84-051 - 05-15 - Sale of Real Estate to Breck kSchoolResolution 84-51
May 15, 1984
Member Johnson introduced the following resolution and moved its adoption:
RESOLUTION FOR SALE OF REAL ESTATE TO BRECK SCHOOL
WHEREAS, the City Council has heretofore approved the sale of the premises
described in the attached Contract for Deed to the Breck School and it appearing
in the interest of the public that said premises be sold pursuant to a Contract
for Deed and that certain easements be retained by the City and acquired from
Breck School;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Golden
Valley that the Mayor and City Manager are hereby authorized to execute any and
all documents necessary to complete the sale of the premises to the Breck School,
including but not limited to, the Contract for Deed, Declaration of Easements or
any amendments thereto.
Mary E. derson, Mayor
ATTEST:
r
4a y, Deputy ty ler
The notion for the adoption of the foregoing resolution was seconded by Member
Stockman and upon a vote being taken thereon, the following voted in favor
thereof: Anderson, Bakken, Johnson, Stockman and Thompson, and the following
voted against the same: none, whereupon said resolution was declared duly
passed and adopted, signed by the Mayor and her signature attested by the Deputy
City Clerk.
DOC 110- 'f 1 is a F; (e &
Cb :TRACT FOR DEED Form No. 56-M M-- VIf— Cm.... ' a . k. n.- C.
Tho delinq uent taxes and transfer entered;
Certificate of Real Estate Value
( )filed ( knot required
, 19—
Count)
County Auditor
By
Depute
IrtSe'ved to mortgage regisry lax payment oaia,
(reserved for recording data'
MORTGAGE REGISTRY TAX DUE HEREON:
8 None
Date: �� 17 19�
THIS CONTRACT FOR DEED is made on the above date by The City of Golden Val ley,
a Minnesota Municipal Corporation . under the laws of Minnesota
Seller.and Breck School, a Minnesota Non-profit Corporation
, Purchaser (whether one or more).
Seller and Purchaser agree to the following terms:
1. PROPERTY DESCRIPTION. Seller hereby sells, and Purchaser hereby buys, real property in
Hennepin. County, Minnesota, described as follows:
That par: of the 50lu-.h1est Quarter of Section 19, Township 29, Range 24, described as follows:
CorrLncin€ a: a point or, the Wrest line of said quarter section, which point is looted ICe9.95 fee:
South of the Northwest corner of said quarter section and forms the SmLhrest corner of the North
70 acres of said quarter section, thence fast along the South line of said 70 acre tract 1522.21
feet, thence South parallel vith the West line of said quarter section 650 feet, thence West at
rig.^: angles to said parallel line 360 feet which is the point of beginning of the tract to be de-
scribed, thence nortivesteTly along a line drar+n at right angles to the center line of the railroa�
righ, of way of Minneapolis, Northfield and Southern Whey to the intersection of the 5outheas:erly
nigh: of •my line thereof, thence South+esterly along said Southeasterly right of wy line to its
intersection with the sisterly line of the right of way of State Trunk Nigh ay No. 100, thence Sm-
-h -easterly along said Easterly line of the high -my as originally laid out 622.11 feet, thence North-
easterly
ortheasterly 395 fee: nwre or less to point of begimSrtg, excepting therefram that portion of the prer-
ises taken for highay purposes, and subject to roads and high-mys as nom existing over and across
said pTwr-,ses.
together with all hereditaments and appurtenances belonging thereto (the Property).
2. TITLE. Seller warrants that title to the Property is, on the date of this contract, subject only to the
following exceptions
(a) Covenants, conditions, restrictions, declarations and easements of record, if any,
(b) Reservations of minerals or mineral rights by the State of Minnesota, if any;
(c) Building. zoning and subdivision laws and regulations:
(d) The lien of real estate taxes and installments of special assessments which are payable bY
Purchaser pursuant to paragraph 6 of this contract; and
(e) The following liens or encumbrances:
3. DELIVERY OF DEED AND EV1DENCE OFTITLE, Upon Purchaser's prompt and full performance
of this contract, Seller shall:
(a) Execute, acknowledge and deliver to Purchaser a Limited Warranty Deed, in
recordable form, conveying marketable title to the Property to Purchaser, subject only to the
following exceptions:
(i) Those exceptions referred to in paragraph 2(a), (b), (c) and (d) of this contract;
(ii) liens, encumbrances, adverse claims or other matters which Purchaser has created, suffered
or permitted to accrue after the date of this contract; and
(iii) The following liens or encumbrances:
(1) Seller shall have certain use of the Little League, football and soccer
fields owned by Purchaser as hereinafter more fully set forth. (2) Decla-
ration of Easements dated ,,-'U 1_, 1984 between Seller and Purchaser
and
(b) Deliver to Purchasers the abstract of title to the Property or, if the title is registered, the owner's
duplicate certificate of title.
