HomeMy WebLinkAbout8. Developement Agreement with Scott County HRA for the Northridge Court Apartments-Res. No. 03-03
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CITY OF SHAKOPEE
Memorandum
TO: City Council and Economic Development Authority
FROM: Paul Snook, Economic Development Coordinato~
SUBJECT: Development Agreement with the Scott County HRA for the
proposed Northridge Court Apartments development.
EDA Resolution No. 03-03; and City Council Resolution No.
5897, Approving the Execution and Delivery of a Development
Agreement between the Scott County Housing and Redevelopment
Authority, City of Shakopee and the Shakopee Economic
Development Authority
MEETING DATE: June 3, 2003
Introduction
The Economic Development Authority and City Council are asked to enter into a
Development Agreement with the Scott County HRA for the proposed Northridge Court
Apartments senior housing development project (resolutions and updated development
agreement will be on the table). This Development Agreement replaces the joint powers
agreement between the HRA City and EDA, which was agreed to on April 15th.
Background
At the April 15th meeting the EDA and City Council accepted the recommendation of the
Economic Development Advisory Committee to enter into a Preliminary Joint Powers
Agreement with the Scott County Housing and Redevelopment Authority for the
proposed Northridge Court Apartments development at the existing city parking lot at the
northeast quadrant of the Highway 69 and Fuller St intersection.
At the City Council workshop meeting of March 11 t\ at which the HRA project and an
update of the comprehensive plan / redevelopment recommendations from NAC were
presented, the City Council gave direction to move forward in negotiations with the HRA
to develop Northridge Court apartments. At the April 8, 2003 Economic Development
Advisory Committee meeting, the Scott County HRA presented the project, and the
EDAC recommended that the EDA and City Council enter the Preliminary Joint Powers
Agreement.
NorthridgeCtAptsEDAmemo3.doc
Discussion
Staff and legal counsel have reviewed the Development Agreement. The HRA would
issue the bonds for the project, with housing lease revenues to pay debt service. Security
for the bonds will include, in the following order:
a) A lien on net revenues ofthe Project;
b) An operating reserve fund in an amount equal to three months average operating
costs;
c) A debt service reserve fund equal to six months maximum annual debt service;
d) A maintenance and replacement reserve fund;
e) Ifnecessary, a pledge by the HRA of up to $70,000 of its special benefits tax levy
annually; and
f) The full faith and credit ofthe City.
In answer to a question raised by Council at the March 11 th workshop, if the City pledges
its full faith and credit, the bonds become general obligations of the City. If lease
revenues, reserve fund, debt service reserve fund, and pledge of the HRA special benefits
tax levy are insufficient to pay debt service, the City would be required to make payments
from any available funds, including a tax levy against all property in the City. This is
similar to the agreement on the River City Centre.
A "worst case" scenario would be the estimated average annual debt service of $430,000.
Therefore, $430,000 x 30 years (bond term) = $12,900,000. While this is certainly a worst
case, the likelihood of this happening is almost nil as it assumes that there is no rental
income, and no corrective action would be taken in the event of projections indicating
inadequate debt service coverage over the 30 year term. Also, the following information
(as contained in the project Q & A) should be kept in mind:
"The Authority will do an annual projection of cash flows based on then-current
conditions. If such cash flows don't show at least 1.05% debt service coverage, the
Authority will retain an outside consultant to make recommendations with respect to
operations and rents to enable the Authority to improve the debt service coverage ratio to
at least 1.05 to 1. The bond documents will require that an annual review is done that
looks at historical data and also looks forward for two (2) years. The review will offer
the Authority and the City the opportunity to assess the project's financial performance
and make adjustments as necessary. In addition, the typical casualty insurance, the
Authority will obtain one year's business interruption insurance to pay debt service
during any period when the project has been damaged and is being reconstructed. "
NorthridgeCtAptsEDAmemo3.doc
The Development Agreement will be updated with the following business points and
placed on the table at the June 3rd meeting as the execution copy for your consideration:
Ground Lease
. There will be no ground lease for this project. In place ofthe ground lease will be
a "trade" or property conveyance between the City and HRA; The City will
convey to the HRA the property on which the Northridge Court project will be
developed, and the HRA will convey to the City the property on which the 50 stall
city parking lot will be developed (after the improvements are completed).
39 Car Parking Lot
. The City and HRA will equally share the funding of a 39 stall public parking lot
where the former parks I recreation building now stands (the building will be
removed by the city).
Other Items
. Schedule: The HRA agrees to begin within 6 months of approvals being received
by the City, and that the total project will be completed within 12 months of that
date.
. Fuller Street Opening: The HRA will provide for this, and the City will undertake
the traffic signal changes in conjunction with Scott County.
. Costs: The City's costs for bond issuance will be reimbursed by the HRA.
However, by HRA practice, the City would be responsible for the other out of
pocket expenses incurred.
. Bonds: The $7 million in bonds to be issued by the HRA will count against the
$10 million annual bond limit for "bank qualified" borrowing. Combined with the
$2.215 million in bonds that were awarded at the May 20th council meeting, the
City should still be under the threshold. If the City should exceed $10 million in
2003 (not currently anticipated), the interest rates will be higher.
Options
EDA
1. Offer Resolution No. 03-03, Approving the Execution and Delivery of a
Development Agreement with the Scott County Housing and Redevelopment
Authority and move its adoption.
2. Do not offer Resolution No. 03-03.
3. Table and request additional information from staff and HRA
NorthridgeCtAptsEDAmemo3.doc
City Council
1. Offer Resolution No. 5897, Approving the Execution and Delivery of a
Development Agreement with the Scott County Housing and Redevelopment
Authority and move its adoption.
2. Do not offer Resolution No. 5897
3. Table and request additional information from staff and HRA
Recommendation
. HRA: Option No. 1
. City Council: Option No.1
Action Required
EDA
Offer Resolution No. 03-03, Approving the Execution and Delivery of Development
Agreement with the Scott County Housing and Redevelopment Authority and move its
adoption.
City Council
Offer Resolution No. 5897, Approving the Execution and Delivery of a Development
Agreement with the Scott County Housing and Redevelopment Authority and move its
adoption.
NorthridgeCtAptsEDAmemo3.doc
5/29/2003
DEVELOPMENT AGREEMENT
BETWEEN
SCOTT COUNTY HOUSING AND REDEVELOPMENT AUTHORITY,
CITY OF SHAKOPEE, MINNESOTA
AND
ECONOMIC DEVELOPMENT AUTHORITY
FOR THE CITY OF SHAKOPEE, MINNESOTA
This document was drafted by:
Leonard, Street and Deinard
Professional Association (BLP)
150 South Fifth Street
Suite 2300
Minneapolis, Minnesota 55402
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TABLE OF CONTENTS
Page
ARTI CLE I - D EFINITI 0 NS .................................................................................................................... 2
Section 1.1. Definitions............... ...................................................................................... ...................... 2
AR TI CLE II - REPRESENT A TI ONS ....................................................................................................... 4
Section 2.1. Representations by the HRA. ........................... .............. ...... ...... ....................... ..................4
Section 2.2. Representations and Warranties by the EDA.......................................................................4
Section 2.3. Representations and Warranties by the City. .......................................................................4
ARTICLE III - PROJECT; GROUND LEASE; PUBLIC IMPROVEMENTS; DEVELOPMENT
COMMITTEE................................................. ........ .............................................................................. ...... 5
Section 3.1. General..................... ................................................................................................. ......... 5
Section 3.2. Ground Lease.............. ........................................................................................................ 5
Section 3.3. Public Improvements........................................................................................................... 5
Section 3.4. Development Committee............................................ .... ...... .... .......... ................................. 5
Section 3.5. Notices............................................................................................................................. ... 5
AR TI CLE IV - PROJECT FINAN CIN G ................................................................................................. 6
Section 4.1. General. .... ................. ......... .................................................... ............................................6
Section 4.2. Bonds.................................................................................................................................. 6
Section 4.3. Surplus Revenues, Reimbursement to City................... ................... .................................... 6
Section 4.4. Project Management. .............. ...................... ......................................................................7
ARTI CLE V - INSURANCE; PILOT ......................................................................................................8
Section 5.1. Insurance.................... ........................................................................................ ................. 8
Section 5.2. PILOT................................................................................................................................. 9
ARTICLE VI - CONDITIONS PRECEDENT; EVENTS OF DEFAULT .........................................10
Section 6.1. Conditions Precedent. ................................................................................. ...................... 10
Section 6.2. Events of Default Defined.. ........ ......... ........... ............... ................ .......... ........ ..................1 0
Section 6.3. Remedies on Default. .......... .......................... ................................ ....................................1 0
Section 6.4. No Remedy Exclusive.......................................................................................................11
Section 6.5. No Additional Waiver Implied by One Waiver. ................................................................11
ARTICLE VII - ADDITIONAL PROVISIONS ....................................................................................12
Section 7.1. Conflict of Interests; HRA Representatives Not Individually Liable. ................................12
Section 7.2. Equal Employment Opportunity. ........................................... ............ ................................12
Section 7.3. Restrictions on Use. .......................................................................................................... 12
Section 7.4. Provisions Not Merged With Deed. ..................................................................................12
Section 7.5. Titles of Articles and Sections.. ......................... .......... .......................;.................. ........ .... 12
Section 7.6. Notices and Demands. ......... ............................ ................. ...... ........ .... ............... ................12
Section 7.7. Counterparts...................................................................................................................... 13
Section 7.8. Recording......................................................................................................... ..... ........... .13
Section 7.9. Bank Qualification. ............. ............ .............. ....................................... .............................13
Section 7.10. Supersedes Joint Powers Agreement. ........................................ ..................... ........ .........13
EXmBIT A- LEGAL DESCRIPTION .................................................................................................A-1
EXHIBIT B - DESCRIPTION OF PROJECT .....................................................................................B-1
EXHIBIT C - DESCRIPTION OF BONDS.........................................................................................C-1
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ExmBIT D - SUMMARY OF GROUND LEASE TERMS...............................................................D-I
EXHIBIT E - DESCRIPTION OF PUBLIC IMPROVEMENTS .....................................................E-1
.
