HomeMy WebLinkAbout09-08-2003MINUTES
MAPLEWOOD CITY COUNCIL
7:16 P.M., Monday, September 08, 2003
Council Chambers, Municipal Building
Meeting No. 03-21
A.
B.
C.
D.
CALL TO ORDER
A meeting of the City Council was held in the Council Chambers, at the Municipal Building, and
was called to order at 7:16 P.M. by Mayor Cardinal.
PLEDGE OF ALLEGIANCE
Steve Robertson, Champlain, led a prayer in reflection of the 9-11 tragedy.
ROLL CALL
Robert Cardinal, Mayor Present
Kenneth V. Collins, Councilmember Present
Kathleen Juenemann, Councilmember Present
Marvin C. Koppen, Councilmember Present
Julie A. Wasiluk, Councilmember Present
APPROVAL OF MINUTES
1. Minutes from the City CounciUManager Workshop-September 05, 2003
Councilmember Juenemann moved to approve the CounciUManager Workshop Minutes of
August 25, 2003 as amended.
Seconded by Councilmember Koppen Ayes-Mayor Cardinal, Councilmembers
Juenemann, Collins and Koppen
Abstain-Councilmember Wasiluk
2. Minutes from the City Council Meeting-August 25, 2003
Councilmember Collins moved to approve the City Council Meeting Minutes of August 25,
2003 as amended.
Seconded by Councilmember Wasiluk
Ayes-All
City Council Meeting 09-08-03
E. APPROVAL OF AGENDA
M1. Fall Clean-Up Date-October 11
M2. Primary Election
M3. Filing for School Board
Councilmember Koppen moved to approve the agenda as amended.
Seconded by Councilmember Wasiluk Ayes-All
F. APPOINTMENTS/PRESENTATIONS
Larry Cude, former Maplewood Emergency Management Director, presented an award to the
memory of Bill Makiska in recognition of his outstanding service to the community through his
involvement in the Maplewood Fire Department, Police Civil Service Commission and Deputy
Director of the Maplewood Emergency Management.
G. CONSENT AGENDA
1. Approval of Claims
ACCOUNTS
PAYART.F.
$461,678.38 Checks #61653 thru #61717 dated 8/26/03
$4,447,594.97 Disbursements via debits to checking account
dated 8/15 thru 8/21/03
$312,441.67 Checks #61718 thru #61766 dated 9/2/03
$138,960.20 Disbursements via debits to checking account
dated 8/22 thru 8/28/03
$5,360,675.22 Total Accounts Payable
pAVRnt.t.
$419,159.28 Payroll Checks and Direct Deposits dated
8/29/03
$1,317.10 Payroll Deduction checks #94752 thru #94754
dated 8/29/03
$420,476.38 Total Payroll
$5,781,151.60 GRAND TOTAL
2. Purchase of Fuel Tank Monitoring System
City Council Meeting 09-08-03 2
Authorized to enter into a contract with Zahl Petroleum Maintenance
Company for the purchase of Veeder-Root TLS-350 Plus Monitoring System for
$28,948.00.
3. St. Jerome Fall Festival-Temporary Beer and Wine and Temporary Food License
Issued a temporary intoxicating liquor license for St. Jerome's annual fall festival and
Booyato Diane Tibodeau.
4. 622 Education Foundation -Temporary Gambling Resolution
Adopted the following resolution issuing Charlene Krepel a temporary gambling license
to conduct a raffle on behalf of the 622 Education Foundation:
RESOLUTION 03-08-170
BE IT HEREBY RESOLVED, by the City Council of Maplewood, Minnesota,
that the temporary premises permit for lawful gambling is approved for the 622
Education Foundation.
FURTHERMORE, that the Maplewood City Council waives any objection to the
timeliness of application for said permit as governed by Minnesota Statute §349.213.
FURTHERMORE, that the Maplewood City Council requests that the Gambling
Control Division of the Minnesota Department of Gaming approve said permit
application as being in compliance with Minnesota Statute §349.213.
NOW, THEREFORE, be it further resolved that this Resolution by the City
Council of Maplewood, Minnesota, be forwarded to the Gambling Control Division for
their approval.
5. Retailer Protection Association Agreement
Approved the proposed agreement between the City and Retailers Protection Association
to set up a bad check program to handle dishonored checks through a pretrial diversion
process.
6. Legacy Village Final Plat (County Road D and Kennard Street)
Approved the final plat for Legacy Village of Maplewood subject to complying with the
following before submitting the final plat to Ramsey County for recording:
1. Revise the final plat making the changes required by Chuck Ahl and Jon Horn in
their report dated August 28, 2003.
2. Dedicate a trail easement beneath the power lines. The location of this trail shall
be subject to the approval of the City Engineer.
3. Dedicate the wetland and wetland-buffer easements to the City of Maplewood.
Woodlyn Ponds Final Plat (County Road D and Chisolm Court)
City Council Meeting 09-08-03
Approved the final plat for Woodlyn Ponds. This approval is subject to the county
recording the lot, the homeowner's association documents and all required easements.
8. Dearborn Meadows East Final Plat (Castle Avenue and Castle Court)
Approved the Dearborn Meadow East final plat. This approval is subject to the county
recording the deed restrictions and covenants required by the city.
9. Beaver Lake Townhomes Third Addition Final Plat (Lakewood Drive and Magnolia)
Approved the Beaver Lake Townhomes Third Addition final plat. This approval is
subject to the county recording the deeds, deed restrictions and covenants required by the
city.
10. Conditional Use Permit Review, Sobriety High School (2055 White Bear Avenue)
Approved to review the conditional use permit for Sobriety High School aY 2055 White
Bear Avenue again only if a problem arises or if the owner proposes a significant change
to the site or to the school.
11. Conditional Use Permit Review, Schlomka Over-sized Garage (1501 Henry Lane)
Approved to review the conditional use permit for the over-sized garage for the property
at 1501 Henry Lane again in one year or sooner if a problem arises or if the owner
proposes a significant change to the site.
Councilmember Koppen moved to approve the consent agenda items as presented.
Seconded by Councilmember Collins Ayes-All
H. PUBLIC HEARINGS
1. 7:25 p.m. Legacy Village (County Road D and Southlawn Drive) -Business Subsidy
Policy
Legacy Village Property Tax Abatement
Legacy Village Development Agreement
a. City Manager Fursman presented the staff report.
b. Assistant City Manager Coleman presented specifics from the report.
c. Mayor Cardinal opened the public hearing, calling for proponents or opponents. The
following persons were heard:
Will Rossbach, 1386 East County Road C, Maplewood
George Supan, 3050 Hazelwood Street, Maplewood
d. Mayor Cardinal closed the public hearing.
Councilmember Koppen moved to adopt the following resolution approving the Business
City Council Meeting 09-08-03
Subsidy Policy for Legacy Village (County Road D and Southlawn Drive):
Seconded by Councilmember Juenemann Ayes-All
Councilmember Koppen moved to adopt the following resolution approving the Legacy Village
Property Tax Abatement:
RESOLUTION 03-09-176
RESOLUTION APPROVING PROPERTY TAX ABATEMENTS AND
BUSINESS SUBSIDY
BE IT RESOLVED by the City Council (the "Council") of the City of Maplewood,
Minnesota (the "City"), as follows:
1. The City Council hereby cancels and rescinds Resolution No. 03-04-072 adopted Apri128,
2003.
2. Recitals.
(a) Legacy Holdings - MW, LLC (the "Developer") proposes to construct a mixed use development of
approximately 120-132 senior multifamily townhomes, 198 multifamily rental townhomes, 50 units of
affordable multifamily townhomes, 150-230 multifamily owner occupied townhomes, and between
205,000 and 390,000 square feet of commercial space on property commonly known as the "Hajicek"
property located immediately west of Maplewood Mall. The Developer has requested that the City
provide financial assistance to the Developer in the amount of $2,888,000. In addition, the City
proposes to use the abatement for the purposes provided for in the Abatement Law (as hereinafter
defined), which may include the acquisition of certain properties located on Hazelwood Street or the
acquisition or improvement of public infrastructure. The proposed term of the abatement will be for
fifteen (15) years beginning in 2006 and ending in 2020. The abatement will apply to the City's share
ofthe property taxes (the "Abatement") derived fromthe property described by property identification
numbers on the attached "Exhibit A" (the "Property").
(b) On the date hereof, the Council held a public hearing on the question of the Abatement and the waiver
of wage and job goals for a proposed grant of a business subsidy to the Developer under Minnesota
Statutes, Sections 1167.993 through 1167.995 (the "Business Subsidy Law"), and said hearing was
preceded by at least 10 days but not more than 30 days prior published notice hereof.
(c) The City requested, in writing, that Independent School District No. 622 (the "School District") grant
an abatement of its share of the property taxes for the Property. The School District declined, in
writing, to grant an abatement consequently, the City is authorized, pursuant to Minnesota Statutes,
Sections 469.1813, Subd. 6 to grant the Abatement for the Property for 15 years. The Abatement is
authorized under Minnesota Statutes, Sections 469.1812 through 469.1815 (the "Abatement Law").
3. Findings for the Abatement. The City Council hereby makes the following findings:
(a) The Council expects the benefits to the City of the Abatementto at least equal the costs thereofbecause
the Council expects that the Project will have an estimated market value for tax purposes of between
City Council Meeting 09-08-03
$123,040,000 and $175,295,000, generating estimated annual property taxes to the City of Maplewood
of approximately $643,232 - $925,837 per year. The abatement program is intending to finance the
acquisition and conveyance of land constituting aportion of the Project and may include the acquisition
of certain properties on Hazelwood Street or the acquisition or improvement of public infrastructure. In
addition, the completion of the Project fulfills aprimary development goal of the City.
(b) Granting the Abatement is in the public interest because it will increase or preserve the tax base of the
City, provide employment opportunities in the City, provide housingfor residents ofthe City, provide
forthe acquisition and installation of public infrastructure and help develop an undeveloped area ofthe
City.
(c) The Council expects the public benefits described above to be derivedfromthe Abatementwill equal or
exceed the costs to the City thereof.
(d) The Property is not located in a tax increment financing district.
(e) In any year, the total amount of property taxes abated by the City by this and other resolutions, if any,
does not exceed the greater often percent (10%) of the current levy or $200,000.
