99-05 HRA Resolution
.
.
.
Resolution 99-5
May 11, 1999
Commissioner LeSuer introduced the following resolution and moved its
adoption:
RESOLUTION FOR FINDINGS AND DETERMINATIONS APPROVING
SALE OF CERTAIN REAL PROPERTY AT
522 ARDMORE DRIVE NORTH
WHEREAS, the Housing and Redevelopment Authority (HRA) in and for
the City of Golden Valley, Minnesota acquired Lot 67, including % of adjacent
vacated alley, Glenwood, Golden Valley, Hennepin County, Minnesota; and,
WHEREAS, the HRA has worked with Twin Cities Habitat for Humanity,
Inc. (Habitat), on the development of this property as a single-family home for a
low- and moderate-income family; and,
WHEREAS, this use is in keeping with the Housing Program as adopted
by the HRA in Resolution 99-3 approved March 11, 1999; and,
WHEREAS, the HRA has duly given notice (EXHIBIT A) of a public
hearing on the proposed sale of property as set forth in the "Private Development
Agreement, 522 Ardmore Drive North" attached hereto as EXHIBIT B (hereinafter
the "Subject Property"), pursuant to Minnesota Statutes 9469.029 and has duly
held said public hearing; and,
WHEREAS, under terms of this Agreement, Habitat will construct a new
affordable single-family home to be addressed at 520 Ardmore Drive North.
NOW, THEREFORE, BE IT RESOLVED that the HRA does hereby make
the following findings and determinations:
1. Proper published notice of the proposed sale of the Subject Property
described above has been given and a public hearing has been held
thereon, all in accordance with the provision of Minnesota Statutes
9469.029; and,
2. The use of the Subject Property is in keeping with HRA and City
objectives to provide affordable housing to low- and moderate-income
families;
BE IT FURTHER RESOLVED that:
1. The sale of the Subject Property to the Developer on the terms and
conditions set forth in the development agreement attached hereto as
EXHIBIT B is hereby approved; and
.
.
.
Resolution 99-5 (Con't)
May 11, 1999
2. The Chair of the HRA and the Director of the HRA are hereby
authorized to execute the necessary documents and close the sale of
the Subject Property to the Developer pursuant to the terms and
restrictions provided hereby; and
3. The Director of the HRA is hereby authorized and empowered to
perform the obligations imposed on the HRA under the development
agreement.
A~ST:
William S. oy s,
t
The motion ~ the ption of the foregoing resolution was seconded by
Commissione An erson; and upon a vote being taken thereon, the following
voted in favor reof; Anderson, Bakken, Johnson, LeSuer and Micks; the
following voted against the same: none; whereupon said resolution was declared
duly passed and adopted, signed by the Chair and her signature attested by the
Director.
.
.
.
Resolution 99-5 (Con't.)
EXHIBIT A
May 11, 1999
NOTICE OF PUBLIC HEARING
(APPROVAL OF SALE OFCERTAIN REAL PROPERTY
TO HABITAT FOR HUMANITY, INC.)
NOTICE IS HEREBY GIVEN that the Housing and Redevelopment Authority (HRA)
of Golden Valley, Minnesota will meet at the Golden Valley City Hall, Council
Chambers, 7800 Golden Valley Road, on Tuesday, May 11, 1999, at 7:00 P.M. and
will then and there consider the sale and terms of sale of Lot 67, including % of
adjacent vacated alley, Glenwood, Golden Valley, Hennepin County, Minnesota at
522 Ardmore Drive North to Habitat for Humanity Inc., for redevelopment pursuant to
Minnesota States Section 469.029.
The proposal is to construct a single-family residence on this site. All interested
parties may appear in person or by counsel and be heard.
BY THE HOUSING AND REDEVELOPMENT AUTHORITY
/s/ William S. Joynes, HRA Director
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
PRIV ATE DEVELOPMENT AGREEMENT - 522 ARDMORE DRIVE
THIS AGREEMENT is made and entered into this 11th day of May, 1999, by and
between THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY
OF GOLDEN V ALLEY, a public body corporate established and existing under Minnesota
Statutes, Section 469.001 et seq., with its principal offices at 7800 Golden Valley Road, Golden
Valley, Minnesota 55427 (the "HRA"), and TWIN CITIES HABITAT FOR HUMANITY, INC.,
a Minnesota nonprofit corporation with its principal offices at 3001 Fourth Street S.E.,
Minneapolis, Minnesota 55414 ("Habitat").
WHEREAS, the HRA adopted the Golden Valley Housing Program (the "Program") on
March 11, 1999 for the purpose of providing affordable housing in Golden Valley for persons of
low and moderate income; and
WHEREAS, Habitat has submitted to the HRA a proposal for its acquisition from the
HRA of a lot located at 522 Ardmore Drive North and described in the attached Exhibit A (the
"Development Property"), and the construction on the Development Property of a single family
home to be sold by Habitat to a low income family (the "Project"); and
WHEREAS, Minnesota Statutes, Section 469.029, requires the adoption of a
development agreement between the parties setting forth the mutual rights and obligations of the
parties;
NOW, THEREFORE, in consideration of the foregoing, and in consideration of the
mutual terms and conditions contained herein, the parties hereby agree to all of the agreements,
covenants, terms, conditions, and restrictions set forth below.
Resolution 99-5 (Con't.)
.
EXHIBIT B
May 11, 1999
TABLE OF CONTENTS
ARTICLE I. Definitions . .......... ...... ......... ........ ..... ..... ......... ............ .............. ........ ............ ............ 4
Section 1.1 Definitions...................................................................................................... 4
ARTICLE II. Representations and Warranties .... ............. ...... ................................. ..................... 5
Section 2.1 Representations and Warranties by the HRA ................................................ 5
Section 2.2 Representations and Warranties by Habitat ...................................................6
ARTICLE III. Title and Other Matters ......................................................................................... 6
Section 3.1 Marketable Title ............................................................................................. 7
Section 3.2 Soil Analysis and Environmental Analysis .................................................... 7
Section 3.3 Real Estate Taxes and Special Assessments .................................................. 7
Section 3.4 Closing .......................................................... ............................ ........... .......... 8
Section 3 ~5 Recording ....................................................................................................... 8
Section 3.6 Environmental Claims ............................. ....... ...................... ......................... 8
Section 3. 7 Use ................................................................................................................. 8
Section 3.8 Condemnation ............ ................ ... ...... .... ....................................................... 9
ARTICLE IV. Demolition and Construction oflmprovements ................................................... 9
Section 4.1 Demolition ..................................................................................................... 9
Section 4.2 Commencement and Completion of Construction ......................................... 9
Section 4.3 Certificate of Completion ............................................................................ 10
Section 4.4 Completion Bond ......................................................................................... 10
AR TI CLE V. Insurance .......................................................................................................... .... 10
Section 5.1 Insurance....... ............................. ................... .......... .................. ................... 10
ARTICLE VI. Undertakings 0 fthe HRA . .................................................................................. 12
Section 6.1 Undertakings of the HRA ............................................................................ 12
Section 6.2 Limitations on Financial Undertakings of the HRA .................................... 12
Section 6.3 HRA to Maintain Existence ............................................................,............. 12
Section 6.4 HRA's Option to Terminate ......................................................................... 13
ARTICLE VII. Restrictions on Transfer; Indemnification .......................................................... 12
Section 7.1 Restriction on Transfer ................................................................................ 13
Section 7.2 Indemnification ............................................................................................ 13
ARTICLE VIII. Events of Default ...................... ........................................................................ 13
Section 8.1 Events of Default by Habitat Defined .......................................................... 13
Section 8.2 Remedies on Default by Habitat .................................................................. 14
Section 8.3 Events of Default by the HRA Defined ....................................................... 14
Section 8.4 Remedies on Default by the HRA ............................................................... 15
Section 8.5 No Remedy Exclusive .................................................................................. 15
Section 8.6 No Additional Waiver Implied by One Waiver .......................................... 15
ARTICLE IX. Mortgage Financing ............................................................................................ 16
Section 9.1 Approval of Mortgage .................................................................................. 16
Section 9.2 Notice of Default; Copy to Mortgagee ........................................................ 16
Section 9.3 Mortgagee's Option to Cure Defaults .......................................................... 16
Section 9.4 HRA's Option to Cure Default on Mortgage ............................................... 17
Section 9.5 Subordinate Liens.......................... .................................................. ............ 17
ARTICLE X. Additional Provisions ....................... .................................................................... 18
Section 10.1 Equal Employment Opportunity................................................................ 18
2
.
.
.
.
.
Resolution 99-5 (Con't.)