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Development Agreement
DEVELOPMENT AGREEMENT
THIS AGREEMENT, made on or as of this first day of , 2003, by and between the
SCOTT COUNTY HOUSING AND REDEVELOPMENT AUTHORITY (the "Authority"), a public body
corporate and politic and political subdivision of the State of Minnesota (the "State"), the CITY OF
SHAKOPEE, MINNESOTA (the "City"), a municipal corporation and political subdivision of the State,
and the ECONOMIC DEVELOPMENT AUTHORITY FOR THE CITY OF SHAKOPEE, MINNESOTA
(the "EDA"), a public body corporate and politic and political subdivision ofthe State,
WITNESSETH:
WHEREAS, the Authority and the EDA are each authorized by Minnesota Statutes to undertake
housing development projects, as described in Minnesota Statutes, Section 469.001 through 469.047 (the
"Act"); and
WHEREAS, pursuant to that certain Preliminary Joint Powers Agreement, dated as of April 1,
2003, the Authority and the EDA propose to jointly undertake an approximately 58-unit multifamily
housing development project intended for rental to seniors (age 55 and over) on the property legally
described on Exhibit A and as more fully described on Exhibit B attached hereto (the "Project") and the
Authority proposes to fund the opening of Fuller Street adjacent to the Project and the construction of an
approximately 50-stall surface parking lot on a site across Fuller Street from the Project (the "Public
Improvements"); and
WHEREAS, the Authority will issue certain bonds described herein to finance the acquisition and
construction of the Project; and
WHEREAS, the parties hereto desire to more specifically detail the rights and obligations of each
of them in connection with the Project and the Public Improvements;
NOW, THEREFORE, in consideration of the mutual covenants and obligations of the Authority,
the EDA and the City, each party does hereby represent, covenant and agree with the other as follows:
2345086v3
Development Agreement
ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the
context:
"Act" means Minnesota Statutes, Sections 469.001 to 469.047, as amended.
"Agreement" means this Development Agreement, as the same may be from time to time modified,
amended, or supplemented.
"Authority" means the Scott County Housing and Redevelopment Authority, a public body
corporate and politic and political subdivision of the State, and its successors and assigns.
"Bonds" means the Authority's bonds described Exhibit C attached hereto, to be issued by the
Authority pursuant to this Agreement and the Financing Documents.
"City" means the City of Shakopee, Minnesota, a municipal corporation and political subdivision of
the State, and its successors and assigns.
"Closing" means the closing of the Bonds and the date of delivery of the Ground Lease.
"EDA" means the Economic Development Authority for the City of Shakopee, Minnesota, a public
body corporate and politic and political subdivision of the State, and its successors and assigns.
"Event of Default" means an action described listed in Article vn of this Agreement.
"Financing Documents" means an Indenture of Trust and other documents relating to the Issuance
of the Bonds.
"Ground Lease" means the Ground Lease described in Section 3.2 and Exhibit D hereof, from the
EDA as lessor to the Authority as lessee.
"Maturity Date" means the date that the Bonds, and any debt of the Authority issued to refund the
Bonds, have been paid in full in accordance with the terms thereof, and the City has been repaid in full any
amounts advanced by the City to pay debt service on the Bonds as provided in Section 4.6 hereof.
"Payment Obligation" shall have the meaning given such term under Section 4.6.
"Project" means the approximately 58-unit multifamily housing development project intended for
rental to seniors (age 55 and over) to be constructed and owned by the Authority on the land leased to the
Authority pursuant to the Ground Lease, and all improvements functionally related and subordinate thereto.
"Property" means the real property upon which the Project will be constructed, a legal description
of which property is attached as Exhibit A to this Agreement.
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"Public Improvements" means a 50-stall surface parking lot to be constructed by the Authority and
the opening of Fuller Street, as further described on Exhibit E.
"State" means the State of Minnesota.
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ARTICLE II
Representations
Section 2.1. Representations by the Authority. The Authority makes the following representations
as the basis for the undertaking on its part herein contained:
(a) The Authority is a public body corporate and politic and political subdivision of
the State of Minnesota with the power to enter into this Agreement and carry out its obligations
hereunder.
(b) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and
conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the
terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement or
instrument of whatever nature to which the Authority is now a party or by which it is bound, or
constitutes an event of default under any of the foregoing.
Section 2.2. Representations by the EDA. The EDA makes the following representations as the
basis for the undertaking on its part herein contained:
(a) The EDA is a public body corporate and politic and political subdivision of the
State of Minnesota with the power to enter into this Agreement and carry out its obligations
hereunder.
(b) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and
conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the
terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement or
instrument of whatever nature to which the EDA is now a party or by which it is bound, or
constitutes an event of default under any of the foregoing.
Section 2.3. Representations by the City. The City makes the following representations as the basis
for the undertaking on its part herein contained:
(a) The City is a municipal corporation and political subdivision of the State of
Minnesota with the power to enter into this Agreement and carry out its obligations hereunder.
(b) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and
conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the
terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement or
instrument of whatever nature to which the City is now a party or by which it is bound, or
constitutes an event of default under any of the foregoing.
(c) The City is the owner of a portion of the Property in fee simple. The Property is
currently subject only to those encumbrances listed on Exhibit A hereto.
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ARTICLE III
Proiect. Ground Lease. Public Improvements. Development Committee
Secti on 3.1. General. The City is the fee owner of a portion of the Property and will acquire title
to the remainder of the Property. Subject to the terms and conditions of this Agreement, including all
exhibits hereto, the City will lease the Property to the Authority pursuant to the Ground Lease; the Authority
will issue the Bonds, as further described in Article IV, and will use the proceeds to construct and equip the
Project (pursuant to the description of the Project and the schedules attached hereto as Exhibit B), which
will be owned and operated by the Authority, subject to the Ground Lease. The Authority will undertake
the Public Improvements as provided in Section 3.3.
The Authority will use commercially reasonable efforts to begin construction of the Project within
six (6) months from the date the Authority receives all City approvals necessary prior to commencement of
constructions and expects to complete construction within twelve (12) months following such
commencement.
Section 3.2. Ground Lease. The City will enter into a Ground Lease with the Authority, with
substantially the terms set forth in Exhibit D attached hereto.
Section 3.3. Public Improvements. Using up to $ of Authority Funds (not including any
proceeds of the Bonds), in cooperation with the City, the Authority will (a) cause to be done all work
reasonably necessary to open Fuller Street, and (b) acquire the property identified on Exhibit E hereto, and
cause to be constructed an approximately 50-stall surface parking lot thereon, all as further described on
Exhibit E. The City agrees to cooperate with the Authority in the use of eminent domain, if necessary to
acquire the land necessary for the parking lot and hereby consents to and approves the use by the Authority
of eminent domain for such purpose. The Authority will lease the parking lot to the City pursuant to 50-
year lease for $1, pursuant to which lease the City will take full responsibility to operate and maintain the
parking lot.
Section 3.4. Development Committee. The parties hereby create a Development Committee which
shall be comprised of the following 5 members or their designees: the President of the EDA, the Mayor and
City Administrator of the City, and the Chair and Executive Director of the Authority, and which shall be
and remain in effect as long as any of the Bopds for which the full faith and credit of the City is pledged
remain outstanding.
The Authority shall submit to the Development Committee for its prior approval any decisions with
respect to the optional redemption of the Bonds. In addition, the Authority shall submit to the Development
Committee for its prior approval, any decisions required to be made by the Authority under the Financing
Documents that adversely affect the ongoing existence or operation of the Project, including without
limitation, any decision regarding the restoration of the Project or the redemption of Bonds in the event of
casualty loss.
Section 3.5. Notices. The Authority shall send to the EDA a copy of each and any report required
to be made regarding the Project pursuant to the Financing Documents.
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Development Agreement
ARTICLE IV
Proiect Financin2
Section 4.1. General. The Authority, with the cooperation of the City, will provide for the financing
of the Project as provided in this Article IV (contingent on final approval of the Financing Documents and
the Ground Lease by each of the parties hereto) following public hearings required by law.