4. Terms of Abatement. The Abatement is hereby approved. The terms of the Abatement are
as follows:
(a) The Abatement shall be for fifteen (15) years and shall apply to the taxes payable in the years 2006
through 2020, inclusive.
(b) The City will abate 100% of the City's share of property tax amount which the City receives from the
Property.
(c) The City proposes to issue General Obligation Tax Abatement Bonds to provide financial assistance to
the Developer in the amount of $2,888,000 to payforthe acquisition and conveyance of aportion ofthe
land constituting the Project. In addition, the City will use the Abatementfor the purposes provided for
in the Abatement Law, which may include the acquisition of certain properties located on Hazelwood
Street or the acquisition or improvement of public infrastructure. In connection with the Project, the
City also proposes to issue General Obligation Improvement Bonds of which aportion ofthe proceeds
in the amount of $912,000 will be used to acquire right-of--way from the Developer.
(d) The Abatement shall be subject to all the terms and limitations of the Abatement Law.
5. Findings for Business Subsidy. The requirements ofthe Business Subsidy Law apply to the
financial assistance in the amount of $2,888,000 provided to the Developer from the
proceeds of the General Obligation Tax Abatement Bonds. The City has adopted criteriafor
awarding business subsidies that comply with the Business Subsidy Law, after a public
hearing for which notice was published.
6. Waiver of Wage and Job Goals. Pursuantto Minnesota Statutes, Sections 1167.994, Subd. 4,
the City hereby determines that the creation and retention of j obs are not a goal of granting
the Abatement. Consequently, the wage and job goals for the grant of the business subsidy
to the Developer are hereby set at zero.
City Council Meeting 09-08-03
Exhibit A
Property Identification Numbers of the Abatement Area
032922120001 -Hajicek
032922120002 -Hajicek
032922120003 -Hajicek
032922120004 -Hajicek
032922120009 -Gates
032922120010 - Supan
032922120021 - Gephard & ilhlenbrauck
032922120023 -Peterson
032922120005 -Hajicek
032922120006 -Hajicek
032922120007 -Hajicek
032922120015 -Hajicek
032922120016 -Hajicek
032922120017 -Hajicek
032922120018 -Hajicek
032922120019 -Hajicek
032922120020 -Hajicek
032922110002 -Hajicek
Seconded by Councilmember Juenemann
Ayes-All
Councilmember Koppen moved to adopt the following Legacy Village Development Agreement:
032922120024 -Kincaid
City Council Meeting 09-08-03 7
DEVELOPMENT AGREEMENT
RELATING TO THE
LEGACY VILLAGE PROJECT
CITY OF MAPLEWOOD, MINNESOTA
BETWEEN
CITY OF MAPLEWOOD, MINNESOTA
AND
LEGACY HOLDINGS-MW LLC
Effective Date: September 8, 2003
This document drafted by:
Briggs and Morgan, P.A. (DJC)
W2200 First National Bank Bldg.
332 Minnesota Street
St. Paul, MN 55101
1 ................ ..................................................................................................................... RECITALS
...... ......................................................................................................................................1
2 ................ .............. GENERAL REPRESENTATIONS AND COVENANTS OF DEVELOPER
...... ...................................................................................................................................... 4
3 ................ ........................................................ CONSTRUCTION OF CITY IMPROVEMENTS
...... ...................................................................................................................................... 6
4 ................ ..................................................................................... ASSESSMENT AGREEMENT
...... ...................................................................................................................................... 7
5 ................ ................................................................................... PARK AND TRAIL MATTERS
...... ...................................................................................................................................... 8
6 ................ ........................................ FINANCIAL INCENTIVES FOR MASTER DEVELOPER
...... ...................................................................................................................................... 8
7 ................ .................................INSURANCE, CASUALTY LOSS AND INDEMNIFICATION
...... ....................................................................................................................................11
8 ................ ...........................................................................................MORTGAGE FINANCING
...... ....................................................................................................................................12
9 ................ ............................................................................... ASSIGNMENT AND TRANSFER
...... ....................................................................................................................................13
10 .............. ................................................................................................EVENTS OF DEFAULT
...... ....................................................................................................................................14
City Council Meeting 09-08-03 g
11 ............................................................................................ MISCELLANEOUS PROVISIONS
..........................................................................................................................................17
EXHIBIT A PROJECT PROPERTY ....................................................................................... A-1
EXHIBIT B CITY IMPROVEMENTS .....................................................................................B-1
EXHIBIT C IMPROVEMENTS IN LAKE LINKS TRAIL CORRIDOR ............................... C-1
EXHIBIT D PERMITTED ENCUMBRANCES
EXHIBIT E OPINION.....
EXHIBIT F ASSESSMENT SCHEDULE
D-1
E-1
F-1
EXHIBIT G TRAIL EASEMENT LEGAL DESCRIPTION ................................................... G-1
EXHIBIT H NOTE ................................................................................................................... H-1
1. RECITALS.
1.1 The Effective Date of this Agreement is September 8, 2003.
1.2 The Parties to this Agreement are City of Maplewood, Minnesota, a Minnesota statutory city ("City")
and Legacy Holdings-MW LLC, a Minnesota limited liability company ("Master Developer").
1.3 This Development Agreement between City and Master Developer will hereinafter be referred to as
the "Agreement". This Agreement is entered into pursuant to Resolution No. adopted
September 8, 2003. This Agreement shall remain in full force and effect until the later of:
(a) September 23, 2023; or
(b) the date that the Note described at Section 6(b) is terminated by payment in full or otherwise.
("Termination Date").
1.4 Master Developer is or will be the owner of certain real property located in the City legally described
in Exhibit A attached hereto ("Project Property").
1.5 Master Developer has proposed to the City that the Project Property be improved with amixed-use
multi-phase developmentwhich will consist ofrental housing, senior assisted living housing, multiple
family housing, corporate office facilities, for sale townhouses, retail and commercial facilities and
parks ("Project"). The Project will be called Legacy Village.
1.6 The Project will commence on or about September 25, 2003 and be completed in approximately 7
Phases, each of which will hereafter be referred to as a "Phase." Each ofthe Phases will be developed
by developers other than Master Developer (including affiliates or subsidiaries of Master Developer)
to be selected by the Master Developer and approved by City pursuantto the provisions of Section 9.2
("Successor Developers"). The Project will be entirely completed by approximately September 25,
2010.
1.7 City issued a Conditional Use Permit in connection with the Project by Resolution dated July 14, 2003
("CUP").
1.8 City will issue general obligation improvement bonds ("Public Improvement Bonds") to finance the
acquisition, construction and installation of the City Improvements.
City Council Meeting 09-08-03 9
19 Minnesota Statutes Section 469.1812 through 469.1815 (the "Tax Abatement Statute") provides thatthe
governing body of a political subdivision may grant an abatement ofthe taxes imposed by the political
subdivision on a parcel of property if certain conditions are met. City is a political subdivision as that
term is defined in the Tax Abatement Statute. City believes that the conditions of the Tax Abatement
Statute will be met by the Project in that (1) the City expects the benefits to the City ofthis Agreement
to equal or exceed the costs to the City ofthis Agreement; and (2) the City finds that granting the tax
abatement provided hereunder will (a) increase or preserve tax base; and (b) provide employment
opportunities in the City. The abatement is authorized by Resolution No. adopted
September 8, 2003 ("Abatement Resolution"). City will adopt a resolution ("Abatement Bond
Resolution") authorizing the issuance of certain general obligation tax abatement bonds ("Tax
Abatement Bonds") a portion of the proceeds of which, in the amount of $2,888,000, will be used to
finance the acquisition of a parcel of the Project Property. The amount of the Tax Abatement Bonds
shall not exceed the property taxes to be received by the City for a period of 15 years beginning with
real estate taxes payable 2005 through 2024 derived from the Project Property. The City will calculate
the amounts necessary to repay the Tax Abatement Bonds based on an assessed value ofthe Project of
at least $36,450,000 as of January 2, 2005 and at least $84,825,000 as of January 2, 2006 and as of
January 2°d of each year thereafter until the Tax Abatement Bonds are repaid in full.
1.lOThe various proposed Phases for the Project are as follows:
Phase 1 -For-sale Townhomes located on Outlot H of the Plat together with Outlot I which will be used
and developed pursuant to the provisions of Section 2.2(j) hereof.
Phase 2 - A Furniture Store located on Outlot C of the Plat;
Phase 3 -Rental Townhomes and Office/Clubhouse located on Lot 1, Block 1 and Lot 1, Block 2 of the
Plat;
Phase 4 -Senior Assisted Rental Housing located on Lot 1, Block 3 of the Plat;
Phase 5 -Multifamily Housing located on Outlot B of the Plat;
Phase 6A -Retail Commercial facilities located on Outlot A of the Plat;
Phase 6B - A Restaurant and RetaiUCommercial facilities located on Outlots D and E of the Plat;
Phase 7 -Corporate/Commercial facilities located on Outlot G of the Plat;
1.11 City will construct certain public improvement within the Project as described on Exhibit B and
Exhibit C attached hereto ("City Improvements").
1.12Master Developer will convey Outlot F of the Plat to City for park purposes and convey a Trail
Easement in connection with the Lake Links Trail Corridor (hereinafter "Trail Easement"). The Trail
Easement will be 20 feet in width. City will construct the improvements on Outlot F and the Trail
Easement as described and depicted on Exhibit C attached hereto.
City Council Meeting 09-08-03 10
1.13 In connection with the Project, various reports, plans or related documents have been or will
be prepared and the Projectwill, at all times, be subjectto such documents. Such documents
will hereinafter referred to as "Project Documents" which include:
(a) The CUP described above;
(b) The Abatement Resolution and the Abatement Bond Resolution;
(c) The final Plat of Legacy Village of Maplewood and any subsequent replats in connection with the
development of various Phases ("P1aY');
(d) The Legacy Village at Maplewood Final Alternative Urban Areawide Review (AUAR) and Mitigation
Plan, as adopted by the Maplewood City Council on May 12, 2003;
(e) The Stormwater and Wetlands Plan for the Maplewood Mall Area Transportation Improvements
(MMATI) Project Area, prepared by Short, Elliott Hendrickson, Inc., as adopted by the Maplewood
City Council on May 12, 2003;
(f) Any and all utility, stormwater, and sanitary sewer plans for the Project and the various Phases therein
which will be approved by the City in the future;
(g) Any and all individual grading plans for the Project and the various Phases therein which will be
approved by the City in the future;
(h) Any and all site plans for the Project and various Phases therein which will be approved by the City in
the future;
(i) City Improvements Documents including the following:
• The feasibility study, final plans and specifications for the Kennard Street Improvements,
City Project 03-04.