EXHIBIT B
May 11, 1999
Section 10.2 Not for Speculation .................................................................................... 18
Section 10.3 Titles of Articles and Section ..................................................................... 18
Section 10.4 Notices and Demands ................................................................................ 18
Section 10.5 Counterparts .................................................................................... ........... 18
Section 10.6 Interpretation and Amendment .................................................................. 18
Section 10.7 Severability ................................................................................................. 18
Section 10.8 Duration ....................................................................................... .............. 19
Section 10.9 Binding Effect .................................... ......... .......... .............. .................. ..... 19
Section 10.10 Consents ................................................................................................... 19
ARTICLE XI. Termination of Agreement .................................................................................. 19
Section 11.1 Habitat's Option to Terminate ................................................................... 19
Section 11.2 Effect of Termination........................................................................... ...... 19
Exhibits:
A. Legal Description
B. Certificate of Completion
C. Development Plans
D. Limited Warranty Deed
E. Demolition Specifications
F. Completion Bond
3
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
ARTICLE I.
Definitions
Section 1.1 Definitions. In this Agreement, unless a different meaning clearly appears
from the context:
"Agreement" means this Private Development Agreement by and between The Housing
and Redevelopment Authority in and for the City of Golden Valley, Minnesota and Twin Cities
Habitat for Humanity, Inc., a Minnesota nonprofit corporation, as the same may be from time to
time modified, amended or supplemented.
"Articles and Sections" mentioned by number only are the respective Articles and
Sections of this Agreement so numbered.
"Certificate of Completion" means the certification, in the form of the certificate
contained in Exhibit B attached to and made a part of this Agreement, provided to Habitat or its
successors or assigns pursuant to Section 4.3 of this Agreement upon satisfactory completion of
the Improvements.
"City" means the City of Golden Valley, Minnesota.
"Closing" or Closing Date" means the date upon which the HRA conveys the
Development Property to Habitat, which shall be as soon as practicable after the HRA has
acquired marketable title to the Development Property, after this Agreement has received all
required approvals, and after the satisfaction of any conditions described in this Agreement. The
Closing Date is expected to be on or about July 12, 1999.
"County" means the County of Hennepin, Minnesota.
"Development Plans" means the plans, specifications, and drawings, attached as Exhibit
C. No changes shall be made in the Development Plans with prior approval of the HRA except
as required by the City.
"Development Property" means the real property described in Exhibit A of this
Agreement.
"Event of Default" means an action by Habitat listed in Section 8.1 of this Agreement, or
an action by the HRA listed in Section 8.3 of this Agreement.
"Habitat" means Twin Cities Habitat for Humanity, Inc., a Minnesota nonprofit
corporation.
"HRA" means The Housing and Redevelopment Authority in and for the City of Golden
Valley.
4
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
.
"Improvements" means a single family home plus all other improvements, including
fixtures and equipment, to be constructed by Habitat upon the Development Property pursuant to
this Agreement, as such improvements are defined in the Development Plans.
"Net Proceeds" means any proceeds paid by an insurer to Habitat under a policy or
policies of insurance to be provided and maintained by Habitat pursuant to Article V of this
Agreement and remaining after deducting all expenses (including reasonable fees and
disbursements of counsel) incurred in the collection of such proceeds.
"Party" means either the HRA or Habitat.
"Parties" means the HRA and Habitat.
"Project" means the construction and operation of the Improvements by Habitat on the
Development Property pursuant to the terms of this Agreement.
"Purchase Price" means the sum of ten and no/DO dollars ($10.00).
"State" means the State of Minnesota.
"Unavoidable Delays" means actual delays due to events directly affecting the
Development Property which are beyond the control of Habitat, including but not limited to
labor disputes, unusually severe or prolonged bad weather, acts of God, fire or other casualty,
. injunctions, acts of government, or other court or administrative orders.
ARTICLE II.
Representations and Warranties
Section 2.1 Representations and Warranties bv the HRA. The HRA represents and
warrants that:
(a) The HRA has the power to enter into this Agreement and carry out its
obligations hereunder, and has duly authorized the execution, delivery and performance
of this Agreement by proper action, such that this Agreement is and shall remain binding
and enforceable against the HRA according to its terms, subject to laws affecting the
rights of creditors generally or principles of equity.
(b) The Project constitutes a housing project and a housing development project
pursuant to Minnesota Statutes, Section 469.002.
(c) The HRA has examined this Agreement and has determined that its terms and
provisions are in the best interests of the City and residents.
.
(d) The HRA will cooperate with Habitat to the extent permitted by law in
obtaining all required consents and approvals for construction of the Improvements in
accordance with this Agreement.
5
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
The above representations and warranties are true and complete as of the date hereof, shall be
true and complete as of the Closing Date, and shall survive the Closing Date.
that:
Section 2.2 Representations and Warranties by Habitat. Habitat represents and warrants
(a) Habitat is a nonprofit corporation duly organized and in good standing under
the laws of the State of Minnesota, is not in violation of any provisions in its Articles of
Incorporation or Bylaws, as amended, has power and authority to enter into this
Agreement and to perform its obligations hereunder, and has duly authorized the
execution, delivery and performance of this Agreement by proper action, such that this
Agreement is and shall remain binding and enforceable against Habitat according to its
terms, subject to laws affecting the rights of creditors generally or principles of equity.
(b) Habitat will construct the Improvements upon the Development Property in
accordance with the terms of this Agreement and all applicable local, state and federal
laws and regulations.
(c) Neither the execution and delivery of this Agreement, nor the consummation
of the transactions contemplated hereby, nor the fulfillment of or compliance with the
terms and conditions of this Agreement is prevented or limited by, or in conflict with or
will result in a breach of, the terms, conditions or provisions of Habitat's Articles of
Incorporation or Bylaws, as amended, or any indenture, mortgage, agreement or
instrument of whatever nature to which Habitat is now a party or by which it is bound, or
will constitute a default under any of the foregoing.
(d) There are no legal proceedings pending, or known to be threatened or
contemplated, to which Habitat is a party, or to which any property of Habitat is subject,
which, if determined adversely, would individually or in the aggregate have a material
adverse effect on its financial position, or prevent or impair Habitat's ability to perform
any covenants or obligations under this Agreement.
(e) Habitat will act in good faith and use its best efforts to obtain all required
consents and approvals for construction of the Improvements, and Habitat will comply
with all reasonable requirements imposed as conditions for such consents and approvals
even if such requirements involve changes to the Development Plans (so long as such
changes are not substantial).
The above representations and warranties are true and complete as of the date hereof, shall be
true and complete as of the Closing Date, and shall survive the Closing Date.
ARTICLE III.
Title and Other Matters
Section 3.1 Marketable Title. The HRA agrees, with respect to the Development
Property, to furnish to Habitat within ten (10) days after Habitat's execution of this Agreement, a
commitment for the issuance of an owner's AL T A policy of title insurance issued by an
6
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
acceptable title insurance company, showing marketable title in the HRA subject only to the
. following:
(a) Building, zoning and similar laws and ordinances.
(b) Mineral rights reserved to the State of Minnesota.
(c) Easements of record which do not interfere with Habitat's proposed
development and use ofthe property.
(d) The lien of current real estate taxes, if any.
(e) Other restrictions, if any, expressly agreed to by Habitat, including those
restrictions and reversionary rights contained in this Agreement.
(f) Successful completion of a title registration proceeding for the Development
Property, which the HRA has commenced and agrees to complete at its expense and as
soon as practicable.
.
The commitment shall include UCC searches; searches for bankruptcies; state and federal
judgments; tax and other liens; and for all special assessments, levied, pending and approved by
the City, or deferred. The commitment shall include full mechanic's lien coverage, shall delete
any exceptions for the rights of the parties in possession and survey matters, and shall include
copies of all documents referred to therein. The cost and expense of the title commitment and
the title policy, based upon the value of the land only, shall be paid by the HRA. Any other title
costs or policies shall be paid by Habitat.
Habitat shall be allowed fifteen (15) days after receipt of such commitment to make
objections thereto, such objects to be made in writing or deemed waived. The HRA shall be
permitted ninety (90) days from and after the date of such objections to cure the same and the
HRA hereby undertakes to cure such defects. If such title objects cannot be cured within ninety
(90) days, or such longer period as is agreed to by Habitat, and Habitat does not waive such
objections, then Habitat shall have the right to terminate this Agreement by giving written notice
thereof to the HRA. Closing Date shall be delayed during the period necessary for the HRA to
cure any title objections.
Section 3.2 Soil Analysis and Environmental Analysis. Upon its execution of this
Agreement, Habitat, at its expense, may perform a soil analysisandlor assessment of the
environmental condition of the Development Property. Habitat shall have the option of
terminating this Agreement within 30 days after its execution if Habitat reasonably determines,
based upon the results of any such soil analysis or assessment of the environmental condition,
that construction of the Improvements is not practicable due to existing soil conditions or due to
the presence of hazardous waste or other environmental contamination or hazards on or within
the Development Property. Habitat's right to terminate this Agreement pursuant to this Section
3.2 shall lapse if it is not so terminated within such 30-day period.
.
Section 3.3 Real Estate Taxes and Special Assessments. Any real estate taxes due and
payable on the Development Property prior to the Closing Date shall be paid by the HRA. The
7
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
.