Section 4.2. Bonds. The Authority will issue the Bonds to finance the cost of constructing and
equipping of the Project. The Bonds will be secured by a lien on net revenues of the Project and certain
reserves described on Exhibit C hereto and by a pledge of the full faith and credit of the City. The
Authority will grant a leasehold mortgage in favor of the City to secure repayment to the City of amounts, if
any, advanced by the City from time to time to pay debt service on the Bonds.
Section 4.3. Surplus Revenues, Reimbursement to City.
(a) Surplus Revenues. Any amounts authorized to be released to the Authority in any year from
the surplus funds established by the Financing Documents and any net operating income received by the
Authority from the Project following the date on which the Bonds have been paid in full and the indenture
of trust relating to the Bonds has been discharged (together, "Surplus Revenues") shall be applied by the
Authority in the following order of priority:
First, to the extent pledged to the Bonds, to the trustee or paying agent to pay any fees or
charges then due;
Second, to repay to the City advances, if any, that the City shall have made from its own
resources pursuant to the pledge by the Authority of the City's full faith and credit to the Bonds,
together with interest thereon from the date of any such advance until repaid, at a variable rate of
interest equal to the Reference Rate of First Bank National Association, in Minneapolis, Minnesota,
as in effect and modified from time to time. The Authority's obligation to repay the City pursuant
to this Section shall be referred to in this Agreement as the "Payment Obligation";
Third, to fund any separate operating or other reserve established by the Authority for the
Project from time to time; and
Fourth, the Authority shall retain all Surplus Revenues and shall apply the same for any
purpose authorized by law.
(b) Surplus Levv. To the extent that in any year that Surplus Revenues are not sufficient to satisfy
any Payment Obligation, the Authority will apply to such Payment Obligations that part of its special
benefits tax received by it in that year which described as follows: (i) the portion of the special benefits tax
which is not allocated under any other bond contract or obligation, (ii) less the reasonable administrative
and other fixed costs of the Authority which are payable from the special benefits tax, (iii) times a fraction
the numerator of which is the amount of the Authority's special benefits tax generated by taxes paid by
within the City of Shako pee, and the denominator of which is the Authority's total special benefits tax. For
purposes of this provision, the special benefits tax shall be deemed to be unrestricted to the extent that it is
not pledged to the payment of a specific obligation, and the Authority is not obligated by contract, or
otherwise, to use the special levy for a specific purpose in such year.
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Section 4.4. Proiect Management. The Authority will either manage the Project itself or will cause
the Project to be managed only by established, experienced professional management companies that have
continuously managed at least 200 units of multifamily rental housing units during the five year period prior
to first being engaged to manage the Project.
Notwithstanding the foregoing, during any period when there is an outstanding Payment Obligation
from the Authority to the City, or during any period for which cash flows prepared by the Authority
pursuant to the Financing Documents project that revenues available to pay debt service on the Bonds will
not be at least 105% of the amount required therefore, the City shall have the right upon prior written notice
to the Authority and the trustee for the Bonds to direct the control, management and operation of the
Project.
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Development Agreement
ARTICLE V
Insurance~ PILOT
Section 5.1. Insurance. (a) The Authority will provide and maintain at all times during the
construction of the Project an All Risk Broad Form Basis Insurance Policy and, from time to time during
that period, at the request of the EDA or the City, furnish the EDA or the City with proof of payment of
premiums on policies covering the following:
(i) Builder's risk insurance, written on the so-called "Builder's Risk -- Completed
Value Basis," in an amount equal to one hundred percent (100%) of the insurable value of the
Project at the date of completion, and with coverage available in nonreporting form on the so-called
"all risk" form of policy. The interest of the EDA and the City shall be protected in accordance with
a clause in form and content satisfactory to the EDA and the City;
(ii) 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 with limits against bodily injury and property damage
of not less than $1,000,000 for each occurrence (to accomplish the above-required limits, an
umbrella excess liability policy may be used); and
(iii) Workers' compensation insurance, with statutory coverage.
(b) Upon completion of construction of the Project, and during the term of the Ground Lease,
the Authority shall maintain, or cause to be maintained, at its cost and expense, and from time to time at the
request of the EDA or the City shall furnish proof of the payment of premiums on, insurance as follows:
(i) Insurance against loss and/or damage to the Project under a policy or policies
covering such risks as are ordinarily insured against by similar businesses;
(ii) Comprehensive general public liability insurance, including personal injury
liability (with employee exclusion deleted), against liability for injuries to persons and/or property,
in the minimum amount for each occurrence and for each year of $1,000,000, and shall be endorsed
to show the EDA and the City as additional insureds; and
(iii) Such other insurance, including workers' compensation insurance respecting all
employees of the Authority, in such amount as is customarily carried by like organizations engaged
in like activities of comparable size and liability exposure; provided that the Authority may, if
permitted by law, be self-insured with respect to all or any part of its liability for workers'
compensation.
(c) All insurance required in this Article V shall be taken out and maintained in responsible
insurance companies selected by the Authority which are authorized under the laws of the State to assume
the risks covered thereby. Upon request, the Authority will deposit annually with the EDA policies
evidencing all such insurance, or a certificate or certificates or binders of the respective insurers stating that
such insurance is in force and effect. Unless otherwise provided in this Article V of this Agreement, each
policy shall contain a provision that the insurer shall not cancel nor modify it in such a way as to reduce the
coverage provided below the amounts required herein without giving written notice to the Authority, the
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EDA and the City at least thirty (30) days before the cancellation or modification becomes effective. In lieu
of separate policies, the Authority may maintain a single policy, blanket or umbrella policies, or a
combination thereof, having the coverage required herein, in which event the Authority shall deposit with
the EDA a certificate or certificates of the respective insurers as to the amount of coverage in force upon the
Project.
(d) To the extent permissible under the Financing Documents, proceeds of insurance or a
condemnation award for the Project shall be applied by the Authority to repair or rebuild the Project, but
only as long as such insurance proceeds or condemnation award, together with other moneys available to the
Authority for such purpose, are sufficient to complete such repair or rebuilding.
Section 5.2. PILOT. (a) The Project will be subject to a payment in lieu of taxes based on actual
shelter rents charged for units in the Project (regardless of any subsidies provided to individual tenants)
pursuant to Sections 469.040 and 272.01, as provided by law, and at least until the Maturity Date.
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Development Agreement
ARTICLE VI
Conditions Precedent~ Events of Default
Section 6.1. Conditions Precedent. The following shall be conditions precedent to the
performance of the obligations of the Authority hereunder:
(i) Cost of public improvements. The total cost of the Public Improvements shall not
exceed $ , unless the Authority shall have identified additional funding sources
available therefor.
(ii) Public hearing. The Authority shall have confirmed its intent to issue the Bonds to
finance the Project following the holding of public hearings regarding the Project and the Bonds
pursuant to the Act.
(iii) In the event the pledge of the City's full faith and credit is not available because ofthe
adoption oflegislation described in (v) below, if the Authority is not able to modify the security for
the Bonds in a way that makes the financing of the Project economically feasible.
(iv) The ability of the Authority to provide for the sale of the Bonds with terms and at a
rate that is economically feasible.
The following shall be conditions precedent to the performance of the obligations of the City hereunder:
(v) The Minnesota Legislature shall not have adopted legislation which creates a material
disadvantage to the City as a result of the Authority's pledge of the full faith and credit of the City
to the Bonds; provided, however, that this condition shall affect only the pledge by the Authority of
the City's full faith and credit.
(vi) Public hearing. The City shall have confirmed its intent to authorize the Authority to
pledge the City's full faith and credit to the Bonds following the holding of a public hearing
regarding the Bonds pursuant to the Act.
In the event any of the conditions precedent listed as (i) through (iv) is not met, the Authority may
terminate this Agreement by written notice delivered to the City. In the event either of the conditions
precedent listed as (v) and (vi) is not met, the City may terminate this Agreement by written notice delivered
to the Authority.
Section 6.2. Events of Default Defined. The term "Event of Default" shall mean, whenever it is
used in this Agreement (unless the context otherwise provides), any failure by any party to observe or
perform any other covenant, condition, obligation or agreement on its part to be observed or performed
hereunder.
Section 6.3. Remedies on Default. Whenever any Event of Default referred to in Section 6.3 of
this Agreement occurs, the non-defaulting party, after providing thirty (30) days written notice to the
defaulting party of the Event of Default, but only if the Event of Default has not been cured within said
thirty (30) days or, if the Event of Default is by its nature incurable within thirty days, the defaulting party
does not provide assurances reasonably satisfactory to the non-defaulting party that the Eyent of Default
will be cured and will be cured as soon as reasonably possible, may take whatever action, including legal,
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Development Agreement
equitable or administrative action, which may appear necessary or desirable to collect any payments due
under this Agreement, or to enforce performance and observance of any obligation, agreement, or covenant
under this Agreement.
Section 6.4. No Remedy Exclusive. No remedy herein conferred upon or reserved to any party in
this Agreement is intended to be exclusive of any other available remedy or remedies, but each and every
such remedy shall be cumulative and shall be 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 shall impair any such right or power or shall be construed to be a waiver
thereof, but any such right and power may be exercised from time to time and as often as may be deemed
expedient. In order to entitle any party to exercise any remedy reserved to it, it shall not be necessary to give
notice, other than such notice as may be required in this Article VIT.