4. PURCHASE PRICE Purchasers shall pay to Seller, at 7800 Golden Valley Rvad, Got den
Valley, Minnesota 555-27 , the sum of
One Hundred Eighty-five Thousand and no/100------------- (S 118`,,,000.00 )
as and for the purchase price for the Property, payable as follows:
See attached Addendum for terms and conditions of payment
5. PREPAYMENT. Unless otherwise pro-6ded in this contract, Purchaser shall have the right to full% or
partially prepay this contract at any time without penalty. Any partial prepayment shall be applied
first to payment of amounts then due under this contract, including unpaid accrued interest, and the
balance shall be applied to the principal installments to be paid in the inverse order of their maturity.
Partial prepayment shall not postpone the due date of the installments to be paid pursuant to this
contract or change the amount of such installments.
6. REAL ESTATE TAXES AND ASSESSMENTS. Purchaser shall pay, before penalty accrues, all real
estate taxes and installments of special assessments assessed against the Property which are due and
payable in the year 192—' and in all subsequent years Real estate taxes and installment- of special
assessments which are due and payable in the year in which this contract is dated shall be paid as
follows:
Seller warrants that the real estate taxes and installments of special assessments which were due and
payable in the years preceding the year in which this contract is dated are paid in full.
PROPERTY INSURANCE.
(a) INSURED RISKS AND AMOUNT. Purchaser shall keep all buildings, improvements and
fixtures now or later located on or a part of the Property insured against loss by fire, extended
coverage perils, vandalism, malicious mischief and, if applicable, steam boiler explosion for at
least the amount of
If any of the buildings, improvements or fixtures are located in a federally designated flood prone
area, and if flood insurance is available for that area, Purchaser shall procure and maintain flood
insurance in amounts reasonably satisfactory to Seller.
(b) OTHER TERMS. The insurance policy shall contain a loss payable clause in favor of Seller which
provides that Seller's right to recover under the insurance shall not be impaired by any acts or
omissions of Purchaser or Seller, and that Seller shall otber%iw be afforded all rights and
privileges customarily provided a mortgagee under the so-called standard mortgage clause.
(c) NOTICE OF DAMAGE. In the event of damage to the Property by fire or other casualty,
Purchaser shall promptly give notice of such damage to Seller and the insurance company.
S. DAMAGE TO THE PROPERTY.
(a) APPLICATION OF INSURANCE PROCEEDS. If the Property is damaged by fire or other
casualty, the insurance proceeds paid on account of such damage shall be applied to payment of
the amounts payable by Purchaser under this contract, even if such amounts are not then due to be
paid, unless Purchaser makes a permitted election described in the next paragraph. Such amounts
shall be first applied to unpaid accrued interestand next to the installments to be paid as provided
in this contract in the inverse order of their maturity. Such payment shall not postpone the due
date of the installments to be paid pursuant to this contract or change the amount of such
installments. The balance of insurance proceeds, if any, shall be the property ofaPurchaser.
