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08-16-22 Special HRA AgendaSPECIAL MEETING AGENDA HRA special meetings are being conducted in a hybrid format with in-person and remote options for attending. Remote Attendance: Members of the public may attend this meeting by streaming via Webex (Click here) or by calling 1-415-655-0001 and entering access code 2458 231 6024. Additional information about attending electronic meetings is available on the City website. Pages 1.Just Deeds Presentation 2-4 2.Approve Golden Valley Affordable Homeownership Program Qualified Developers 5-18 3.Approve Sixth Amendment and Assignment of GVEC Properties LLC Private Development Agreement 19-27 4.Adjournment August 16, 2022 – 6:30 pm Council Chambers Hybrid Meeting Golden Valley HRA Special Meeting August 16, 2022 Agenda Item 1. Just Deeds Training Prepared By Maria Cisneros, City Attorney Kiarra Zackery, Equity and Inclusion Manager Kirsten Santelices, Deputy City Manager/Human Resources Director Summary Overview City staff recommend HRA support the Just Deeds Coalition. What is Just Deeds? Just Deeds is the name of a project launched by the HRC, which with the help of key partners: Dorsey and Whitney, Hoff Barry, and Edina Realty Title, provide free legal assistance to homeowners who want to research and discharge discriminatory covenants from their property titles. Just Deeds also shares the name with a coalition of cross-disciplinary organizations whose goal is to acknowledge the harm caused by discriminatory covenants and actively work to dismantle structural and institutional racism. Project Timeline In October 2020, the Golden Valley City Council passed a resolution officially joining the Just Deeds Coalition as a founding member. The resolution formalized the Golden Valley Human Rights Commission’s Just Deeds project that began in October 2019 in response to statewide legislation that allowed for the discharge of discriminatory covenants. City Attorney, Maria Cisneros, presented the legislation to the HRC after having gone through the process of discharging the covenant on her family’s property in Golden Valley. The Commission began organizing volunteer attorneys to discharge covenants for Golden Valley residents using data from Mapping Prejudice. The project expanded as the City collaborated with other organizations working on the issue of racial covenants. In 2020, the City co-founded the Just Deeds Coalition with the Minnesota Association of City Attorneys, Minneapolis Area Realtors, Edina Realty Title, and Mapping Prejudice. As Mapping Prejudice continues to identify more and more racially restrictive covenants in Minnesota, more municipalities join the coalition. Currently, 16 cites and 1 county participate in the coalition. HRA Special Meeting Executive Summary City of Golden Valley August 16, 2022 2 At the date of this summary, the City has received over 450 requests from homeowners to research and discharge discriminatory covenants on their property titles. Discriminatory Covenants in Golden Valley Governments, including the City of Golden Valley, played a significant role in the use of discriminatory covenants, often going as far as to require developers to initiate these covenants in their cities. Figure 1 below from Mapping Prejudice shows where discriminatory covenants were identified in Golden Valley. Figure 2 is an example of the language used in discriminatory covenants. This particular covenant can be found in an entire Golden Valley development. While completing additional mapping research with the help of the City’s GIS Specialist, the City has identified 61 discriminatory covenants on City-owned property. Discriminatory covenants in Golden Valley created long-lasting consequences and a legacy of inequity between white persons and Black, Indigenous, and Persons of Color (BIPOC). Discriminatory covenants promoted and established residential racial segregation, which historically and currently has impacted property ownership, accumulation of wealth, property transfers, mortgage eligibility, rental eligibility, property values, property tax base, education, transportation, medical care, home ownership, access to environmentally healthy spaces, and more. Data shows that homes that were racially covenanted are still predominantly owned by white people and are worth approximately 15% more today than non-covenanted properties. Additionally, the City of Golden Valley has less racial diversity than surrounding cities. Dismantling the Legacy of Discriminatory Covenants Figure 1. Figure 2. HRA Special Meeting Executive Summary City of Golden Valley