Section 6.5. No Additional Waiver Implied by One Waiver. In the event any agreement contained
in this Agreement should be breached by any party and thereafter waived by the other party, such waiver
shall be limited to the particular breach so waiyed and shall not be deemed to waive any other concurrent,
previous or subsequent breach hereunder.
2345086v3 11
Development Agreement
ARTICLE VII
Additional Provisions
Section 7.1. Conflict of Interests: Representatives Not Individually Liable. The Authority, the EDA
and the City, to the best of their respective knowledge, each represent and agree that no member, official or
employee of their respective bodies 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 interests or the interests of any corporation, partnership, or association in
which he or she is directly or indirectly interested. No member, official or employee of the Authority, the
EDA or the City shall be personally liable with respect to any other party, or any succ~ssor in interest, in the
event of any default or breach by the Authority, EDA or City or for any amount which may become due to
the other party or successor or on any obligations under the terms of this Agreement.
Section 7.2. Equal Employment Opportunity. The Authority, for itself and its successors and
assigns, agrees that during the construction of the Project provided for in this Agreement it will comply with
all applicable federal, state and local equal employment and non-discrimination laws and regulations.
Section 7.3. Restrictions on Use. The Authority agrees for itself and its successors and assigns: (a)
it shall use the Housing Facility as a "qualified housing development project" for elderly persons, pursuant
to the Act, as long as any Series B Bonds remain outstanding; and (b) it shall not discriminate upon the basis
of race, color, creed, sex or national origin in the sale, lease or rental, or in the use or occupancy of the
Project or any improvements erected or to be erected thereon, or any part thereof.
Section 7.4. Provisions Not Merged With Ground Lease. None of the provisions of this Agreement
are intended to or shall be merged by reason of the Ground Lease and such Ground Lease shall not be
deemed to affect or impair the provisions and covenants of this Agreement.
Section 7.5. Titles of Articles and Sections. Any titles of the several parts, Articles, and Sections
of this Agreement are inserted for convenience of reference only and shall be disregarded in construing or
interpreting any of its provisions.
Section 7.6. Notices and Demands. Except as otherwise expressly provided in this Agreement, a
notice, demand or other communication under this Agreement by either party to the other shall be
sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return
receipt requested or delivered personally; and
(a) in the case of the Authority, is addressed to or delivered personally to the Authority
at 323 South Naumkeag Street, Shakopee, Minnesota 55379; and
(b) in the case of the EDA,is addressed to or delivered personally to the EDA at 129
Holmes Street S., Shakopee, MN 55379; and
(c) in the case of the City, is addressed to or delivered personally to the City at 129
Holmes Street S., Shakopee, MN 55379; and
or at such other address with respect to either such party as that party may, from time to time, designate in
writing and forward to the other as provided in this Section 7.6.
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Development Agreement
Section 7.7. Counterparts. This Agreement may be executed in any number of counterparts, each
of which shall constitute one and the same instrument.
Section 7.8. Recording. The Authority may record this Agreement and any amendments thereto
with the Scott County Recorder.
Section 7.9. Bank Oualification. For purposes of to Section 265(b) of the Internal Revenue Code
of 1986, as amended, the parties hereto irrevocably agree that the Bonds shall be allocated to the City, and
that such allocation bears a reasonable relationship to the respective benefits of the City, the EDA and the
Authority from the issuance of such Bonds.
Section 7.10. Supersedes Joint Powers Agreement. This Agreement shall supersede and replace
the Preliminary Joint Powers Agreement in all respects.
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Development Agreement
IN WITNESS WHEREOF, the Authority, the EDA and the City have each caused this Agreement
to be duly executed in their respective names and behalf and their respective seals to be hereunto duly
affixed as of the date first above written, with actual execution on the dates set forth below.
SCOTT COUNTY HOUSING AND
REDEVELOPMENT AUTHORITY
By
Its Chair
By
Its Executive Director
STATE OF MINNESOTA )
)
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this _ day of , 2003 by
Marjorie R. Henderson and William 1. Jaffa, the Chair and Executive Director, respectively, of the Scott
Housing and Redevelopment Authority, a public body corporate and politic, on behalf of the Authority.
Notary Public
2345086v3 S - I
Development Agreement
ECONOMIC DEVELOPMENT AUTHORITY FOR
THE CITY OF SHAKOPEE, MINNESOTA
By
Its President
By
Its Executive Director
STATE OF MINNESOTA )
)
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this _ day of ,2003
by and Mark McNeill, the President and Executive Director, respectively, of the
Economic Development Authority for the City of Shakopee, Minnesota, a public body corporate and
politic, on behalf of the Authority.
Notary Public
2345086v3 S-2
Development Agreement
CITY OF SHAKOPEE, MINNESOTA
By
Its Mayor
By
Its City Administrator
By
Its City Clerk
STATE OF MINNESOTA )
)
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this day of ,2003
by William Mars, Mark McNeill and Judith S. Cox, the Mayor, City Administrator and City Clerk,
respectively, of the City of Shakopee, Minnesota, a public body corporate and politic, on behalf of the
City.
Notary Public
2345086v3 S-3
Development Agreement
Exhibit A
to that certain Development Agreement by and between the Scott County Housing and Redevelopment Authority,
City of Shakopee, Minnesota and Economic Development Authority for the City of Shako pee, Minnesota
Legal Description
(Attached)
Permitted Encumbrances:
2345086v3 A-I
Development Agreement
Exhibit B
to that certain Development Agreement by and between the Scott County Housing and Redevelopment Authority,
City of Shakopee, Minnesota and Economic Development Authority for the City of Shakopee, Minnesota
Description of Project
The Project will consist of an approximately 58-unit multifamily housing deyelopment
project intended for rental to seniors (age 55 and over), contained in one three-story building.
There will be constructed under the east building an approximately _-space below grade parking
facility, for use by residents. There will be constructed adj acent to the buildings a surface
parking lot to be used by residents and their guests.
The following schedules are attached hereto:
Schedule 1 - Site Plan
Schedule 2 - Preliminary floor plans for each floor of each building
Schedule 3 - Elevations
Schedule 4 - Construction Schedule
2345086v3 B-1
Development Agreement
Exhibit C
to that certain Development Agreement by and between the Scott County Housing and Redevelopment Authority,
City of Shakopee, Minnesota and Economic Development Authority for the City of Shakopee, Minnesota
Description of Bonds
The Project will be financed by the issuance by the HRA of its housing development revenue bonds (the
"Bonds") in an amount presently expected not to exceed $7,000,000. Security for the Bonds will
include:
a. a lien on net revenues of the Project;
b. an operating reserve fund in an amount equal to 3 months average operating costs;
c. a debt service reserve fund equal to 6 months maximum annual debt service;
d. a maintenance and replacement reserve
e. if necessary, a pledge by the HRA of up to $70,000 of its special benefits tax levy,
annually; and
f. subject to feasibility based on the adoption of pending State legislation, the full faith and
credit of the City.
Any funds generated by the Project in any year in excess of what is necessary to pay expenses and debt
service and fund necessary reserves will be the property of the HRA, used for housing or commercial
development.
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Development Agreement
Exhibit D
to that certain Development Agreement by and between the Scott County Housing and Redevelopment Authority,
City of Shakopee, Minnesota and Economic Development Authority for the City of Shakopee, Minnesota
Summary of Ground Lease Terms
Term: Commencing on the Closing date, ending in 50 years
Ground Lease Payments: $1 per year until the Maturity Date, but only as long as
the Authority owns the Project. Fair market yalue
thereafter, to be determined by independent appraisers
following the Maturity Date.
Right of First Refusal: The Authority will have a right of first refusal to
purchase all or any part of the City's fee interest in the
land in the eyent the City receiyes a bona fide purchase
offer that the City wants to accept.
2345086v3 D -I
Development Agreement
Exhibit E
to that certain Development Agreement by and between the Scott County Housing and Redevelopment Authority,
City of Shakopee, Minnesota and Economic Development Authority for the City of Shakopee, Minnesota
Description of Public Improvements
Opening of Fuller Street:
Surface Parking Lot:
Site Map - Attached
2345086v3 E - I
Development Agreement
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5/29/2003 6/03/2003
DEVELOPMENT AGREEMENT
BETWEEN
SCOTT COUNTY HOUSING AND REDEVELOPMENT AUTHORITY,
CITY OF SHAKOPEE, MINNESOTA
AND
ECONONUCDEVELOPMENTAUTHORITY
FOR THE CITY OF SHAKOPEE, MINNESOTA
This document was drafted by:
Leonard, Street and Deinard
Professional Association (BLP)
150 South Fifth Street
Suite 2300
Minneapolis, Minnesota 55402
2345086v5
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TABLE OF CONTENTS
Page
AR TI CLE I - D EFlNITI 0 NS..~............." .......... ..................................................................... .................. 2
Section 1.1. Definitions..... .......................... ................... ........................ ............ ......... ......... ............. 2
AR TI CLE IT - REPRESENT A TI 0 NS ....................... ..... ...................... ....................... ......................... 4
Section 2.1. Representations by the HRA. .................................. .......................................................4
Section 2.2. Representations and Warranties by the EDA................... ........................ ....................... 4
Section 2.3. Representations and Warranties by the City. ..................................................................4
ARTICLE ill - PROJECT; CROUND LK\SE; PUBLIC IMPROVEMENTS; DEVELOPMENT
COMMITTEE ......................... .......................... ... ......... .................. ............ ........ .... .................. .......... ........ 5
Section 3.1. General..................... ................................ ................................................................. 5 ~
SectioN. 3.2. Ground Lease 5
Section ~ J.2. Public Improyements. ... ..................... ......................... ......... ............... .....................5
Section ~ 3.3. Development Committee ................ ......... ..... ....................................... ...... .............6
Section ~ U Notices. ................................................... ...............................................................6
ARTICLE IV - PROJECT FINANCING .............................................................................................7
Section 4.1. General............................................. ........................................................................ ....7
Section 4.2. Bonds........................................................................................................................... .7
Section 4.3. Smplus Revenues, Reimbursement to City..................................................................... 7
Section 4.4. Project Management. .... ............. ........ ........... ...... ................... ........ ......... .......................8
ARTICLE V - INSURANCE; PILOT ...............................................................................................9 .g.
