notice
not later than the Closing Date and in such event the
Earnest Money will be returned to the Buyer and neither
party shall have any further obligatian under this
Agreement except as provided for in paragraph 3 (c) .
(i) Theater Transaction. Buyer shall have determined,
within forty-five (45) days of the date hereof, that
Buyer is satisfied with the progress af its dealings with
those parties intending ta develop a portion af the
Property, after purchase by Buyer, as a movi� theater
operation. In the event Buyer, in its sale judgment,
determines that satisfactory progress regarding the
foregoing has not been made then, in that event, Buyer
may te�minate this agreement upon written notice no later
than forty-five (45} days from the date hereof whereupon
the Earnest Money will be returned to the Buyer and
neither party shall have any further obligation under
this Agreement except as pzovided for in Paragraph 3 (c) .
Unless Buyer provides Seller with timely written notice
pursuant to Section 14 below of Buyer's objection to any
cantingency set forth in this Section 3 above, Buyer sha11 be
deemed to have waived such contingency in its entirety. In the
event Buyer closes on the purchase of the Praperty from Seller,
Buyer sha11 be conclusively deemed to have waived all of the
foregoing contingencies unless otherwise specifically provided in
a separate writing signed by Buyer and Seller.
4 . Closinct. The closing of the purchase and sale
contemplated by this Agreement (the "Closing" or "Closing Date")
shall occur on a date seventy-five (75) days after the date of this
Agreement as that term is hereinafter defined, or on such earlier
date as s�lected by Buyer. The closing shall take place at the
office of the Title Company, or at sueh other place as may be
mutually agreed to. Seller agrees to deliver possession of the
Property to Buyer at Closir�g. Seller and Buy�r shall each pravide
the following at Closing:
(a) Seller's Closina Documents. On the Closing Date,
Se11er shall execute and/or deliver ta Buyer the
following (calTectively "Seller's Closing Documents") :
(i) Warranty Deed. A general Warranty Deed,
from Seller conveying the Property `to Buyer in
accordance with the terms thereof.
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(ii) Well Certificate. A well certificate as
may be required by Minnesota Statutes 103I.235.
(iii) Seller's Affidavit. An affidavit of
title by Seller, in customary form certifying that
on the Closing Date there are no outstanding,
unsatisfied judgments, tax liens or bankruptcies
against or invalving Seller or the Property; that
there has been no skill, labor or material
furnished to the Property for which mechanics liens
could be filed; and that there are na other
unrecorded interests in the Property, other than
the Permitted Encumbrances, together with whatever
standard additional documents which may be required
by the Title Company to issue the "Title Policy" as
defined in Section 6(c� below.
(iv) Title PolicY. Subject to Buyer's
obligation to pay the premium therefare, the Title
Policy, or a suitak�ly marked up commitm�nt for
title insurance initialed by the Title Company, in
the form required by this Agreement.
{v) IRS Reporting Form. `The appropriate
federal income tax reporting form, if any is
required.
(vi) Other pocuments. All other documents
reasonably required or necessary to transfer the
Property to Buyer free and clear of a11
encumbrances except Permitted Encumbrances,
consistent with the terms of this Agreement.
(b) Buyer's Closing Documen�s, On the Closing Date,
Buyer will duly execute and deliver to Seller the
fa�.lowing (collectively "Buyer's Cl.asing Documents") :
{i) Cash Payment. The $490, 000. 00 cash balance of
the Purchase Price, plus or. minus prorations or
adjustments, by wire trans€er or certified funds.
(ii) Title Documents. Such affidavits of Buyer,
certificates of value or other documents that may
be reasanabiy required by the Title �ompany in
order to record the Seller's closing documents and
issue the Title Poliey as required by this
Agreement.
(iii) Such other documents and funds as shall be
reasonably necessary or required to compl.ete the
transactions contemplated by this Agreement.
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Agreement.