August 16, 2022 3 The use of discriminatory covenants was one facet of a multi-pronged approach to create racially and socioeconomically exclusive spaces. Governments and other entities purposely invested in areas with discriminatory covenants to build and maintain desirable community amenities that became associated with affluence and whiteness. In addition, areas without discriminatory covenants received little to no investment, and were deemed “dangerous, unpleasant and unacceptable.” Moreover, the people that lived in historically underinvested communities were also labeled as “dangerous, unpleasant, and unacceptable.” Although discriminatory covenants and legal racist housing practices were abolished in 1963 with the Minnesota Fair Housing Act, the narratives and labels of covenanted and historically underinvested areas persist. As a founding member of the Just Deeds Coalition, Golden Valley staff recommend that the HRA consider engaging in efforts that dismantle the legacy of discriminatory housing with anti- racist actions. Recommended actions include, providing a variety of affordable housing options to mitigate cost barriers to historically excluded communities; identifying and interrupting narratives that perpetuate exclusivity, class, and racial bias; and supporting policies and programs that create infrastructure for inclusive economic opportunity. Financial Or Budget Considerations Not applicable Recommended Action N/A Supporting Documents N/A Golden Valley HRA Special Meeting August 16, 2022 Agenda Item 2. Home Ownership Program for Equity (HOPE) Qualified Developers Prepared By Cherie Shoquist, Housing and Economic Development Manager Jason Zimmerman, Planning Manager Marc Nevinski, Physical Development Director Summary The City Council approved the Public Land Disposition Ordinance on December 21, 2021. The Housing and Redevelopment Authority received and filed the City property inventory and recommendations on March 15, 2022. Four properties were identified as available land for development of affordable homeownership. The properties the HRA identified to move forward with single family or duplex development are: 2415 Douglas Drive, 1605 Douglas Drive, 208 Meander Road, and 4707 Circle Down. An information and engagement meeting with potential developers and other stakeholders was held on May 31, 2022. The HRA approved the Home Ownership Program for Equity (HOPE) Guidelines and Request for Qualifications (RFQ) on June 21, 2022. The RFQ was released on June 22, 2022, and an information session was held with interested developers on June 29, 2022. Qualifications were due on July 22, 2022. The HRRA discussed the qualified developers at the August 10, 2022, Work Session. The HOPE RFQ included the following: Purpose: Provide affordable, owner-occupied, single-family housing in Golden Valley. The City of Golden Valley plans to make up to 15 publicly owned properties available primarily for affordable single family or duplex development in the next few years. One property is suitable for a townhome development. Priority: Proposals from organizations that have demonstrated success in building relationships of trust with Black, Indigenous and people of color and in serving first generation homebuyers. The City of Golden Valley strongly supports the development of affordable housing in our city, throughout the Metro Area, and across the State. Given existing racial disparities in housing, providing both affordable rental and homeownership opportunity is not only vital to providing all individuals and families with housing choice, but also with access to stable housing that impacts their health, education, employment, and ability to build wealth. The suburban metro will benefit from the economic impact of providing the necessary supply of affordable housing in each of our communities and by providing affordable housing for all Black, Indigenous, people of color and lower income members of our communities. HRA Special Meeting Executive Summary City of Golden Valley August 16, 2022 2 Developers provided the following information: • Project Summary • Applicant Contact Information • Development Experience • Households Served • Marketing, Outreach and Engagement • Publicly Owned Land for Development Preference • Required Documentation o Example Development Pro Forma o Example plans and design renderings o Proposed methods to insure long term affordability and build wealth and equity Developers will provide the following required documentation prior to land sale approvals: • Development Pro Forma • Construction plans – floor plans/elevations/proposed