Section 5.1. Insurance............. ........... ........................................................................ .................... 9 &
Section 5.2. PILOT........... ................ ............... ............... .......... ............... .... ................................ 10 9
ARTICLE VI - CONDITIONS PRECEDENT; EVENTS OF DEF AUL T .......................................11
Section 6.1. Conditions Precedent. .................................................................................................. 11
Section 6.2. Events of Default Defined. ..... ..................... ............................. ................... ................ 11
Section 6.3. Remedies on Default. ..................... ........................... .......... ......... ............................... 11
Section 6.4. No Remedy Exclusive. .............. ........................................ ................................... ....... 12
Section 6.5. No Additional Waiver Implied by One Waiver. ............................. ................. ............. 12
ARTICLE vn - ADDITIONAL PROVISIONS.................................................................................13
Section 7.1. Conflict of Interests; HRA Representatives Not Individually Liable. ............................13
Section 7.2. Equal Employment Opportunity. ............... .................... ..... ........... ............. ................. 13
Section 7.3. Restrictions on Use........ ..................... ...... ......................... ...... .................... ................ 13
Section 7.4. PrO"JisioH3 Not Merged 'Villi Deed. 12
Section 7.5 Section 7.4. Titles of Articles and Sections................................................................... 13
Section +:(, 1.5. Notices and Demands. ...........................................................................................13
Section +:1-: 7.6. Counterparts.. ....................... ..... ............. .............................................................. 14
Section ~ 7.7. Recording............................ ................................................................................. 14
Section +f).1..B. Bank Qualification....... ............................................................................... ........... 14
Section +4(} 111. Supersedes Joint Powers Agreement. ................................................................... 14
EXHIBIT A-LEGAL D ESCRIPTI 0 N ............................................................................................. ....1
EXHIBIT B - DESCRIPTION OF PROJECT .....................................................................................1
EXHIBIT C - DESCRIPTION OF .BONDS .........................................................................................1
EXHIBIT D - SUMMARY OF CROUND LEASE TERMS D 1
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EXHIBIT E DESCRIPTION OF PUBLIC IMPROVEMENTS.......................................................... 1
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DEVELOPMENT AGREEMENT
TIllS AGREEMENT, made on or as of this first day of . 2003, by and between the
SCOTI COUNTY HOUSING AND REDEVELOPMENT AUTHORITY (the "Authority"), a public
body corporate and politic and political subdivision of the State of Minnesota (the "State"), the CITY OF
SHAKOPEE, MINNESOTA (the "City"), a municipal corporation and political subdivision of the State,
and the ECONOMIC DEVELOPMENT AUTHORITY FOR THE CITY OF SHAKOPEE,
MINNESOTA (the "EDN'), a public body corporate and politic and political subdivision of the State,
WITNESSETH:
WHEREAS, the Authority and the EDA are each authorized by Minnesota Statutes to undertake
housing deyelopment projects, as described in Minnesota Statutes, Section 469.001 through 469.047 (the
"Act''); and
WHEREAS, pursoont to that certain Preliminary Joint Powers Agreement, dated as of April I,
~ the Authority and the EDA propose to jointly undertake an approximately 58-unit multifamily
housing development project intended for rental to seniors (age 55 and oyer) (the "Proiect") on the
property legally described on Exhibit A (the "Proiect Site") and as such oroiect is more fully described
on Exhibit B attached hereto(thc "Project"};, and
WHEREAS. the Authority proposes to fund the opening of ~ Fuller Street adjacent to the
Project and the construetion of. to acauire and construct an approximately 50-stall surface parking lot
on a site across Fuller Street from the Project (the "Fuller Street Lot") and to construct an
aDoroximatelv 39-stall surface oarkin!! lot on orooertv owned bv the City on Levee Drive (the
"Levee Drive Lot" and. to!!ether with the Fuller Street Lot and the oDenin!! of Fuller Street. the
"Public Improyements"); and
WHEREAS, the Authority will issue certain bonds described herein to finance the acquisition and
construction of the Project; and
WHEREAS, the parties hereto desire to more specifically detail the rights and obligations of each
of them in connection with the Project and the Public Improvements;
NOW, THEREFORE, in consideration of the mutual covenants and obligations of the Authority,
the EDA and the City, each party does hereby represent, covenant and agree with the other as follows:
2345086v5
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ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the
context:
"Act" means Minnesota Statutes. Sections 469.001 to 469.047, as amended.
"Agreement" means this Development Agreement, as the same may be from time to time
modified, amended, or supplemented.
"Authority" means the Scott County Housing and Redevelopment Authority, a public body
corporate and politic and political subdivision of the State, and its successors and assigns.
"Bonds" means the Authority's bonds described Exhibit C attached hereto, to be issued by the
Authority pursuant to this Agreement and the Financing Documents.
"City" means the City of Shakopee, Minnesota, a municipal corporation and political subdivision
of the State, and its successors and assigns.
"Closing" means the closing of the Bonds and the date of delivery ofilia Groooa Lease.
"EDA" means the Economic Development Authority for the City of Shakopee, Minnesota, a
public body corporate and politic and political subdivision of the State, and its successors and assigns.
"Event of Default" means an action described listed in Article VII of this Agreement.
"Financing Documents" means an Indenture of Trost and other documents relating to the
Issuance of the Bonds.
"Fuller Street Lot" means an aooroximatelv 50-stall surface oarkini! lot to be acauired and
constructed bv the Authority as further described on Exhibit D attached hereto.
"Levee Drive Lot" means an ftooroximatelv 39-staIl surface oarkini! Jot to be constructed bv
the Authority on nrooertv owned bv the City and described on Exhibit D attached hereto. "Gr<>l:lBd
Lease" means the GroUfld Lease described in Section 3.2 and Exhibit D hereof, from the ED A as lessor to
the Authority as lessee.
"Maturity Date" means the date that the Bonds, and any debt of the Authority issued to refund the
Bonds, have been paid in full in accordance with the terms thereof, and the City has been repaid in full
any amounts advanced by the City to pay debt service on the Bonds as provided in Section 4:-9 ~ hereof.
"Payment Obligation" shall have the meaning given such term under Section 4:-9 ~.
"Project" means the approximately 58-unit multifamily housing development project intended for
rental to seniors (age 55 and over) to be constructed and owned by the Authority on the land leased to the
Authority pursuant to the Ground Lease Proiect Site, and all improvements functionally related and
subordinate thereto.
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"Proporty""Proiect Site" means the real property to be conveved bv the City to the Authoritv
upon which the Project will be constructed, a legal description of which property is attached as Exhibit A
to this Agreement.
"Public Improvements" means a 50 stall surfaoo parking lot to be const.'1Ioted by tho ..^..uthority
the acouisition and construction of the Fuller Street Lot. the construction of the Levee Drive Lot
and the opening of Fuller Street, as further described on Exhibit E D.
"State" means the State of Minnesota.
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ARTICLE II
ReDresentations
Section 2.1. Representations by the Authority. The Authority makes the following
representations as the basis for the undertaking on its part herein contained:
(a) The Authority is a public body corporate and politic and political subdivision of
the State of Minnesota with the power to enter into this Agreement and carry out its obligations
hereunder.
(b) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and
conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of,
the terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement
or instrument of whatever nature to which the Authority is now a party or by which it is bound, or
constitutes an event of default under any of the foregoing.
Section 2.2. R~resentations by the EDA. The EDA makes the following representations as the
basis for the undertaking on its part herein contained:
(a) The EDA is a public body corporate and politic and political subdivision of the
State of Minnesota with the power to enter into this Agreement and carry out its obligations
hereunder.
(b) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and
conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of,
the terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement
or instrument of whatever nature to which the EDA is now a party or by which it is bound, or
constitutes an event of default under any of the foregoing.
Section 2.3. Representations by the City. The City makes the following representations as the
basis for the undertaking on its part herein contained:
(a) The City is a municipal corporation and political subdivision of the State of
Minnesota with the power to enter into this Agreement and carry out its obligations hereunder.
(b) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and
conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of,
the terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement
or instrument of whatever nature to which the City is now a party or by which it is bound, or
constitutes an event of default under any of the foregoing.