• The alignment study, Environmental Assessment Worksheet (EAW), feasibility study,
final plans and specifications for the County Road D Realignment Project, City Project
03-07.
• The feasibility study, final plans and specifications for the County Road D Reconstruction
Project, City Project 03-08.
• The feasibility study, final plans and specifications for the Legacy Parkway
Improvements, City Project 03-26.
• The feasibility study, final plans and specifications for the Hazelwood Street
Reconstruction Project, City Project 01-16.
• Final plans and specifications for the Lake Links Trail Corridor Improvements.
All such Project Documents as described herein are incorporated into this Agreementby reference.
2. GENERAL REPRESENTATIONS AND COVENANTS OF DEVELOPER.
2.1 General Representations of Master Developer.
Master Developer makes the following representations to the City:
City Council Meeting 09-08-03 11
(a) Master Developer owns all the Property free and clear of all easements, covenants, restrictions and
liens except those matters set forth on Exhibit D ("Permitted Encumbrances").
(b) John C. Brandt has been duly authorized to execute and deliver this Agreement for and on behalf of
Master Developer. Master Developer is not presently in violation of, or in default under any material
provision of its Articles of Organization. There are no pending or, to the knowledge of Master
Developer, threatened legal proceedings, contemplating the liquidation or dissolution of the Master
Developer orthreatening its existence or seekingto restrain or enjoin the transactions contemplated by
this Agreement or questioning the authority of Master Developer to execute and deliver this
Agreement or the validity of this Agreement.
(c) Master Developer has delivered to City an opinion from Master Developer's counsel in the form
attached hereto as Exhibit E ("Opinion").
(d) Master Developer received preliminary plat approval on July 14, 2003 and final plat approval from the
City on September 8, 2003, for the Plat.
(e) Neitherthe execution and delivery ofthis Agreement, consummation ofthe transactions contemplated
hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is
prevented, limited by, conflicts with or will result in a breach of, the terms, conditions, or provisions of
any financial restriction, or any evidences of indebtedness, or any contract, agreement or instrument of
whatever nature to which Master Developer is now a party or by which it is bound, or constitutes a
default under any of the foregoing.
(f) Master Developer is not presently aware of any condition or fact which would prevent it from carrying
out and performing its obligations and agreements under this Agreement; provided that this
representation does not extend to the performance by the City, or other third parties not under Master
Developer's control, whose acts or approvals are necessary in order that Master Developer may
perform its obligations and agreements.
2.2 Covenants of Master Developer.
Master Developer covenants and agrees as follows:
(a) Master Developer will seekto obtain, in atimely manner, all required permits, licenses and approvals
necessary for the work contemplated by this Agreement and will seekto meet, in atimely manner, all
requirements of all local, state and federal laws and regulations which might be obtained or met before
improvements on the various Phases can be lawfully constructed.
(b) The Project, the construction of improvements therein and the use of such improvements, will be, at all
times, in accordance with this Agreement and the Project Documents.
(c) All improvements in all Phases will be constructed by various Successor Developers pursuant to Site
Plans approved by the City.
(d) Prior to the construction of any improvements on any Phase, a Successor Developer will submit to
City for review and approval a revised Plat and Site Plan for such Phase. Such revised Plat and Site
Plan must conform to this Agreement unless City has specifically approved changes therein usingthe
amendment process as set forth in this Agreement. Construction of improvements in any Phase must
then comply with the Site Plan as approved. City reserves the right to impose other reasonable
requirements as to a Site Plan for any Phase and, under appropriate circumstances, require a Phase
Development Agreement.
City Council Meeting 09-08-03 12
(e) Concurrent with the issuance of a building permit for any improvements in any Phase, a Successor
Developer must pay to the City a park dedication fee calculated pursuant to City Code Chapter 26,
Article III Chapter 3 provided however such fee will be calculated based on avalue of $8.00 per square
foot for all real property in Phases 2 , 6A, 6B and 7.
(f) Master Developer agrees that it will cause a Successor Developer to construct at least 50 units of
affordable housing on Phase 5 (Outlot B) subjectto the Successor Developerfor such Phase receiving
an allocation of Low Income Tax Credits from the Minnesota Housing Finance Agency in December,
2003 in an amount reasonably determined by Successor Developer to be necessary to construct such
affordable housing. Forpurposes ofthis requirement, "affordable housing" means thatthe rental units
will be occupied or held for occupancy by persons or families whose income does not initially, upon
occupancy, exceed 50% of the area median income. The rents charged for each unit occupied by low
income tenants shall not exceed the fair market rent permitted under the Section 8 Program for units
with an equal number of bedrooms. Master Developer also agrees that it will cause a Successor
Developer to construct at least 50 units of affordable "for sale" housing on Phase 1 (Outlot H). For
purposes ofthis requirement, "affordable housing" means housing with a selling price equal to the base
price as determined from time to time under the Metropolitan Council Guidelines for Affordability.
The affordable housing must have exterior materials and finishes of substantially the same quality,
appearance and architectural style and integrity as the surrounding structure in such Phase and the
interior improvements and the quality of the affordable housing shall be decent, safe, sanitary, of
adequate size for the number of occupants for each kind of unit or housing and otherwise be satisfactory
to the City in its reasonable judgment.
(g) Each Successor Developer must obtain from the City all necessary grading permits as required by City
Ordinance.
(h) Master Developer or Successor Developer shall pay all real property taxes and all installments of
assessments payable therewith with respect to all parts ofthe Project Property acquired and owned by it
payable pursuant to the provisions of any statutory or contractual duty that shall accrue subsequent to
the date of its acquisition oftitle to the Project Property (or partthereof) and until title to the property is
vested in another person.
(i) Master Developer will immediately file the Plat in the county land records which must occur by no
later than September 30, 2003.
(j) As to Outlot I in Phase 1, at all times, at least 75% of the total square footage of such Outlot must be
used for open space, green space, playground or tot lot and Master Developer or Successor Developer
will cause a private covenant to be filed or recorded against such Outlot which covenant must have a
term of least 30 years and which covenant limits the use of such Outlot as described herein. Such
private covenant must be approved by the City prior to being filed or recorded in the county land
records.
(k) Master Developer or Successor Developer will avoid damaging or altering any public facilities and
public utilities within the Project and Master Developer or any Successor Developer will replace or
repair any public facilities or public utilities so damaged or altered during the construction of
improvements on any Phase in accordance with the technical specifications standards and practices of
the City.
3. CONSTRUCTION OF CITY IMPROVEMENTS.
3.1 Using the proceeds of the Public Improvement Bonds, the City will construct the City Improvements
and certain improvements on adjacent property. The construction of the City Improvements will
City Council Meeting 09-08-03 13
commence on approximately September 25, 2003 and should be completed pursuantto the following
schedule:
Proposed Proposed
Construction Construction
CituImprovementProject Start Date Completion
Kennard Street Improvements, C.P. 03-04 Sept 2003 July 2004
County Road D Realignment Project, C.P. 03-07 Oct. 2003 July 2005
County Road D Reconstruction Project, C.P. 03-08 Sept 2006 Sept 2008
Legacy Parkway Improvements, C.P. 03-26 May 2004 July 2005
Hazelwood Street Reconstruction, C.P. 01-16 May 2004 July 2005
Lake Links Trail Corridor Improvements May 2004 July 2005
3.2 The special assessments for City Improvements that will be charged to the Project will be $6,208,709
pursuantto the Schedule attached hereto as Exhibit F ("Assessment Schedule").
4. ASSESSMENT AGREEMENT.
4.1 Minnesota Statutes, Chapter 429, authorize the City to assess the Project Property, as well as other
benefited properties, for the cost of the City Improvements and other improvements. Master
Developer agrees that the fair share of the cost of the City Improvements is, at least, $6,208,709 and
that the City Improvements will benefit the Project Property in at least the amount of $6,208,709.
Master Developer hereby consents to the assessment of $6,208,709 against the Project Property
pursuant to Minnesota Statutes Chapter 429 and waives any and all procedural and substantive
objections to special assessments in that amount including, but not limited to, notice and hearing
requirements in a claim that the amount of the special assessments exceeds the benefit to the Project
Property. Master Developer also waives any appeal rights otherwise available pursuantto Minnesota
Statutes Section 429.081. Subject to the provisions of Section 6 hereofrelatingto financial incentives
provided to Master Developer, Master Developer agrees to pay the installments of special
assessments certified for payment with annual real estate taxes when and as they become due. If the
cost of the City Improvements is greater than anticipated, City hereby waives the right to levy an
assessment against the Project Property in an amount greater than $6,208,709 to finance the City
Improvements and the rightto levy supplemental assessments against the Project Property for the cost
of the City Improvements pursuantto Minnesota Statutes Section 429.071. At such time as the City
and the Master Developer execute the Plat, including any replats ofthe Project Property, the City will
allocate or reallocate any special assessments pending or levied againstthe Project Property among the
various Lots and any subsequent replats as per the Assessment Schedule.
City Council Meeting 09-08-03 14
4.2 Under Minnesota Statutes, Chapter 429, the City can cause the amounts assessed against the Project
Property to be payable in a single installment or equal annual installments extending over a period not
to exceed 15 years. The City agrees that the assessments levied against the Project Property will be
payable in equal annual assessments extending over a period notto exceed 15 years. The interest rate
on such assessment shall not exceed 6%. Provided however, Master Developer agrees thatthe entire
balance of any assessments against any Lot in the Project Property will be paid in full upon the earlier
ofthe sale or other transfer (including, but not limited to, conveyance of equitable ownership pursuant
to a Contract for Deed) of such Lot or, at such time as a building permit for such Lot is issued by the
City unless in connection with such conveyance, Master Developer requests thatthe City consentto
having such assessments assumed by a Successor Developer and such Successor Developer provides
adequate assurances to City thatthe installments of special assessments attributable to such Phase shall
be paid in the normal course. If Master Developer conveys or otherwise transfers ownership of a Lot
before the City levies the assessments and City has not agreed that the assessments can be paid in
installments, Master Developer can satisfy its obligations underthis Section by depositing an amount
equal to or greater than 100% of the amount assessed against such Lot pursuant to the Assessment
Schedule, with a title insurance company pursuant to an Escrow Agreement which obligates the title
insurance company to pay the City or to pay offthe assessments within 30 days ofthe date thatthe City
levies the assessment.