lot layout • BPO or Appraisal - Broker's price opinion that supports the sales price/completed project’s value • Documentation of financing: o Pre-approval letter from lender on letterhead, dated within 90 days o Bank statements within 30 days o Pending listing with amount of net sale proceeds expected • Offer to Purchase The City received qualifications from developers interested in the following properties: • 2415 Douglas Drive • 1605 Douglas Drive • 208 Meander Road • 4707 Circle Down Greater Metropolitan Housing Corporation and Twin Cities Habitat for Humanity provided qualifications to construct single family homes in partnership with West Hennepin Community Land Trust on all four lots. Developers are interested in 2415 Douglas Drive as a multifamily development however the level of density proposed does not align with the existing zoning regulations. Twin Cities Habitat for Humanity (Habitat) was established in 1985 by a Lutheran congregation in South Minneapolis. Since then, more than 1,500 families have partnered with Habitat to achieve affordable homeownership. Their mission is to bring people together to create, preserve, and promote affordable homeownership and advance racial equity in housing. Their vision is an equitable Twin Cities region where all families have access to the transformational power of homeownership. In recent years, Habitat homebuyers served are 80% Black, Indigenous and people of color. There are 14 existing Habitat homes in Golden Valley. HRA Special Meeting Executive Summary City of Golden Valley August 16, 2022 3 Greater Metropolitan Housing Corporation (GMHC) has been providing affordable homeownership opportunities throughout the Twin Cities with a focus on quality, sustainability, and energy efficiency since 1970. GMHC has sold nearly 2,000 homes to low to moderate income homebuyers. GMHC’s mission is to preserve, improve and increase affordable housing for low and moderate income individuals and families, assist communities with housing revitalization as well as create and carry out demonstration projects. In recent years, GMHC homebuyers served are 70% Black, Indigenous and people of color. There are 15 existing GMHC homes in Golden Valley. West Hennepin Community Land Trust – Homes Within Reach (HWR) is a non-profit community-based organization that creates and preserve affordable homeownership opportunities for working households in suburban Hennepin County. Since 2001, HWR has helped over 200 workforce families earning less than 80% Area Median Income (AMI) become homeowners by acquiring, remodeling and selling properties through proven Community Land Trust practice (CLT) that: allows qualified clients to purchase the home and lease the land at a nominal fee and reduces the mortgage, down payment and closing costs. There are 5 existing HWR homes in Golden Valley. ORGANIZATION PREFERENCE PROPERTIES SUMMARY ESTIMATED TDC/VALUE GMHC/HWR 1605 Douglas Drive 2415 Douglas Drive 208 Meander Road 4707 Circle Down a. Homeownership units: 4 b. Square Feet: 1,962 c. Bedrooms: 4 d. Bathrooms: 2 e. Garage Type: 2-car de/attached f. Amenities: MN Green Communities Criteria, Energy Efficient upgrades g. Construction timeline: Summer/Fall 2023 – early 2024 h. Sales Price Restrictions: HWR i. Household Income/ Percent of Area Median Income: 60% - 80% AMI (Funding Contingent) $500,000 TCHFH/HWR 1605 Douglas Drive 208 Meander Road 2415 Douglas Drive a. Homeownership units: 4 b. Square Feet: 1400-1600 c. Bedrooms: 3-5 d. Bathrooms: 1.5-2 e. Garage Type: 2-car de/attached f. Amenities: MN Green Communities Criteria, Energy Efficient upgrades g. Construction timeline: Summer/Fall 2023 – early 2024 $400,000 HRA Special Meeting Executive Summary City of Golden Valley August 16, 2022 4 h. Sales Price Restrictions: HWR i. Household Income/ Percent of Area Median Income: 60% - 80% AMI (Funding Contingent) Staff recommends that the HRA consider qualifying the following builders and parcels, although work remains to prepare for development: • 208 Meander Road - Greater Metropolitan Housing Corporation o Reguide and Rezone from Institutional I-P to R-1. • 4707 Circle Down - Greater Metropolitan Housing Corporation o This parcel is currently ROW. It needs to be platted, guided and zoned to R1. o 4707 Circle Down is the recommended address for unassigned 47XX Circle Down. • 1605 Douglas Drive - Twin Cities Habitat for Humanity o Staff was recently made aware of discussions which occurred as part of the 2011 Douglas Drive Corridor Study, about leaving this parcel, as well as several to the south, landscaped and undeveloped following