(c) The City is the ~ owner ofa portion ofth~ Property in foo simplo. The Proporty
Pro iect Site. The Pro iect Site is currently subject only to those encumbrances listed on Exhibit
A hereto. The City is also the fee owner of the land UDon which the Levee Drive Lot is to be
constructed. That land is subiect onlv to those encumbrances listed on Exhibit D hereto.
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ARTICLE ill
Proiect. Cround Lease. Public Improvements. Development Committee
Section 3.1. General. The City is the fee owner of a portion of the Property Proiect Site and
has. or will acquire. insurable title to the remainder of the Property thereof. Subject to the terms and
conditions of this Agreement, including all exhibits hereto, tho City will lease the Property to tho
Authority pursuant to tho Ground Loose;i
(a) the City will convev the Proiect Site to the Authoritv on the Closim! date in exchani!e for
the Authoritv's fti!reement to convev to the Citv of the Fuller Street Lot uoon comoletion of
the construction thereof.
(b) the City will contribute $36.000 to the Authoritv on the date of the Closini! to defrav
certain costs of the Public Imorovements.
(c) the City will demolish anv orooertv on the site for the Levee Drive Lot and do anv other
work necessarY to make such site buildable and will make the site available to the Authoritv
for construction of the Levee Drive Lot at such time as is reauired bv the Authoritv to
coordinate such construction with the construction of the Proiect.
@ the Authority will issue the Bonds, as further described in Article IV; and wiH use the
proceeds to construct and equip the Project (pursuant to the description of the Project and the
schedules attached hereto as Exhibit B),
whieh will be owned and operated by tho Authority, subject to the Ground Lease. The(e) the
Authority will undertake the Public Improvements as provided in Section ;.-;; 3.2. and
(f) uoon comoletion of construction ofthe Fuller Street Lot the Authoritv will convey title to
such lot to the City in exchanl!e for the convevance bv the City to the Authoritv of the
Proiect Site.
The Authority will use commercially reasonable efforts to begin construction of the Project.3llil
the Public Imorovements within six (6) months from the date the Authority receives all City approvals
necessary prior to commencement of constructions and expects to complete construction within twelve
(12) months following such commencement.
Section 3.2. GroWld Lease. The City will enter into a GrOOBd Lease v;ith the Authority, with
substantially tho torms set forth in E~ffiibit D attached hereto.
Seetion 3.3. Public Improvements. Using up to $ of Authority Funds (not including any
proceeds of the Bonds) and $36.000 contributed bv the City as described in Section 3.Hb ), in
cooperation with the City, the Authority willi
(a) cause to be done all work reasonably necessary to open Fuller Street,.-andi
(b) acquire the property identified on Exhibit E hereto, and eause to be eonstrueted aft
approximat-ely SO stall sarfaee parking lot thereon D hereto and construct the Fuller Street
Lot thereon: and
(c) construct the Levee Drive Lot on nronertv owned bv the City, all as further described on
Exhibit E n.
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The City agrees to cooperate with the Authority in the use of eminent domain, if necessary to acquire the
land necessary for the parking lot Fuller Street Lot and hereby consents to and approves the use by the
Authority of eminent domain for such purpose.
The .^..uthority will lease the parking lot to the City purS\iant tQ 50 year lease for $1, pursuant to
.....:hieh lease the City will take full responsibility to operate and :maintain tho parking lot.
SectiOll 3.1 Section 3.3. Development Committee. The parties hereby create a Development Committee
which shall be comprised of the following 5 members or their designees: the President of the EDA, the
Mayor and City Administrator of the City, and the Chair and Executive Director of the Authority, and
which shall be and remain in effect as long as any of the Bonds for which the full faith and credit of the
City is pledged remain outstanding.
The Authority shall submit to the Development Committee for its prior approval any decisions
with respect to the optional redemption of the Bonds. In addition, the Authority shall submit to the
Development Committee for its prior approval, any decisions required to be made by the Authority under
the Financing Documents that adversely affect the ongoing existence or operation of the Project,
including without limitation, any decision regarding the restoration of the Project or the redemption of
Bonds in the event of casualty loss.
Section ~ M. Notices. The Authority shall send to the EDA a copy of each and any report
required to be made regarding the Project pursuant to the Financing Documents.
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ARTICLE IV
Proiect Financin2
Section 4.1. General. The Authority, with the cooperation of the City, will use commerciallv
reasonable efforts to provide for the fmancing of the Project as provided in this Article IV~ contingent
on final approval of the Financing Documents and the Growui Leaso by each of the parties hereto ~ m
continl!ent on confirmation of the Authority's intent to undertake the Proiect following public
hearings required by law.
Section 4.2. Bonds. The Continl!ent on such Dublic hearinl!s. the Authority will issue the
Bonds to finance the cost of constructing and equipping of the Project. The Bonds will be secured by a
lien on net revenues of the Project and certain reserves described on Exhibit C hereto and by a pledge of
the full faith and credit of the City. The Authority will grant a leasehold mortgage in favor of the City to
secure repayment to the City of amounts, if any, advanced by the City from time to time to pay debt
service on the Bonds.
Section 4.3. Surplus Revenues. Reimbursement to City.
(a) Surplus Revenues. Any amounts authorized to be released to the Authority in any year
from the surplus funds established by the Financing Documents and any net operating income received by
the Authority from the Project following the date on which the Bonds have been paid in full and the
indenture of trust relating to the Bonds has been discharged (together, "Surplus Revenues") shall be
applied by the Authority in the following order of priority:
First, to the extent pledged to the Bonds, to the trustee or paying agent to pay any fees or
charges then due;
Second, to repay to the City advances, if any, that the City shall haye made from its own
resources pursuant to the pledge by the Authority of the City's full faith and credit to the Bonds,
together with interest thereon from the date of any such advance until repaid., at a variable weeklv
rate of interest equal to the Reference Rate of First Bank National Association, in Minneapolis,
Minnesota, as in effect and modified from time to time. The Authority's obligation to repay the
City pursuant to this Section shall be referred to in this Agreement as the "Payment Obligation";
Third, to fund any separate operating or other reserve established by the Authority for
the Project from time to time; and
Fourth, the Authority shall retain all Surplus Revenues and shall apply the same for any
purpose authorized by law.
(b) Surplus bevy Levee. To the extent that in any year that Surplus Revenues are not sufficient
to satisfy any Payment Obligation, the Authority will apply to such Payment Obligations that part of its
special benefits tax received by it in that year which described as follows: (i) the portion of the special
benefits tax which is not allocated under any other bond contract or obligation, (ii) less the reasonable
administrative and other fixed costs of the Authority which are payable from the special benefits tax, (iii)
times a fraction the numerator of which is the most recent annual amount of the Authority's special
benefits tax generated by taxes paid by within the City of Shakopee, and the denominator of which is the
Authority's most recent total annual special benefits tax. For purposes of this provision, the special
benefits tax shall be deemed to be unrestricted to the extent that it is not pledged to the payment of a
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specific obligation, and the Authority is not obligated by contract, or otherwise, to use the special levy
LeY<< for a specific purpose in such year.
Section 4.4. Project Management. The Authority will either manage the Project itself or will
cause the Project to be managed only by established, experienced professional management companies
that have continuously managed at least 200 units of multifamily rental housing units during the fiye year
period prior to first being engaged to manage the Project.
Notwithstanding the foregoing, during any period when there is an outstanding Payment
Obligation from the Authority to the City, or during any period for which cash flows prepared by the
Authority pursuant to the Financing Documents project that revenues available to pay debt service on the
Bonds will not be at least 105% of the amount required therefore, the City shall have the right upon prior
written notice to the Authority and the trustee for the Bonds to direct the control, management and
operation of the Project.
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ARTICLE V
Insurance; PILOT
Section 5.1. Insurance. (a) The Authority will provide and maintain at all times during the
construction of the Project an All Risk Broad Form Basis Insurance Policy and, from time to time during
that period, at the request of the EOA or the City, fumish the EOA or the City with proof of payment of
premiums on policies covering the following:
(i) Builder's risk insurance, written on the so-called "Builder's Risk -- Completed
Value Basis," in an amount equal to one hundred percent (100%) of the insurable value of the
Project at the date of completion, and with coverage ayailable in nonreporting form on the so-
called "all risk" form of policy. The interest of the EOA and the City shall be protected in
accordance with a clause in form and content satisfactory to the EDA and the City;
(ii) 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 with limits against bodily injury and property
damage of not less than $1,000,000 for each occurrence (to accomplish the above-required limits,
an umbrella excess liability policy may be used); and
(iii) Workers' compensation insurance, with statutory coverage.
(b) Upon completion of construction of the Project, aRd duriBg the term of the GroUfld Lease
and while the Bonds remain outstandin!!, the Authority shall maintain, or cause to be maintained, at its
cost and expense, and from time to time at the request of the EOA or the City shall furnish proof of the
payment of premiums on, insurance as follows:
(i) Insurance against loss and/or damage to the Project under a policy or policies
covering such risks as are ordinarily insured against by similar businesses;
(ii) Comprehensive general public liability insurance, including personal injury
liability (with employee exclusion deleted), against liability for injuries to persons and/or
property, in the minimum amount for each occurrence and for each year of $1,000,000, and shall
be endorsed to show the EOA and the City as additional insureds; and
(iii) Such other insurance, including workers' compensation insurance respecting all
employees of the Authority, in such amount as is customarily carried by like organizations
engaged in like activities of comparable size and liability exposure; provided that the Authority
may, ifpermitted by law, be self-insured with respect to all or any part of its liability for workers'
compensation.