(b) PURCHASER'S ELECTION TO REBUILD. If Purchaser is not in default under this contract, or
after curing any such default, and if the mortgagees in any prior mortgages and sellers in any
prior contracts for deed do not require otherwise, Purchaser may elect to have that portion of such
insurance proceeds necessary to repair, replace or restore the damaged Property (the repair work)
deposited in escrow with a bank or title insurance company qualified todobusiness in the State of
Minnesota, or such other party as may be mutually agreeable to Seller and Purchaser. The election
may only be made by written notice to Seller within sixty days after the damage occurs. Also, the
election will only be permitted if the plans and specifications and contracts for the repair work are
approved by Seller, which approval Seller shall not unreasonably withhold or delay. If such a
permitted election is made by Purchaser, Seller and Purchaser shall jointly deposit, when paid,
such insurance proceeds into such escrow. If such insurance proceeds are insufficient for the
repair work, Purchaser shall, before the commencement of the repair work, deposit into such
escrow sufficient additional money to insure the full payment for the repair work. Even if the
insurance proceeds are unavailable or are insuffficient to pay the cost of the repair work,
Purchaser shall at all times be responsible to pay the full cost of the repair work. All escrowed
funds shall be disbursed by the escrowee in accordance with generally accepted sound
construction disbursement procedures. The coats incurred or to be incurred on account of such
escrow shall be deposited by Purchaser into such escrow before the commencement of the repair
work Purchaser shall complete the repair work as soon as reasonably possible and in a good and
workmanlike manner, and in any event the repair work shall be completed by Purchaser within
one year after the damage occurs. If, following the completion of and payment for the repair work,
there remain any undisbursed escrow funds, such funds shall be applied to payment of the
amounts payable by Purchaser under this contract in accordance with paragraph B (a) above.
3. INJURY OR DAMAGE OCCURRING ON THE PROPERTY.
(a) LIABILITY.
occurring on or after the date of this contract to any person or persons t e on or about
the Property. Purchaser shall defend and inde rom all liability, loss, costs and
obligations, including reasonaees,onaccountoforarisingoutofanysuchinjuries.
HoKever. ave no liability or obligation to Seller for such injuries which are
. See No. 20.
(b) LIABILITY INSURANCE. Purchaser shall, at Purchaser's own expense, procure and maintain
liability insurance against claims for bodily injury, death and property damage occuring on or
about the Property in amounts reasonably satisfactory to Seller and naming Seller as an
additional insured
10. INSI'RANCE, GENERALLY. The insurance which Purchaser is required to procure and maintain
pursuant to paragraphs', and 9 of this contract shall be issued by an insurance company or companies
licensed to do business in the State of Minnesota and acceptable to Seller. The insurance shall be
maintained by Purchaser at all times while any amount remains unpaid under this contract. The
insurance policies shall provide for not less than ten days written notice to Seller before cancellation,
non-renewal, termination or change in coverage, and Purchaser shall deliver to Seller a duplicate
original or certificate of such insurance policy or policies.
11. CONDEMNATION. If all or any part of the Property is taken in condemnation proceedings instituted
under power of eminent domain oris conveyed in lieu thereof under threat of condemnation, the money
paid pursuant to such condemnation or conveyance in lieu thereof shall be applied to payment of the
amounts payable by Purchaser under this contract, even if such amounts are not then due to he paid
Such amounts shall be applied first to unpaid accrued interest and next to the installment_- to be paid
as pro%lded in this contract in the inverse order of their maturity Such payment shall not postpone the
due date of the installments to be paid pursuant to this contract or change the amount of such
installments. The balance, if any, shall be the property of Purchaser.
12. WASTE, REPAIR AND LIENS. Purchaser shall not remove or demolish any buildings, im-
provements or fixtures now or later located on or a part of the Property, nor shall Purchaser commit or
allow waste of the Property Purchaser shall maintain the Property in good condition and repair.
Purchaser shall not create or permit to accrue liens or adverse claims against the Property which
constitute a lien or claim against Seller's interest in the Property. Purchaser shall pay to Seller all
amounts, costs and expenses, including reasonable attorneys' fees, incurred by Seller to remove any
such liens or adverse claims
13 DEED AND MORTGAGE REGISTRY TAXES. Seller shall, upon Purchaser's full performance of this
contract, pay the deed tax due upon the recording or filing of the deed to be delivered by Seller to
Purchaser. The mortgage registry tax due upon the recording or filing of this contract shall be paid b}
the party who records or files this contract, however, this provision shall not impair the right of Seller
to collect from Purchaser the amount of such tax actually paid by Seller as provided in the applicable
law governing default and service of notice of termination of this contract.
14 NOTICE OF ASSIGNMENT. If either Seller or Purchaser assigns their interest in the Property, acopy
of such assignment shall promptly be furnished to the non-assigning party.