reconstruction of the roadway. Additionally, some access and safety concerns with the development of this parcel have been noted, and could possibly be mitigated through site design. Conversations with TCHH and further evaluation of the site will occur prior to the sale. Staff does not recommend moving forward on the development of 2415 Douglas Drive at this time. Proposals included development of either two single family homes or a 30-32 unit multifamily development on site. Staff recommends reviewing the development potential of this site. The HRA will consider the approval of qualified developers for specific properties at a Special HRA Meeting on August 16. The land sales and development agreements are expected to be considered by the HRA in March 2023, contingent on funding awards, in order for construction to begin in the spring of 2023. The additional work needed to prepare the lots for development would occur between August 16 and the March 2023 HRA meeting. Public hearings will be held as required and notice will be sent to surrounding properties. Financial Or Budget Considerations None Recommended Action Motion to approve Resolution No. 22-02 approving Greater Metropolitan Housing Corporation as qualified developer of 208 Meander Road Motion to approve Resolution No. 22-03 approving Greater Metropolitan Housing Corporation as qualified developer of 47XX Circle Down. Motion to approve Resolution No. 22-04 approving Twin Cities Habitat for Humanity as Qualified Developer of 1605 Douglas Drive under the Home Ownership Program for Equity. HRA Special Meeting Executive Summary City of Golden Valley August 16, 2022 5 Supporting Documents • Resolution No. 22-02 approving Greater Metropolitan Housing Corporation as qualified developer of 208 Meander Road • Resolution No. 22-03 approving Greater Metropolitan Housing Corporation as qualified developer of 47XX Circle Down. • Resolution No. 22-04 approving Twin Cities Habitat for Humanity as Qualified Developer of 1605 Douglas Drive under the Home Ownership Program for Equity. RESOLUTION NO. 22-02 A RESOLUTION APPROVING GREATER METROPOLITAN HOUSING CORPORATION AS QUALIFIED DEVELOPER OF 208 MEANDER ROAD UNDER THE HOME OWNERSHIP PROGRAM FOR EQUITY WHEREAS, The purpose of the Home Ownership Program for Equity is to provide affordable, owner-occupied, single family housing in Golden Valley; and WHEREAS, The Housing and Redevelopment Authority of the City of Golden Valley strongly supports the development of affordable housing in our city; and WHEREAS, Systemic racism in housing occurs today – Black, Indigenous, and other communities of color continue to face discrimination and lack of access to affordable housing and home ownership; and WHEREAS, The Home Ownership Program for Equity recognizes that cities must also be more inclusive of Black Indigenous and People of Color populations by creating opportunities and resources for housing that are accessible at all affordability levels; and WHEREAS, Given existing racial disparities in housing, providing both affordable rental and homeownership opportunity is not only vital to providing all individuals and families with housing choice, but also with access to stable housing that impacts their health, education, employment, and ability to build wealth; and WHEREAS, Proposals from organizations that have demonstrated success in building relationships of trust with Black, Indigenous and People of Color populations and in serving first generation homebuyers are a priority of the Home Ownership Program for Equity; WHEREAS, Proposals from organizations committed to serving homebuyers with annual incomes at 60% - 80% of Area Median Income as defined by Minnesota Housing Finance Agency’s Community Homeownership Impact Fund income limits for the 11 County Twin Cities Metro Area are a priority of the Home Ownership Program for Equity; and WHEREAS, dedicated publicly owned land for more affordable housing for homeownership is a valuable resource to meet our affordable housing goals; and WHEREAS, Greater Metropolitan Housing Corporation has proposed, in partnership with Homes Within Reach, to develop a single family home affordable at 60%-80% of Area Median Income, funding contingent, at 208 Meander Road (EXHIBIT A); NOW, THEREFORE, BE IT RESOLVED by the Housing and Redevelopment Authority of the City of Golden Valley that this Authority approves Greater Metropolitan Housing Corporation as qualified developer of a single family home affordable at 60%- 80% of Area Median Income, funding contingent, at 208 Meander Road under the Home Ownership Program for Equity. Adopted by the