Loading...
2006-12-12.. i ~ PLEASE TURN OFF CELL PHONES & PAGERS IN COUNCIL CHAMBERS. ,~ i~ r ~._J AGENDA '~IZ ~o~--j MOUNll HOUSING & REllEVELOPMENT AUTHOKITY REGULAR MEETING TUESDAY, DECEMBER 12, 2006 - 7:00 PM MOUND CITY COUNCIL CHAMBERS Page 1. Open meeting 2. Action approving agenda, with any amendments 3. Action approving minutes: Nov 28, 2006 -Regular Meeting 1-2 ~. Development Update by Mound Harbor Renaissance 5. Set Special Meeting for Auditor's Road Restaurant concept plan: Monday, December 18, 6:00 p.m. 6. Recess meeting 7. Reconvene meeting immediately following City Council actions on item 10 of Dec 12 City Council Meeting 8. Action on Resolution Approving Land Agreement Between Mound 3-15 HRA and Ray Mar Properties, Inc. 9. Action on Resolution Accepting Bid from for Transit District Parking 16-19 Deck in Downtown Mound 10. Adjourn • MOUND HOUSING AND REDEVELOPMENT AUTHORITY NOVEMBER 28, 2006 The Housing and Redevelopment Authority in and for the City of Mound, Minnesota, met in regular session on Tuesday, November 28, 2006, at 7:20 p.m. in the council chambers of city hall. Members present: Chairperson Pat Meisel; Commissioners David Osmek, Bob Brown, Mike Specht, and John Beise. Others Present: City Attorney John Dean, Executive Director Kandis Hanson, . Community Development Director Sarah Smith, Finance Director Gino Businaro, Cindy Reiter. 1. Open meeting Chair Meisel opened the meeting at 7:22 p.m. 2. Approve agenda The addition of Item 4A, Resolution Authorizing Approval of the Bi-annual Housing Assessment System (PHAS) Management Operations Certificate, was requested. MOTION by Beise, seconded by Specht to approve the agenda as amended. All • voted in favor. Motion carried. 3. Approve minutes MOTION by .Specht, seconded by Beise to approve the minutes of the October 24, 2006 meeting. All voted in favor. Motion carried. 4. Indian Knoll Manor Management Report Cindy Reiter presented the manager's monthly report as follows: A. October Bank Statement B. September Income Statement C. Review of bills paid: MOTION by Beise, seconded by Osmek to approve the payment of bills for November, 2006. All voted in favor. Motion carried. D. Manager's Report (1) Vacancy (2) Holidays at Indian Knoll -1- HRA Minutes -November 28, 2006 4A. Resolution on PHAS MOTION by Osmek, seconded by Brown to adopt the following resolution. All voted in favor. Motion carried. RESOLUTION NO. 06-14H: RESOLUTION AUTHORIZING APPROVAL OF THE BI-ANNUAL PUBLIC HOUSING ASSESSMENT SYSTEM (PHAS) MANAGEMENT OPERATIONS CERTIFICATE 5. Adiourn MOTION by Brown, seconded by Beise to adjourn. All voted in favor. Motion carried. Chair Pat Meisel Attest: Bonnie Ritter, City Clerk 2 -2- • 5341 Maywood Road Mound, MN 55364 (952)472-3190 MEMORANDUM To: Mound HRA From: Sarah Smith, Community Development Director Date: December 6, 2006 Re: Ray Mar Properties,1nc. / HRA Land Agreement -Driveway Area and Corner Parcel in Mound Transit District Summary. As the HRA is aware, Staff has been working with Bruce and Patty Dodds of Ray Mar Properties, Inc. regarding a proposed property exchange in the Transit District which would transfer the "driveway area" to the HRA and the "comer parcel" to Ray Mar, as depicted on the Transit District Site Plan, for the purpose of gaining appropriate access to the proposed parking deck and also would allow Ray Mar adequate space to erect a fenced garden center for sale and display of seasonal items associated. with their existing business. The agreement also details associated with a temporary construction easement in favor of the HRA, signage and includes provisions regarding use of the North Parking Lot.. Staff will further comment on this proposed agreement at the meeting. Recommendation. Approval subject to conditions -3- MOUND HRA RESOLUTION NO.06- RESOLUTION APPROVING LAND AGREEMENT WITH RAYMAR PROPERTIES, INC. FOR PROPERTY EXCHANGE OF DRIVEWAY AREA AND CORNER PARCEL IN TRANSIT DISTRICT IN DOWNTOWN MOUND WHEREAS, on December 12, 2006, the Mound Housing and Redevelopment Authority (HRA) awarded a bid to construct a parking deck and support facilities in the Transit District in downtown Mound; and WHEREAS, the facilities have been designed to accommodate bus transit and includes a multi-level public parking deck and support facilities as well as (50) spaces on the upper floor for Park and Ride use; and WHEREAS, Staff has been working with Ray Mar Properties, .Inc.. regarding a proposed property exchange in the Transit District which would transfer the "driveway area" from Ray Mar Properties, Inc. to the Mound HRA so as to provide access to the parking deck and would also transfer the "corner parcel" to Ray Mar Properties, Inc so as to construct a garden center for sale and display of seasonal items associated .with their existing business upon approval of a Conditional Use Permit by the City of Mound; and WHEREAS, the land agreement also details associated with a temporary construction easement in favor of the HRA, easement(s) over the "driveway area" in favor of Ray Mar Properties, Inc. for vehicle and truck access/egress, signage and also includes provisions regarding use of the "North Parking Lot" being constructed in the Transit District; and WHEREAS, a copy of the Land Agreement has been included as Exhibit A. NOW, THEREFORE BE IT RESOLVED, that the Housing and Redevelopment Authority of Mound, Minnesota, hereby approves the Land Agreement (in substantial form) which shall be subject to review and acceptance by the City Attorney in its final form. BE IT FURTHER RESOLVED that the Chair and Executive Director are hereby authorized to execute the Land Agreement on behalf of the HRA. Adopted by the HRA this 12th day of December 2006 Mayor Pat Meisel Attest: Bonnie Ritter, City Clerk -4- • 12{08/06 DRAFT LAND AGREEMENT This Land Agreement (the "Agreement") is made this day of , 2006, by and between THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF MOUND, MINNESOTA, a Minnesota public body corporate and politic ("Authorit}~') and RAYMAR PROPERTIES, INC., a Minnesota corporation ("RayMar"). ARTICLE 1 DEFINED TERMS 1.01 Authority Property. The Authority is the fee owner of certain real estate located in Hennepin County, Minnesota (the "Authority" Property), which is legally described as such on the attached Exhibit 1.02 RayMar Property. RayMaz is the fee owner of certain real estate in Hennepin County, Minnesota, (the "RayMaz Propert}~') which is legally described as such on the attached Exhibit 1.03 Authority Transfer Parcel. RayMaz desires to purchase a portion of the Authority Property (the "Authority Transfer Parcel") described as such on the attached Exhibit • 1.04 RayMar Transfer Parcel. In partial consideration for acquisition of the Authority Transfer Parcel, RayMaz desires to convey to the Authority the RayMaz Transfer Parcel described as such on the attached Exhibit _, to be used for street and utility and other public purposes (the "RayMaz Transfer Parcel"). 1.05 Temporary Construction Easement. The Authority desires a temporary easement for access purposes (the "Temporary Construction Easement") over that part of the RayMaz Property described as such in the attached Exhibit 1.06 North Parlcin~ Lot. The public parking lot to be constructed by the Authority in accordance with the terms of this Agreement and located over that part of the Authority Property described as such on the attached Exhibit 1.07 Transit District. The azea lying east of Commerce Boulevard,. south of Lynwood Boulevard, and north of a line drawn pazallel with and 20 feet south of the center line of abandoned Dakota Rail right-of--way. ARTICLE 2 CONVEYANCE AND PURCHASE TERMS 2.01 Offer/Acceptance. In consideration of the agreements herein contained, the Authority • agrees to sell and convey the Authority Transfer Parcel to RayMaz, and RayMaz agrees to sell and convey the RayMaz Transfer Pazcel to the Authority. 295977v6 JBD MU200-130 -5- 2.02 Purchase Price and Terms. A. Purchase Price. The values of the Authority Transfer Parcel and the RayMar Transfer Parcel, together with the other consideration recited in section below are deemed equal by the parties. For purposes of calculating state deed taxes, .the parties agree that the value of each parcel to be conveyed is B. Documents to be delivered at Closing by the Authority. At Closing, the Authority shall deliver to RayMar: 1. A Quit Claim Deed conveying title to the Authority Transfer Parcel to RayMar. 2. Standard form Affidavit of Seller. 3. A commitment for title insurance. 4. Such other documents as may bereasonably required by RayMar. C. Documents and Items to be delivered at Closing by RayMar. At Closing, RayMar shall deliver to the Authority: L A Quit Claim Deed conveying title to the RayMar Transfer parcel to the Authority. 