HRA shall pay in full all special assessments against the Development Property which are
deferred, levied or pending (approved by the City Council) as of the Closing Date. Habitat shall
pay all subsequent real estate taxes and installments of special assessments payable therewith,
unless Habitat obtains an exemption from property taxes for the Development Property due to
Habitat's nonprofit status.
.
Section 3.4 Closing. Subject to the HRA having obtained marketable title to the
Development Property, on the Closing Date the HRA shall deliver to Habitat a limited warranty
deed for the Development Property (the "Deed"), in the form attached as Exhibit D. The Deed
shall be subject to the restrictions, reservations and encumbrances of record, if any, all building
and zoning laws and ordinances and all other local, state, and federal laws and regulations, the
terms and conditions of this Agreement, and such other encumbrances as the HRA and Habitat
shall mutually agree. The Deed shall contain a forfeiture clause providing for revesting of title in
the HRA upon the occurrence of an Event of Default (as defined in Section 8.1 hereof) and
expiration of any period to cure such Event of Default provided in Section 8.2 hereof prior to
issuance of the Certificate of Completion. The Purchase Price shall be due and payable in full
from Habitat on the Closing Date in cash, or by cashier's or certified check. Delivery ofthe
Deed shall not cause termination of any provision of this Agreement, except where expressly
provided herein. Except as otherwise provided in this Agreement, all costs of the conveyance of
the Development Property to Habitat, including any and all fees and charges relating to such
conveyance, and filing or recording fees and any and all other taxes and charges payable in
connection with such conveyance, if any, shall be wholly borne by Habitat. The HRA shall not
(a) voluntarily take any actions to encumber title, or (b) fail to take any necessary action to
prevent encumbrance of title between the date hereof and the date of delivery of the Deed to
Habitat by the HRA pursuant to this Section.
Section 3.5 Recording. Habitat shall cause the title insurance company to promptly file
the Agreement and the Deed in the office of the Hennepin County Recorder. Habitat shall pay
all costs of recording, except for the State deed tax which shall be paid by the HRA on the
Closing Date.
Section 3.6 Environmental Claims. The HRA is aware of no state or federal claim filed
or planned to be filed by any party relating to any violation of any local, state or federal
environmental law, regulation or review procedure, nor is the HRA aware of any violation of any
local, state or federal law, regulation or review procedure which would give any person a valid
claim under the Comprehensive Environmental Response Compensation and Liability Act
("CERCLA"), the Minnesota Environmental Rights Act ("MERLA"), or other state or federal
environmental statute, or which would subject Habitat to any liability under CERCLA, MERLA,
or other state or federal environmental statute, with regard to the Development Property. Subject
to the foregoing, the HRA makes no representation or warranty, express or implied, concerning
the presence on, in or under the Development Property of any pollution, contamination or
hazardous substances, and the HRA disclaims any and all liability and responsibility to
Developer in connection therewith.
.
Section 3.7 Use. Habitat shall devote the Development Property only to the uses
specified in this Agreement, and there shall be no unlawful discrimination in the use of the
Development Property on account of race, color religion, sex, age, national origin, or political
8
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
affiliation.
Section 3.8 Condemnation. In the event that title to and possession of the Improvements
or any material part thereof shall be taken in condemnation or by the exercise of the power of
eminent domain by any governmental body or other person (except the HRA) after the Closing
Date but prior to the transfer by Habitat of title to the Development Property, Habitat shall, with
reasonable promptness after such taking, notify the HRA as to the nature and extent of such
taking. Upon receipt of any condemnation award, Habitat shall use the entire condemnation
award first to pay the reasonable costs and expenses of such taking, including but not limited to
reasonable attorneys' fees and appraisers' fees, and second to reconstruct the Improvements (or,
in the event only a part of the Improvements have been taken, then to reconstruct such part) upon
the Development Property to the extent such reconstruction of the Improvements is not
impracticable. To the extent such reconstruction is impracticable, Habitat shall use the
condemnation proceeds first to satisfy any mortgage of record against the Development property
and second to pay any outstanding project costs. Habitat may retain any remaining
condemnation proceeds.
ARTICLE IV.
Demolition and Construction of Improvements
Section 4.1 Demolition. The HRA shall commence demolition of the existing
improvements on the Development Property on or before the Closing Date and shall complete
the demolition as soon as practicable thereafter. The demolition shall be completed in
accordance with the specifications attached as Exhibit E.
Section 4.2 Commencement and Completion of Construction. Provided the Closing
Date has occurred and the HRA has completed the demolition, Habitat shall commence
construction of the Improvements on the Development Property on or before September I, 1999.
Habitat shall diligently prosecute construction of the Improvements to completion, and shall
complete construction of the Improvements on or before December 31, 2000. The times
provided herein for commencement and completion of various stages of construction shall be
extended to the extent any Unavoidable Delays. Habitat agrees that it will construct the
Improvements on the Development Property in conformance with the Development Plans.
Habitat agrees that the scope and scale of the Improvements to be constructed shall not be
significantly less than the scope and scale of the Improvements as detailed and outlined in the
Development Plans.
Subsequent to execution of this Agreement, and until certification of the Improvements
pursuant to Section 4.3, Habitat shall make reports to the HRA, in such detail and at such times
as may reasonably be requested by the HRA, as to the actual progress of Habitat with respect to
construction of the Improvements. Habitat also agrees that designated representatives of the
HRA may enter upon the Development Property during the construction of the Improvements to
inspect such construction, subject to reasonable advance notice and reasonable procedures
agreeable to Habitat.
9
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
.
Section 4.3 Certificate of Completion.
(a) Promptly after compLetion of the Improvements in accordance with the
provisions of this Agreement, and provided there is no other Event of Default in
existence at such time, the HRA will furnish Habitat with the Certificate of Completion
in substantially the form set forth in Exhibit B attached hereto. Such Certificate of
Completion shall be (and it shall be so provided in the Certificate of Completion itself) a
conclusive determination of satisfaction and termination of the agreements and covenants
in this Agreement with respect to the obligations of Habitat to construct the
Improvements.
(b) If the HRA shall refuse or fail to provide a Certificate of Completion in
accordance with the provisions of this Section, the HRA shall, within ten (10) days after
written request by Habitat, provide Habitat with a written statement, indicating in
adequate detail in what respects Habitat has failed to complete the Improvements in
accordance with the provisions of this Agreement, or is otherwise in default under this
Agreement, and what measures or acts will be necessary, in the opinion of the HRA, for
Habitat to take or perform in order to obtain such Certificate of Completion.
Section 4.4 Completion Bond. At its own expense, Habitat shall furnish a $2,000
completion bond to the HRA on the Closing Date, substantially in the form attached as Exhibit F,
and issued by a reputable company licensed and authorized to conduct business in Minnesota.
Such bond shall guarantee completion of the Improvements in accordance with the Development
. Plans, and in accordance with Section 4.2.
ARTICLE V.
Insurance
Section 5.1 Insurance.
(a) Habitat will provide and maintain or cause to be maintained at all times during
the process of construction the Improvements, at its sole cost and expense, and, from time
to time at the request of the HRA, furnish the HRA with proof of payment of premiums
on:
.
(i) Builder's risk insurance in an amount not less than $50,000, with a
deductible amount of not more than $500, and with coverage available in
nonreporting form on the so-called "all risk" form of policy;
(ii) Comprehensive general liability insurance (including operations,
contingent liability, operations of subcontractors, completed operations and
contractual liability insurance) together with an Owner's and Contractor's
Protective 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). The interest of the HRA shall be
protected in accordance with a clause in form and content satisfactory to the
HRA; and
10
Resolution 99-5 (Con't.)
EXHIBIT B
May 11, 1999
.
(iii) Workers' compensation insurance, with statutory coverage.
(b) Upon completion of construction of the Improvements and until the transfer
by Habitat of title to the Development Property and completed Improvements, whether
by deed or contract for deed, Habitat shall maintain or cause to be maintained, at its sole
cost and expense, and form time to time at the request of HRA shall furnish proof of the
payment of premiums on insurance as follows:
(i) Insurance against loss and/or damage to the Improvements under a
policy or policies covering such risks as are ordinarily insured against, including
(without limiting the generality of the foregoing) fire, extended coverage,
vandalism and malicious mischief, explosion, water damage, demolition cost,
debris removal, and collapse in an amount not less than the full replacement cost
of the Improvements, but any such policy may have a deductible amount of not
more than $500. No policy of insurance shall be written so that the proceeds
thereof will produce less than the minimum coverage required by the preceding
sentence, by reason of co-insurance provisions or otherwise, without the prior
consent thereto in writing by the HRA. The term "full insurable replacement
value" shall mean the actual replacement cost of the Improvements (excluding
foundation and excavation costs and other uninsurable items) and equipment.
.
(ii) Comprehensive general public liability insurance, including
personal injury liability for injuries to persons and/or property, including any
injuries resulting from the operations of automobiles or other motorized vehicles
on or about the Development Property, in the minimum amount for each
occurrence of $1,000,000. To accomplish such limits, an umbrella excess liability
policy may be used.