Housing and Redevelopment Authority of Golden Valley, Minnesota this 16th day of August, 2022. ____________________________ Gillian Rosenquist, Chair ATTEST: _______________________ Timothy J. Cruikshank, Executive Director EXHIBIT A LEGAL DESCRIPTION The North 158.8 feet of Lot 4, Block 3, "Tralee" RESOLUTION NO. 22-03 A RESOLUTION APPROVING GREATER METROPOLITAN HOUSING CORPORATION AS QUALIFIED DEVELOPER OF 47XX CIRCLE DOWN UNDER THE HOME OWNERSHIP PROGRAM FOR EQUITY WHEREAS, The purpose of the Home Ownership Program for Equity is to provide affordable, owner-occupied, single family housing in Golden Valley; and WHEREAS, The Housing and Redevelopment Authority of the City of Golden Valley strongly supports the development of affordable housing in our city; and WHEREAS, Systemic racism in housing occurs today – Black, Indigenous, and other communities of color continue to face discrimination and lack of access to affordable housing and home ownership; and WHEREAS, The Home Ownership Program for Equity recognizes that cities must also be more inclusive of Black Indigenous and People of Color populations by creating opportunities and resources for housing that are accessible at all affordability levels; and WHEREAS, Given existing racial disparities in housing, providing both affordable rental and homeownership opportunity is not only vital to providing all individuals and families with housing choice, but also with access to stable housing that impacts their health, education, employment, and ability to build wealth; and WHEREAS, Proposals from organizations that have demonstrated success in building relationships of trust with Black, Indigenous and People of Color populations and in serving first generation homebuyers are a priority of the Home Ownership Program for Equity; WHEREAS, Proposals from organizations committed to serving homebuyers with annual incomes at 60% - 80% of Area Median Income as defined by Minnesota Housing Finance Agency’s Community Homeownership Impact Fund income limits for the 11 County Twin Cities Metro Area are a priority of the Home Ownership Program for Equity; and WHEREAS, dedicated publicly owned land for more affordable housing for homeownership is a valuable resource to meet our affordable housing goals; and WHEREAS, Greater Metropolitan Housing Corporation has proposed, in partnership with Homes Within Reach, to develop a single family home affordable at 60%-80% of Area Median Income, funding contingent, at 47XX Circle Down (EXHIBIT A); NOW, THEREFORE, BE IT RESOLVED by the Housing and Redevelopment Authority of the City of Golden Valley that this Authority approves Greater Metropolitan Housing Corporation as qualified developer of a single family home affordable at 60%- 80% of Area Median Income, funding contingent, at 47XX Circle Down under the Home Ownership Program for Equity. Adopted by the Housing and Redevelopment Authority of Golden Valley, Minnesota this 16th day of August, 2022. ____________________________ Gillian Rosenquist, Chair ATTEST: _______________________ Timothy J. Cruikshank, Executive Director EXHIBIT A LEGAL DESCRIPTION Lot 2, Block 1, Moshou Addition, according to the plat thereof on file and of record in the office of the County Recorder in and for Hennepin County, Minnesota. (Abstract Property) AND That part of Tract A described below: Tract A. Lots 1, 3 and 4, Block 1, Moshou Addition, according to the plat thereof on file and of record in the office of the County Recorder in and for Hennepin County, Minnesota; which lies northerly of Line 1 described below: Line 1. Commencing at the east quarter corner of Section 30, Township 29 North, Range 24 West; thence westerly on an azimuth of 271 degrees 21 minutes 02 seconds along the east and west quarter line thereof for 2652.57 feet to the center of said Section 30; thence on an azimuth of 00 degrees 21 minutes 23 seconds for 701.35 feet to the point of beginning of Line 1 to be described; thence on an azimuth of 284 degrees 30 minutes 39 seconds for 34.03 feet; thence on an azimuth of 230 degrees 05 minutes 25 seconds for 2.96 feet; thence on an azimuth of 230 degrees 01 minute 59 seconds for 14.00 feet; thence on an azimuth of 320 degrees 01 minute 50 seconds for 130.14 feet; thence on an azimuth of 319 degrees 50 minutes 03 seconds for 144.27 feet; thence on an azimuth of 320 degrees 28 minutes 03 seconds for 168.10 feet and there terminating. (Abstract Property) RESOLUTION NO. 22-04 A RESOLUTION APPROVING TWIN CITIES HABITAT FOR HUMANITY AS QUALIFIED DEVELOPER OF 1605 DOUGLAS DRIVE UNDER THE HOME OWNERSHIP PROGRAM FOR EQUITY WHEREAS, The purpose