5, Frorations. Se21er and Buyer agree to the following
prorations and allocation of cost regarding this Agreement:
(a) Title Insurance and Closina Fees. Seller shall pay
all costs of the Title Company for applicable searches
and for updating abstracts. Buyer will pay the premiums
required for the issuance of the Title Policy and for the
issuance of a mortgagee's policy, if any. Any closing
fee impos�d by, the Title �ompany shall be split
fifty/fifty (50/50) be�ween Buyer and Seller.
(b) Real Estate Taxes and Special Assessments. Seller
will pay, on or before Closing Date, all speeial
assessments currently levied against the Property
including without limitation any installments of special
assessm�nts and interest payable with general real estate
taxes in the year of closing. Special assessments which
become pending or levi�d after the date hereof shall be
assumed and paid by Buyer. General real estate taxes and
installments of special assessments payable in the year
prior to the year in which the closing takes place and
aIl prior years sha11 be paid by Seiler. General real
estate taxes payable in the year that the closing takes
place shall be prorated between Se11er and Buyer to the
Date of Closing.
(c) Recordinc� Costs. Seller will pay the costs of
recording all documents necessary to place record title
in the condition warranted and represented by Seller in
this Agre�ment. Buyer will pay the cost af recording a11
other doeuments including the Contract for Deed.
(e) Attorneys Fees. Each party shall pay its own
attorneys fees, except that a defaulting party under this
Agreement or any closing document will pay the reasonable
attorneys fees and court costs incurred by the non-
defaulting party to enforce its rights regarding such
default.
6. Titie Examination. Title examination will be conductet�
as follows:
(a) Seller's Title Evidence. Seiler shall on or- befare
thirty (30) days after this Agreement has been exeeuted
by Seller furnish Buyer with a Commitment ("Title
Cammitment") for an Owners Policy of Title Insurance
insuring title to the Property, in the amount af the
Purchase Price, issued by Old Republic National Title
Insurance Company by its agent Dakota County Abstract
Company (the "Tit1e Company"j . The Title Commitment will
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comrnit the Title Company to insure title to the Property ,
subject only to those matters listed on Exhibit A
attached hereto and made a part hereof (the "Permitted-
Encumbrances") and other matters approved or accepted by
Buyer. Seller shall also deliver to the Title Company an
abstract of title ta the Property.
(b) Buyer's Ob1ections. Within �.en (10} days after
receipt thereof, Buyer will make written objections
("Objections") to the form and/or eontents of the Title
Evidence other than the Permitted Encumbrances. Buyer's
failure to make Objections within such time period will
constitute waiver of Objections. Any matter shawn on
sueh title evidence not timely obj ected to by Buyer shall
thereafter be deemed to constitute a "Permitted
Encumbrance" hereunder. Seller will have sixty (60) days
after receipt of the Objections to cure the Objections,
during which period the closing will be postponed as
necessary. Seller shall use its best reasonable efforts
to correct any Objections. To the extent an Objection
can be satisfied by the payment of money, Buyer shall,
after thirty (30) days prior written notice to Seller,
have the right at Closing to apply a portion of the cash
payable to Seller at the Closing to reasonably cure such
Objection if Seller has not otherwise then cured or
prcavided for the cure of such Objection. The
satisfaction a� such Objection and the amount so applied
shall reduce the amount of cash payabl.e to Seller at the
Cl.osing. If the Objections are not cured within sueh
sixty (60) day period, Buyer will have the aption "to do
� any of the following:
(i) terminate this Agreement and receive a refund
of the Earnest Money in cahich event neither party
shall have any further obligations under this
Agre�ment except as provided in paragraph 3 (c) .
{ii) waive the Objections and proceed to close.
(c) Title Policy. Seller wi11 furnish to Buyer in
accordance with paragraph ' 4 (a) above, at closinq the
title poliey ("Title Policy'') issued by the Title Company
pursuant to the commitment, or a suitably marked up
commitment initialed by the Title Company undertaking to
issue such a Title Policy in the form required by the
Commitment as appraved by Buyer subject, however, 'to
Buyer's obligation to pay the premium for the issuance of
the Tit1e Policy pursuant to paragraph 5 (a) above.