(c) All insurance required in this Article VI shall be taken out and maintained in
responsible insurance companies selected by Habitat which are authorized under the laws
of the State to assume the risks covered thereby. At the first time that any insurance is
required to be in effect hereunder, Habitat shall deposit with the HRA a certificate or
certificates or binders of the respective insurers evidencing that such insurance is in force
and effect. Unless otherwise provided in this Article VI, each policy shall contain a
provision that the insurer shall not cancel or modify it without giving written notice to
Habitat and the HRA at least thirty (30) days before the cancellation or modification
becomes effective. Upon the HRA's request, Habitat shall furnish the HRA evidence
satisfactory to the HRA that any policy required hereunder is in effect. In lieu of separate
policies, Habitat may maintain a single policy, or blanket or umbrella policies, or a
combination thereof, which provide the total coverage required herein, in which event
Habitat shall deposit with the HRA a certificate or certificates of the respective insurers
as to the amount of coverage in force upon the Improvements.
.
(d) In the event the Improvements or any portion thereof is destroyed by fire or
other casualty prior to the transfer of such portion by Habitat, then Habitat shall, within
sixty (60) days after such damage or destruction, commence to repair, reconstruct and
restore the damaged Improvements to substantially the same or improved condition or
utility value as they existed prior to the event causing such damage or destruction and, to
11
Resolution 99-5 (Con't.)
EXHIBIT B
May 11, 1999
.
the extent necessary to accomplish such repair, reconstruction and restoration, Habitat
will apply the Net Proceeds of any insurance relating to such damage or destruction to the
payment or reimbursement of the costs thereof. Habitat shall complete the repair and
reconstruction of the Improvements, whether or not the Net Proceeds of insurance
received by Habitat for such purposes are sufficient to pay for the same. Any Net
Proceeds remaining after completion of construction shall be disbursed to Habitat.
ARTICLE VI.
Undertakings of the HRA
Section 6.1 Undertakings of the HRA. As consideration for the purchase of the
Development Property and construction of the Improvements by Habitat, the HRA agrees,
subject to the provisions of Section 6.2 below, to use reasonable efforts with the City, and
cooperate with Habitat in obtaining all required consents and approvals for construction of the
Improvements in accordance with this Agreement.
Section 6.2 Limitations on Financial Undertakings of the HRA, The provisions of
Section 6.1 of this Agreement notwithstanding, the HRA shall have no obligation to Habitat
under this Agreement to take any action provided for in this Agreement except upon existence of
the following conditions:
.
(a) Habitat has satisfied all conditions precedent under this Agreement required to
be satisfied as of the applicable date of performance of the particular HRA action;
(b) Habitat is not, and does not become, in default under Article VIII of this
Agreement, and is and continues in compliance with all material terms and conditions of
this Agreement;
(c) The HRA and Habitat have received all necessary approvals from the City and
other authorities to implement this Agreement; and
(d) The HRA is not the subject of any court or administrative proceeding seeking
to enjoin or otherwise prevent the HRA from taking any action under this Agreement.
Section 6.3 HRA to Maintain Existence. The HRA covenants and agrees that it shall at
all times do or cause to be done all things within its statutory powers necessary to preserve and
keep in full force and effect its existence, or to assure the assumption of its obligations under this
Agreement by any public body succeeding to its powers.
Section 6.4 HRA's Option to Terminate. This Agreement may be terminated by the
HRA by written notice to Habitat if the HRA is in compliance with all material terms of this
Agreement and Closing has not occurred by December 31, 1999 . Termination of this Agreement
pursuant to this Section 6.4 shall not affect the rights of the HRA to institute any action, claim or
demand for damages suffered as a result of breach or default of the terms of this Agreement by
. Developer.
12
.
.
.
Resolution 99-5 (Con't.)
EXHIBIT B
May 11, 1999
ARTICLE VII.
Restrictions on Transfer: Indemnification
Section 7.1 Restriction on Transfer. Until the Certificate of Completion has been issued
by the HRA for the Development Property, the Habitat's interest in the Development Property
(or any portion thereof) may not be assigned by Habitat without the prior written consent of the
HRA, which consent may be granted or withheld by the HRA in its sole discretion.
After the Certificate of Completion has been issued by the HRA, Habitat's interest in the
Development Property (or any portion thereof) may be sold, transferred or conveyed by Habitat,
but only to a low income person pursuant to Habitat's normal and customary programs and
procedures.
The Parties agree that the terms and conditions ofthis Section 7.1 run with the land and
shall be binding upon their successors and assigns. The Parties also agree that this Section 7.1
shall not apply to a mortgage granted by Habitat in accordance with Section 9.1 of this
Agreement.
Section 7.2 Indemnification. Habitat hereby agrees to indemnify, defend and hold
harmless the HRA, and its officials, employees and agents, against any and all claims, demands,
lawsuits, judgments, damages, penalties, costs and expenses, including reasonable attorneys'
fees, arising out of actions or omissions by Habitat, its employees and agents, in connection with
the Habitat Project, except to the extent of any bad faith, gross negligence or intentional
misconduct by the HRA or other person seeking indemnification.
ARTICLE VIII.
Events of Default
Section 8.1 Events of Default bv Habitat Defined. The following shall be "Events of
Default" under this Agreement and the term "Event of Default" shall mean, whenever it is used
in this Agreement, anyone or more of the following events:
(a) Failure by Habitat to pay the Purchase Price or otherwise perform on the
Closing Date.
(b) Subject to Unavoidable Delays, failure by Habitat to commence and complete
construction of the Improvements pursuant to the terms, conditions and limitations of
Article IV of this Agreement.
(c) Until the Certificate of Completion has been issued, but prior to Habitat's
transfer oftitle to the Development Property, failure by Habitat to observe or perform any
material covenant, condition, obligation or agreement on its part to be observed or
performed under this Agreement.
(d) Until the Certificate of Completion has been issued, filing by Habitat in any
court, pursuant to any federal or State statute, of a petition in bankruptcy or insolvency,
13
.
.
.
Resolution 99-5 (Con't.)
EXHIBIT B
May 11, 1999
or for reorganization, or for the appointment of a receiver or trustee of all or a portion of
Habitat's property, or an assignment by Habitat for the benefit of creditors.
(e) Until the Certificate of Completion has been issued, filing against Habitat in
any court, pursuant to any federal or State statute, of a petition in bankruptcy or
insolvency, or for reorganization, or for appointment of a receiver or trustee of all or a
portion of Habitat's properties, if such proceeding is not dismissed within ninety (90)
days after commencement thereof.
(f) Until the Certificate of Completion has been issued, any merger,
consolidation, dissolution, liquidation, reorganization or transfer of all or substantially all
of Habitat's assets.
Section 8.2 Remedies on Default bv Habitat. Whenever any Event of Default occurs, the
HRA may take anyone or more of the following actions (but only after provision of ninety (90)
days' written notice to Habitat in the case of an Event of Default under Section 8.1(a), (b), or (c),
and then only if such an Event of Default has not been cured within such ninety (90) days or, if
such an Event of Default cannot be cured within ninety (90) days, Habitat does not provide
assurances to the HRA reasonably satisfactory to the HRA that such an Event of Default will be
cured as soon as reasonably possible and that it will not jeopardize the purposes of this
Agreement):
(a) The HRA may suspend its performance under the Agreement until it receives
assurances from Habitat, deemed adequate by the HRA, that Habitat will cure its default
and continue its performance under the Agreement.
(b) If the Event of Default occurs prior to the Closing Date, the HRA may cancel
and rescind the Agreement.
(c) If the Event of Default occurs after the Closing Date but prior to issuance of
the Certificate of Completion, the HRA may reenter and take possession the
Development Property and revest absolute title thereto in the HRA.
(d) The HRA may initiate such action, including legal or administrative action,. as
is necessary for the HRA to secure performance of any provision of this Agreement or
recover any amounts due under this Agreement from Habitat.
(e) Sue for damages, including delinquent taxes levied against the Development
Property, provided that any damages shall be reduced to the extent of any amount
recovered by the HRA under any completion bond provided pursuant to this Agreement.
Section 8.3 Events of Default bv the HRA Defined. Subject to Section 6.2, the following
shall be "Events of Default by the HRA" under this Agreement and the term "Event of Default"
shall mean, whenever it is used in this Section or Section 8.4, anyone or more of the following
events:
14
.
.
.
Resolution 99-5 (Con't.)
EXHIBIT B
May 11, 1999
(a) Failure by the HRA to deliver to Habitat on the Closing Date marketable title
to the Development Property.
(b) Failure by the HRA to promptly furnish Habitat with a Certificate of
Completion as required in Section 4.3.
(c) Failure by the HRA to observe or perform any other material obligation or
covenant under this Agreement.