of the Home Ownership Program for Equity is to provide affordable, owner-occupied, single family housing in Golden Valley; and WHEREAS, The Housing and Redevelopment Authority of the City of Golden Valley strongly supports the development of affordable housing in our city; and WHEREAS, Systemic racism in housing occurs today – Black, Indigenous, and other communities of color continue to face discrimination and lack of access to affordable housing and home ownership; and WHEREAS, The Home Ownership Program for Equity recognizes that cities must also be more inclusive of Black Indigenous and People of Color populations by creating opportunities and resources for housing that are accessible at all affordability levels; and WHEREAS, Given existing racial disparities in housing, providing both affordable rental and homeownership opportunity is not only vital to providing all individuals and families with housing choice, but also with access to stable housing that impacts their health, education, employment, and ability to build wealth; and WHEREAS, Proposals from organizations that have demonstrated success in building relationships of trust with Black, Indigenous and People of Color populations and in serving first generation homebuyers are a priority of the Home Ownership Program for Equity; WHEREAS, Proposals from organizations committed to serving homebuyers with annual incomes at 60% - 80% of Area Median Income as defined by Minnesota Housing Finance Agency’s Community Homeownership Impact Fund income limits for the 11 County Twin Cities Metro Area are a priority of the Home Ownership Program for Equity; and WHEREAS, dedicated publicly owned land for more affordable housing for homeownership is a valuable resource to meet our affordable housing goals; and WHEREAS, Twin Cities Habitat for Humanity has proposed, in partnership with Homes Within Reach, to develop a single family home affordable at 60%-80% of Area Median Income, funding contingent, at 1605 Douglas Drive (EXHIBIT A); NOW, THEREFORE, BE IT RESOLVED by the Housing and Redevelopment Authority of the City of Golden Valley that this Authority approves Twin Cities Habitat for Humanity as qualified developer of a single family home affordable at 60%-80% of Area Median Income, funding contingent, at 1605 Douglas Drive under the Home Ownership Program for Equity. Adopted by the Housing and Redevelopment Authority of Golden Valley, Minnesota this 16th day of August, 2022. ____________________________ Gillian Rosenquist, Chair ATTEST: _______________________ Timothy J. Cruikshank, Executive Director EXHIBIT A LEGAL DESCRIPTION Lots 1 and 2, Belmont, according to the recorded plat thereof, Hennepin County, Minnesota. (Abstract Property) Golden Valley HRA Special Meeting August 16, 2022 Agenda Item 3. Consider Approval of Sixth Amendment of GVEC Properties, LLC Private Development Agreement Prepared By Marc Nevinski, Physical Development Director Summary Josh Lund of Lund Financial Group and owner of 4248 and 4232 Dahlberg Drive, located in the North Wirth Redevelopment Area and subject to the obligations outlined in a development agreement, including the completion of the building shells by June 30, 2022. Mr. Lund is requesting an extension of the Completion Date for the construction of the shell buildings to December 30, 2022. He cites the Dahlberg Executive Center Association’s timeline for project approval as the reason for the requested extension. The Sixth Amendment to the Development Agreement details the events associated in redeveloping the site over the past sixteen years. Additionally, more recent events include: • On October 22, 2021, building permits for the shell buildings were issued. Construction mobilized. • On October 26, 2021, Mr. Lund informed staff that the Association was requiring he go through the process of approval for the construction of the buildings as outlined in the Association’s declarations. • On October 29, 2021, the Association issued a Cease and Desist Order to Mr. Lund requiring that he seek approval of the board to construct the shell buildings. • On May 18, 2022, Mr. Lund reported he had reached a verbal agreement with the Association and inquired to staff about extending the completion date. • On May 20, 2022, staff responded that if construction was underway and on schedule, an extension could be considered by the HRA. • On June 30, 2022, Mr. Lund reported he had approval from the Association and was working with his lender and builder to start construction. • On July 11, 2022, staff notified Mr. Lund by letter that he had failed to complete the shell buildings