7 . Operation Prior to Closina. During the period from the
day of execution of this Agreement by both parties to the Closing
Date (the "Executory Period") , Seller shali maintain the Property
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in the ordinary course of bus�ness in accordance with prudent,
reasonable business standard�, ,including the maintenance of
adequate liability insurance.
8. Representations and Warranties bv Seller. Seller
represents and warrants to the Buyex as follows:
(a) Title to Property. Seller owns the Property, free
and clear of all encumbrances except the Fermitted
Encumbrances and mortgage liens which Seller shall pay in
full at Closing. '
(b) Leases and Possessory Ricxhts. At closing, there
will be no leases or possessory rights of others
regarding the Property other than pursuant to the
Permitted Encumbrances, if applicable.
(c) Utilities. Seller has received no notice of actual
or threatened xeduction or curtailment of any utiiity
service now supplied or available to the Property_
(d) Wells. Seller has no knowledge of the existence of
any wells on the Property.
(e} Assessments. Seller has received no notice of
pending or threatened special assessments of
reassessments of the Property.
(f) Environmental, Laws. To the hest of Seller's
knowledge:
(i) There has no� been any generation, treatment,
storage or disposal of hazardous substance onto,
into, at or near the Property except in accordance
with federal, state and local statutes, regulafiions
or ordinances applicable at the time of clasing;
(ii) There has not been any release of any
hazardous substance onto, into, at or near the
Property in violation of any applicable laws or
regulations in effect on the Closing Date;
(iii) Seller is in compliance with all applicable
federal, state and local statutes, regulati.ons,
ordinances and rules regarding the handling of
hazardous substances, if any, at the" Property; and
(iv) There are no above graund nor undergraund
storage tanks located in or about the Praperty. '
As used herein, the term "hazardous substance" means any
hazardous, extremely hazardous or toxic substance,
_g_
material, waste, pollutant or effluent including, but not
limited to, asbestos, petroleum and those substances,
materials ar wastes listed in or under the Comprehensive
Enviranmental Response, Compensation and Liability Act of
1980 (42 U.S.C. 9601, et. seq. } , as amended by the
Superfund Amendments and Reauthorization Act of 1986
(Pub. L. No. 99-499) , and regulations promulgated
thereunder, and such other substances, materials, wastes,
po�lutants, air pollutants, toxic pol.Iutants or effluents
that are presently regulated under applicable federal,
state and local statutes, regulations, ordinances or
rules, and amendments thereto.
As used herein, the term "release" means spilling,
leaking, pumping, pouring, emitting, emptying,
discharging, injecting, escaping, leaching, dumping or
disposing of any hazardous substance into �r on tY�e soils
ar waters in, on or under the Property.
(g) Ri�hts of Others to Purchase Propertv. Seller has
not entered into any other contracts for the sale of the
Property,� nor are there any rights of first refusal or
options to purchase the Property or any other xights of
others that might prevent the consummatian af this
Agreement.
(h) FIRPTA. Seller is not a "Foreign Person" , "Foreign
Partnership" , "Foreign Trust" , or "Foreign Estate" as
those terms are defined in Section 1445 of the Internal
Revenue Code.
(i) Proceedinas. To the best of Seller's knowledge,
there is no action, litigation, investigation,
condemnation or proceeding of any kind pending or
threatened against Seller and affecting any portian of
the Property.
Seller agrees to indemnify, defend and hold harmless
Buyer, its employess, agents, suceessors and assiqns from
and against any and all claims, damages, liabilities
and/or losses (including reasonable attorneys' fees) , and
other fees arising out of the breach of any of the
Seller's representatians and warranties contained in this
Agreement. Each of the representations and warranties
contained in this Agreement shall survive the Closing for
a period af six manths.