5. PARK AND TRAIL MATTERS.
5.1 By no later than December 31, 2003, Master Developer will convey Outlot F to the City for park
purposes by Warranty Deed at no cost to the City. In addition, by no later than December 31, 2003,
Master Developer will convey to the City the Trail Easement over and across that part of the Project
described on Exhibit G attached hereto ("Trail Easement Description") with terms and conditions
reasonably satisfactory to City at no cost to the City. These conveyances are in addition to and not in
lieu of the payment of Park Dedication Fees.
5.2 After such conveyances, City will constructthe City Improvements relating to Parks and Trails. City
will pay the cost of such City Improvements from the proceeds of the Public Improvement Bonds and
such costs are included in the special assessments charged against the Project pursuantto Section 3.2
hereof.
5.3 All Lake Links Trail Corridor Improvements will be ADA compliant.
6. FINANCIAL INCENTIVES FOR MASTER DEVELOPER.
In consideration of the Master Developer acquiring the Project Property and developing the
Project either directly or through Successor Developers, City agrees to provide financial
incentives to the Master Developer and the Project in the total amount of $3,800,000 as follows:
(a) From the proceeds of the sale of the Public Improvement Bonds, $912,000 in payment for Master
Developer dedicating all of the public rights of way in Project Property as set forth on the Plat and;
(b) The issuance by the City of a Note in favor of Master Developer in the original principal amount of
approximately $2,888,000 ("Note"), to evidence the obligation ofthe City to repay a loan made to City
by the Master Developer in connection with the City purchasing part of the real property that will be
developed as the Project from the current owner for the amount of $2,888,000. The City will use the
proceeds ofthe sale ofthe Tax Abatement Bonds to repay the Note pursuantto the terms of the Note, a
form of which is attached hereto as Exhibit A and also pursuant to those additional terms and
conditions as set forth as Section 6.2 below.
City Council Meeting 09-08-03 15
6.1 City will pay the $912,000 described at Section 6(a) above by paying off $912,000 of
special assessments levied against Phase 1 of the Project at such time as a Successor
Developer closes on the financing and buildingpermits are issued by the City in connection
with the development ofthe improvements on such Phase 1. Assumingthatthe assessments
are levied at such time, Master Developer will receive a credit from the City in connection
with the lump sum payment of the assessments levied against Phase 1 and Master
Developer or Successor Developer will be required to pay the remaining assessments so
thatthe assessments on such Phase 1 are paid in full priorto commencement ofconstruction
on such Phase. If at the time of the closing, such assessments are pending, City agrees to
place $912,000 in escrow with atitle company so long as Master Developer or Successor
Developer places into escrow any and all amounts necessary to pay off the assessments
allocated to Phase 1 under the Assessment Schedule together with all other amounts required
by title company. As soon as such assessments are levied, title company will make
appropriate payments as required underthe Escrow Agreementto pay offthe assessments in
full.
6.2 In connection with the Note described at Section 6(b) above, the obligations of the parties are as
follows:
(a) City will obtain title to the real estate for part of the Project from the current owner of such parcels
through a partial assignment of Master Developer's rights (but not obligations) under the purchase
agreement between Master Developer and the current owner.
(b) Master Developer will loan to City the amount of $2,888,000 to purchase such real estate ("Loan").
City will deliver the Note to Master Developer to evidence the Loan.
(c) City will immediately convey such real estate to Master Developer by quit claim deed for $1.00.
(d) Master Developer will be responsible for the payment of all fees and taxes, (except those that the
current owner has already agreed to pay), in connection with the two conveyances described herein.
(e) In connection with any Phase of the Project other than Phase 1, upon submission to the City of
evidence of financing for each such Phase and the issuance of a building permit for the Improvements
on such Phase, the City will pay the Master Developer from Abatement Bond proceeds, atthe closing
of the financing for the construction of Improvements on such Phase, a portion of the Loan in an
amount equal to 47% of the special assessments pending or levied against such Phase up to a total
amount of $2,888,000. Master Developer or Successor Developer shall simultaneously pay the
remaining amount of such assessments and apply the sums it receives from the City to prepay the
pending or levied special assessments related to such Phase so as to cause the assessments against such
Phase to be paid offin full. In the alternative, if City has agreedthat special assessments attributable to
such Phase can be paid in installments as certified to the County, such funds shall be placed in a special
account ("Assessment Account") established by the City to be used by the City to pay the special
assessments against such Phase as they become due and payable in installments and City will receive a
credit against the Note for the amount placed in the Assessment Account that City would have
otherwise paid to Developer. City shall have no obligation to make such installment payments from the
Assessment Account if Master Developer or Successor Developer does not deliver to City its portion
of the installments of special assessments prior to the date that such installments become due and
payable. Any interest or penalties that accrue as a result of a late payment of installment shall be the
responsibility of Master Developer or Successor Developer but to the extent that there are amounts
remainingunpaidunderthe Note, City can use such amounts to pay special assessments as installments
together with interest and penalties as they come due.
City Council Meeting 09-08-03 16
(f) Upon such payment of any such amounts by the City to the Master Developer or into the Assessment
Account, such payment will be credited against the amountthe City owes under the Note until the Note
has been paid in full.
(g) The Note shall be a special and limited obligation ofthe City and not a general obligation ofthe City,
and City shall have no obligation to make any payments due under the Note except as provided in this
Section 6.2 to the extent of available proceeds of the Tax Abatement Bonds.
(h) If amounts in the debt service fund established under the Abatement Bond Resolution for the payment
of the Tax Abatement Bonds ("Abatement Bond Fund") is insufficient to make payments of the
principal of and interest on the Tax Abatement Bonds when due, the City will apply the undisbursed
proceeds of the Tax Abatement Bonds to such payments when due and payable. Payments of the
principal of and interest on the Tax Abatement Bonds from Tax Abatement Bond proceeds due to
shortfalls in the Abatement Bond Fund shall be credited against the amount the City owes under the
Note until the Note has been paid in full.
(i) If either of the following occur:
(i) Master Developer or Successor Developer is in default under this Agreement and the default is not
cured under the terms of this Agreement; or
(ii) Any amount of the Note remains unpaid as of September 8, 2013
the City's obligations under the Note shall terminate and be of no further force and
effect.
INSURANCE, CASUALTY LOSS AND INDEMNIFICATION.
7.1 Insurance. Master Developer will maintain or cause the following insurance to be maintained:
Occurrence based comprehensive general liability insurance (including operations, contingent liability,
operations of subcontractors, completed operations and contractual liability insurance) together with an
Owner's Contractor's Policy insuring against claims for death, bodily injury and property damage with
coverage in amounts not less than $2,000,000 per occurrence and $3,000,000 in aggregate (to
accomplish the above-required limits, an umbrella excess liability policy maybe used). All insurance
required by this Section 7.1 shall be taken out and maintained in responsible insurance companies
selected by the Master Developer which are authorized underthe laws ofthe State to assume the risks
covered thereby. The Master Developer will deposit annually with the City a certificate from the
insurer, in aform reasonably acceptable to the City, evidencing that the insurance required under this
Section 7.1 is in force and effect. Each policy shall contain aprovision thatthe insurer shall not cancel
or modify it without giving written notice to the Master Developer and the City at least thirty (30)
days before the cancellation or modification becomes effective. The policies of insurance referenced in
Sections 7.1.
7.2 Release. Defense and Indemnification Covenants. The Master Developer releases the City and its
respective council members, officers, agents, servants and employees thereof (hereinafter, for purposes
ofthis Section 7.4, the "Indemnified Parties")from any claims for loss or damage to property or for any
injury to or death of any person occurring at or about the Project Property after the Effective Date
provided that such claim arises from the performance of the Master Developer's obligations under this
Agreement. The Master Developer agrees to defend the Indemnified Parties from and against any
claims for loss or damage to property or for any injury to or death of any person occurring at or about
the Project Property after the Effective Date except for claims alleging intentional misconduct on the
part of the Indemnified Parties. The Master Developer agrees to indemnify the Indemnified Parties
City Council Meeting 09-08-03 17
from any liability, cost or expense arising out of loss or damage to property or injury to or death of any
person occurring at or about the Project Property except for liability, costs or expenses a court of
competent jurisdiction imposes upon an Indemnified Party as a result of the Indemnified Parties'
negligence or intentional misconduct.
8. MORTGAGE FINANCING.
8.1 Right to Mortgage. The Master Developer or Successor Developer may not mortgage its interest in
the Project Property or any part thereof before the City or the Master Developer has recorded this
Agreement. After the City or the Master Developer records this Agreement, the Master Developer or
Successor Developer may (notwithstanding the provisions of Section 9.1) mortgage its interest in the
Project Property or any part thereof provided the Mortgage includes the mortgagee's express
acknowledgement that its interest in the Project Property is subject to the terms of this Agreement.
8.2 Notice of Default; Copy to Mortgagee. Whenever the City is obligated to deliver a notice to the
Master Developer with respect to an Event of Default, the City will, at the same time, send a copy of
the notice to any mortgagee ifthe mortgagee has provided the City with written notice ofthe existence
of its Mortgage and an address to which the notice should be sent.
8.3 Mortgagee's Option to Cure Events of Defaults. The City agrees to accept from any mortgagee any
payments or the performance of any obligations necessary to cure an Event of Default as though
Master Developer had tendered such payment or performance.
8.4 City's Option to Cure Default on Mortgage. Master Developer must cause any Mortgage to provide
that, if the Master Developer defaults under the Mortgage, the mortgagee must, before commencing
proceedings to foreclose the Mortgage, notify the City in writing of:
(a) the fact of the default;
(b) the elements of the default; and
(c) the actions required to cure the default.
If the default under such Mortgage entitles the mortgagee to foreclose upon the Project or any portion thereof, and
any applicable grace periods have not expired, the mortgagee must grant the City the right to cure the default upon
the same terms as the Master Developer but City will have no obligation to do so.