2. Standard form Affidavit of Seller. 3. A commitment for title insurance. 4. Such other documents as maybe reasonably required by the Authority. 2.03 Subdivision Apuroval. The transaction contemplated by this Agreement requires the division of the RayMar Property and the Authority Property, the Authority as to the Authority Property, and RayMar as to the RayMar Property, at its sole cost and expense, is responsible for obtaining all necessary subdivision approvals or waivers of subdivision approval (the "Subdivision Approvals"). 2.04 Real Estate Taxes and Special Assessments. A. The Authority represents that the Authority Transfer Parcel, is exempt from real .estate taxes payable in 2007. RayMar shall be responsible for all taxes and special assessments levied on the Authority Transfer Parcel thereafter. B. RayMar shall be responsible for the payment of all real estate taxes due and payable 295977v6 JBD MU200-130 2 -6- • on the RayMar Transfer Parcel in the years prior to the year of Closing. Taxes and special assessment due and payable on the RayMaz Transfer parcel in the year of closing will be prorated by the parties as of the date of Closing. The Authority will be responsible for the payment of all real estate taxes and installments of special assessments due and payable on the RayMaz Transfer Pazcel thereafter. RayMaz acknowledges that it will continue to be responsible for all taxes and special assessments on the RayMaz Property, excepting only the RayMaz Transfer Parcel. 2.05 Title and Remedies. A. .Authority Transfer Parcel. .The Authority shall provide RayMaz with a commitment for an owner's policy of title insurance for the land constituting the Authority Transfer Parcel; naming RayMar as the proposed insured, for the .amount of $ ,and RayMaz shall .have 5 business days following the receipt of same and of copies of all the underlying documents mentioned in such commitment to make its objections in writing to the Authority. Unless timely made in writing, objections will be deemed waived. The Authority makes no representations regarding the status of title to the Authority Transfer Parcel. RayMaz shall be solely responsible for investigating the status of title to that parcel and making objections in writing to the Authority as provided above. If RayMaz makes any objections to the condition of title to the Authority Transfer . Parcel, the Authority shall have the right, but not the obligation, to cure such defects. If the Authority cannot or does not cure such title defects by the Closing Date, then at RayMar's option this Agreement shall be null and void and of no further force or effect. B. RayMar Transfer Parcel. RayMaz shall provide the Authority with a commitment for an owner's policy of title insurance for the land constituting the RayMar Transfer Parcel, naming the Authority as the proposed insured, for the amount of $ ,and the Authority shall have 5 business days following the receipt of same and of copies of all the underlying., documents mentioned in such commitment to make its objections in writing. to RayMar. Unless timely made in writing, objections will be deemed waived. If the Authority makes any objections to the condition of title to the RayMar Transfer Parcel within the 5-business day review period, RayMar shall have the right, but not the obligation, to cure such defects. If the RayMar cannot or does not cure such title defects by the Closing Date, then at the Authority's option this Agreement shall be null and void and of no further force or effect. 2.06 Closin .The closing ("Closing") of the conveyance of the Authority Transfer Pazcel, and the RayMar Easement shall take place on , 2006 or such earlier or later date mutually agreed to by the parties. The Closing shall take place at a location as mutually agreed upon by the parties. 2.07 Closing Costs and Related Items. Each party will be responsible for payment of all costs 295977v6 JBD MU200-130 3 -7- related to the performance of its obligations hereunder, including but not limited to title commitment fees, state deed taxes and recording fees. Each party will also be responsible for any attorney fees incurred by it in connection with the transaction. Other closing costs will be divided equally between the parties. 2.08 Possession/Condition of Property. Each party agrees to deliver. possession of its respective property to the other party on the date of Closing, in the same condition as they existed on the date of this Agreement. 2.09 Condition of Property. Each party, at its sole discretion, shall have determined on or before the Closing that it is satisfied with the condition of the property to be transferred to it as disclosed by its inspection of said property, including environmental, soils and any other condition that adversely affects the development of the property. Each party will provide the other party access for the purpose of conduction any reasonably necessary inspections. Otherwise, neither party makes any representation concerning the condition of the properly being transferred by it. ARTICLE 3 MISCELLANEOUS PROVISIONS 3.01 North Parking Lot. The Authority has constructed a temporary hard surface driveway on the east side of the RayMar Property. It is the Authority's expectation that construction of the permanent North Parking Lot will be completed by the end of 2007. The Authority will provide Ray May with period updates regarding the status of construction and the estimated completion date. The Authority further represents to RayMar that the North Parking Lot will be operated as a public parking lot and available for parking to all members of the public wishing to use it. The Authority further represents that it will not take any actions that would prohibit or restrict the use of the North Parking Lot by RayMar Customers, provided that the Authority may impose reasonable time restrictions on the use of the .lot applicable to all users, and may close all or part of the lot for repairs and maintenance activities. RayMar acknowledges and agrees that it will pay an annual assessment to cover a portion of the cost of maintenance and repair of the North Parking Lot. RayMar's share of such costs will be equal to the percentage of the total spaces in the North Parking Lot that are occupied by RayMar customers measured in accordance with customary protocol. While the amount of that annual assessment cannot be determined at this time, RayMar is informed that the approximate annual maintenance costs for a parking area of the dimensions of the North Parking Lot is currently estimated to be $ 3.02 Maintenance and Repair of RayMar Transfer Parcel. The City will be responsible for conducting all regular maintenance, upkeep and repair of the RayMar Transfer Parcel, including any utilities located thereon or thereunder. The City will pay all costs and expenses incurred in furnishing such work. The cost to initially construct the public improvements in the RayMar Easement Area will be the responsibility of the City, and RayMar will not be specially assessed or otherwise charged for such initial work. This provision is not intended as a waiver. of any 295977v6 JBD MU200-130 4 -8- • opportunity of the City to levy special assessments against the RayMar Property for future rebuilding or replacement of the surface of the RayMar Transfer Parcel in accordance with normal policies for assessing for public improvements. 3.03 RayMar Transfer Parcel Retained Rights. The deed of conveyance for the RayMar Transfer Parcel will reserve to RayMar a perpetual easement over and across the RayMar Transfer Parcel for the benefit of the RayMar Property for vehicle access, parking and other uses related to the retail activities conducted on the RayMar Property, but only to the .extent that all such. activities are. not inconsistent with the use of the RayMar Transfer Parcel for street, utility and other public purposes. If the Authority receives a bona fide offer to purchase the RayMar Transfer Parcel from a third party, and such third party does not intend to utilize the RayMar Transfer Parcel for public purposes, the Authority will, before agreeing to sell to such third party, offer the RayMar Transfer Parcel to RayMar for the same price as the price offered by the third party and deemed acceptable by the Authority. RayMar shall have 20 days from the date of notification of such an offer to agree to repurchase the RayMar Transfer Parcel. Title matters shall be subject to the same provisions as are applicable to the RayMar Transfer Parcel under this Agreement. 