9 . Crops. The parties acknowledge that a portion of the
Property is currently being rented for agriaultural purpo.ses
pursuant to the terms of an oral lease �covering the 1993 qrowing
season and that Seller has crops growing on other portions of the
Property. It is hereby agreed that a11 rent or other income
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payable pursuant to said lease shall remain the sole property of
Seller and that Seller shall be entitled to remove a11 of Seller's
craps following the Date of Closing in a reasonable manner.
10. Condemnation. If, prior to the Glosing Date, eminent
domain proceedings are commenced against all or any part of the
Property, Seller shall promptly give notice to Buyer of such fact
and at Buyer's option {to be exercised within thirty (3Q) days
after Sel.ler's notice) , this Agreement shall terminate, in whieh
event neither party will have any further obligations under this
Agreement except as specifically set forth herein, and the Earnest
Mc�ney shall be refunded to Buyer. If Buyer shall fail to give such
notice, then there shall be no reduction in the Purchase Price, and
Seller shall assign to Buyer at the Closing Date all af the
Seller's right, title and interest in and ta any award made or to '
be made in the condemnation proceedings with respect only to the
Property it being understood and agreed ,that nothing herein shall
be construed as giving Buyer any right or interest in any eminent
domain prQceeding affecting any portion of Seller's praperty other
than the Property.
11. Brakers. Each party represents and warrants to each
other that they have dealt with no brokers, fir�ders or the like in
connection with this transaction other than Coldwell Banker
(Attentian Keith Collins, 8325 City Centre, Woodbury, MN 55125) .
Seller agrees that it shall pay all real estate brokers'
commissions due in connection with the purchase and sale of the
Property and agrees to indemnify and hold Buyer harmless fram and
against any commissions alaimed by any broker, finder or the like.
Coldwell Bankers represents the Seller in this transaction and
will receive a commission paid by Seller upon, and in the event of,
closing.
12 . Assignment. Buyer may assign its rights under th�s
Agreement before closing. Any such assignment will not relieve the
assigning party of its obligatians under this Agreement. In the
event of such assignment, Buyer shall promptly give Seller written
notice thereof including the identity, address and telephane number
af the assignee or its authorized representative.
Z3. Survival�. All the terms of this Agreement, to the extent
not intended herein to be performed prior to or on the Closing
Date, will survive and be enforceable after the Closing.
14 . Notices. Any natice required or permitted to be given by
any party upon the other is given in accordance with this Agreement
if it is mailed in a sealed wrapper by United States Registered or
Certified Mail, return receipt requested, postage prepaid, properly
addressed as follows:
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If to Seller: Roy E. Abbatt
715 Grain Exchange Building
P.O. Box 15223
Minneapolis, MN 55415
With copy to: Joseph J. Christensen
Snelling, Christensen, Briant & Laue, P.A.
5101 Vernon Avenue South, Suite 4Q0
Edina, MN 55436
If to Buyer: The Rosemount Port Authority
c/o John Miller
City of Rosemount
2875 145th Street West
Rosemount, MN 55068
With copy to: Michael Miles .
Fluegel, Moynihan & Miles, P.A.
1303 South Frontage Road'
Hastings, MN 55033
Notices shall be deemed effective on the date of receipt or
the date of mailing as aforesaid; provided, however, that if any
notice is given by mail then the time for response to any notice by
the other party shall commenee to run two (2) business days after
the day of mailing. Any party may change its address for the
service o� notice by giving written notice of such change to the
other party, in the manner above speci�ied, five (5) days prior to
the effective date of such ehange.
15. Captions. The paragraph headings or captions appearing
in this Agreement are for convenience only, are not a part of this
Agreement and are nat to be construed in interpret�.ng this
Agreement.
16. Entire Aareement, Modification. This written Agreement
constitutes the complete agreement bet�aeen the parties and
supersedes any prior oral ar written agreements between the parties
regarding the Property. There are no verbal agreements that change .
this Agreement and no waiver of any of its terms will be effective
uniess in a writing executed by the parties.