9. ASSIGNMENT AND TRANSFER.
9.1 Status of Master Developer: Transfer of Substantially All Assets. The Master Developer will
maintain its existence as a limited liability company and will notwind up or otherwise dispose ofall or
substantially all of its assets; provided, however, the Master Developer may sell or otherwise transfer
to another entity organized under the laws of one of the United States or to an individual, all or
substantially all of its assets as an entirety and thereafter wind up and be discharged from liability
hereunder if such transferee entity or individual ("Assignee of Master Developer" as opposed to
Successor Developer) assumes in writing, for the benefit of the City, all of the obligations of the
Master Developer under this Agreement so long as City reasonably consents to such sale or transfer in
writing. Master Developer must submit to the City in connection with the City's consent to such sale
or transfer, information about the Assignee of Master Developer indicating the Assignee of Master
Developer's ability to carry out the Master Developer's obligations under the Development
Agreement, together with:
City Council Meeting 09-08-03 18
(i) all instruments and other documents involved in effecting the sale or transfer of any interest in this
Agreement or the Project; and
(ii) all of City's reasonable costs including attorney's fees in connection with such review and approval.
9.2 Transfer to Successor Developer.
(a) During the term of this Agreement, the Master Developer may sell, convey or transfer any Phase or
parcel ofthe Projectto a Successor Developerwithouttheprfor written approval ofthe City so long as
the requirements of Section 9.2(b) are satisfied.
(b) In connection with any sale or transfer to a Successor Developer:
(i) Any proposed Successor Developer must have the qualifications and financial capacity, in the
reasonable judgment of the City, necessary and adequate to perform its obligations under this
Agreement as to the Phase or parcel in question.
(ii) Any proposed Successor Developer, by instrument in writing satisfactory to the City and in form
recordable in the County land records, must, for the benefit of the City, expressly assume all of the
obligations of the Master Developer under this Agreement that by their nature must be assumed by a
Successor Developer and agree to be subject to all the conditions and restrictions to which the Master
Developer is subject under the terms of this Agreement as to the Phase or parcel in question.
(iii) The Master Developer must submit to the City, for the City's review and prior written approval, all
instruments and other documents involved in effecting the transfer of any interest in this Agreement or
the Project and Master Developer must pay all of City's reasonable costs, including attorney's fees in
connection with such review and approval.
(c) Upon request of Successor Developer, City will release the Successor Developer and the relevant
Phase or parcel involved fromthe terms and conditions ofthis Development Agreement, if appropriate,
by delivering to such Successor Developer a partial termination of this Agreement so long as new
documents are executed by Successor Developer that appropriately replace the terms of this
Agreement.
9.3 Release of Master Developer. The City's consent to a transfer pursuant to Section 9.2(b) does not
relieve the Master Developer from liability under this Agreement unless the City, in its sole and
absolute discretion, elects to execute a written agreement expressly releasing the Master Developer
from such liability as to the particular Phase that is the subject of such transfer.
10. EVENTS OF DEFAULT.
10.1 Events of Default. Each of the following is an Event of Default:
(a) Master Developer or Successor Developer's failure to fully perform one or more of its obligations
under this Agreement within the time period set forth in this Agreement for performance of the
obligation or, if no time period is set forth in this Agreement, within a reasonable time;
(b) Master Developer or Successor Developer's failure to observe any restriction or prohibition this
Agreement imposes upon the Party;
(c) Master Developer or Successor Developer's
City Council Meeting 09-08-03 19
(i) Filing of a petition in bankruptcy or for any reorganization, arrangement, composition, readjustment,
liquidation, dissolution or similar relief underthe United Stated Bankruptcy Act of 1978, as amended,
or under any similar federal or state law; or
(ii) Assignment of its assets for the benefit of its creditors; or
(iii) Admission, in writing, of its inability to pay its debts generally as they become due; or
(iv) Being adjudicated a bankrupt or insolvent.
(d) If a petition or answer proposing the adjudication ofthe Master Developer or Successor Developer as
a bankrupt or the Master Developer or Successor Developer's reorganization under any present or
future federal bankruptcy act or any similar federal or state law is filed in a court of competent
jurisdiction and the petition or answer is not discharged or denied within 90 days after its filing;
(e) A receiver, trustee or liquidator of the Master Developer or Successor Developer is appointed in any
proceeding brought against the Master Developer or Successor Developer and is not discharged
within 90 days after such appointment or ifthe Master Developer or Successor Developer consents to
or acquiesces in such an appointment.
(f) Master Developer or Successor Developer's default in the performance of one or more of its
obligations under a Mortgage filed against the Project Property or any Phase therein.
10.2Notice. If an Event of Default occurs, City may not pursue any of the remedies described in Section
10.3 unless the City provides the Master Developer or Successor Developer with written notice ofthe
existence of the Event of Default, and Master Developer or Successor Developer fails to cure the
Event of Default described in the notice and any Event of Default occurring after the delivery of the
notice within the later of:
(a) 30 days after the effective date of the notice;
(b) 30 days after the effective date ofthe notice if the Event of Default is not reasonably curable within 30
days and the Master Developer does not commence the cure of the Event of Default within 30 days
after the effective date of the notice;
or
(c) within a reasonable time if a cure has been commenced within 30 days but such Event of Default is not
cured within a reasonable time.
10.3Remedies. If an Event of Default exists, notice is given pursuant to Section 10.2 and the Master
Developer or Successor Developer fails to cure the Event of Default and any subsequent Events of
Default first arising after the delivery of the notice of default within the period provided for in Section
10.2, the City may:
(a) Attempt to cure or engage third parties to attempt to cure the default. If the City attempts to cure or
engages a third party to attempt to cure, the City may notify the Master Developer or Successor
Developer, in writing, of the costs and expenses it incurs in its attemptto cure orto engage athird party
to attempt to cure the Event of Default and the defaulting Party must reimburse the City for those costs
within five Business Days of the Master Developer or Successor Developer's receipt of the notice
stating the amount of the costs.
City Council Meeting 09-08-03 20
(b) Terminate this Agreement by written notice to the Master Developer or Successor Developer.
Termination ofthis Agreement does not, however, terminate the provisions of Sections 4.1 and 4.2 and
other Sections which by their notice should survive.
(c) Pursue any remedies available at law or in equity to recover the damages the City has suffered or will
suffer as a result of the Master Developer or Successor Developer's default under this Agreement or
to compel the Master Developer or Successor Developer's specific performance of its obligations or
observance of restrictions set forth in this Agreement.
(d) Send the notice required under the Note stating that the Note and the City's obligations thereunder have
terminated.
(e) Suspend the issuance of any permits or approvals needed for the Project or for the construction of
Improvements in any Phase thereof.
10.4Claims for Misrepresentation. If the City determines that one or more of the representations the
Master Developer under this Agreement was false, when made, City may commence an action in a
court of competent jurisdiction and pursue any remedies available at law or in equity against the
Master Developer without regard to the notice and cure provisions set forth in Section 10.2.
10.5No Remedy Exclusive. No remedy herein conferred upon or reserved to the City is intended to be
exclusive of any other available remedy or remedies, but each and every such remedy is cumulative and
is in addition to every other remedy given under this Agreement or now or hereafter existing at law or
in equity or by statute. No delay or omission to exercise any right or power accruing upon any default
impairs any such right or power or shall be construed to be a waiver thereof, but any such right and
power maybe exercised from time to time and as often as may be deemed expedient.
10.6No Implied Waiver. If the City waives its rightto require Master Developer or Successor Developer
to perform an obligation or observe a restriction setforth in this Agreement, the waiver is limited to the
particular default so waived and is not deemed to waive any other concurrent, previous or subsequent
default hereunder.
10.7Agreementto Pay Attorneys' Fees and Expenses. Whenever any Event of Default occurs and the City
employs attorneys or incurs other expenses for the enforcement or performance or observance of any
obligation or agreement on the part of the Master Developer or Suceessor Developer herein
contained, the Party in default agrees that it shall, on demand therefor, pay to the City the reasonable
fees of such attorneys and such other expenses so incurred by the non-defaulting Party.
11. MISCELLANEOUS PROVISIONS.
11.1 Titles of Articles and Sections. Any titles of the several sections ofthis Agreement are inserted for
convenience of reference only and shall be disregarded in construing or interpreting any of its
provisions.
11.2Notices and Demands. Any notice, demand or other communication required or permitted under this
Agreement is effective two Business Days after it is sent, via registered or certified mail, postage
prepaid, return receipt requested or one Business Day after it is sent via overnight delivery service; and
(a) in the case of the Master Developer, is addressed to the Master Developer at:
Legacy Holdings-MW LLC
C/O The Hartford Group
City Council Meeting 09-08-03 21
12100 Singletree Lane, Suite 112
Eden Prairie, Minnesota 55344-7933
Attention: President
(b) in the case of the City, is addressed to or delivered personally to the City care of:
City of Maplewood, Minnesota
1830 East County Road B
Maplewood, Minnesota 55109-2797
Attention: City Manager
or at such other address with respect to any such party as that party may, from time to time, designate in writing and
forward to the other, as provided in this Section. If a notice is delivered by means other than registered or certified
mail or overnight delivery, the notice is effective as of the date the City Administrator of the City in the case of
notices to the City or an officer or other appropriate representative of the Master Developer, in the case of notices
to the Master Developer, actually receives the notice.
11.3Counterparts. The City and the Master Developer may execute separate counterparts of this
Agreement and exchange original signature pages to create fully executed counterparts of this
Agreement. For purposes of contractformation, aParty's delivery of an original signature page to the
other party shall constitute delivery of this Agreement.
11.4Amendment. This Agreement may not be amended unless the amendment is set forth in writing in an
instrument executed by authorized representatives of the City and the Master Developer.
11.5Merger and Relationship with Other Documents. This Agreement and other documents incorporated
herein express the entire agreement among and between the City and the Master Developer with
respect to the Master Developer's development of the Project and any and all prior agreements,
whether written or oral, are merged herein.
11.6Law Governine. This Agreement will be governed and construed in accordance with the laws of the
State.
11.7City Approval. Any approval, execution of documents, or other action to be taken by the City pursuant
to this Agreement, for the purpose of carrying out the terms of this Agreement or for the purpose of
determining the sufficiency of the Master Developer's performance under this Agreement, may be
made, executed or taken by City Council.