3.03 Development of Authority Transfer Property. RayMar acknowledges that because of the central location of the Authority Transfer Property, its development and redevelopment is of special importance to the Authority. Consequently, RayMar agrees that any construction or • reconstruction on the Authority Transfer Property will be subject to the approval of the Authority, which will not be unreasonably withheld. In determining whether to grant approval, the Authority may require RayMar to demonstrate that such construction or reconstruction generally meets the requirements applicable to the Pedestrian Planned Unit Development District. In addition, RayMar agrees that any signage on the Authority Transfer Property will comply with all of the requirements of the City applicable to signage in the Pedestrian Planned Unit Development District. RayMar agrees that as a .precondition to the issuance of a certificate of occupancy for the improvements to be constructed by it on the Authority Transfer Parcel, it will have completed construction of the proposed modification to the north-facing part of the RayMar building shown on the attached Exhibit RayMar agrees that the fenced outdoor garden center is allowed by conditional use and is therefore subject to City approval, which will not be unreasonably withheld. RayMar understands that, as to the Authority Transfer Parcel, the conditional use permit will prohibit the storage of certain materials such as lumber, construction materials, retaining wall block, cement, and similar related items customarily offered for sale, but which. may not provide the desired aesthetic appearance based on the location of the parcel. The parties believe that it would be advantageous if the Authority Transfer Parcel were available • for use by City-sponsored activities during periods that it was not in use by RayMar. 295977v6 JBD MU200-130 5 -9- Consequently, the parties agree that they will, from time to time, consider entering into license agreements for such activities subject to all the terms and protections as may be required by the parties. 3.04 Preservation of Driveway Loop. The general layout .for the Transit District is depicted in the attached Exhibit .Depicted in Exhibit is a driveway loop running between the two entrances located on Shoreline Drive. It is of importance to RayMaz that the driveway loop be available to its customers. The Authority represents to RayMaz that the driveway loop area will be opened and maintained as a public drive area, and that except for periods of necessary maintenance and repair it will not be closed to public passage unless, at the Authority's expense, it provides RayMar with alternate access reasonably acceptable to RayMar. 3.05 Si~nage for Driveway Loop. The Authority agrees to construct signage at the two entry points to the Driveway Loop. Two (2) directional signs will be located at the north and east entrance and a monument sign will be located at the east end of the Transit District. Attached hereto as Exhibit _ is a plan sheet showing the general location, appearance and sign layout. . (3) of the (4) placards on the north entrance directional sign and east entrance directional signs shall be reserved and dedicated for use by RayMaz who shall be responsible for payment of its proportionate share of the (2) directional signs based upon the bid accepted by the Authority for the project. The obligation of the Authority to construct the signage is contingent upon payment by RayMaz for its proportional share of the cost of the construction. of such signage Such payment will be made not later than 10 days following the date that the Authority has received a final invoice for such work. 3.06 East Side Exterior Storage Area. The area lying to the east of the RayMar building and shown on Exhibit will be improved based on plans to be approved by the parties. RayMaz will be responsible for the any and/or all involve permitting from the City, which will not be unreasonably withheld, and the construction and the cost of the improvements, except as to the improvements shown on the plans as qualifying for reimbursement by the Minnehaha Creek Watershed District (the "MCWD"). RayMar understands that in order to qualify for reimbursement it may be required to enter into separate agreements with the MCWD; and that such agreements may impose ongoing .maintenance obligations on RayMar. Ray Mar acknowledges and understands that accessory outdoor retail use is a conditional use according to the Mound Zoning Ordinance. 3.07 Modified Construction Sta~in~ Plan. Construction of the Transit District parking facilities will be done in accordance with the modified construction staging plan, which shall be prepared by the Authority and subject to review and acceptance by RayMaz. 3.08 Shared Parking Agreement. The parties did on July 11, 2000 enter into a certain instrument entitled Shared Parking Agreement (the "Parking Agreement"). 1. Amendment. The Parking Agreement assigned to RayMar "the non- exclusive right to use the Parking Parcel [as defined in the Parking Agreement] for ingress and egress and vehicle parking for 20 vehicles". The parties agree that the Parking Agreement will be amended to read: "... 295977v6 JBD MU200-130 6 _~~_ 2. the non-exclusive right to use the first level of the ramp to be constructed on the Parking Parcel for ingress and egress and vehicle parking for 20 vehicles". Determination. The Parking Agreement contains the following language: Notwithstanding any provision in this agreement to the contrary, the HRA reserves the right to modify the Parking Lot in response to future development of adjacent parcels; provided, however, during the term of the Loan made by the HRA to the Redeveloper for the purpose of constructing the Minimum Improvements on the Redevelopment Property, the HRA shall not, without the prior written consent of the Redeveloper, change the access to or reconfigure the Parking Lot in such a way as to have a materially adverse effect on the use of the Redevelopment Property, nor change the Parking Lot in such a way as to materially and adversely affect the visibility to the public of the Redevelopment Property and the Minimum Improvements. RayMar has reviewed the plans and specifications for the parking facility to be constructed to the East of the RayMar Property, and consents to the construction of such facility substantially as shown in the plans. Such consent does not constitute a determination by either party that the change or reconfiguration of access will have a material adverse effect on the use of the RayMar Property, or that the parking facility will adversely affect the visibility to the public of the RayMar Property. 3.09 Temuorary Right of Access. Upon execution of this Agreement, RayMar grants to the • HRA, its agents and assigns the temporary right to enter across and over the area described in Exhibit A as the Temporary Construction Easement. Acceptance of the right will be deemed an acknowledgement by the Authority that it indemnifies, defends and holds harmless, RayMar, its officers and agents from any claim or cause of action arising out of or occasioned by actions of the Authority based on its use of the Temporary Construction Easement. 3.10 Disclosure; Individual Sewage Treatment Svstem. The Authority discloses that there is not an individual sewage treatment system on or serving the Authority Transfer Parcel. RayMar discloses that there is not an individual sewage treatment system on or serving the RayMar Easement. 3.11 Well Disclosure. Each party certifies to the other that it does not know of any wells on the property to be conveyed to the other. 3.12 Comuliance With Local Regulations. This Agreement should not be construed as relieving RayMar of any obligations to .comply with all of the local regulations, including, without. limitation land use regulations, applicable to the property or the uses contemplated in this Agreement. 3.13 No Relocation Benefits. RayMar acknowledges that it is not entitled ,to relocation benefits pursuant to Minnesota Statutes, Section 117.052 et s_g. as a result of the transactions contemplated herein. • 3.14 Cumulative Rights. Except as may be otherwise provided elsewhere herein, no right or 295977v6 JBD MU200-130 7 _~~_ remedy herein conferred on or reserved to any party is intended to be exclusive of any other right or remedy provided herein or by law, but such rights and remedies shall be cumulative and in addition to every other right or remedy given herein or elsewhere or hereafter existing at law in equity, or by statute. Either party may enforce this Agreement by an action to compel specific performance, provided that such action is brought within one year of the date of this Agreement. 