17 . Bindinq Effect. This Agreement binds and benefits the
parties and their successars and assigns.
18. Controllincr Law. This Agreement has been made under the
laws of the State of Minnesota, and such laws wi11 control its
interpretation.
19, Remedies. If Buyer de€aults under this Agreement, Seller
shall have the right to terminate this Agreement by giving written
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notice to Buyer, pursuant to Minnesota Statutes 559 .21. The
parties agrae that said Earnest Money is a down payment for the
Purchase Przce and that it is their mutual intention that said sum
sha11 constitute a down payment and be retained by Seller as part
of the Purchase Price under the circumstances set out above. If
either party defaults under this Agreement, this provision does not
preclude the non-defaulting party from seeking and recovering fram
the defaulting party damages for non-performance and/or specific
perfarmance of this Agreement. However, any such actian for
damages and/or specific performance must be commenced within six
(6) months after such default.
20. Termination of Offer. If this Purchase Agreement has not
been aecepted by Buyer executing and returning a copy hereof to the
Seller and paying the Earnest Money to the broker identified in
Section 11 above on or before July 23, 1993 , the offer of Seller
contained herein shall be deemed terminated.
IN WSTNESS WHEREOF, the Buyer has executed this Agreement as
of the date first above written.
SELLER
Roy . Abbo t `
BUYER:
Rosemount Port Authority
By
Edmund B. dunn, Chairperson
And By
Stephen Jilk, Executive Director
Execution by Spouse of Rov E. Abbott
The undersigned hereby joins in the execution of this Purchase
Agreement for the purpose of subjecting and subordinating to this
Furchase Agreement any right, title or interest in and to the
Property described herein which the undersigned may now or
hereafter have, including, without limitation, her marital rights
or her other rights of dower, life estate and possessian, if any,
to which a spouse may be entitled. ,
Dated: July �, 1993 .
L ra A. Abbott
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. � , .
EXHIBIT A
PERMITTED ENCUMBRANCES
1. Subject to the ordinances of the County of Dakota
2 . Pipeline easement in 193 De�ds 361 (#34 of abstract) ,
transferred to Northern Natural Gas Company, a Delaware
corporation, by transfers in 204 Deeds 209 (#41 of abstract)
and 64 M.R. 62 (#42 of abstract) , and modified by Document No.
412678 (#�0 of abstract) .
3 . Pipeline easement in 268 Deeds 615 (#35 of abstract) to Mid-
America Pipeline Campany, a Delaware corporatian, which has
changed its name to MAPGQ Inc. by Document No. 707438 (#4O� of
abstract) . The locatian of this easement was amended by
document dated october 12, 1972 , filed October 24 , 1975, as
Docurnent No. 424969 (#43 of abstract) .
4 . Existing roads. Highway and utility easernent for County Road
42 granted to Dakota County in Document No. 450575 (#49 of
abstract) . County maps also show Biscayne Road on the east
edge of the prernises.
5. Slope easement in connection with Gounty Road 42 granted to
Dakota C�unty in Document No. 450632 {#5fl of abstraet) .
6. Electric Transmission Easement over the south 13 feet of the
West 110 feet of the East 635 feet of the N� of NE; , Section
32, Township 115 North, Range 19 West dated Apri1 15, 1993 and
granted by Roy E. Abbott and Laura A. Abbott, husband and
wife, to Northern Natural Gas 'Company.
7. Crop leases for calendar year 1993 , the proceeds of which
shall be and remain the sole praperty of Seller.
t�� � �s . . . � . .
CITY OF ROSEMOUNT
EXECUTIVE SUMMARY FOR ACTION
PORT AUTHORITY COMMISSION MEETING DATE: JULY 20, 1993
AGENDA ITEM: REVIEW OF DRAFT REQUEST FOR AGENDA SECTION:
PROPOSAL ON MOTEL/RESTAURANT OLD BUSINESS
PREPARED BY: JOHN MILLER, AGENDA NO.