(c) All insurance required in this Article V shall be taken out and maintained in responsible
insurance companies selected by the Authority which are authorized under the laws of the State to assume
the risks covered thereby. Upon request, the Authority will deposit annually with the EOA policies
evidencing all such insurance, or a certificate or certificates or binders of the respective insurers stating
that such insurance is in force and effect. Unless otherwise provided in this Article V of this Agreement,
each policy shall contain a provision that the insurer shall not cancel nor modify it in such a way as to
reduce the coverage provided below the amounts required herein without giving written notice to the
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Authority, the EDA and the City at least thirty (30) days before the cancellation or modification becomes
effective. In lieu of separate policies, the Authority may maintain a single policy, blanket or umbrella
policies, or a combination thereof, having the coverage required herein, in which eyent the Authority shall
deposit with the EDA a certificate or certificates of the respective insurers as to the amount of coverage in
force upon the Project.
(d) To the extent permissible under the Financing Documents, proceeds of insurance or a
condemnation award for the Project shall be applied by the Authority to repair or rebuild the Project, but
only as long as such insurance proceeds or condemnation award, together with other moneys available to
the Authority for such pwpose, are sufficient to complete such repair or rebuilding.
Section 5.2. PILOT. (a) The Project will be subject to a payment in lieu of taxes based on actual
shelter rents charged for units in the Project (regardless of any subsidies provided to individual tenants)
pursuant to Sections 469.040 and 272.01, as provided by law, and at least until the Maturity Date.
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ARTICLE VI
Conditions Precedent. Events of Default
Section 6.1. Conditions Precedent. The following shall be conditions precedent to the
performance of the obligations of the Authority hereunder:
(i) Cost of public improvements. The total cost of the Public Improvements shall not
exceed $ amounts available to the Authority therefore, unless the Authority
shall have identified additional funding sources a',.railable therefor.
(ii) Public hearing. The Authority shall have confirmed its intent to issue the Bonds to
finance the Project following the holding of public hearings regarding the Project and the Bonds
pursuant to the Act.
(iii) In the event the pledge of the City' s full faith. and credit is Rot available because of
the adoption of legislation described in (y) below, if the Authority is not able to modify the
see.:erity for the Bonds in a \\'aythat makes the financing ofilia Projeet economically f-oasible.
W The ability of the Authority to provide for the sale of the Bonds with terms and at a rate that
is economically feasible.
The following shall be conditions precedent to the performance of the obligations of the City hereunder:
('I) The Milmcsota Legislature shall not ha'"e adopted legislation which creates a material
disaEl'lmltage to the City as a result of the Authority's pledge of tho full faith and Cf'odit of the
City to the Bonds; provided, however, that this condition shall affect: ORly the pledge by the
Authority of the City's full faith and credit.
fyij!ixl Public hearing. The City shall haye confirmed its intent to authorize the Authority to
pledge the City's full faith and credit to the Bonds following the holding of a public hearing
regarding the Bonds pursuant to the Act.
ID the eyent any of the conditions precedent listed as (i) through (fv)!iID is not met, the Authority
may terminate this Agreement by written notice delivered to the City. In the event either of the
conditions the condition precedent listed as (y) and 61.)!ix) is not met, the City may terminate this
Agreement by written notice delivered to the Authority.
Section 6.2. Events of Default Defined. The term "Event of Default" shall mean, whenever it is
used in this Agreement (unless the context otherwise provides), any failure by any party to observe or
perform any other covenant, condition, obligation or agreement on its part to be observed or performed
hereunder.
Section 6.3. Remedies on Default. Whenever any Event of Default referred to in Section ~.6.2
of this Agreement occurs, the non-defaulting party, after providing thirty (30) days written notice to the
defaulting party of the Event of Default, but only if the Event of Default has not been cured within said
thirty (30) days or, if the Event of Default is by its nature incurable within thirty days, the defaulting party
does not provide assurances reasonably satisfactory to the non-defaulting party that the Event of Default
will be cured and will be cured as soon as reasonably possible, may take whatever action, including legal,
equitable or administratiye action, which may appear necessary or desirable to collect any payments due
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under this Agreement, or to enforce performance and observance of any obligation, agreement, or
covenant under this Agreement.
Section 6.4. No Remedy Exclusive. No remedy herein conferred upon or reserved to any party
in this Agreement is intended to be exclusive of any other available remedy or remedies, but each and
every such remedy shall be cumulative and shall be 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 shall impair any such right or power or shall be construed to
be a waiver thereof, but any such right and power may be exercised from time to time and as often as may
be deemed expedient. In order to entitle any party to exercise any remedy reserved to it, it shall not be
necessary to give notice, other than such notice as may be required in this Article Vn.
Section 6.5. No Additional Waiver Implied by One Waiver. In the event any agreement
contained in this Agreement should be breached by any party and thereafter waived by the other party,
such waiver shall be limited to the particular breach so waived and shall not be deemed to waiye any
other concurrent, previous or subsequent breach hereunder.
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ARTICLE vn
Additional Provisions
Section 7.1. Conflict of Interests~ Representatives Not Individually Liable. The Authority, the
EDA and the City, to the best of their respective knowledge, each represent and agree that no member,
official or employee of their respective bodies 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 interests or the interests of any corporation, partnership, or
association in which he or she is directly or indirectly interested. No member, official or employee of the
Authority, the EDA or the City shall be personally liable with respect to any other party, or any successor
in interest, in the event of any default or breach by the Authority, EDA or City or for any amount which
may become due to the other party or successor or on any obligations under the terms of this Agreement.
Section 7.2. Equal Employment Opportunity. The Authority, for itself and its successors and
assigns, agrees that during the construction of the Project provided for in this Agreement it will comply
with all applicable federal, state and local equal employment and non-discrimination laws and regulations
Section 7.3. Restrictions on Use. The Authority agrees for itself and its successors and assigns:
(a) it shall use the Housing Facility as a "qualified housing development project" for elderly persons,
pursuant to the Act, as long as any Series B Bonds remain outstanding; and (b) it shall not discriminate
upon the basis of race, color, creed, sex or national origin in the sale, lease or rental, or in the use or
occupancy of the Project or any improvements erected or to be erected thereon, or any part thereof.
Section 7.1. Provisions Not Merged 'With Ground Lease. None of the provisions of this
AgreomOflt arc intended to or shall be merged by reason of the Ground Lease and sach Ground Lease
shall not be deemed to aff-cct or impair the pro'nsions and covonants of this Agreomont.
Section 7.5. Titles of Articles and Sections. Any titles of the several parts, Articles, and Sections of this
Agreement are inserted for conyenience of reference only and shall be disregarded in construing or
interpreting any of its provisions.
Section =I-:e LS. Notices and Demands. Except as otherwise expressly provided in this
Agreement, a notice, demand or other communication under this Agreement by either party to the other
shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid,
return receipt requested or delivered personally; and
(a) in the case of the Authority, is addressed to or delivered personally to the
Authority at 323 South Naumkeag Street, Shakopee, Minnesota 55379; and
(b) in the case of the EDA, is addressed to or delivered personally to the EDA at 129
Holmes Street S., Shakopee, MN 55379; and
(c) in the case of the City, is addressed to or delivered personally to the City at 129
Holmes Street S., Shakopee, MN 55379; and
or at such other address with respect to either such party as that party may, from time to time, designate in
writing and forward to the other as provided in this Section U LS.
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Section H 1&. Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall constitute one and the same instrument.
Section ~ 'L1. Recording. The Authority may record this Agreement and any amendments
thereto with the Scott County Recorder.
Section +!) 1.8.. Bank Qualification. For purposes of to Section 265(b) of the Internal Revenue
Code of 1986, as amended, the parties hereto irrevocably agree that the Bonds!,
!iU ~ shall be allocated to the City, and that the full orincioal amount of the Bonds.
or. uoon written receiot bv the Authority of notice from the City received at least 30 davs
orior to the date of the Closin!;!. such lesser amount of its $10.000.000 annual cao on bank
oualified bonds as the City exoects to be available within 2003.
00 In the event the Authoritv receives notice from the Citv that less than the full
orincioal amount of the Bonds are to be allocated to the eitv for this ouroose. the
remainder ofthe Bonds shall be allocated to the Authority for ourooses of Section 265lb) of
the Code.
~ In either event. such allocation bears a reasonable relationship to the respective benefits
of the City, the EDA and the Authority from the issuance of such Bonds.
Section +:-w L'l. Supersedes Joint Powers Agreement. This Agreement shall supersede and
replace the Preliminary Joint Powers Agreement in all respects.
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IN WITNESS WHEREOF, the Authority, the EDA and the City have each caused this
Agreement to be duly executed in their respective names and behalf and their respective seals to be
hereunto duly affixed as of the date first above written, with actual execution on the dates set forth below.