3.15 No Broker Commissions. Each party represents and warrants to the other party that there is no broker involved in this transaction with whom the warranting party has negotiated or to whom the warranting. party has agreed to pay a broker commission. 3.16 No Merger. The representations and warranties made in this Agreement, and all other provisions of this Agreement, shall not be merged into any instruments or conveyance delivered at Closing, and the parties shall be bound accordingly. 3.17 Entire Agreement; Amendments. This Agreement constitutes the entire agreement between the parties, and no other agreement prior to this Agreement or contemporaneous herewith shall be effective except as expressly set forth or incorporated herein. Any purported amendment shall not be effective unless it shall be set forth in writing and executed by the parties or their respective successors or assigns. 3.18 Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and assigns. Neither party may assign this Agreement without the written consent of the other party. 3.19 Notice. Any notice, demand, request or other communication which may or shall be given or served by the parties shall be deemed to have been given or served on the date the same is deposited in the United States Mail, registered or certified, postage prepaid; delivered by a nationally recognized overnight delivery company, or actually received by the recipient and addressed as follows: A. If to the Authority: Mound Housing and Redevelopment Authority . . Attn: Kandis M. Hanson, Executive Director 5341 Maywood Road Mound, Minnesota 55364 B. If to RayMar: RayMar Properties, Inc. Attn: Bruce Dodds, President 2250 Commerce Boulevard Mound, Minnesota 55346 3.20 Captions. Headings or Titles. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted for convenience of reference only and shall not constitute a part of the Agreement or a limitation of the scope of the particular paragraphs or sections to which they apply. 3.21 Counterparts. This Agreement may be executed in any number of counterparts, each of 295977v6 JBD MU200-130 -12- ,~ ... i ~ • which shall constitute one and the same instrument. 3.22 Applicable Law. This Agreement shall be governed by and construed in accordance with .the laws of the State of Minnesota, without regard to choice of law provisions. IN WITNESS WHEREOF, the parties have executed this agreement as of the date written above. [Remainder of this page left blank intentionally] 295977v6 JBD MU200-130 9 -13- [Signature Page for Authority] HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF MOUND, MINNESOTA By: Its: By: Its: 295977v6 JBD MU200-130 10 -14- • [Signature Page for RayMar ] RAYMAR PROPERTIES, INC. • • By: Its: President 295977v6 JBD MU200-130 11 -15- Vr//oll.KER Walker Parking Consultants PAItKINGCONSULTAhtTS 1660 S. Highway 100, Suite 350 Minneapolis, MN 55416 Voice: 952.595.91 16 Fox: 952.595.9518 www. wa I kerpa rk i ng . com December 7, 2006 Mr. Carlton Moore City of Mound 5341 Maywood Road Mound, MN 55364 Re: .Bid Evaluation for Mound Transit Center Walker Commission No. 21-3338.00/130 Dear Carlton: We have received bids from eight general contractors for the Mound Transit Center project. We have reviewed the bid submitted by Graham Penn-co and confirmed the bid included all items in the plan documents, they will meet the project schedule, and take no exceptions to their bid or the documents. Following is a recap of the bid and summary of project funding. The Bid Summary sheet is attached. GRAHAM FREERS, Base Bid $3,883,000 $3,686,965 Add 3`~ Level $743,700 $750,000 Add Corrosion Inhibitor $25,400 - TOTAL CONSTRUCTION COST $4,652,100 $4,436,965 Soft Costs $690,000 $592,160 TOTAL PROJECT COST $5,342,100 $5,029,125 .Based on the bid submitted, bid analysis, and receipt of additional submittal items required, we recommend the project be awarded to: Graham Penn-Co Construction, Inc. 2995 lone Oak Circle, Suite 5 Eagan, Minnesota 55121 The Project Funding Analysis by Ehlers and Associates dated 12/6/06 (attached) indicated a total funding source of $4,966,000. With inclusion of the utility funds, of $376,000, the project finances balance. Please let me know if you have any questions or need further information. Pending City Council approval, we will inform the bidders. Sincerely, W/A~LKER PARKING CONSULTANT Terrence A. Hakkola, P.E. Vice President TAH/rgh Attachment J:\21-3338AO~Mound_Tronsif Confer PF\Specs\December2006\Itr 120706 Mound Bids.doc -16- E.HLER, ;a, assaclar~s llHc • City of Mound Parking Ramp/Transit Center Praj~i~~ Uses (Expanses) Amount % -ease Bid: Two Levei Parking ramp (TOD) -Storm water Treatment {MCWD)" Waiting R+oom%Restroom (iNTj; Weii house (TOD)' Bus layover (MT) Utility Service (TOD) Site Lighting (TOD) Pedestrian Pavements {TO©) Landscaping"(TOD) Site "Fum{ahings Fam18n3 Market:5urtaca Parking i.ot True Value Surface Parking Lot Mobilization Architectura{ $~ Engineering i_and Acquisition (Hennepin County) . Contin enc ~ 7ota1 Othsr 2,114,000 42% 4x9,100 9% 2,00o v% 126,000 3% 27,500 19/0 41,700 1 °k $ 11135U x°Jo $ 1:1,500 0°~ 35x,340 7°~ 14,300 Q96 57,8(10 1%v 113,000. 296 52,500 19~c $ 95,000 ~usrzoos. 296"~Go~~frn~ Total Base "B1d $ 4;279,1211 $5% Atl8 A{tstttate', Bid ~~,.1 r ~~ Sources (Revenues) Amount °i6 HRA Fund ~ 586;000 12% Hennepin County TOQ Grant $, 1,000,OQO 20°h Metro Transit Grant $ 200,1100 4°~6 Minnehaha Creek Watershed Qistric#"C3rant $ 300,000 6% Mound Harbor Renaissance $ - 0% Special Assessments: :$ ~0°l0 Land Sale. Proc~ed$ $ - 096 T©tal So s y~'~: ~ ~....,.,..~ 4,966~D00 100%0 ~r -a__~__ ~a n o;U S~Z6l. eo,o • Total Uses $ 5,029,125 Total3ources ~$' 4,966,000 Project (Gap) $' 53,175` C\Oocumertts and Settingsl5arah Smith\Local Sett~gs\Temporarg lnfiemet Files\CoMentlES\4R67CHQR15auroes-and Uses 9 508 _17_ W H Z W Z V C 8 ~ N ~ g Z Q E O m Z O g ~~ N O fV ~ ~ O ~ N ~ [V u ~ OOl ~~ N M I p N~ ~ O~pp ppp O W N f h~ o ~~~ W H O M N ~ + + Y Q W O ~ N ~ N ~ m W 1' Ol N ~ ~ M ~ N ~ O 11) O O O O O O 1~ f0 O O I~ ~ O O M M 00 OD Ln 1~ a0 (D r e ~ Eli u9 tR E9 EH E9 ER + + + + + + + + °o ~ °o °o °o °o o °o o ~n o o ~n o o ~n N ~ O CO N O OD ~}' ~ b M ~ M H Q E9 E9 Vi E9 E9 Ifl EA t9 t t t t t t t t O O O O O O O ~ ~ ('~ O U7 ~ t0 O D1 N N H Q ER 69 V3 Eli E9 ffi E9 fR t t t t t t t + ~ ~ O O O O O m m O O ~ ~ O Z Z ~ M N ~ M i Q EA fA E9 EA EA + + + + + °o r~i °o o °o °o °o ° ° _ ~ 0 0 0 0 0 0 N N M ~ ~ c0 ~ O t~ ~ ~ v F. Q E/i !fi E9 tfi E9 tR E9 vi + + + + + + + + O O ~ o O ~ O 0 ~ n ~ rn ti x rn ~ ti r Q E9 E9 E9 E9 Vi E9 E9 E9 + + + + + + + + ° ° ° ° ° o ° o o o o o o o c ~ rn ~ ~ ~ rn rn ~ m tF - OD ~ O ~ O N W a ri v v ri v v v N m Vi E9 ER E9 ER E9 E9 ER z O i ` i ` > - ~ ` 1 ` > ` ~ u P U U U ' U `~,°~ U °O°o 0 ~ Z Z Z Z N N Z M M M t ~ m W h > ~ I'1 DZ W N Q ~ O O O .~- O ~ ~ O M d t0 CD N 'C t` U7 ~ ~ N N O o Y ~ ~ ~ °D ~ F ~ ~ Z ~ ~ U ~ ~ fV N N v, t0 C Z t0 f0 ~ ~- ~ ~ y ZN Zro y CJm l6 Y OD Y Z d~ Q' O N ~ C Z~ = a' O ~= ~ ~ U N I•. } d N ~ d Q J O ~ ~ .~ Z J d ° m v W n Q ~~ z a ~ ~ O m v ~ Y h Y ~ Z'~ ~> N ~ o E W o E 0 m 5~ LL~ m Q Y~ C7D JQ' ~H yF _18_ • MOUND HOUSING AND REDEVELOPMENT AUTHORITY RESOLUTION N0.06- H RESOLUTION ACCEPTING BID FOR TRANSIT DISTRICT PARKING DECK IN DOWNTOWN MOUND WHEREAS, The Mound Housing and Redevelopment Authority approved the plans and specifications prepared by Walker Parking Consultants, and ordered the advertisement for bids for the Transit District Parking Deck and related site improvements at its October 24, 2006 meeting; and WHEREAS, eight bids for the Transit District Parking Deck Project were received and opened at 2:00 p.m. on December 6, 2006, as evidenced in Exhibit A bid tabulation; and WHEREAS, it appears that Graham Penn-Co Construction, Inc. of Eagan, Minnesota, is the lowest responsible bidder, NOW, THEREFORE BE IT RESOLVED by the Housing and Redevelopment Authority in and for the City of Mound: 1. The Chairperson and Executive Director are hereby authorized and directed to enter into a contract with Graham Penn-Co Construction, • Inc. in the name of the Mound HRA for the Transit District Parking Deck in Downtown Mound, according to the plans and specifications therefore approved by the HRA and on file in the office ofthe City Clerk. 