Section 8.4 Remedies on Default by the HRA. Whenever any Event of Default by the
HRA occurs, Habitat may take anyone or more of the following actions (but only after provision
of ninety (90) days written notice to the HRA, and then only if such Event of Default has not
been cured within such ninety (90) days or, if such an Event of Default cannot be cured within
ninety (90) days, the HRA does not provide assurances to Habitat reasonably satisfactory to
Habitat that such an Event of Default will be cured as soon as reasonably possible and that it will
not jeopardize the purpose of this Agreement):
(a) Habitat may suspend its performance under this Agreement until it receives
assurances form the HRA, deemed adequate by Habitat, that the HRA will cure its default
and continue its performance under this Agreement.
(b) If the Event of Default occurs prior to the Closing Date, Habitat may cancel
and rescind this Agreement.
(c) Habitat may initiate such action, including legal, equitable or administrative
actions, as is necessary for Habitat to secure performance of any provision of this
Agreement or recover any amounts due under this Agreement from HRA.
HRA.
(d) Habitat may sue for damages which it incurs due to an Event of Default by
Section 8.5 No Remedy Exclusive. No remedy herein conferred upon or reserved to the
HRA or Habitat 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.
Section 8.6 No Additional Waiver Implied bv One Waiver. In the event any agreement
contained in this Agreement should be breached by any Party and thereafter waived by any other
Party, such waiver shall be limited to the particular breach so waived and shall not be deemed to
waive any other concurrent, previous or substantial breach hereunder.
15
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
.
ARTICLE IX.
Mortgage Financing
Section 9.1 Approval of Mortgage. Any mortgage shall require the prior written
approval of the HRA's Director. Habitat may rely upon any approval granted hereunder by the
HRA's Director without additional action by the HRA. Approval shall not be unreasonably
withheld or delayed, and shall be given if:
(a) the HRA's Director first receives a copy of all mortgage documents; and
(b) the HRA' s Director determines that the mortgage is a first mortgage and that
the terms of the mortgage conform and are subject to the terms of this Agreement.
.
The holder of any mortgage (or any nominee or agent controlled by the holder) shall not
be obligated to undertake or continue construction or completion of the Improvements while in
possession of the Development Property pursuant to the foreclosure, or conveyance by Habitat to
the holder in lieu of foreclosure, except upon express assumption of such obligation as provided
in Section 9.3, provided that nothing in this Section or in any other section of this Agreement
shall be deemed or construed to permit any holder to devote the Development Property or any
portion thereof to any use, or to construct any improvement, other than those uses or
improvements permitted by this Agreement. Further, any person who obtains an interest in all or
any portion of the Development Property from or through any holder, except for any nominee or
agent controlled by the holder whether through foreclosure sale or otherwise, shall be strictly
subject to the terms and conditions of this Agreement, as such are binding on Habitat, and such
party shall not be entitled to any additional rights or privileges granted a holder hereunder.
Section 9.2 Notice of Default COpy to Mortgagee. Whenever the HRA shall deliver any
notice or demand to Habitat with respect to any breach or default by Habitat in its obligations or
covenants under this Agreement, the HRA shall at the same time forward a copy of such notice
or demand to each known holder of any mortgage at the last address of such holder shown in the
records of the HRA.
.
Section 9.3 Mortgagee's Option to Cure Defaults. After any breach or default referred to
in Section 9.2 hereof, each such holder shall (insofar as the rights of the HRA are concerned and
subject to any rights of the mortgagor under such mortgage) have the right, at its option, for a
period of 90 days after notice of such default pursuant to Section 9.2 hereof, to cure or remedy
such breach or default and to add the cost thereof to the mortgage debt and the lien of its
mortgage. If a default is not susceptible of cure within such 90-day period, the holder shall have
such period of time as is necessary to cure such default provided the holder promptly commences
the cure and thereafter proceeds to cure such default as soon as reasonably possible and provided
such failure to cure within 90 days does not jeopardize the purpose of the Agreement. However,
if the breach or default is with respect to construction of the Improvements, nothing contained in
this Section or any other Section of this Agreement shall be deemed to permit or authorize such
holder, either before or after foreclosure or action in lieu thereof, to undertake or continue the
construction or completion of the Improvements (beyond the extent necessary to conserve or
16
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
protect Improvements or construction already made) for more than 90 days after the holder has
received notice of such default pursuant to Section 9.2 hereof, without first having expressly
assumed the obligation to the HRA, by written agreement reasonably satisfactory to the HRA, to
complete, in the manner provide in this Agreement and in conformance with the Development
Plans, the Improvements on the Development Property. If the holder enters into an agreement
assuming the obligations of Habitat under the Agreement, such agreement shall provide that all
obligations of the holder thereunder shall terminate at such time as the Agreement is assigned by
the holder in accordance with the provisions of Section 7.1 of the Agreement. Any holder who
shall properly complete the Improvements relating to the Development Property shall be entitled,
upon written request made to the HRA, to a certification by the HRA to such effect in the
manner provided in Section 4.3 of this Agreement.
Section 9.4 HRA's Option to Cure Default on Mortgage. Any mortgage executed by
Habitat with respect to the Development Property, or any improvements thereon, shall provide
that, in the event that Habitat is in default under any mortgage authorized pursuant to this
Article IX, the mortgagee, within ten (10) days after it has declared or given notice to Habitat of
a default, shall notify the HRA in writing of:
(a) the fact of the default;
(b) the elements of the default; and
(c) the actions required to cure the default.
The HRA shall have the right to cure any such default within 90 days after notice from a
holder, provided that the HRA gives Habitat advance written notice of its intent to cure. In the
event of such cure prior to the issuance of the Certificate of Completion, the HRA shall
thereupon be entitled, in addition to and without limitation upon any other rights or remedies to
which it may be entitled, to reimbursement from Habitat or any successor or assignee of any
costs and expenses incurred by the HRA in curing such default. Interest shall accrue on any
amounts due the HRA under this paragraph at the reference rate of interest then in effect at U.S.
Bank of Minneapolis until such amounts are paid, and such amounts shall result in the creation
of a lien on the Development Property in favor of the HRA.
Section 9.5 Subordinate Liens. Habitat agrees that it will not create, incur, assume or
suffer any security interest, mortgage, pledge, lien, charge, or encumbrance upon the
Development Property except for a first mortgage permitted under this Article. Habitat, at its
own expense, in its own name and in good faith, may contest any involuntary lien, charge or
encumbrance and not be in default hereunder provided Habitat first posts a bond or provides
other security to the HRA or to the holder of a first mortgage, or to an agent of such holder,
including, without limitation, a title insurance company, which the HRA reasonably determines
is adequate to protect the interest of the HRA.
17
.
.
.
Resolution 99-5 (Con't.)
EXHIBIT B
May 11, 1999
ARTICLE X.
Additional Provisions
Section 10.1 Equal Emplovment Opportunity. Habitat agrees that during the
construction of the Project neither it nor any of the contractors will unlawfully discriminate
against any employee or applicant for employment because of race, color, religion, sex, age,
national origin, or political affiliation.
Section 10.2 Not for Speculation. Habitat's purchase of the Development Property, and
its undertakings pursuant to this Agreement, are and will be used for the sole and express
purpose of constructing low income housing on the Development Property and not for
speculation in land holdings.
Section 10.3 Titles of Articles and Section. Any titles of the several parts, Articles and
Sections of the Agreement are inserted for convenience of reference only and shall be
disregarded in construing or interpreting any of its provisions.
Section lOA Notices and Demands. Except as otherwise expressly provided in this
Agreement, a notice, demand or other communication under the Agreement by either party to the
other shall be sufficiently given or delivered if it is in writing dispatched by registered or
certified mail, postage prepaid, return receipt requested, or delivered personally; and,
(a) in the case of Habitat, is addressed to or delivered personally to Habitat at
3001 Fourth Street S.E., Minneapolis, Minnesota 55414, Attention: Bill Powell, with
copies to William C. Griffith, Larkin, Hoffman, Daly & Lindgren, Ltd., 1500 Norwest
Financial Center, 7900 Xerxes Avenue South, Bloomington, Minnesota 55431; and
(b) in the case of HRA, is addressed to or delivered personally to the HRA to
Housing and Redevelopment In and For the City of Golden Valley, 7800 Golden Valley
Road, Golden Valley, Minnesota 55428, Attention: Director, with copies to Allen D.
Barnard, Best & Flanagan LLP, 4000 U.S. Bank Building, 601 Second Avenue South,
Minneapolis, Minnesota 55402-4331.
or at such other addresses 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.
Section 10.5 Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall constitute one and the same instrument.
Section 10.6 Interpretation and Amendment. This Agreement shall be governed by and
construed in accordance with the laws of the State of Minnesota. This Agreement constitutes the
entire agreement of the parties on the subject matter hereof, superseding any prior oral or written
agreements. This Agreement can be modified only by a writing signed by both parties.
Section 10.7 Severability. In the event that any provision of this Agreement shall be
held invalid or unenforceable by any court of competent jurisdiction, such holding shall not
18
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
invalidate or render unenforceable any other provisions hereof.