by June 30, 2022 and was subject to financial penalties as outlined of the Development Agreement. (In 2021, the same penalties were also assessed to the property and the City Council approved a five- year assessment agreement with Mr. Lund per Resolution No. 21-80.) • On August 10, 2022, Mr. Lund reported construction was underway and expected to be completed by October 15, 2022. Staff observed framing of walls on 8/11/22. Given that Mr. Lund obtained building permits last year, the delays experienced as he sorted out additionally obligations, the interest in completing the redevelopment of the North Wirth area, and fact that construction of the final buildings is underway, staff supports the requested extension of the completion date to December 30, 2022. Financial Or Budget Considerations By extending the Completion Date the HRA is foregoing $28,975 in penalties. Golden Valley HRA Special Meeting Executive Summary City of Golden Valley August 16, 2022 2 Recommended Action Motion to approve of Sixth Amendment of GVEC Properties, LLC Private Development Agreement Supporting Documents • Location Map (1 page) • Sixth Amendment to Development Agreement (6 pages) North Wirth Business Center Fifth Amendment of GVEC Properties, LLC Private Development Agreement July 21, 2020 1 (Space above reserved for recording information) ______ _ SIXTH AMENDMENT OF GVEC PROPERTIES, LLC PRIVATE DEVELOPMENT AGREEMENT THIS SIXTH AMENDMENT OF GVEC PROPERTIES, LLC PRIVATE DEVELOPMENT AGREEMENT (the “Sixth Amendment”) is dated as of August 16, 2022, and is made and entered into by and among the HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF GOLDEN VALLEY, a public body corporate and politic established and existing under Minnesota Statutes, Section 460.001 et seq., with its principal offices at 7800 Golden Valley Road, Golden Valley, Minnesota 55427 (the “HRA”); and LUND FINANCIAL GROUP, a Minnesota corporation with its principal office located at 4109 Regent Avenue North, Robbinsdale, MN 55422 (“Lund” or “Developer”). The HRA, and Lund are each referred to herein as a “Party,” and collectively as the “Parties.” WHEREAS, the HRA and GVEC Properties, LLC (“GVEC Properties”) entered into the GVEC Properties, LLC Private Development Agreement, dated January 10, 2006, and filed with the Hennepin County Registrar of Titles on February 3 , 2006 as Document No. 4222316 and recorded with the Hennepin County Recorder as Document No. 8743490 (the “Original Development Agreement”), and a certain First Amendment thereto dated July 15, 2009 (the “First Amendment”); and WHEREAS, the HRA, GVEC Properties, and Bank Mutual entered into the Second Amendment of GVEC Properties, LLC Private Development Agreement, dated March 13, 2012, and filed with the Hennepin County Registrar of Titles on April 4, 2012, as Document No. T4942086 (the “Second Amendment”); and WHEREAS, the HRA and Bank Mutual entered into the Third Amendment of the GVEC Properties, LLC Private Development Agreement, dated January 8, 2013, and recorded with the Hennepin County Recorder as Document No. A09987338 (the “Third Amendment”); and WHEREAS, the HRA, Associated Bank National Association, and Lund entered into 2 the Fourth Amendment of the GVEC Properties, LLC Private Development Agreement, dated July 16, 2019, and recorded with the Hennepin County Registrar of Titles on November 4, 2019 as Document No. T05659492 (the “Fourth Amendment”); and WHEREAS, the HRA and Lund entered into the Fifth Amendment of the GVEC Properties, LLC Private Development Agreement, dated July 21, 2020, and recorded with the Hennepin County Recorder as Document No. 5863324 (the “Fifth Amendment”); and WHEREAS, the Original Development Agreement, the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, and the Fifth Amendment are collectively referred to herein as the “Development Agreement”; and WHEREAS, pursuant to the Original Development Agreement, GVEC Properties purchased from the HRA a site in the North Wirth Parkway Redevelopment Area of Hennepin County, Minnesota having the original legal description of Lot 1, Block 1, North Wirth Parkway 5th Addition, Hennepin County, Minnesota ("Development Property"), and thereafter commenced construction of an office condominium project on the Development Property; and WHEREAS, GVEC Properties committed several Events of Default under the Development Agreement, and also defaulted under the mortgage granted by GVEC Properties to Bank Mutual with respect to a portion of the Development Property; and WHEREAS, the HRA, GVEC Properties, and Bank Mutual entered into the Second Amendment to, among