15. PROTECTION OF 1N'TERESTS. If Purchaser fails to pay any sum of money required under the terms
of this contract or fails to perform any of Purchaser's obligations as set forth in this contract, Seller
may. at Seller's option, pay the same or cause the same to be performed, or both, and the amounts so
paid by Seller and the cost of such performance shall be payable at once, with interest at the rate stated
in paragraph 4 of this contract, as an additional amount due Seller under this contract.
If there now exists, or if Seller hereafter creates, suffers or permits to accrue, any mortg age, contract for
deed, lien or encumbrance against the Property which is not herein expressly assumed by Purchaser,
and provided Purchaser is not in default under this contract, Seller shall timely pay all amounts due
thereon, and if Seller fails to do so, Purchaser may, at Purchaser's option, pay any such delinquent
amounts and deduct the amounts paid from the installment(s) next coming due under this contract.
16. DEFAULT. The time of performance by Purchaser of the terms of this contract is an essential part of
this contract. Should Purchaser fail to timely perform any of the terms of this contract, Seller may, at
Seller's option, elect to declare this contract cancelled and terminated by notice to Purchaser in
accordance with applicable law. All right, title and interest acquired under this contract by Purchaser
shall then cease and terminate, and all improvements made upon the Property and all payments made
by Purchaser pursuant to this contract shall belong to Seller as liquidated damages for breach of this
contract. Neither the extension of the time for payment of any sum of money to be paid hereunder nor
any waiver by Seller of Seller's rights to declare this contract forfeited by reason of any breach shall in
ani• manner affect Seller's right to cancel this contract because of defaults subsequently occurring, and
no extension of time shall be valid unless agreed to in writing. After service of notice of default and
failure to cure such default within the period allowed by law, Purchaser shall, upon demand, surrender
possession of the Property to Seller, but Purchaser shall be entitled to possession of the Property until
the expiration of such period.
17, BINDING EFFECT. The terms of this contract shall run with the land and bind theparties hereto and
their successors in interest.
I �. HF AD] NGS Headings of the paragraphs of this contract are for convenience onk and do not define,
limit or construe the contents of such paragraphs.
19. ASSESSMENTS BY OWNERS' ASSOCIATION. If the Property is subject to n recorded declaration
Providing for assessments to be levied against the Pruperty by any owners association, which
assessments may become a lien against the Property if not paid, then:
(a) Purchaser shall prompt),. pay, when due, all assessments imposed by the owner� RFsociation or
other governing body as required by the provisions of the declaration or other related documents:
and
nru
(b) extendedsc verageeperils and tsuch theion ihaza ds and in such ns a master or eamounts an ;
the fire required ed by this
contract, then.
(i) Purchaser'F obligation in this contract to maintain hazard insurnncr, ceveragr on the
Properiv is satisfied. and
(ii) The provisions in paragraph K of this crrYr (•t rer;ardin;; npph(atil•n of i:, -.:rant(proceeds
&hall be superreded by the provisiune of the declarwwll or other relattci docurnent,. nm.'
(iii) In the event of a distribution ofinburance proceeds in lieu .)fr;>toration ( r ;. piir
insured casualty losF to the Property, an\ such prnceedF payable t l Pyrchaser art heretic
aFFigned and shall be paid to Seller for app'i(atinn to the sum s,t•tu'�'r: Ly this contract. %nth
the excess, if any, paid to Purrhaser.
20. ADDITIONAL TERMS: Seller and Purchaser shall hold each other harmless, and defend and indernify
each other from all liability, costs or loss, including reasonable attorney's fees, on sccamt of or.
arising out of any injuries to persons or property sten the other, its irlvitees, agents or guests, are
using said athletic fields. Seller shall, at its own expense, procure and maintain liability insurance
against claims for bodily injury, death or property dmiage occnring on or about the property in x—Ints
reasonably satisfactory to Purchaser and darning Purchaser as an additional insured. 'Oris coverage shall
be in effect only when Seller or Purchaser, its invitees, agents, enployees or guests are using the
SELLER said athletic fields. PURCHASF:R/S)
STATE OF MINNESOTA)
BRECK,SCHOOL Q
Its
sem-
I tt s
COUNTY OF HENNEPIN) SS.