Section 10.8 Duration. This Agreement shall be effective as of the date hereof and
shall continue in full force and effect until issuance of the Certificate of Completion (or revesting
oftitle in the HRA) for the Development Property and the transfer by Habitat of title to the
Development Property. This Agreement shall survive the Closing Date and theHRA's delivery
of the Deed to Habitat.
Section 10.9 Binding Effect. Subject to the provisions of Article VII, this Agreement is
binding upon, and shall inure to the benefit of, the successors and assigns of the Parties.
Section 10.10 Consents. Any consent or approval required of a Party under this
Agreement shall not be unreasonably withheld or delayed.
AR TI CLE XI.
Termination of Agreement
Section 11.1 Habitat's Option to Terminate. This Agreement may be terminated by
Habitat any time prior to the Closing Date if Habitat is in compliance with all material terms of
this Agreement and no Event of Default has occurred; and
( a) The Closing Date has not occurred by December 31, 1999, unless extended by
the prior written consent of the Parties;
(b) Subject to Section 3.1, if Habitat's title objections are not waived by Habitat
or cured by the HRA;
(c) Subject to Section 3.2, if Habitat determines that construction ofthe
Improvements is not practicable due to soil conditions; or
(d) Subject to Section 2.2(e), if Habitat does not receive all approvals and
consents from governmental authorities which are reasonably required for construction of
the Improvements.
Section 11.2 Effect of Termination. If this Agreement is terminated pursuant to this
Article XI, this Agreement shall be from such date forward null and void and of no further effect;
provided, however, that termination ofthis Agreement pursuant to this Article XI shall not affect
the rights of Habitat under Article VIII to institute any action, claim or demand for damages
suffered as a result of breach or default of the terms of this Agreement.
IN WITNESS WHEREOF, the HRA has caused this Agreement to be duly executed in
its name and behalf and its seal to be hereunto duly affixed and Habitat has caused this
Agreement to be duly executed in its name and behalf, on or as of the date first above written.
19
.
.
.
Resolution 99-5 (Con't.)
EXHIBIT B
May 11, 1999
THE HOUSING AND REDEVELOPMENT
AUTHORITY IN AND FOR THE CITY OF
GOLDEN V ALLEY
By:
Its:
And:
Its:
TWIN CITIES HABITAT FOR HUMANITY, INC.
By: ~ .d!f[/
Stephen eide!, Preside,,!
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
I The fore~oi~g instrument was acknowledgeq before me this &f1\.day of !nIl.{ . 1999,
by L- -J bYltlS'Dn , the ('jell r ,and by -r-
I ',-' 5. ( 0 85; , the 7); i'e c~r , of THE HOUSING AND
REDEVELOPME T AUTHORITY IN AND FOR THE CITY OF GOLDEN VALLEY, on
behalf of the organization.
STATE OF MINNESOTA
~&tfl: aLflmJ-
NOt} PUbl~~j"\"=:""":V\f'AMN'~.
S. .., '::\ ,JUDITH A. NAllY I
'" ("',
~;~~'~.~'1!~'~~ NOTAR Y? UBUC-MINNESO'TA
~ ""'":,,,,\\~ '. HENNEPIN COUNTY
~ . L17 COll\Illlsalon ExpIr.. _ at. 2000
.
)
) SS.
)
COUNTY OF HENNEPIN
.
The foregoing instrument was acknowledged before me this to... day of~ 1999,
by Stephen Seidel, President, of TWIN CITIES HABITAT FOR HUMANITY, IN~ehalf
Ofili~~. ~.12
i8 ~==A ~ Notary pur::" . ~
~ My Commission Expires Jan. 31, 2000 ~
.
,.
20
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
DRAFTED BY:
Best & Flanagan LLP (CCB)
4000 U.S. Bank Place
601 Second A venue South
Minneapolis, MN 55402-4331
62557
21
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
EXHIBIT A
LEGAL DESCRIPTION
Lot 67, including one-half of adjacent vacated alley, Glenwood, in Hennepin
County, Minnesota.
22
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
EXHIBIT B
CERTIFICATE OF COMPLETION
THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY
OF GOLDEN V ALLEY, a public body corporate (the "HRA"), and HABITAT FOR
HUMANITY, INC., a Minnesota nonprofit corporation ("Habitat"), previously entered into the
Private Development Agreement - 522 Ardmore Drive (the "Agreement"), recorded in the Office
of the County Recorder in and for the County of Hennepin and State of Minnesota, as Document
Number _, for the following described property: Lot 67, including one-half of adjacent
vacated alley, Glenwood, in Hennepin County, Minnesota.
Article IV of the Agreement contains certain covenants which, if not performed by
Habitat, or its successors and assigns, would result in a forfeiture and right of re-entry by the
HRA, its successors and assigns. As of the date hereof, Habitat has performed all of such
covenants contained in Article IV of the Agreement to the satisfaction of the HRA with respect
solely to the above-described property.
NOW, THEREFORE, it is hereby certified that all building construction and other
physical improvements specified to be completed by Habitat have been so completed and all of
the covenants in Article IV of the Agreement have been duly and fully performed by Habitat and
that the provisions for forfeiture of title and right to re-entry by the HRA for breach of such
covenants, and the completion bond securing performance thereof, are hereby released
absolutely and forever insofar as they apply solely to the above-described property, and the
County Recorder in and for the County of Hennepin and State of Minnesota is hereby authorized
to accept for recording and to record the filing of this instrument, to be a conclusive
determination of the satisfactory termination of the covenants of Article IV of the Agreement,
the breach of which would result in a forfeiture and right of re-entry solely as to the above-
described property.
23
.
.
.
The foregoing instrument was acknowledged before me this day of
and , respectively the
of The Housing and Redevelopment Authority in and for the City of
Golden Valley, on behalf of the Authority.
Resolution 99-5 (Con't.)
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
EXHIBIT B
May 11, 1999
THE HOUSING AND REDEVELOPMENT
AUTHORITY IN AND FOR THE CITY OF GOLDEN
V ALLEY
By:
Its:
And:
Its:
, by
and
Notary Public
THIS INSTRUMENT WAS DRAFTED BY:
Best & Flanagan LLP
4000 U.S. Bank Building
601 Second Avenue South
Minneapolis, Minnesota 55402-4331
24
.
.
.
Resolution 99-5 (Con't.)
EXHIBIT B
May 11, 1999
EXHIBIT C
DEVELOPMENT PLANS
25
MAR-25~999 11:37 CITY OF GOLDEN VALLEY 5938109 P.03/08
, :~~ululiulI 99-~ (~u,,'l.) ;: . EXI:fIBIT B. :'~ . ~May 11, 1~~~ .
_oo .. -..... .,. . -. .........._.._..____.____..._............_... ..._~_. _. ..,_ . " ..~. '0. .. ..._...._...:...._. __ _ _._ ..._._._......._._.... ... .... . .0_.
. .: I
. . '. .' . . ..
._~_. _.._....... ....0:.. __..____.._..._...!__.._____...... ..._'..' ..... ._.....__........._......._._._...._....: ....._._.__ .. ...._._..._ ._.._....._ ___ ._...._ _ .......
..-.".,... _....... ...-....................---..-.-
--.-... ...- ro.-'-'
~.--.......--: -.. --.-... ....----~P:~o. - ~~.L.E:Y :
..--:.... .-....-..--.--.. - .-- ..._-_.._-_..~.~..~-~=~~..~ ~=~.~ ~~.o.".:'~ -~~~:i"
.. ~...".u.: ~. ~- "2 :.~~~~H~.Jf~.~~~-..~~~ ~=~'~~.~:"~l"~1 ..:
oX I I . L
.......... -.- ...r__" .._._._--~----tt~-;:;;-hIST.!N"- -L-_-:_...r___. _.-. ._._.__Qt....~.1,_.~I.ENW:.OO,_.. ___ ..
x ' · 't I
..... ...-. . . ".11...: ~vs ...~(\~r.~ :....J(. .... 'A'Nr.,","'DI~JC. AQ.J..'h..O~ .
'-' ..1 ..... '-"...... .. . l.LG>, vAUTi:.D
I I .
...... . -l. _...: . ....~ .:
..... ... .. ....."\1;;..-1 ...~----- ~-'---_:
.-.----..----....------~j--.l~.~___.....-.~- .. . \' .
'" .. ~ u *1 ....__.
... ..-.-...__3---1L._-.--
... .. -''''-' .. ....--. . .-.---:q.---l.--. .-.
'--i.
.. - '.'" ---1....-.
. . I "t'g
. I.'
.. ~l
-.--.--. --..-..- - ~ ..- -- ----.-..t... . _......--
. ~M:-.3. ~. L.... 1n
. . ...;> S I <') ">
. ~ .
T" \,.
"~j(~
L .
.. .....
.. .. E>.;'
. .. . _ . ~~if:~.
l::/"
f'
Twin Cities Habilalfor Humanity
----.-- -.
I"l
,." 12.' -Co"
..