2. The City Clerk is hereby authorized and directed to return forthwith to all bidders the deposits made with their bids, except that the deposits of the successful bidder and the next lowest bidder shall be retained until a contract has been signed. Adopted by the HRA this 12th day of December, 2006. Chair Pat Meisel Attest: Bonnie Ritter, City Clerk • -19- 5341 Maywood Road Mound, MN 55364 (952)472-3190 MEMORANDUM To: Mound HRA From: Sarah Smith, Community Development Director Date: December 12, 2006 Re: Ray Mar Properties, Inc. / HRA Land Agreement -Driveway Area and Corner Parcel in Mound Transit District -REVISIONS DATED 12/12/06 Attached is a revised copy of the proposed RayMar / HRA land agreement dated 12/12/06. In general, the proposed revisions, which have been identified in strikeout /edit format, are described as follows: 1. Section .2.03. Inserted paragraph to reference required application fee and RayMar's responsibilities for costs associated with division including, but not limited to, preparation of legal description by Landform. 2. Section 3.03. Inserted paragraph to specific chapter in City Code which .includes regulations for Pedestrian District Signage. Also included new provision to restrict and/or prohibit the placement of temporary promotional or temporary advertising sign(s) on the decorative fence and gazebo structure. 3. Section 3.05. Inserted additional language to confirm that "first" placard on directional sign(s) shall be reserved for RayMar and/or its designee. 4. Section 3.06. Included new provision to allow current exterior storage activities on east side of building during construction process after which time CUP will be required. 5. Section 3.10. Inserted new paragraph to outline details regarding review of environmental reports on file regarding subject properties. Additionally, several of the involved sections have been "filled in" to reference dollar amounts, closing dates, etc. Members of the HRA are advised that the proposed revisions have been forwarded to RayMar's legal counsel and are currently under review. Additionally, a number of the sections have been filled in with regards to dollar amounts, etc. Staff will further comment on this matter at the meeting.. ~~ ~i>-u-~ ~,~ ~ ADDITIONAL COMMENT: • A copy of the proposed legal description(s) and drawings of the "corner parcel" and "driveway area" which were prepared by Landform are attached. The documents are currently under review by Staff. • Page 2 ~.zri~~r~ z~~` LAND AGREEMENT This Land Agreement (the "Agreement") is made this day of , 2006, by and between THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF MOUND, 1\~IlNNESOTA, a Minnesota public body corporate and politic ("Authority") and RAYMAR PROPERTIES, INC., a Minnesota corporation ("RayMar"). ARTICLE 1 DEFINED TERMS 1.01 Authority Property. The Authority is the fee owner of certain real estate located in Hennepin County, Minnesota (the "Authorit}~' Property), which is legally described as such on the attached Exhibit 1.02 RavMar Property. RayMar is the fee owner of certain real estate in Hennepin County, Minnesota, (the "RayMar Property") which is legally described as such on the attached Exhibit 1.03 Authority Transfer Parcel. RayMar desires to purchase a portion of the Authority Property (the "Authority Transfer Parcel") described as such on the attached Exhibit 1.04 RayMar Transfer Parcel. In partial consideration for acquisition of the Authority Transfer Parcel, RayMar desires to convey to the Authority the RayMar Transfer Parcel described as such on the attached Exhibit _, to be used for street and utility and other public purposes (the "RayMar Transfer Parcel"). 1.05 Temporary Construction Easement. The Authority desires a temporary easement for access purposes (the "Temporary Construction Easement") over that part of the RayMar Property described as such in the attached Exhibit 1.06 North Parking Lot. The public parking lot to be constructed by the Authority in accordance with the terms of this Agreement and located over that part of the Authority Property described as such on the attached Exhibit 1.07 Transit District. The area lying east of Commerce Boulevard, south of Lynwood Boulevard, and north of a line drawn parallel with and 20 feet south of the center line of abandoned Dakota Rail right-of--way. ARTICLE 2 CONVEYANCE AND PURCHASE TERMS 2.01 Offer/Acceptance. In consideration of the agreements herein contained, the Authority agrees to sell and convey the Authority Transfer Parcel to RayMar, and RayMar agrees to sell and convey the RayMar Transfer Parcel to the Authority. 295977v6 JBD MU200-130 2.02 Purchase Price and Terms. A. Purchase Price. The values of the Authority Transfer Parcel and the RayMar Transfer Parcel, together with the other consideration recited below are deemed equal by the parties. For purposes of calculating state deed taxes, the parties agree that the value of each parcel to be conveyed is $ .4.0,000.00. B. Documents to be delivered at Closing by the Authority. At Closing, the Authority shall deliver to RayMar: 1. A Quit Claim Deed conveying title to the Authority Transfer Parcel to RayMar. 2. Standard form Affidavit of Seller. 3. A commitment for title insurance. 4. Such other documents as may be reasonably required by RayMar. C. Documents and Items to be delivered at Closing by RayMar. At Closing, RayMar shall deliver to the Authority: 1. A Quit Claim Deed conveying title to the RayMar Transfer parcel to the . Authority. 2. Standard form Affidavit of Seller. 3. A commitment for title insurance. 4. Such other documents as may be reasonably required by the Authority. 2.03 Subdivision Approval. The transaction contemplated by this Agreement .requires the division of the RayMar Property and the Authority Property, the Authority as to the Authority Property, and RayMar as to the RayMar Property, at its sole cost and expense, is responsible for obtaining all necessary subdivision approvals or waivers of subdivision approval (the "Subdivision Approvals"). -RayMar. understands that it shall be responsible for submittal of its proportionate share of the subdivision implication fee, which is $100.00, as well as any and/or all costs associated with the proposed Ra~Mar division including but not limited to, preparation. of the legal deseripti.on(s) of the property to be conveyed to the Authority 2.04 Real Estate Taxes and Special Assessments. A. The Authority represents that the Authority Transfer Parcel, is exempt from real estate taxes payable in 2007. RayMar shall be responsible for all taxes and special 295977v6 JBD MU200-130 2 assessments levied on the Authority Transfer Parcel thereafter. B. RayMaz shall be responsible for the payment of all real estate taxes due and payable on the RayMaz Transfer Pazcel in the yeazs prior to the yeaz of Closing. Taxes and special assessment due and payable on the RayMaz Transfer parcel in the year of closing will be prorated by the parties as of the date of Closing. The Authority will be responsible for the payment of all real estate taxes and installments of special assessments due and payable on the RayMaz Transfer Parcel thereafter. RayMaz acknowledges that it will continue to be responsible for all taxes and special assessments on the RayMaz Property, excepting only the RayMaz Transfer Pazcel. 2.05 Title and Remedies. A. Authority Transfer Parcel. The Authority shall provide RayMaz with a commitment for an owner's policy of title insurance for the land constituting the Authority Transfer Pazcel, naming RayMaz as the proposed insured, for the amount of $ ,^0,000.00 and RayMaz shall have 5 business days following the receipt of same and of copies of all the underlying documents mentioned in such commitment to make its objections in writing to the Authority. i7nless timely made in writing, .objections will be deemed waived. The Authority makes no representations regazding the status of title to the Authority Transfer Parcel. RayMaz shall be solely responsible for investigating the status of title to that parcel and making objections in writing to the Authority as provided above. If RayMaz makes any objections to the condition of title to the Authority Transfer Pazcel, the Authority shall have the right, but not the obligation, to cure such defects. If the Authority cannot or does not cure such title defects by the Closing Date, then at RayMaz's option this Agreement shall be null and void and of no further force or effect. B. RayMar Transfer Parcel. Ray1VIaz shall provide the Authority with a commitment for an owner's policy of title insurance for the land constituting the RayMar Transfer Parcel, naming the Authority as the proposed insured, for the amount of $ , $40,000.00, and the Authority shall have 5 business days following the receipt of same and of copies of all the underlying documents mentioned in such commitment to make its objections in writing to RayMar. Unless timely made in writing, objections will be deemed waived. If the Authority makes any objections to the condition of title to the RayMar Transfer Parcel within the 5-business day review period, RayMar shall have the right, but not the obligation, to cure such defects. If the RayMar cannot or does not cure such title defects by the Closing Date, then at the Authority's option this Agreement shall be null and void and of no further force or effect. 