11.8Memorandum and Binding Effect. Contemporaneously with the execution of this Development
Agreement and if requested by either City or Master Developer, the parties will execute and the City
may thereafter record a Memorandum of this Agreement in a form reasonably acceptable to both
parties. Otherwise, this entire Agreement will be recorded in the County Land Records against all of
the Project Property. The benefits and burdens of the covenants and restrictions set forth in this
Agreement run with title to the Project Property or any Phase or parcel thereof and inure to the benefit
of and are binding upon the City, the Master Developer and their respective successors and assigns
including any Successor Developer. Provided, however, any Successor Developer's burdens or
benefits will be specifically set forth in a document assigning Master Developer's rights and
obligations hereunder to such Successor Developer.
City Council Meeting 09-08-03 22
119Third Party Litigation. Each party will reasonably cooperate with the other party with respect to any
litigation third parties commence with respect to the Project.
11.10 Termination and Survival of Terms. This Agreement terminates as of the Termination Date;
provided, however, the Master Developer's obligations under this Agreement, survive the expiration of
this Agreement or the termination of this Agreement pursuant to Section 10.3(b) with respect to any
event, occurrence or circumstance existing prior to the date of such expiration or termination.
11.11 No Partnership. Nothing herein shall be construed to create a partnership or joint venture between or
among Master Developer or the City nor shall anything herein be construed to create a fiduciary
relationship between the parties as to any activity described herein.
11.12 Conflict of Interest. No member, official, or employee of the City shall have any personal interest,
direct or indirect, in this Agreement, nor shall any such member, official, or employee participate in any
decision relating to this Agreement which affects his or her personal interest or the interests of any
corporation, partnership, or association in which he or she is, directly or indirectly, interest. No
member, official, or employee of the City shall be personally liable to the Master Developer, any
successor in interest, in the event of any default or breach by the City, or for any amount which may
become due to the Master Developer, its successor or on any obligations under the terms of this
Agreement. No employee, agent, partner, member or shareholder of the Master Developer shall be
personally liable to the City in the event of any default or breach by the Master Developer or for any
amount which may become due to the City or on any obligations under the terms of this Agreement.
[Remainder ofPage Intentionally LeftBlankJ
Dated:
CITY OF MAPLEWOOD, MINNESOTA, a Minnesota
statutory city.
By:
By:
STATE OF MINNESOTA)
COUNTY OF STEARNS )
): ss
The foregoing instrument was acknowledged before me this
_, 2003, by ,the
the
on behalf of said City.
day of
and
of the City of Maplewood, Minnesota
City Council Meeting 09-08-03 23
Notary Public
Dated:
LEGACY HOLDINGS-MW LLC, a Minnesota limited
liability company
By:
By:
STATE OF MINNESOTA)
COUNTY OF STEARNS )
[Separate Signature Page to DevelopmentAgreementJ
): ss
The foregoing instrument was acknowledged before me this
_, 2003, by ,the
the
Minnesota limited liability company on behalf of said company.
Notary
day of
and
of Legacy Holdings-MW LLC, a
[Separate Signature Page to DevelopmentAgreementJ
Exhibit A
Project Property
City Counci109-08-03 24
Lots 1 to 15 inclusive; Lots 22 to 36 inclusive; All in Block 2; Lots 3 to 7 inclusive;
Lots 30 to 36 inclusive; All in Block 3; All in Dorle Park;
Lots 16 to 21 inclusive; Block 2, Dorle Park;
Lots 1 and 2, Block 3, Dorle Park, together with that part of the south half of vacated Dorle Street lying between the northerly
extensions of the centerline of the vacated alley in said Block 3 and the east line of said Lot 1, and also together with the east
half of the vacated alley in said Block 3 lying between the westerly extensions of the north line of said Lot 1 and the south
line of said Lot 2;
The Northeast Quarter of the Northeast Quarter of Section 3, Township 29, Range 22; The Northwest Quarter of the
Northeast Quarter of Section 3, Township 29, Range 22, except the west 10 acres thereof.
Exhibit B
City Improvements
The City will construct the following City Improvements as a part of the Project.
Kennard Street Improvements (Beam Avenue to County Road D), City Project 03-04
This project includes the extension of Kennard Street from its current terminus
north of Beam Avenue to County Road D.
The following improvements are included as a part of this project:
• Construction of a two-lane divided urban section roadway between Beam Avenue and County Road D. The
roadway will be constructed to a parkway design including landscape amenities.
• Construction of a roundabout at the Legacy Parkway intersection.
• Construction of 6-foot wide concrete sidewalks along the east and west sides of the roadway.
• Installation of stone drainage improvements.
• Installation of sanitary sewer and watennain utilities.
2. County Road D Realignment (Hazelwood Street to TH 61), City Project 02-07
This project includes the reconstruction/realignment of County Road D between
Hazelwood Street and Trunk Highway 61. County Road D currently extends east
of TH 61, but does not connect to existing County Road D at Hazelwood Street.
This project includes the construction of this connection to make County Road D
a through street between Hazelwood Street and TH 61.
The following improvements are included as a part of this project:
• Construction of a four-lane divided urban section roadway between TH 61 and Hazelwood Street. The roadway
alignment will be as approved by the City on May 12, 2003.
• Realignment of Hazelwood Street from County Road D to approximately 500 feet south.
• Tum lane construction on TH 61 and the installation of a traffic signal at the new County Road D and TH 61
intersection.
• Storm sewer installation and storm water pond construction.
• Wetland mitigation area construction.
County Road D Reconstruction (Hazelwood Street to White Bear Avenue), City Project 03-08
This project includes the reconstruction of County Road D between Hazelwood
Street and White Bear Avenue.
City Counci109-08-03 25
The following improvements are included as a part of this project:
• Reconstruction of the roadway to a four-lane divided urban section design between Hazelwood Street and White
Bear Avenue.
• Construction of tum lanes at the Kennard Street, Southlawn Drive and White Bear Avenue intersections.
• Installation of a traffic signal at the Kennard Street and Southlawn Drive intersections.
• Construction of a 6-footwide concrete sidewalk along the south side of the roadway between Hazelwood Street and
Southlawn Drive.
4. Legacy Parkway Improvements (Kennard Street to Southlawn Drive), City Project 03-26
This project includes the construction of Legacy Parkway between Kennard Street
and Southlawn Drive.
The following improvements are included as a part of this project:
• Construction of a two-lane urban section roadway between Kennard Street and Southlawn Drive.
• Construction of an 8-foot wide bituminous trail or a 6-foot wide concrete sidewalk along all of the south side and a
portion of the north side of the roadway.
• Construction of an 8-foot wide bituminous trail loop around the perimeter of Outlot F.
• Installation of storm drainage improvements, including the construction of two storm water ponds on Outlot F.
• Installation of sanitary sewer and watennain utilities.
Hazelwood Street Reconstruction (Beam Avenue to County Road D), City Project 01-16
This project includes the reconstruction of Hazelwood Streetbetween Beam
Avenue and County Road D.
The following improvements are included as a part of this project:
Reconstruction of the roadway to a tluee-lane urban section design between Beam Avenue and County Road D. The
alignment will match the design included as a part of the County Road D Realignment project.
Construction of a 6-footwide concrete sidewalk along the east side of the roadway between County Road D and the
Lake Links Trail Corridor.
The attached drawing further details the proposed City Improvements.
City Counci109-08-03 26
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Exhibit C
Improvements in Lake Links Trail Corridor
The City will construct the following Lake Links Trail Corridor Improvements as a part of the Project.
Lake Links Trail Corridor Improvements
These improvements include the construction of an 8-foot wide bituminous trail
through the Project site between Hazelwood Street and Legacy Parkway along a
proposed Trail Easement. The trail alignment will run east/west, generally
following the existing power line easement. The Master Developer will provide rough
grading for the proposed trail. The project will also include the construction of a
concrete box culvert underpass crossing of Kennard Street.
2. Legacy Parkway Trail Improvements, City Project 03-26
These improvements include the construction of an 8-foot wide bituminous trail
loop around the perimeter of the wetlands and storm water ponds on Outlot F.
Other Sidewalk and Trail Improvements
Other sidewalk/ttail construction included as a part of the City Improvements is
as follows:
• Construction of a 6-footwide concrete sidewalk along the south side of County Road D between Hazelwood Street
and Southlawn Drive.
• Construction of 6-foot wide concrete sidewalks along the east and west sides of Kennard Street between Beam
Avenue and County Road D.
• Construction of a 6-foot wide concrete sidewalk along the east side of Hazelwood Street between County Road D
and the Lake Links Trail Corridor.
• Construction of an 8-foot wide bituminous trail or a 6-foot wide concrete sidewalk along all of the south side and a
portion of the north side of Legacy Parkway.
The attached drawing further details the proposed Lake Links Trail Corridor.
City Counci109-08-03 28
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Exhibit D
Permitted Encumbrances
LARKkP1.y t'.OFFMAN, L}Al~'i' & LI?*tt?GREN, I.TD.
City of Maplewood
1?ate 3
materiality, re nobleness, good faith and fail dealing in each Casa regardless of whether enforceattilty
is conside€ed in a proceedirtg in equi#y or law.
{c} C ain rctnediaB and waiver provisions of the fyevelopntcnt agreement ntay~ he
unenforceatrle, ltut the inclusion of such. provisions therein does not affect the validity of other provisons
ofzhc development A ement~
(dl 1Ye express rto opinion ss To the fills to any property or as to the czeakion, perfectien or
priority oCarty surity interest, mortgage, oz Ilan.
ur opinion is limited to the specific opinions set forth herein and is limited in all. respecis to laws
and. facts existing on the date of this letter, 14c disavow arty olsligation to update this opinion letter at
advise you of any changes. in onr opinions in the event of changes in applicable lau°s c+r facts caz if
addikonal or newly discovered information is L?rough# #o our attention. In the event that any of the facts
are different from those which have been fumis6ted to us and upon which e trays relied, t#te opinions as
sal forth canntst be reified upon.
This opinion letter is provided to you as a legal opinion only and not as a f;uarantee or warranty of
the matters discussed herein o€ in kite doe ants referred kp herein. hlo opinion may be inferred or
implied beyond the matters expressly ska#ed herein or ihe€ein. `fhis opinion is solely fia€ your informa#ion
and is not to be quoted in whole or in part or ofhersvise referred tot, nor is it to be f led with or disclosed to
an}• Diller Berson without our prior wrikfeu consent. It may net be relied upon by any other person or in
any other transaction without our expzess prior written consent,
LAR1f St+l; Ht}FFMAN, I}AL~' & L1NUG tti, I~id.