Ii)
'oM ....
o .. C3 0 - .... t..-..
I!Ys~ES"o____.. _ _.. __ L-____
>-
G: ...
2
cJ' u.
">
...i:: -.. --.. . .
Q
~.,;r( .
3001 Fou.~ Street S.E.
. MinneapoliS, MN 55114
(612) jj~ -409Q Exumsion 638
Fax (612) 331-1540
. Bill Powell
SUe Supervlsot-
ikU:.s
o Q...
. .. . ..
.. ....... .. _.... ....
.__.____~................~_.__. .4"._' . ......"...........---..--........... ,.
. ... ... ..... . '- Gv'T hur . . ..-.... - ..
o 2.0
-:,-_oA-' D 'N-'-'---lT',o-'rJ ----.
. 51.40. . flO~o~e.. Po. "" _ .. _
. 60LOEa.t, VA\..L.EY .: ..$C:A!.!...
~2.t./cr 't ... ..
...-..-.. ....- -
---________________._ _.. _J" ......,...____....___.____.__.... _...__......._....__._..__ ._________ ........ o.
11'!Q"'
~'lo-'
5938109 P,04/08
May 11, 1999
.
rllCE: or ""SC)f(RY
(EQUAL TO r LESS
tllAll tHE r Ae: or
SlIeA 1I11tcG)
S'IOM
S'OM
~
~
.
, ...o;~~r: ~'r
~ tlii:~ ; L rl --:--1,
,:~~Q8 ~
r: -- _2______~ --1- I
: r-L-----:--' -~ I
I I S COURm \2,,'eOHC. Bt.OCK I I ~ I
- 20" X 8" COflC. rOOTlIlG I I 0 I
I {RefER TO TYP. HOTES 9..11I} ~
I f5 I
I I tt~. I
I .1 I
I I I I
I I : II ,,- COHCIIU[ II
N I CUN., lIt.ul:K OH
I ". I6MX'" tOHt, rQQTlHl;
I I I I I
I u::......r AI I I I
I ~ . I I II
No ---to t I
: t I ~-'/%" 5"-1 4'
I ~--1
::::-
I ~
I t{
I
-j
\ I ; Tl' I ~ I
I I -~ ~M ~====~~_
I L---_-----J I
I . - i
r. _w JC
- - - - - -. -1 ,oclI;, ';'0':,\1.':
, ,.," 9'6"
. I
~
0.
"
.
l'l
III
....
.0
~
~I'~-
.
FOUNDATION LAYOUT
SCALE: 1/4" = 1'0"
I
I
I
I
I
I
I
I
I
I
I
I
I
I
I
I
I
I
I
.
"
"t
~}
~
m
1'1
"......
.,/
Q
~
/filS SSGT/o~ OlCt
POC.GI; W"." /l.b-r "
641'LT Ar
$1.1. A~"M04~ P/t.
MAR-.25-WE!~oIJtMn~9_5 (Con~,)TY OF GOLDEN VALEJ(HIBIT B
.
---
II.:.!..Q::
:;"'0"
(1) 2lCe \'!l[ATtD ~
OtClC BEAU ON _ _ \
4U TROTtD POSTS
'"
~
oobl \( JQ~IS
:or
,0- .....~.
.... '0.
J' '
\, !l / I
"f 0
-'0
........t..
tr8-1/""
-...-
-
IS
..
b '"
a
to. ~ CD
" '"
...
%
...
.. ----@- rID UNFINISHED
N ..
-
2"
~
. N
.
0 ..
. '"
~
-b
... ;,.
:.. ...
--
.
..
N
erUR~.!~~ rLU~ .
r-- W,Il,~ (J.
l"-
f'.
.~~
~';:'1 I(;;~'l
lQ If. I ,-.j
\...7 'Y L___
3~4 BATH_.r
1~,. lit ~y l1T-~~\J~I\,
IJt,~
~~~:. -
I ?~ L!N'"
22'0:___
1~;'2"::"'-'_":""-"'"
6'0"
5""
---;- - IJ ~"ll-.I /2"\
~ ~~'8\
=----" - - --~, 1= =,,-
_____~_6;_!______ @;., ClQ5~r ;.,
_._._,:~"::\~' ~-ltimJ; f~1
~................ .u:~l;J,: _. E-az VI
\.E.=.14f~RA~ : 0;;
UNbtR , 0 t:.1e
2.8"0 ST41A . - i:; :'ia
BEDROOM
-;5- ~ ':1" I .c'll"
~. ....u......" ~t..". or """"~
o ct.",c.", or \C~. 10 rMoT GI
...)""...
fi:\
.'\V
8'8-1 .c"
i>-
t'.
""
.Eb
(;'3"
't'G"
5""
'1
- \",.1 --
,. '
,
.
'-
13'1-,3/.c
"
<>
:.,
I
1
...l t;
4, 9
.1 u
I
I
I
II
u"'o U.
2'11
:..
@
DEOROOM
-2-
-
2'11
01'0
:..
...
N
..
-.. -
~~~---
~
BEDROOM
-4-
:n
5938109 P.05/08
May 11, 1999
rAC[ or SIltJ. 'Ht1<O
I'
f'.
"
f'.
1\
~----_. ~
5"-11 .: '~
ff /.....\
;) EB'~' .,/
-1
"3"
-.
rAt:!:
1'.IlrA 1"1N~
_ ___!.:G"
~~'O..
LOWER LEVEL FLG9R-E-LAN
SCALE.: t /4" = t '0"
(4)
----
)
)-
,.
...,. .......,
r
\.... .....
2-
&CS or u~
r..ct C'f' ........It$
0.
~
..,
o
.:::.
I
'"
..
\ .... -
.
>-0
"':;>
"'-
0'"
..
0('"
:..0
......
UU ~
0(
......
~o. -
....- ~
:..
'"
:.,
~
I
~
x
..
...
~~
... <J
...
- ...
;" e
...
Q
~
~
...
o
...
U
~
:..
-
2XG EXTf.ltIOH
". H, c:"'nn<:: t
~
i!:
% .
!;i'-)oo
....0..
iji"''\s 1
...~~
~;y
~;,
MAR-25-1.999 11t1: 3899
Keso U Ion -
TY OF GOLDEN UALLEY
5938109 P.06/08
May 11, 1999
II' IO~
,10' 2"'
.
S' G 1/2" I 2' CoO
I I,
. "\ll .f% _~. ~
'Ci lX~~~lIlc; i r. .. _0_.
. [l.~ (IR[AlCO) @1I .
~ -1__ ___, r .,'
'~~~-=TI1:rt~..: .
FAMILY/
DININC ROOM
-ffi
'" 3 I 2"
S' I"
S' I"
["" .......
o
~
b
i.o
KITCHEN
o
i
~
5' 8"
.,
ffi
~
N
,
N
.
I
\
I
i
~
I-
iI.
BEDROOM
-1-
o
o
~
i:.\
@
:..
..,
-
I
J
b
L1VltlC
ROOM
"'
..
..
o
"
II'
LO ~fi.-
~I!li
iJ
co
i;>
;,
. ;
(j)
--
b
:n
,.
rt
I
I
"".,~-~
-==:;....:. --::"nfo"1I'l~' '... _
(1[
I
-I~i.i..
&' )"
S' 3"
...
..
.,
...
0
g
i
a
:z:
...
...
Q
...
u
:. ..
... ...
N .., 0
...
a
~ 2
... In
...
Q
...
u
..
...
..
...
2 o.
:. b
- ..
..
o
...
, ;0
.. ~~
- .:I..
.. ~C>
- ...
Va a~
~
..
~
..
;...
b
;"
12' &"
9' G"
IH/oS S~CT/O,.J Ot= P~I't.,,,,
Wtc..1. tJgr Ie. 8411l..'\ AT
$2.~ A~()HtUl~ Dit,
.
2~' 0"
l""
UPPER LEVEL FLOOR PLAN
SCA.:"!:: I!,~" "" 1'0"
\1 2XCi F;xn:I~\(lI~ "':I\l~
MAR-25-W~~oldfibfi999_5 (Con'~fY OF GOLDEN VAL
- 12
IV'"
I j
. I I
LOWER LE:Vt1.~ "lNt rJ-----------------L,
L____-------------~
5938109 P,07/08
May 11, 1999
.
UPPER l.tvtl. nOOll
etLI14G LINE:-
0110
LJII
F\.A.SH1HC
I,
II
~
Igs~
UPPEil Lcvt!,.~ LI"'I:
FRONT ELEVATION
SCALE: 1 /4" = "0"
I'
I"
1H1's 5cC.T,ou OF PoRe... W,t.&, Nor 8~ 8cJtc.r AT $1..1. A~DMQ~S: PII..
.
12
,V
n
1
\
c:
CJC]
813
DO
'o'/tR
HI."ll
... .
~.
TRE:ATEO MATE:P.IAL
TO BE SUPPLIED
FOR THE DECKS
L
l-
'" UINJIlUIoI
LI;llK~ to GRA::lCUNt
.