2.06 Closin .The closing ("Closing") of the conveyance of the Authority Transfer Parcel, and the RayMar Easement shall take place on , ''~~~Mazch 1, 2007 or such eazlier or later date mutually agreed to by the parties. The Closing shall take place at a location as mutually 295977v6 JBD MU200-130 3 agreed upon by the parties. 2.07 Closing Costs and Related Items. Each party will be responsible for payment of all costs related to the performance of its obligations hereunder, including but not limited to title commitment fees, state deed taxes and recording fees. Each party will also be responsible for any attorney fees incurred by it in connection with the transaction. Other closing costs will be divided equally between the parties. 2.08 Possession/Condition of Property. Each party agrees to deliver possession of its respective property to the other party on the date of Closing, in the same condition as they existed on the date of this Agreement. 2.09 Condition of Property. Each party, at its sole discretion, shall have determined on or before the Closing that it is satisfied with the condition of the property to be transferred to it as disclosed by its inspection of said property, including environmental, soils and any other condition that adversely affects the development of the property. Each party will provide the other party access for the purpose of conduction any reasonably necessary inspections. Otherwise, neither party makes any representation concerning the condition of the property being transferred by it. ARTICLE 3 MISCELLANEOUS PROVISIONS 3.01 North Parking Lot. The Authority has constructed a temporary hard .surface driveway on the east side of the RayMar Property. It is the Authority's expectation that construction of the permanent North Parking Lot will be completed by the end of 2007. The Authority will provide Ray May with period updates regarding the status of construction and the estimated completion date. The Authority further represents to RayMar that the North Parking Lot will be operated as a public parking lot and available for parking to all members of the public wishing to use it. The Authority further represents that it will not take any actions that would prohibit or restrict the use of the North Parking Lot by RayMar .Customers, provided that the Authority may impose reasonable time restrictions on the use of the lot applicable to all users, and may close all or part of the lot for repairs and maintenance activities. RayMar acknowledges and agrees that it will pay an annual assessment to cover a portion of the cost of maintenance and repair of the North Parking Lot. RayMar's share of such costs will be equal to the percentage of the total spaces in the North Parking Lot that are occupied by RayMar customers measured in accordance with customary protocol. While the amount of that annual assessment cannot be determined at this time, RayMar is informed that the approximate annual maintenance costs for a parking area of the dimensions of the North Parking Lot is currently estimated to be $ .2000.00 a mar. 3.02 Maintenance and Repair of RayMar Transfer Parcel. The City will be responsible for conducting all regular maintenance, upkeep and repair of the RayMar Transfer Parcel, including any utilities located thereon or thereunder. The City will pay all costs and expenses incurred in 295977v6 JBD MU200-130 4 furnishing such work. The cost to initially construct the public improvements in the RayMaz Easement Area will be the responsibility of the City, and RayMaz will not be specially assessed or otherwise charged for such initial work. This provision is not intended as a waiver of any opportunity of the City to levy special assessments against the RayMaz Property for future rebuilding or replacement of the surface of the RayMaz Transfer .Pazcel in accordance .with normal policies for assessing for public improvements. 3.03 RayMar Transfer Parcel Retained Rights.. The deed of conveyance for the RayMaz Transfer Pazcel will reserve to RayMaz a perpetual easement over and across the RayMaz Transfer Parcel for the benefit of the RayMaz Property for vehicle access, parking and other uses related to the retail activities conducted on the RayMaz Property, but only to the extent that all such activities are not inconsistent with the use of the RayMaz Transfer Parcel for street, utility and other public purposes. If the Authority receives a bona fide offer to purchase the RayMaz Transfer Parcel from a third party, and such third party does not intend to utilize the RayMaz Transfer Parcel for public purposes, the Authority will, before agreeing to sell to such third party, offer the RayMaz Transfer Parcel to RayMaz for the same price as the price offered by the third party and deemed acceptable by the Authority. RayMaz shall have 20 days from the date of notification of such an offer to agree to repurchase the RayMaz Transfer Parcel. Title matters shall be subject to the same provisions as are applicable to the RayMaz Transfer Parcel under this Agreement. 3.03 Development of Authority Transfer Property. RayMaz acknowledges that because of the central location of the Authority Transfer Property, its development and redevelopment is of special importance to the Authority. Consequently, RayMaz agrees that any construction or reconstruction on the Authority Transfer Property will be subject to the approval of the Authority, which will not be unreasonably withheld. In determining whether to grant approval, the Authority may require RayMaz to demonstrate that such construction or reconstruction generally meets the requirements applicable to the Pedestrian Planned Unit Development District. In addition, RayMaz agrees that any signage on the Authority Transfer Property will comply with all of the requirements_ of the City applicable to signage in the Pedestrian Planned Unit Development District as~setforth in:Citv~Code'Chapter 350.651, Subd.7. Ray~Vlarfurther agrees that no temporary, prcimotional or':temporarv advertisement si~na~e shall be allowed on the decorative fenciu~ or ~azebo~structure at any time. RayMaz agrees that as a precondition to the issuance of a certificate of occupancy for the improvements to be constructed by it on the Authority Transfer Parcel, it will have completed construction of the proposed modification to the north-facing part of the RayMaz building shown on the attached Exhibit RayMaz agrees that the fenced outdoor garden center is allowed by conditional use and is therefore subject to City approval, which will not be unreasonably withheld. RayMaz understands that, as to the Authority Transfer Parcel, the conditional use permit will prohibit the storage of certain materials such as lumber, construction materials, retaining wall block, cement, 295977v6 JBD MU200-130 5 and similar related items customarily offered for sale, but which may not provide the desired aesthetic appearance based on the location of the parcel. The, parties believe that it would be advantageous if the Authority Transfer Parcel were available for use by City-sponsored activities during periods that it was not in use by RayMar. Consequently, the parties agree that they will, from time to time, consider entering into license agreements for such activities subject to all the terms and protections as may be required by the parties. 3.04 Preservation of Driveway Loon. The general layout for the Transit District is depicted in the attached Exhibit .Depicted in Exhibit is a driveway loop running between the two entrances located on Shoreline Drive. It is of importance to RayMar that the driveway loop be available to its customers. The Authority represents to RayMar that the driveway loop area will be opened and maintained as a public drive area, and that except for periods of necessary maintenance and repair it will not be closed to public passage unless, at the Authority's expense, it provides RayMar with alternate access reasonably acceptable to RayMar. 