The foregoing instrument was acknowledged before me this s da
Of July, 1984, by I �� �_M Of Breck School, a non ---o con ration under t e laws
on behalf of the corporation.
-- ------------ __ __ -----
-----------------
DEBRA K. PAGE
® t�TA1P'MAP-IC • ES.'
HENNEPIPtN COUNTY
Vr CMMnftolw• Fp," foo S t
State of Mlnnebu—
County of Hennepin
The foegoin
by �
u
Notary Public
I was acknowledged before me thiF Zed
N(frA RI Al .TAMI`(IRA/.AI K,R( rrH rM TITI S. OR RAN A
�S• zSZs
IB�EIN COVt(TM
D assnion Esprrs Aug 17 loon
THIS INATRe►1E\T WAA IIRAnTBD R1 MAW. AND AIWWV,-
BEST 6 FLANAr-hS UNP )
4040 IDS Center
Minneapolis, MN 55402
of City of Golden ValIev. B Minnesota
Muni al Corporation on behalf of the corporation.
FI G\ATI'RI (1/ N-TAH1p'LA'
Ts. temenn ro• o+r (sal vopert, aeso(eee m mss ns�um+rr: s'aJl; Dr sc�l . c
Breck School
123 Ottawa Avenue North
Minneapolis, MN 55422
IVE OTHER IDARTIFS
FAILURE TO RECORD OR FILE THIS CONTRACT FOR DEED MAl G
PRIORITY OVER PURCHASER'S INTEREST IN THE PROPERTY.
ADDENDUM TO CONTRACT FOR DEED
City of Golden Valley/Breck School
Payment Terms
$ 18,500.00 Cash, receipt of which is hereby acknowledged; and
$166,500.00 with interest thereon at 10:. per annum, payable in ten (10) annual
installments of $26,403.84 commencing on the 1st day of September,
1985 and on the is day of each and every September thereafter
until August 31, 195 at which time the full principal balance
together with all accrued interest shall be paid. Payments shall
be credited first to interest and the remainder to principal.
NOTWITHSTANDING the foregoing provisions of this paragraph 4, Seller shall waive
annual interest, and Purchaser's sole obligation shall be to pay
annually on the above dates 10% of the principsl balance, or
$16,650, in return for Purchaser's granting Seller a first priority
use of the Little League field Mondays through Fridays from 5:00
p.m., to 9:00 p.m., during the period of May 14 through August
14; and further Purchaser grants Seller the use of its football
and soccer fields, to be constructed on the Property, on Saturdays
from 9:00 a.m. to 6:00 p.m., from September 7 through November
7, which use shall be scheduled by the parties. Seller may use
the soccer and football fields at other times with the prior con-
sent of Purchaser. The times referred to herein may be changed
by mutual agreement of the parties, and shall be subject to adjust-
ment by Purchaser in the event of a conflict with a special school
event. The use herein granted by Purchaser to Seller shall be for
a period of twenty (20) years from the date hereof; provided, how-
ever, Purchaser shall have the option of terminating said use prior
to the end of the term by written notice to Seller given in Januar
of amyear during the term., with such notice to be effective one
year from the date thereof. In the event Purchaser exercisesthis
right of early termination, Purchaser shall pay Seller $4,8717 on
each anniversary date of this contract following the effective
date of termination until September 1, 2004. In any event, Seller
shall deliver Purchaser the deed described in paragraph 3(a) hereof
when the $166,500 principal balance has been paid. Each party shall
be responsible for its own maintenance of the fields for game prep-
aration and use and for its own insurance coverage. The Use Agree-
ment, set forth herein shall survive any conveyance by Seller to
Purchaser, and shall continue until the same expires or is termi-
nated as herein provided. Proof of early termination of the Use
Agreement may be established by recording an affidavit of the
Purchaser showing the mailing of notice to Seller, and Seller agrees
to execute such document as Purchaser may reasonably request to
establish such early termination.
SIT -LER PURCHASER
CITY OF GOLDEN VALVEY BRI ICK S OOL
i
By B
/Fit
I t s I t s
By ' By
Its Its �L` �V
4