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City Counci109-08-03
31
Exhibit G
Trail Easement
Legal Description
The Trail Easement will generally consist of a 20' wide easement following the proposed alignment of the Lake Links Trail
(See Exhibit C). The definitive legal description of the Trail Easement shall be finalized following completion of
construction of the Trail Improvements.
Exhibit H
Note
No.
$2,888,000.00
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF RAMSEY
IN AND FOR THE CITY OF MAPLEWOOD
TAX ABATEMENT NOTE
(LEGACY HOLDINGS LLC-LEGACY VILLAGE PROJECT)
The City of Maplewood, Minnesota ("City"), hereby acknowledges itself to be indebted
and, for value received, hereby promises to pay the amount of $2,888,000.00 ("Principal Amount") to
Legacy Holdings LLC (the "Master Developer") but only in the manner, at the times, from the sources
of revenue, and to the extent hereinafter provided and as further provided in that certain Development
Agreement, Effective Date of September 8, 2003, as the same maybe amended from time to time by and
between the City and the Master Developer (the "Development Agreement").
The Principal Amount shall bear no interest during the term of this Note.
The Principal Amount shall be repaid to Master Developer by City only pursuant to the
provisions of Section 6.2(e), (f) and (h) of the Development Agreement.
This Note is a special and limited obligation of the City and not a general obligation of
the City and City will have no obligation to make payments due under this Note except as provided in
Section 6.2 of the Development Agreement to the extent of available proceeds of the Tax Abatement
Bonds as defined in the Development Agreement.
This Note shall terminate and be of no further force and effect upon the occurrence of:
(a) Payment in full of the Principal Amount by the City to Master Developer;
(b) An Event of Default under the Development Agreement occurs and City provides Master
Developer with a notice stating that an Event of Default under the Development
Agreement has occurred and such Event of Default has not been cured pursuant to the
terms of the Development Agreement.
(c) Any Principal Amount remains unpaid as of September 8, 2013.
This Note is issued by the City in aid of financing a project pursuant to and in full
conformity with the Constitution and laws of the State of Minnesota, including the Tax Abatement Act.
City Counci109-08-03 32
Any notice required to be given under the terms of this Note must be in writing and is
effective two (2) business days after it is sent via registered or certified mail, postage pre-paid, return
receipt requested or one (1) business day after it is sent via overnight delivery service and in the case of
the Master Developer, is addressed to Master Developer at:
Legacy Holdings LLC
C/O The Hartford Group
12100 Singletree Lane, Suite 112
Eden Prairie, Minnesota 55344-7933
Attention: President
and in the case of the City, is addressed to the City at:
City of Maplewood, Minnesota
1830 East County Road B
Maplewood, Minnesota 55109-2797
Attention: City Manager
This Note maybe assigned only with the consent of the City. In order to assign the Note,
the assignee shall surrender the same to the City either in exchange for a new fully registered note or for
transfer of this Note on the registration records for the Note maintained by the City. Each permitted
assignee shall take this Note subject to the foregoing conditions and subject to all provisions stated or
referenced herein. No amendment hereunder shall be effective unless in writing signed by the City and
the Master Developer, and no waiver hereunder shall be effective unless in writing signed by the party
to be charged. Neither the failure on the part of the Master Developer in exercising any right or remedy,
nor any single or partial exercise of any other right or remedy, shall operate as a waiver.
IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things
required by the Constitution and laws of the State of Minnesota to be done, to have happened, and to be
performed precedent to and in the issuance of this Note have been done, have happened, and have been
performed in regular and due form, time, and manner as required by law; and that this Note, together
with all other indebtedness of the City outstanding on the date hereof and on the date of its actual
issuance and delivery, does not cause the indebtedness of the City to exceed any constitutional or
statutory limitation thereon.
IN WITNESS WHEREOF, City of Maplewood, Minnesota, by its City Council, has
caused this Note to be executed by the manual signatures of its Mayor and City Manager and has caused
this Note to be dated as of , 2003.
City Manager Mayor
CERTIFICATION OF REGISTRATION
It is hereby certified that the foregoing Note was registered in the name of Legaoy
Holdings LLC, and that, at the request of the Registered Owner of this Note, the undersigned has this
City Counci109-08-03 33
day registered the Note in the name of such Registered Owner, as indicated in the registration blank
below, on the books kept by the undersigned for such purposes.
NAME AND ADDRESS OF
REGISTERED OWNER
Legacy Holdings LLC
C/O The Hartford Group
12100 Singletree Lane, Suite 112
Eden Prairie, Minnesota 55344-7933
DATE OF
REGISTRATION
Seconded by Councilmember Juenemann
SIGNATURE OF CITY
MANAGER
Ayes-All
I (2). AWARD OF BIDS (Item aut of order due to Public Hearing rime schedule)
2. Award of Contract for Phase I Development of Afton Heights Park
a. City Manager Fursman presented the staff report.
b. Parks and Recreation Director Anderson presented specifics from the report.
Councilmember Koppen moved to allocate $800,000 to phase one of the Afton Heights Park
Project.
Seconded by Councilmember Collins
Ayes-All
Councilmember Koppen moved to award the phase one Afton Heights Park proiect bid to Carl
Bolander and Sons in the amount of $628.365.55 and the three alternates including completion
of the chain link fencing, five pedestrian benches, and ag lime warning tracks at a cost of
$59,620 or a total project award of $687,835.55. The remaining $110,000 will be for a five
percent contingency, playground equipment which will be awarded under separate contract, and
engineering design fees.
Seconded by Councilmember Collins Ayes-All
K(1). NEW BUSINESS
1. Atlantic Street Water Main, Project 03-16: Resolution Approving Plans and Soliciting
Quotes
a. City Manager Fursman presented the staff report.
b. City Engineer Ahl presented specifics from the report.
Councilmember Juenemann moved to adopt the following resolution for the Atlantic Street
Water Main, City Project 03-16: Approving Plans and Soliciting Quotes:
City Counci109-08-03 34
RESOLUTION 03-09-171
APPROVING PLANS AND SOLICITING QUOTES
WHEREAS, pursuant to resolution passed by the city council on August 25, 2003, plans and
specifications for Atlantic Street Water Main, City Project 03-16, have been prepared by the city
engineer, who has presented such plans and specifications to the council for approval,
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
MAPLEWOOD, MINNESOTA:
1. Such plans and specifications, acopy of which are attached hereto and made a part
hereof, are hereby approved and ordered placed on file in the office of the city clerk.
2. The city engineer is directed to solicit quotes from at least three contractors for the
improvements.
3. The council will consider the quotes, and the award of a contract, at the regular city
council meeting of September 22, 2003.
Seconded by Councilmember Koppen Ayes-All
M. COUNCIL PRESENTATIONS
1. Fall Clean-Up Date: Mayor Cardinal announced there will be a city fall clean up on
October 11 from 8:00 a.m. to 12:00 p.m. at Gethsemane Park. Fees will range from
$10.00 to $25.00.
2. Primary Election: City Clerk Guilfoile reminded residents of the Primary Election for
two Councilmember positions September 9, 7:00 a.m. to 8:00 p.m.
3. School Board Filing Dates: Mayor Cardinal announced the School Board filing deadline
of September 9~', 2003
N. ADMINISTRATIVE PRESENTATIONS
1. Canvass of Primary Election-Wednesday, September 10, 2003, 4:45 p.m. Council
Chambers
2. Volunteer Picnic-Wednesday, September 10, 2003, Battle Creek Park, 5:30 p.m. to 8:30
p.m.
H. PUBLIC HEARINGS (Continued) (Item out of order due to Public Hearing rime schedule)
2. 8:15 p.m. Kennard Street Improvements, Project 03-04:
a. Assessment Hearing
b. Resolution Adopting Assessment and Ordering Project to
Construction
a. City Manager Fursman presented the staff report.
b. City Engineer Ahl presented specifics from the report.
c. Mayor Cardinal opened the public hearing, calling for proponents or opponents. The
City Counci109-08-03 35
following person was heard:
None
d. Mayor Cardinal closed the public hearing.
Councilmember Koppen moved to adopt the following resolution adopting assessment and
ordering nroiect to construction for Kennard Street Improvements. Project 03-04:
RESOLUTION 03-09-0172
ADOPTING ASSESSMENT ROLL
WHEREAS, pursuant to a resolution adopted by the City Council on July 14th, 2003, calling for
a Public Hearing on August 25, 2003, regarding the proposed assessment roll for the Kennard Street
Improvements, City Project 03-04, and
WHEREAS, pursuant to proper notice duly given as required by law, and
WHEREAS, pursuant to a resolution adopted by the City Council on August 25, 2003,
continuing the Public Hearing to September 8, 2003, and
WHEREAS, a Public Hearing on the proposed assessments for the Kennard Street
Improvements, City Project 03-04, was held on September 8, 2003, pursuant to Minnesota Statutes,
Chapter 429, where the City Council has met and duly heard and passed upon all objections to the
proposed assessment and
WHEREAS, no property owners have filed objections to their assessments as required of
Minnesota Statutes, Chapter 429.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF MAPLEWOOD,
MINNESOTA:
1. The assessment roll for the Kennard Street Improvements, a copy of which is attached hereto and
made a part hereof, is hereby adopted. Said assessment roll shall constitute the special
assessment against the lands named therein, and each tract of land therein included is hereby
found to be benefited by the proposed improvement in the amount of the assessment levied
against it.
2. Such assessments shall be payable in equal annual installments extending over a period of 15
years, the first installments to be payable on or before the first Monday in January 2004 and shall
bear interest at the rate of 6.0 percent per annum for the date of the adoption of this assessment
resolution. To the first installment shall be added interest on the entire assessment from the date
of this resolution until December 31, 2003. To each subsequent installment when due shall be
added interest for one year on all unpaid installments.
The owner of any property so assessed may, at any time prior to certification of the assessment
to the county auditor, but no later than October 9, 2003, pay the whole of the assessment on such
property, with interest accrued to the date of the payment, to the city clerk, except that no
interest shall be charged if the entire assessment is paid within 30 days from the adoption of this
resolution; and they may, at any time after October 9, 2003, pay to the county auditor the entire
amount of the assessment remaining unpaid, with interest accrued to December 31 of the year in
City Counci109-08-03 36
which such payment is made. Such payment must be made before November 15 or interest will
be charged through December 31 of the neat succeeding year.