3.05 Signage for Driveway Loon. The Authority agrees to construct signage at the two entry points to the Driveway Loop. Two (2) directional signs will be located at-the north and east entrance and a monument sign will be located at the east end of the Transit District. Attached hereto as Exhibit _ is a plan sheet showing the general location, appearance and sign layout. . (3) of the (4) placards on the north entrance directional sign and east entrance directional signs shall be reserved and dedicated for use by RayMar which shall include the top placard, who shall be responsible for payment of its proportionate share of the (2) directional signs based upon the bid accepted by the Authority for the project. =The obligation of the Authority to construct the signage is contingent upon payment by RayMar for its proportional share of the cost of the construction of such signage Such payment will be made not later than 10 days following the date that the Authority has received a final invoice for such work. 3.06 ,East Side Exterior Storage Area. The area lying to the east of the RayMar building and shown on Exhibit will be improved based on plans to be approved by the parties. RayMar will be responsible for the any and/or all involve permitting from the City, which will not be unreasonably withheld, and the construction. and the cost of the improvements, except as to the improvements shown on the plans as qualifying for reimbursement by the Minnehaha Creek Watershed District (the "MCWD"). RayMar understands that in order to qualify for reimbursement it may be required to enter into separate agreements with the MCWD; and that such agreements may impose ongoing maintenance obligations on RayMar. Ray Mar acknowledges and understands that accessory outdoor retail use is a conditional use according to the Mound Zoning Ordinance. The parties agree that the current exterior storage activities on the east side of the building are allowed to continue until the construction activities in the Transit District are completed at which time RayMar shall be responsible for application and procurement of a conditional permit. 3.07 Modified Construction Staging Plan. Construction of the Transit District parking facilities will be done in accordance with the modified construction staging plan, which shall be prepared by the Authority and subject to review and acceptance by RayMar. 295977v6 JBD MU200-130 6 3.08 Shared Parking Agreement. The parties did on July 11, 2000 enter into a certain instrument entitled Shared Parking Agreement (the "Parking Agreement"). Amendment. The Parking Agreement assigned to RayMar "the non- exclusive right to use the Parking Parcel [as defined in the Parking Agreement] for ingress and egress and vehicle parking for 20 vehicles". The parties agree that the Parking Agreement will be amended to read: ".. . the non-exclusive right to use the first level of the ramp to be constructed on the Parking Parcel for ingress and egress and vehicle parking for 20 vehicles". 2. Determination. The Parking Agreement contains the following language: Notwithstanding any provision in this agreement to the contrary, the HRA reserves the right to modify the Parking Lot in response to future development of adjacent parcels; provided, however, during the term of the Loan made by the HRA to the Redeveloper for the purpose of constructing the Minimum Improvements on the Redevelopment Property, the HRA shall not, without the prior written consent of the Redeveloper, change the access to or reconfigure the Parking Lot in such a way as to have a materially adverse effect on the use of the Redevelopment Property, nor change the Parking Lot in such a way as to materially and adversely affect the. visibility to the public of the Redevelopment Property and the Minimum Improvements. RayMar has reviewed the plans and specifications for the parking facility to be constructed to the East of the RayMar Property, and consents to the construction of-such facility substantially as shown in the plans. Such consent does not constitute a determination by either party that the change or reconfiguration of access will have a material adverse effect on the use of the RayMar Property, or that the parking facility will adversely affect the visibility to the public of the RayMar Property. 3.09 Temporary Right of Access. Upon execution of this Agreement, RayMar grants to the HRA, its agents and assigns the temporary right to enter across and over the area described in Exhibit A as the Temporary Construction Easement. Acceptance of the right will be deemed an acknowledgement by the Authority that it indemnifies, defends and holds harmless, RayMar, its officers and agents from any claim or cause of action arising out of or occasioned by actions of the Authority based on its use of the Temporary Construction Easement. 3.10 Disclosure; Individual Sewage Treatment System. The Authority discloses that there is not an individual sewage treatment system on or serving the Authority Transfer Parcel. RayMar discloses that there is not an individual sewage treatment system on or serving the RayMar Easement. 3.11 Well Disclosure. Each party certifies to the other that it does not know of any wells on the property to be conveyed to the other. 3.12 Compliance With Local Regulations. This Agreement should not be construed as relieving RayMar of any obligations to comply with all of the local regulations, including, 295977v6 JBD MU200-130 7 without limitation land use regulations, applicable to .the property or the uses contemplated in this Agreement. 3.13 No Relocation Benefits. RayMar acknowledges that it is not entitled to relocation benefits pursuant to Minnesota Statutes, Section 117.052 et sue. as a result of the transactions contemplated herein. 3.14 Cumulative Rights. Except as may be otherwise provided elsewhere herein, no right or remedy herein conferred on or reserved to any party is intended to be exclusive of any other right or remedy provided herein or by law, but such rights and remedies shall be cumulative and in addition to every other right or remedy given herein or elsewhere or hereafter existing at law in equity, or by statute. Either party may enforce this Agreement by an action to compel specific performance, provided that such action is brought within one year of the date of this Agreement. 3.15 No Broker Commissions. Each party represents and warrants to the other party that there is no broker involved in this transaction with whom the warranting party has negotiated or to whom the warranting party has agreed to pay a broker commission. 3.16 No Merger. The representations and warranties made in this Agreement, and all other provisions of this Agreement, shall not be merged into any instruments or conveyance delivered at Closing, and the parties shall be bound accordingly. 3.17 Entire Agreement; Amendments. This Agreement constitutes the entire agreement between the parties, and no other agreement prior to this Agreement or contemporaneous herewith shall be effective except as expressly set forth or incorporated herein. Any purported amendment shall not be effective unless it shall be set forth in writing and executed by the parties or their respective successors or assigns. 3.18 Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and assigns. Neither party may assign this Agreement without the written consent of the other party. 3.19 Notice. Any notice, demand, request or other communication which may or shall be given or served by the parties shall be deemed to have been given or served on the date the same is deposited in the United States Mail, registered or certified, postage prepaid; delivered by a nationally recognized overnight delivery company, or actually received by the recipient and addressed as follows: 3 20 Environmental Report and Review. The HRA will make a reasonable effort to review its files and the City files and provide Developer with all reports investigations and studies disclosed by such review which have as their subject all or any portion of the Authority Transfer Parcel or the~roperty adjacent to the Authority Transfer Parcel. The reports, investigations and studies described. herein shall be referred to as the "HRA Documents." The HRA makes no r_presentations or warranties concerning the accuracy of the materials contained. in any HRA Doc~unent or whether or not other relevant documents in the possession of the HRA or the City were not discovered by such review.. 295977v6 JBD MU200-130 8 Except as disclosed in the environmental reports included as part of the HRA Documents (the "Environmental Reports") the Executive Director, the Community Development Director have no personal. knowledge that anv toxic or hazardous substances or wastes, pollutants or contaminants (including, without limitation, asbestos, urea fornzaldehyde, the group of or.