SCOTT COUNTY HOUSING AND
REDEVELOPMENT AUTHORITY
By
Its Chair
By
Its Executive Director
STATE OF MINNESOTA )
)
COUNTY OF SCOTI )
The foregoing instrument was acknowledged before me this _ day of . 2003 by
Marjorie R. Henderson and William I. Jaffa, the Chair and Executive Director, respectively, of the Scott
Housing and Redevelopment Authority, a public body corporate and politic, on behalf of the Authority.
Notary Public
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ECONOMIC DEVELOPMENT AUTHORITY FOR
THE CITY OF SHAKOPEE, MINNESOTA
By
Its President
By
Its Executive Director
STATE OF MINNESOTA )
)
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this _ day of ,2003
by and Mark McNeill, the President and Executive Director, respectively, of the
Economic Development Authority for the City of Shakopee, Minnesota, a public body corporate and
politic, on behalf of the Authority.
Notary Public
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CITY OF SHAKOPEE, MINNESOTA
By
Its Mayor
By
Its City Administrator
By
Its City Clerk
STATE OF MINNESOTA )
)
COUNTY OF scon )
The foregoing instrument was acknowledged before me this day of ,2003
by William Mars, Mark McNeill and Judith S. Cox, the Mayor, City Administrator and City Clerk,
respectively, of the City of Shakopee, Minnesota, a public body corporate and politic, on behalf of the
City.
Notary Public
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Exhibit A
to that certain Development Agreement by and between the Scott County Housing and Redevelopment Authority,
City of Shakopee, Minnesota and Economic Development Authority for the City of Shakopee, Minnesota
Proiect Site Legal Description
(Attached)
Permitted Encumbrances:
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Exhibit B
to that certain Development Agreement by and between the Scott County Housing and Redevelopment Authority,
City of Shakopee, Minnesota and Economic Development Authority for the City of Shako pee, Minnesota
Description of Project
The Project will consist of an approximately 58-unit multifamily housing development project intended for
rental to seniors (age 55 and over), contained in one three~story building. There will be constructed under the east
building an approximately _-space below grade parking facility, for use by residents. There will be constructed
adjacent to the buildings a surface parking lot to be used by residents and their guests.
The following schedules are attached hereto:
Schedule 1 - Site Plan
Schedule 2 - Preliminary floor plans for each floor of each building
Schedule 3 - Elevations
Schedule 4 - Construction Schedule
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Exhibit C
to that certain Development Agreement by and between the Scott County Housing and Redevelopment Authority,
City of Shakopee, Minnesota and Economic Development Authority for the City of Shakopee, Minnesota
Description of Bonds
The Project will be financed by the issuance by the HRA of its housing development revenue bonds (the
"Bonds") in an amount presently expected not to exceed $7,000,000. Security for the Bonds will include:
a. a lien on net revenues of the Project;
b. an operating reserve fund in an amount equal to 3 months average operating costs;
c. a debt service reserve fund equal to 6 months maximum annual debt service;
d. a maintenance and replacement reserve
e. ifnecessary, a pledge by the HRA of up to $70,000 of its special benefits tax kwy Levee,
annually; and
f. subject to feasibility based on the adoption of pending State legislatioo, the full faith and
credit of the City.
Any funds generated by the Project in any year in excess of what is necessary to pay expenses and debt
service aftEi~ fund necessary reserves and make anv other oavments reauired under this A2reement
will be the property of the BRA, used for housing or commercial development.
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Exhibit D
to that certain Development Agreement by and between the Scott County Housing and Redevelopment Authority,
City of Shakopee, Minnesota and Economic Development Authority for the City of Shakopee, Minnesota
SummaFy Df CF6UBd Lease Terms
Term: Commesemg aD the Closing date; esding iB SO years
CrOBBd Lease Pa)'ments: SIller year UBtil the Matarity Dat-e, hat aBly as loog as the Ailthority &WBS the
Prajeet. Fair market vakle thereafter, to he determined by iBdepeodeot 8.pllrmsers foIIowiog the Maturity
Date.
Right &f First Refusal: The ;lAmhont)' will have a right of first refllsal to llBreltase aU or any llart of the City' s
fee iBterest in the laBd in the el'CDt the City reeeives a hOBa fide llUFehase Dffer tllat the City Wllllts t~ aeeept.
Euihit E
to that eertaio Development .fA.greemeot hy aDd between the Seott CoUDty HausiDg aDd Rede\'elo(JmeBt
Authority,
City of Shak~llee, Minnesota aDd EeDnomie De\'elollmedt Authority fer tbe City of Shakepee, Mimtesota
Description of Public Improvements
Opening of Fuller Street:
Fuller Street Lot:
I..e!!al Descrintion:
Levee Drive Lot:
Le!!al Descrintion:
Permitted Encumbrances: Surface Parking Lot:
Site Map - Attached
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ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF SHAKOPEE
Resolution No. 03-03
APPROVING THE EXECUTION AND DELIVERY OF A
DEVELOPMENT AGREEMENT WITH
SCOTT COUNTY HOUSING AND REDEVELOPMENT AUTHORITY
WHEREAS, housing and redevelopment authorities (and economic development
authorities exercising the powers of housing and redeyelopment authorities) are authorized by
Minnesota Statutes, Sections 469.001 to 469.047 (the "Act") to undertake housing development
projects, and pursuant to Minnesota Statutes, Section 471.59, to undertake common powers
jointly with other goyemmental units; and
WHEREAS, the Economic Deyelopment Authority of the City of Shakopee (the "EDA")
entered into a Preliminary Joint Powers Agreement (the "Preliminary Agreement") with the City
of Shakopee (the "City") and the Scott County Housing and Redevelopment Authority (the
"Authority") regarding the deyelopment of a housing deyelopment project (the "Project") within
the City of Shakopee to address the need for affordable housing in the City and County; and
WHEREAS, the EDA, City and Authority haye now determined. to enter into a
Development Agreement (the "Development Agreement") in substantially the form on file with
the EDA and City, which agreement is intended as a definitive joint powers agreement regarding
the Project.
NOW, THEREFORE, BE IT RESOLVED, by the Board of Commissioners of the
Economic Development Authority of the City of Shako pee:
1. That the Deyelopment Agreement is hereby approyed in substantially the form on file with
the EDA on the date hereof, with such changes or modifications as are not materially adverse
to the EDA and which are approved by the President and the Executiye Director of the EDA.
2. That the President and Executiye Director, or in their absence or unavailability, any other
officers of the EDA, are authorized and directed to execute and deliyer the Deyelopment
Agreement, on behalf of the EDA.
Passed and adopted on this 3rd day of June, 2003.
President
ATTEST:
Secretary
SJB-232408vl
SH235-13
CITY OF SHAKOPEE
Resolution No. 5897
APPROVING THE EXECUTION AND DELIVERY OF A
DEVELOPMENT AGREEMENT WITH
SCOTT COUNTY HOUSING AND REDEVELOPMENT AUTHORITY
WHEREAS, housing and redevelopment authorities (and economic development
authorities exercising the powers of housing and redeyelopment authorities) are authorized by
Minnesota Statutes, Sections 469.001 to 469.047 (the "Act") to tmdertake housing deyelopment
projects, and pursuant to Minnesota Statutes, Section 471.59, to undertake common powers
jointly with other governmental units; and
WHEREAS, the Economic Deyelopment Authority of the City of Shakopee (the "ED A")
entered into a Preliminary Joint Powers Agreement (the "Preliminary Agreement") with the City
of Shakopee (the "City") and the Scott County Housing and Redeyelopment Authority (the
"Authority") regarding the development of a housing deyelopment project (the "Project") within
the City of Shakopee to address the need for affordable housing in the City and County; and
WHEREAS, theEDA, City and Authority have now determined to enter into a
Deyelopment Agreement (the "Deyelopment Agreement") in substantially the form on file with
the EDA and City, which agreement is intended as a definitive joint powers agreement regarding
the Project.
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Shako pee:
1. That the Deyelopment Agreement is hereby approyed in substantially the form on file with
the City on the date hereof, with such changes or modifications as are not materially adverse
to the City and which are approyed by the Mayor and the City Administrator.
2. That the Mayor, City Administrator and City Clerk, or in their absence or unayailability, any
other officers of the City authorized to execute contracts on behalf of the City under law, are
authorized and directed to execute and deliyer the Development Agreement, on behalf of the
City.
Passed and adopted on this 3rd day of June, 2003.
Mayor
ATTEST:
City Clerk
SJB-232409vl
SH235-13
EDA
Mark McNeill
Subject: FW: Revised Development Agreement
Items the City wishes to modify:
1- Typos--spell check for "levy" as in tax, was corrected to "Levee" as in the street.
2. Under 5.1 (c)-- Add after the first sentence--"The insurance company shall have a
rating of "A" or better, as rated by the A.M. BestCompany" (This is an industry watchdog
agency that rates the viability of insurance companies) .
3. Change references to the City paying $36,000 towards the construction of the 39-space
parking lot, to "the City shall pay the the Authority one-half of the cost of
construction" of the 39-space lot
MNDOT has indicated to Mark McNeill that they no longer have any ownership interest in the
property, other than the permanent highway ROW on Block 6.
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