ECONOMIC DEVELOPMENT COORDINATOR 4. D.
ATTACffi�SENTS: DRAFT RFP APPROVED BY•
At the July 6 meeting the port authority rejected the two proposals the
commissioners had received from the first RFP. I was directed to draft a
second RFP.
Attached please find a copy of that draft (without maps) . You will find
the draft is not site specific on our part but requires the proposer to l
select a specific site. The draft also states that °economy motels° wil�
not be considered for port authorit�r assistance. A twen�y-five percent�
cash equity is also required.
Interviews and finalist selection would occur on September 21.
At this point I've identified three interested motel developers - all
experienced.
RECO1�IlytENDED ACTION: Motion to direct the port authority staff to
distribute the request for proposal.
PORT AUTHORITY ACTION:
� ,
MOTEL OR MOTELIRESTAi:t�tANT
DEVELOPMENT PROJECT
REQUEST FOR PROPOSAL
ROSEMOUNT PORT AUT�iORITY
I. Introduction
The Rosemount Port Authority has completed a motel market study through its
consultant Chase Brackett, Inc. A copy of that study is attached to and is part of this
request for proposal. The market study indicates a favorable climate for motel
development in the city.
At this time, the Rosemount Port Authority wishes to receive written proposals for the
development of a motel or motel and restaurant. This request is not site specific on
the part of the Port Authority. The interested individual should select a site and his
proposal should indicate whether he or the Port Authority would be responsible €or
site acquisition. In this regard, the submitted proposal must be site specific on the
part of the proposer.
The Rosemount Port Authority is not interested in participating in the develapment of
an economy moteL
To ensure consideration by the Port Authority, any proposal shall include all
requested information outlined in this request for proposal.
Attached ta and considered part of this progosal are two maps showing 1) the
boundaries of the city's pre-1979 Taac Increment Finance District and 2) possible sites
for the location of the project.
II. Final Development
'Fhe final development af this property shall be a 50 unit (minimum) motel or 50 unit
(minimum) motel and restaurant. Other retail or service businesses may also be part
of the proposed project.
III. General Provisions
A. The development must meet the City of Rosemount zoning and building code
requirements. The usual and customary development review procedures used
by the City of Rosemount and the Rosemount Port Authority shall govern the
review process of this project.
B. A cash escrow of one percent of the above-ground improvements (buildings,
landscaping, and parking lot) shall be submitted with the proposal.
Upon acceptance of the proposal by the city council, the escrow shall be
deposited in a non-interest paying account. If the Port Authority�later
determines for any reason that sufficient progress on the proposal is not being
completed and the approval of the proposal is rescinded, the Port Authority
will be entitled to keep the full amount of the escrow. Upon issuance af a
certificate of occupancy for the project, the escrow shall be refunded in full
but without interest.
C. A development agreement will be drafted by the Port Authority's legal counsel
binding the proposer to complete the project as finally agreed to by the
proposer and by the Port Authority.
D. The Rosemaunt Port Authority will consider financial assistance in completin •
the pmject. Depending an the project's location, the Port Authority ma offer
any of the following terms of assistance:
1. Tax Incrernent Financing. A map attached to and part of this request
for proposal shows the boundaries of the "pre-1979" TIF district that
includes most of the city's esta:blished downtown area. The TIF district
expires in 1999 with the last taac payment being for the "first-half" of
2000. Motels and restaurants would both be eligible for this funding
source.
2. Port AuthoritY Financing. The Rosemount Port Authority has the
ability with city conncil approval to issue taxable general obligation
bonds that may be used to finance a part of the project's development
cost.
3. Assessment of Utility Costs. Utility and infrastructure costs may be
assessed over a period of ten years. The interest wouid be at
approxirnately two percent aboue the city's cost.
4. Land Write-Down.- If the proposer's site is located on city owned
property, the Port Authority may write-down land costs or subordinate
its position to permit the proposer to use the land equity to secure
private fmancing.