4. The city engineer and city clerk shall forthwith after October 9, 2003, but no later than October
31, 2003, transmit a certified duplicate of this assessment to the county auditor to be extended on
the property tax lists of the county. Such assessments shall be collected and paid over the same
manner as other municipal taxes.
5. The Kennard Street Improvements, City Project 03-04, are hereby ordered to be constructed and
the City Engineer is authorized to recommend a construction contract and easement acquisitions.
Seconded by Councilmember Juenemann Ayes-All
L. VISITOR PRESENTATIONS
None
A break was taken unril 8:30.
H. PUBLIC HEARINGS (Continued) (Item out of order due to Public Hearing rime schedule)
3. 8:30 p.m. County Road D Extension (Hazelwood to TH 61), City Project 02-07
County Road D Reconstruction (Hazelwood to Southlawn), City Project 02-
08
a. Public Hearing
b. Resolution Authorizing Preparation of Plans and Specifications and
Acquisition of Right of Way
a. City Manager Fursman presented the staff report.
b. City Engineer Ahl presented specifics from the report.
c. Karl Keel, consultant for the project, provided further specifics.
d. Mayor Cardinal opened the public hearing, calling for proponents or opponents. The
following persons were heard:
George Supan, 3050 Hazelwood Avenue North, Maplewood
George Rossbach, 1406 County Road C, Maplewood
Gerald Peterson, 3061 Hazelwood Avenue, Maplewood
Patt Goff, 865 Aspen Circle, Little Canada
e. Mayor Cardinal closed the public hearing.
Councilmember Koppen moved to adopt the following resolution authorizing the
nrenaration of nlans and snecifications and acquisition of rieht of way for the County Road D
Realignment Project. TH 61 to Hazelwood (Cit,~ject 02-07) and County Road D
Reconstruction. Hazelwood to Southlawn (City Proiect 03-081 and establishine a nroiect budeet
of $8,033,600
City Counci109-08-03 37
RESOLUTION 03-09-173
AUTHORIZING PREPARATION OF PLANS AND SPECIFICATIONS
AND AUTHORIZING ACQUISITION OF RIGHT OF WAY
WHEREAS, on December 9, 2002, the City Council selected an alignment for County Road D
between Hazelwood Street and Trunk Highway 61 (TH 61) and between TH 61 and Highridge Court,
City Projects 02-07 and 02-08, respectively, and
WHEREAS, pursuant to resolution of the council adopted May 12, 2003, a report has
been prepared under the direction of the city engineer with reference to the improvement of
County Road D between Hazelwood Street and Trunk Highway 61, City Project 02-07, and
County Road D between Trunk Highway 61 and Highridge Court, City Project 02-08 and this
report was received by the council on July 22, 2003, and
WHEREAS, the city engineer reported on the need for additional improvements for
the reconstruction of County Road D between Hazelwood and Southlawn as authorized in
City Project 01-15 and City Project 03-08, and
WHEREAS, the city council adopted a revision to the report for the segment of County
Road D between Hazelwood and Southlawn, City Project 03-08,
WHEREAS, the reports provide information regarding whether the proposed project is
necessary, cost-effective, and feasible,
WHEREAS, the City Engineer has reported that only Segment #1, County Road D
between Hazelwood Street and Trunk Highway 61, City Project 02-07 and Segment #4 and
#4a, County Road D between Hazelwood and Southlawn, City Project 03-08, are prepared
for the necessary public hearing portion,
WHEREAS, a resolution of the city council adopted the 22nd day of July, 2003, fixed
a date for a council hearing on the proposed street improvements for the County Road D
between Hazelwood and TH 61, City Project 02-07,and
WHEREAS, a resolution of the city council adopted the 11th day of August, 2003,
fixed a date for a council hearing on the proposed street improvements for the County Road
D between Hazelwood and Southlawn, City Project 03-08,and
WHEREAS the City Council has adopted resolutions extending the public hearing
dates until September 8, 2003, and
AND WHEREAS, ten days mailed notice and two weeks published notice of the
hearing was given, and the hearing was duly held on September 8, 2003, and the council
has heard all persons desiring to be heard on the matter and has fully considered the same;
Seconded by Councilmember Juenemann Ayes-Mayor Cardinal,
Councilmembers Collins, Juenemann
and Koppen
Nays-Councilmember Wasiluk
4. 8:57 p.m. Legacy Parkway Improvements (Kennard to Southlawn), City Project 03-26:
Resolution Authorizing Preparation of Plans and Specifications and
Acquisition of Right of Way
a. City Manager Fursman presented the staff report.
b. City Engineer Ahl presented specifics from the report.
a John Horn, Horn and Associates, provided further specifics.
d. Mayor Cardinal opened the public hearing, calling for proponents or opponents. The
City Counci109-08-03 38
following person was heard:
None
e. Mayor Cardinal closed the public hearing.
RESOLUTION 03-09-174
AUTHORIZING PREPARATION OF PLANS AND SPECIFICATIONS
AND AUTHORIZING ACQUISITION OF RIGHT OF WAY
WHEREAS, pursuant to resolution of the council adopted July 14, 2003, a report
has been prepared under the direction of the city engineer with reference to the
improvement of Legacy Parkway (Kennard to Southlawn), City Project 03-26, and this
report was received by the council on July 22, 2003, and
WHEREAS, the report provides information regarding whether the proposed
project is necessary, cost-effective, and feasible,
WHEREAS, a resolution of the city council adopted the 22nd day of July, 2003,
fixed a date for a council hearing on the proposed street improvements for Legacy
Parkway (Kennard to Southlawn), City Project 03-26, and
WHEREAS, a resolution of the city council adopted the 11th day of August,
2003, extended the public hearing date until September 8, 2003, and
WHEREAS, ten days mailed notice and two weeks published notice of the
hearing was given, and the hearing was duly held on September 8, 2003, and the
council has heard all persons desiring to be heard on the matter and has fully
considered the same;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
MAPLEWOOD, MINNESOTA, as follows:
1. That it is necessary, cost-effective and feasible, as detailed in the
feasibility report, that the City of Maplewood make improvements to Legacy Parkway
between Kennard and Southlawn, City Project 03-26.
2. Such improvement is hereby ordered as proposed in the council
resolution adopted the 8th day of September 2003.
3. The city engineer is designated engineer for this improvement and is
hereby directed to prepare final plans and specifications for the making of said
improvement.
4. The city engineer is authorized to acquire the necessary right of way and
easements for the making of these improvements by direct negotiations or by utilizing
the services of the city attorney for eminent domain proceedings if needed.
5. The finance director is hereby authorized to make the financial transfers
necessary to implement the financing plan for the project as detailed in the preliminary
report and revisions. A project budget of $1,352,850 shall be established. The
proposed financing plans is as follows:
Assessments $1,080,920
City General Tax Levy $ 271,930
TOTAL $1,352,850
Councilmember Koppen moved to establish a proiect budget of $1.352.850 for Le~acy Parkway
Improvements (Kennard to Southlawn). Cit,~ Project 03-26.
City Counci109-08-03 39
Seconded by Councilmember Juenemann
I. AWARD OF BIDS
Ayes-Mayor Cardinal,
Councilmembers Collins, Juenemann
and Koppen
Nays-Councilmember Wasiluk
1. Kennard Street Improvements, Project 03-04: Kennard Street Improvements, Project 03-
04: Resolution for Award of Bids
a. City Manager Fursman presented the staff report.
b. City Engineer Ahl presented specifics from the report.
Councilmember Juenemann moved to adopt the following resolution awarding a construction
contract in the amount of $878.178.63 is hereby awarded to Forest Lake contracting, and the
mayor and city manager are hereby authorized to execute said construction contract:
RESOLUTION 03-09-175
RECEIVING BIDS AND AWARDING CONSTRUCTION CONTRACT
APPROVING RIGHT OF ENTRY AGREEMENT
WHEREAS, pursuant to resolution passed by the city council on July 14, 2003, plans and
specifications for the Kennard Street Improvements, Project 03-04, have been approved, and
WHEREAS, pursuant to resolution passed by the city council on July 14, 2003, bids were
received and publicly opened and read aloud on August 28, 2003, as follows:
Contractor
Base Bid +Alt A
Alt. B Amount
$61,566.17
$60,260.28
$74,135.79
$78,339.68
$78,920.22
$79,267.00
• Forest Lake Contracting $ 878,178.63
• Park Construction $ 957,763.38
• FM Frattalone Exc & Grade $1,120,904.80
• ArntConstructionCo $1,147,839.69
• Palda& Sons, Inc. $1,156,524.73
• Engineer's Estimate $1,129,214.88
AND WHEREAS, the City Engineer was directed to acquire the necessary right of way and
easements for the constructing of said improvement, and
WHEREAS, a Development Contract and Final Plat of Legacy Village of Maplewood have been
approved between the City of Maplewood and the Hartford Group, Inc. for the development of the
Legacy Village of Maplewood site, and
WHEREAS, the final closing of the property has not been completed by the Hanford Group, Inc.
for the necessary right of way for Kennard Street, and
WHEREAS, a right of entry agreement, a copy of which is attached hereto, has been prepared
and executed by the current property owners and the Hartford Group, Inc.
City Counci109-08-03 40
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
MAPLEWOOD, MINNESOTA:
1. Said bids as opened on August 28, 2003 are hereby received and acknowledged.
2. A construction contract in the amount of $878,178.63 is hereby awarded to the lowest
responsible bidder, Forest Lake Contracting, and the mayor and city manager are hereby
authorized to execute said construction contract.
3. The finance director is hereby authorized to make the financial transfers necessary to
implement the financing plan.
4. Said right of entry agreement with the current property owners and the Hartford Group,
Inc. is hereby approved and the mayor and city manager are hereby authorized to execute
said agreement.
Seconded by Councilmember Collins Ayes-All
Councilmember Juenemann moved to approve the right of entr~ereement on the Hajicek
property
Seconded by Councilmember Collins Ayes-All
J. UNFINISHED BUSINESS
None
O. ADJOURNMENT
Councilmember Wasiluk moved to adjourn the meeting at 9:10 p.m.
Seconded by Councilmember Koppen Ayes -All
City Counci109-08-03 41