REAR ELEVATION
MAR-25-~esol~~bt(99_5 (ConGt~rY OF GOLDEN VAL'EXHIBIT B
M~93f3+,131999 .138/138
\
\
I
I
\
I
!
,
Q to 0-
0 Roor vtlo'l'$:
, ,2~ so. n. or nOOR utA
-. (eT IU'ttR) d::b
CU$S M A." UN:)[RWRlTtll
A.PPRovtD. 3-149. SEL' St.&LIIol;
liHIl'IGU:5 II" 8V'l't1l.
, n
1 , D8
"'"
-:/ ...:;:
)7 '" D\
.......
,
,
I'
r 1
'\ 01
i~
--:--
\T --~
1
-
L RIGHT ELEVATION
htu Stf,c. TlooJ 0,: P"A.c.,..
WII",'- IJoT Se: $lJlr-r AT
$1.t. AfU)Ho ~I!. Ptt..
.
..
,
I
,
-=
I:r====i1D I
:,il II f-
---l Ir
'II i,--
, I'
. ~
.
LEFi C:LEV A TION
LJ:ID~
I 11 I
I
i
SIOINC 10 8E:
SU?PLlEO
ey THt: SUYER
C;X'iE:?KiR DOG~S
TO 5E: SUPPl1~O
eY THE SUyt:R
o
---J
-:
'I
-ll
,
~
,
I
,
I
!
;
I
I
~,
WINDOWS 10 eE:
SUPPLIED
BY THE BVYE:R
TOTAL P.08
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
EXHIBIT D
LIMITED WARRANTY DEED
FOR V ALUABLE CONSIDERATION, THE HOUSING AND REDEVELOPMENT
AUTHORITY IN AND FOR THE CITY OF GOLDEN V ALLEY, a public body corporate
created pursuant to Minnesota Statutes, Section 469.001 et seq. ("Grantor"), hereby grants,
bargains and conveys to HABITAT FOR HUMANITY, INC., a Minnesota nonprofit corporation
("Grantee"), real property in Hennepin County, Minnesota, described as follows (the "Property"):
Lot 67, including one-half of adjacent vacated alley, Glenwood, in Hennepin County, Minnesota.
together with all hereditaments and appurtenances belonging thereto. Grantor, for itself and its
successors and assigns, hereby covenants with Grantee, and its successors and assigns, that it has
not made, done, executed, or suffered any act or thing whatsoever whereby the Property, or any
part thereof, now or at any time hereafter, shall or may be imperiled, charged or encumbered in
any manner whatsoever, except for any covenants, conditions, or restrictions contained in the
Private Development Agreement - 522 Ardmore Drive, dated , 1999,
between Grantor and Grantee (the "Agreement").
Provided:
1. It is understood and agreed that this Deed is subject to the covenants, conditions,
restrictions and provisions of the Agreement, and that Grantee shall not sell, transfer, mortgage
or otherwise convey the Property, or any part thereof or interest therein, except as permitted by
the Agreement.
Grantee hereby covenants and agrees to begin and diligently prosecute to completion the
development of the Property at such times and as otherwise provided in the Agreement.
Promptly after completion of the Improvements (as defined in the Agreement) in accordance
with the Agreement, Grantor will furnish Grantee with a Certificate of Completion, as provided
in the Agreement, which shall be the conclusive determination of satisfaction and termination of
the agreements and covenants in and pursuant to the Agreement with respect to the obligations of
Grantee to construct the Improvements, and the dates for the commencement and completion
thereof.
2. If an "Event of Default" by Grantee, as defined in Section 8.1 of the Agreement,
which is not cured within the period provided in Section 8.2 of the Agreement, exists prior to the
recording of the Certificate of Completion, then Grantor shall have all of the right to re-enter and
take possession of the Property, and to terminate and revest in Grantor the estate conveyed by
this Deed to Grantee, as specified in the. Agreement.
3. Grantee hereby agrees to do the following:
(a)
Apply all condemnation proceeds as required under Article III of the
Agreement;
26
.
.
.
Resolution 99-5 (Con't.)
EXHIBIT B
May11, 1999
(b)
Devote the Property to only such uses as are permitted under the
Agreement, and with no discrimination in the use of the Property on
account of race, color, religion, sex, age, national origin, or political
affiliation;
(c) Maintain insurance of such types and amounts as specified in Article V of
the Agreement, and apply all insurance proceeds as required under Article
V of the Agreement;
(d) Transfer the Property only as permitted by Article VII of the Agreement.
The parties agree that all of the covenants and restrictions contained in this Deed shall be
binding upon Grantee, its successors and assigns, for the maximum benefit of Grantor, its
successors and assigns, and shall also be deemed to run with the land until Grantee transfers the
Property in accordance with the Agreement.
IN WITNESS WHEREOF, Grantor has caused this Deed to be duly executed on its
behalfby its duly authorized representatives this _ day of
THE HOUSING AND REDEVELOPMENT
AUTHORITY IN AND FOR THE CITY OF GOLDEN
V ALLEY
By:
Its:
By:
Its:
STATE OF MINNESOTA )
) SS.
COUNTY OF HENNEPIN )
The foregoing instrument was acknowledged before me this _ day of , _, by
and , respectively the and
of The Housing and Redevelopment Authority in and for the City of
Golden Valley, on behalf of the Authority.
Notary Public
THIS INSTRUMENT WAS DRAFTED BY:
Best & Flanagan LLP
4000 U.S. Bank Building
601 Second Avenue South
Minneapolis, Minnesota 55402-4331
27
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
EXHIBIT E
DEMOLITION SPECIFICATIONS
The professional wrecking by a licensed contractor of any buildings, structures, tanks or
manmade objects. It consists of the removal of all hazardous/toxic waste materials from site
(other than materials in the soil or groundwater) to a licensed landfill area (licensed in the
disposal of toxic waste materials) prior to demolition work.
All work shall be complete and include the capping or removal of existing utilities, except
those to be relocated, and the wrecking and removal of all footings, foundations, floor slabs,
subsurface tanks, buried utility lines sized in excess of 6" in diameter, steps, stoops, private
sidewalks, site lighting poles, driveways and provide for a clean sand fill compacted to a
minimum average of 100% of the modified Proctor density (AJTM D1557) with individual tests
to have a minimum compaction of98% ofthe modified Proctor density. The sand to be
classified as a poorly graded sand (SP) or poorly graded sand with silt (SP-SM) with less than
12% passing the number 200 sieve and less than 50% passing the number 40 sieve.
All piping, heating plants, fuel storage tanks, appliances and other debris shall be removed
from site to a licensed landfill area.
All work shall be performed in conjunction with State, City and/or local ordinances and
reasonable restrictions.
28
.
.
.
Resolution 99-5 (Can't.)
EXHIBIT B
May 11, 1999
EXHIBIT F
COMPLETION BOND
BOND NO.
AMOUNT $2,000
Know All Men By These Presents,
That we, Twin Cities Habitat for Humanity, Inc., a Minnesota nonprofit corporation, 3001 Fourth
Street S.E., Minneapolis, Minnesota 55406 (hereinafter called the "Principal"), as Principal, and_
of , a corporation duly organized under the
laws of the State of (hereinafter called the "Surety"), as surety, are held
and firmly bound into The Housing and Redevelopment Authority in and for the City of Golden
Valley, Golden Valley, Minnesota (hereinafter called the "Obligee"), in the sum of Two
Thousand and noli 00 Dollars ($2,000.00), for the payment of which sum well and truly to be
made, we, the Principal and the said Surety, bind ourselves, our successors and assigns, jointly
and severally by these presents.
Sealed with our seals and dated this
day of
,-.
THE CONDITION OF THIS OBLIGATION IS SUCH, that whereas the Principal entered into a
certain Private Development Agreement - 522 Ardmore Drive (hereinafter called the
"Agreement") with the Obligee, dated , 1999 for completion of a single family
home in accordance with the terms and conditions of said Agreement, which is hereby referred to
and made a part as if fully set forth herein;
NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the
Obligee finds that the redevelopment is not being carried out or maintained in accordance with
the Agreement, up to the date of obtaining a Certificate of Completion covering the entire
Development Property, as defined in the Agreement, or there is a failure to prosecute with such
diligence, or to assure its completion on time, the authority shall notify the Principal and Surety
in writing of the noncompliance. Unless the Principal complies with the terms of the Agreement
by curing such noncompliance within 90 days of such notice, Obligee may take over the work
and may cause that work to be done, and the cost of the work shall by paid by the Surety, subject
to the dollar limit contained herein. Obligee may take possession of and utilize in the completion
of the work such materials, appliances and plant as may be on the site of the work and necessary
therefor. If such Certificate of Completion is issued, then this obligation shall be null and void;
otherwise remain in full force and effect.
TWIN CITIES HABITAT FOR HUMANITY, INC.
By:
Its:
29
Resolution 99-5 (Con't.) EXHIBIT B May 11, 1999
•
By:
Its:
•
i
30