~anic compounds known as polychlorinated biphenyls petroleum~roducts including gasoline fuel oil crude oil and various constituents of such products, and any hazardous substance as defined in _anv Environmental Law (collectively "Hazardous Substances") have or have not been. ~en.erated, treated stored transferred from released or disposed of, or otherwise placed, deposited in or. located on the Authority Transfer Parcel in violation of anv Environmental Law, nor has any activity been undertaken on the Authority Transfer Parcel that would cause or contribute to the Authority Transfer Parcel becoming a treatment storage or disposal facility within the meaning of anv Environmental Law. Further, such persons, and except as otherwise disclosed in the Environmental Reports have no personal knowledge whether or not there has been any discharge release or threatened release of Hazardous Substances from the Authority Transfer Parcel and whether or not any Hazardous Substances or conditions in or on the Authority Transfer Parcel that mawsupport a claim or cause of action under anv Environmental Law have been discharged or released on the Authority Transfer Parcel. It is understood that neither the Executive Director nor the Community Development Director have made andindependent investigation into any of these matters but are relying_solely on information that the~have learned in. th.e course of their duties. A. If to the Authority: Mound Housing and Redevelopment Authority Attn: Kandis M. Hanson, Executive Director 5341 Maywood Road Mound, Minnesota 55364 B. If to RayMar: RayMar Properties, Inc. Attn: Bruce Dodds, President 2250 Commerce Boulevard Mound, Minnesota 55346 3.20 Captions, Headings or Titles. All captions, headings, or titles in the paragraphs or sections of this Agreement are inserted for convenience of reference only and shall not constitute a part of the Agreement or a limitation of the scope of the particular paragraphs or sections to which they apply. 3.21 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. 3.22 Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota, without regard to choice of law provisions. IN WITNESS WHEREOF, the parties have executed this agreement as of the date written above. 295977v6 JBD MU200-130 9 DESCRIPTION SKETCH FOR: CITY OF MOUND DESCRIPTION: That part of the following described tract: Lot 46 and those portions of Lots 44 and 45, together with that part of the vacated alley, adjoining said lots, all in the plat of "Koehler's Addition to Mound" Lake Minnetonka, and embraced within .the following described tract: Commencing at the Northeast corner of Lot 41, in sold plat; thence on o bearing of South along the East line of sold Lot 41 a distance of 1D feet to the beginning of a fine hereinafter referred to as Line "A"; thence South 89 degrees 28 minutes 45 seconds West 5.08 feet; thence Southwesterly 287.22 feet along a tangential curve, concave to the Southeast, having a rodlus of 1,056.48 feet and a central angle of 15 degrees 34 minutes 35 seconds; thence South 73 degrees 54 minutes 10 seconds West 17.77 feet; thence Southwesterly 77.47 feet along a tangential curve, concave to the Northwest, having a rodlus of 669.17 feet and o central angle of 6 degrees 38 minutes to the West line of said Lot 45 and said Line "A" there terminating, thence Easterly along sold Llne "A" to the intersection with the center line of said vacated alley, being the actual point of beginning of the tract to be described; thence Southerly along said center line to the Intersection with the Easterly extension of the South line of said Lot 46; thence Westerly along said Easterly extensions and along said South fine to the Southwest corner of said Lot 46; thence Northerly along the West lines of said Lots 46 and 45 to the Intersection with the North tine of the South 1.5 feet of sold Lat 45; thence Easterly along sold North line of the South 1.5 feet to the Intersection with the West line of the East 111 feet of said Lot 45; thence Northerly along said West line of the East 1i1 feet to a point distant 24 feet Northerly from the South line of said Lot 45; thence Westerly parallel with the North line of sold Lot 45 to the intersection with said Line "A"; thence Easterly along said Line "A" to the actual point of beginning. described as follows: Commencing at the southwest corner of said Lot 46; thence on an assumed bearing of North 87 degrees 51 minutes 54 seconds East along the south line of sold Lot 46, a distance of 13.40 feet to the POINT OF BEGINNING; thence continuing northeasterly along the last described line, 65.94 feet; thence North 03 degrees 09 minutes 54 seconds East, 49.76 feet to the southerly right-of-way line of County State Aid Highway Number 15, as of June 27, 2006; thence South 89 degrees 39 minutes 09 seconds West along said southerly right-of-way Line, 29.90 feet; thence southwesterly 45.61 feet along a tangential curve concave to the southwest having a radius of 34.00 feet and a central angle of 76 degrees 51 minutes 14 seconds; thence South 12 degrees 47 minutes 55 seconds West tangent to lost described curve, 26.13 feet to the POINT OF BEGINNING. Containing 2,962 square feet or 0.07 acres, more or less. I hereby certify that this survey, plan or report was LAN'DFORM prepared by me or under my direct supervision and that I am a dui y licensed Lond Surveyor under the laws of ~ 100 NoRh Sixth Street the State of Minnesota. Butler Square, Suite 8000 ~~/~ Minneapolis, MN 55403 www.landformmsp.net Jonathan M. Pittmnnn Date: 12/07/06 Lren9e No. 44647 Revved: Job No. ner hnrdwore parcel_MND04 ey: JOS SHEET 1 OF 2 DESCRIPTION SKETCH FOk: - CJT Y OF J'90UND NORTH SCALE: 1 "-50' SHEET 2 OF 2 DESCRIPTION SKETCH. Fors: cirr of r~ouN~ 1 A.: 1 A f 1,~ ,-\ H ti 1 \ V Il - L. .. / 1 ..J ~ I I ,T 1\1'1111 I `I 1 1 r,l LLJ A \ •JV \~/ V/ I '~ _. , ~ r r. \ ice. ~a. .. _. ~ ~ ~ .r-- ~..+~ ~ - -.. --. --. ~ . ~ .~.- .. .. ~ I I L 1 J , __ _ ~ _ _..:--_.._. ,...,. _._... _ S ~t'IGIL4-~._ ......... .. .... ~f •'- ~ RIGHT-OF-WAY LkJE -~' '' :_: .?. / OE C.A.S.H. 15, AS OF ''; j JUNE 27, 2006 _~ .. ~ ' ,,Y ~ ,~ ~~~ J ., „ ... .. .. . _ _ ~ , .. i ~. F-- ~ ' -v .~-r~-- ~2. r ~ _~ ~: f ~ ^ . ~ ~ : ~ 2260 COI`1MG-~CE 6LV[7 v = i " ~~ -- - f , , FFE-x}43.? ~'\ ~`. -' p ;, ~ i I .~ 1 \ -~ , } \\. , ~ ~~, ~ \` ~ ' ` , ..~ / ~~ ~ ; ~+ y -~iii~ i )82.5 `$ t ." 1 ~ \ .. ~~ _, , i .. ,. .. .. ,., ___ _ ~ .:» .. .,». ..~ j_. _ _. LEGEND: CYMG/11 C f1GC/K11OTI/lwl I _ `.• i - OENOTE5 INGRESS-EGRESS • The east 29.00 feet of Lot 1, 81ock 1, MOUND VISIONS ADDITION, Hennepin County, Minnesota, as measured of right angles to the east tine of said Lot 1. Containing 3,932 square feet or 0.09 acres, more or less. 1 hereby certify that this survey, plan or report was j ~ 'AT7'1L'O'p 1- R prepared by me or under my direct supervision and that i.~i'~irlJ.C i~lr~ 1 am a duly licensed Land Surveyor under the lows of 100 North Sixth Street the State of Minnesota. ~ Butler Square, Suite 8000 ~• f`.. -,., ~~/~ Minneapolis, MN 55403 www. landforrnmsp. net Jonathon M. Prc.tmom Date: 12/07/06 g JRG Ltenee No. 44647 Revaed: prq. No. ingress-egress esmt MN~04 y. Aaz Q ~ ~ ~` ;~ ~ ~ o Z O d z ~ o~ ,~~~~ ~~ Q 4 , ~ ~ t ~ < ~i~ ~z ~ ~ Wi ~ Q x off. ~ ~ ~ ~ i ~ ~ ~ ~ ~ ~ f~f~~ ~ 6;6a 3~ 6~' y~ C ^: 9 k, ~ ~.~~ ~ ~ ~ a 9 :E~~ F;~ 6~ ~a g s g8 o~ ~~ ~~" s ~~~ a a~ ~~~ i A $~ 9 $g$ gW g~; ~~~ ~S~ 5fg 8 $o• C~~ a ~~~ g ~ €~~ =E~' ~ A~~ ~~ ~~~ ~~~ ~~s a s~g€~€ ~~~ Y~~i Rag f. ^~ ~~ ~~y6 Sw'a i~~ ~a ~~~ sg ~~ ~~ a ~ a~~ ~5~ 3gg -f k r~gB a~ - _ g. pg~ Rs~ ~~$ ~~~~ F ~~~~ a~~~ ~gai ~~~ ;,a #e~ ~~~ ~~ g gig ~~ ~g~~~~~~i~'~ gsa ~~ e i a ~`~ $ ~s s~ ~ ~6~ ~"e p ~ sa E ~~~ ~a~ i~~~$~';~~~~f ga~ ~~ ~,~~$a~£s~$ € ~~ ~~~ ~~' ~ ~~~. s g~ g ~ pis ~~~~ s~~~ E ,: Y ~ gg ~.~$ fi8~ ~a 1, ~67e( ~°~ egg. ."".~S ~~ ~6Ai ~~i ~~ n~: ~~~ fps ~~ ~~~ $~~ ass ~ a~ .g g~ d ~ a ~~~ ~aa ~ ~~~ 1 gE~ 7!~ ~ ~E g $ ~ ~~s. YYYIII g $ ~ B Ba~a a ~€ b gi ~ ~~ ~s ~~:s~ ~~ ~ iY a~ g$q b a$~;~ ~ ?f8~ e i~8$'~~ ~ga~~~~E R ~~a~~ ~~~~~~~ ~ ~~~~~~ jjyy~#~~~~ ~~R~a bra ~$ ~, ~g~R~t~ ~~~,~e~~1€ a ~~~q~~ ~^~~~s~~z ~~~g; ~~~~~~~~ a iFBa$~ ~~~ '(F ~ ~d~~,~, ~~~~~#~~ ~~a£~ ~~~~Rd~@a 4 ~°~~~~ ~~~ ~~F~~ a€~' s ~ ~~$§~~~ ~sa¢ ~~ ~ a9A~a~ a$~n~,ee ~I~a $ ~ i~a~~~ ~ ~y~F=§a~P s ,~ • ~ .r ~ ~'-- a~ ~ ~~~~'~~ ~ t€~a~~~~ ~' ~~ ~ ~ ~~~~~ ~~~~~~~ °~a~~~~ ~~~~~i~~ d g ~~~~~~~~ ~~6si~~~ ==`~~Qa~~~ ~ ~~~~8~~ g aR i€~ s $'i~~fi$ ~ S~°g, g~ g R Qo~ z ]~~ ~~z ] ~ ~ , ~o ~x~ ~ ~~ _ _ ~ I- = . __"- p I _ t. Iti ~ .: ~~~~~,i ---J --~~ - -:~-, +~ -_J r - _ - it1 h 4 .b~ ... ~ ' "• _ `~ ~II I ri - ~ ~ .. _~ I ~~: I ~ ' ._. I i i i ; ..I' i - I ~', ~;~~ ' I1 ~ I ~ ~' - - _ ^~ ~< ry ~ ~ ~ ~ ~ ~~~~ ~ ~ e ~ _,, ~~ ~ ~ ~~~~. ~4 S b a~ S b ~ o ~ a ~ ~~ ~N ~~ A; nb ~! j ~~~~ 0$.F o}. $ ~i p j mO.RNtFi dl S fi~~~~iii~ --- g~~ ® - - ~ ~~ ~m 6ye~ ~ _~ _ ~6d ___"----~--- AAA .: ~-_ 3 ~eatroH :a~::~:~~-: ---_-1-- IR.