In any event, if public assistance in fmancing is requested, the proposer shall
show a minimum of twenty-five percent cash equity in the project.
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E. The awarded developer should expect to work closely with the Port Authority
and city development staff for the entire duration of this project.
F. Upon award of the project, the developer has six months to demonstrate
significant progress toward campletion of the project satisfactory to the Port
Autharity. A possible six month extension is possible at the discretion of the
Port Authority. If after six months the Port Authority deems for whatever
reason that insufficient progress has been made, it may, at its volition, rescind
the project's approval.
This solicitation provides broad outlines for the development in order to allow each developer
maximum latitude for creativity and innovation in each proposal. The Port Authority's intent
is that this process will heighten the competition and yield the best possible development for
the city.
IV. Presentatian and Award
A. Timeline: The Request for Proposals will be Approximately
mailed and advertised July 22, 1993
Deadline for accepting proposals September 16, 1993
12:01 p.m.
Interviews for praposals September 21, 1993
and conditional project selection
B. Selection Criteria: The awarded proposal will be based upon:
(1) The compatibility of development plans wifh the Port Authority's
wishes for the downtown, the recommendations of the city's Downtown
Scoping Committee and the city's comprehensive plan.
(2) Developer qual�cations to develop the proposed project and especially
experience in operating similar projects.
(3) Financial backing and strength ta develop the proposed project. If
praprietary or confidential personal information is involved, it may be
submitted to the city's financial consultant:
David Drown
Springsted, Inc.
85 East Seventh Place
Suite 100
�1 "�t�1
3
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St. Paul, MN 55101
The proprietary and co�dential financial information should be
received by Springsted Inc. before 12;O1 p.m., Septernber 16, 1993.
Springsted will review the information and report to the commissioners,
assuring the proper conf'�dentiality of specifies. Springsted should be
permitted to verify the informatian provided. �
(4) Quality of construction, exterior building material selection, and
aesthetic treatment of pazking and green areas.
(5) Project detail provided to the Port Authority in.the proposal packet, i.e.
the more detail, the better chance the project has of selection.
(6) The size and scope of the project.
The Port Authority reserves the right to reject any and all proposals for any
reasons.
C. Instructions to Proposers:
{1) Ten (10) copies of the development proposal must be received by the
Port Authority by September 16, 1993, 12:01 p.m. Proposals received
after this date will be returned unopened.
(2) Proposals must be addressed to: Mr. Stephan Jilk
Executive Director
Port Authority
City of Rosemount
2875 - 145th Street West
Rosemount, MN 55068
Proposals should be clearly marked "Motel - MoteURestaurant
Project.��
(3) Questions�about this RFP may be directed to Mr. John Miller,
Economic Development Coordinator, by calling 322-2a04 during
regular business hours. Questions will be taken until 4:00 p,m,,
September 15, 1993.
(4) Contents of the proposal should include:
a. The names and qualifications of individuals or companies to be
involved in the project.
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b. General description and narraxive of the proposed project.
c. Preliminary site lay-out (concept plan) showing the entire site
including building location, ingress and egress, and parking lots.
d. F'reliminary sketch plans of all buildings, including elevations of
all sides.
e. Statements to the extent possible of the impact the project will
have on the community.
l. New jobs to be created.
2. Valuation to be added to the city's tax base.
3. Other benefits to the eommunity.
f. Breakdown of project space utilization, i.e. bank, office, retail,
multiple-family, etc. List all prospective business tenants in the
project. Include any letter of intent received from the
prospective tenants.
g. Timeta:ble for construction including beginning and completion.
A project completion flow chart is required.
h. Estunated cost for the proposed project.
1. La.nd
2. Site improvements and fees
3. General construction
4. I.easehoid improvements
5. Other soft costs.
i. Detailed breakdown of public assistance requested and/or
necessary for the project to proceed.
j. -, Financial pro forma for the project.
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