other things, modify the schedule for completion of Phase II and Phase III of the Improvements; memorialize the HRA’s waiver of certain defaults under the Development Agreement and acknowledge the cure of certain other defaults; and permit GVEC Properties to assign its interest in the Development Property and under the Development Agreement to Bank Mutual; and WHEREAS, the HRA and Bank Mutual entered into the Third Amendment to permit the transfer by Bank Mutual to a third party of a portion of the Development Property, free and clear of all terms, conditions, obligations, and restrictions contained in the Development Agreement; extend the period for completion of the remaining Improvements; and address certain other matters; and WHEREAS, the HRA, Associated Bank and Lund entered into the Fourth Amendment to permit Associated Bank to the transfer a portion of the Development Property to Lund, subject to the terms of the Development Agreement and to address certain other matters; and WHEREAS, the HRA and Lund entered into the Fifth Amendment to allow Lund additional time to complete the development without incurring penalties; and WHEREAS, Lund did not complete the development by the time specified in the Fifth Amendment and incurred penalties totaling $27,855.02, which Lund does not dispute are due and owing to the HRA and agreed to pay as special assessments (the “Assessed Penalties”) as outlined in City Council Resolution No. 21-80; and WHEREAS, the HRA and Lund now wish to enter into this Sixth Amendment to extend 3 the period for completion of the remaining Improvements in light of unexpected delays in fulfilling ownership association requirements prior to construction. NOW THEREFORE, the Parties hereby agree as follows: 1. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Development Agreement. 2. The first paragraph in Section 4.2 of the Development Agreement is amended and restated in its entirety to state as follows: Construction of 100 percent of the shell of a minimum of 6,000 square feet of office condominium Improvements, without interior finishing, on Lot 4, North Wirth Business Center, P.U.D. No. 100, Hennepin County, Minnesota (“Lot 4”) shall be completed on or before December 30, 2022. Construction of a minimum of 6,000 square feet of office condominium Improvements shall be completed on Lot 5, North Wirth Business Center, P.U.D. No. 100, Hennepin County, Minnesota (“Lot 5”) on or before December 30, 2022. The times provided herein for completion of construction shall be extended only to the extent of any Unavoidable Delays and only upon written agreement of the HRA and Lund. 3. Section 4.8 of the Development Agreement is amended and restated in its entirety to state as follows: If a Certificate of Completion for a minimum of 6,000 square feet of Improvements on Lot 4 has not been issued by December 30, 2022, or if a Certificate of Completion for a minimum of 6,000 square feet of Improvements on Lot 5 has not been issued December 30, 2022, Lund shall pay to the HRA, by February 15, 2023, and on August 15 of each year thereafter until a Certificate of Completion has been issued for such lot, or December 31, 2025, whichever is earlier, an annual sum determined by the following formula: A x [B-C] X D For purposes of the above formula, the following definitions shall apply: A = the average assessed market value per square foot for the completed Improvements (excluding land) as of January 2 of such year. B = 4,500 square feet C = the number of square feet of completed Improvements as of January 2 of such year D = the aggregate real estate tax rate for the completed 4 Improvements as of January 2 of such year. 4. Nothing in this Sixth Amendment shall relieve Lund of any obligation to pay the Assessed Penalties or any penalties that may be assessed in the future pursuant to the terms of the Development Agreement and this Sixth Amendment. 5. The HRA shall record this Sixth Amendment and Lund shall pay all recording fees in connection therewith. 6. As amended hereby, the Development Agreement continues in full force and effect. Except as described herein, to the knowledge of the HRA there are no defaults by Developer under the Development Agreement that have not been waived or cured. Developer agrees that the HRA is not currently in default under the Agreement, and any prior defaults by the HRA are hereby waived. 7. The City is not a Party under this Agreement. IN WITNESS WHEREOF, the Parties have duly executed this Amendment as of the date first above written. HOUSING AND DEVELOPMENT AUTHORITY IN AND FOR THE CITY OF GOLDEN VALLEY Gillian Rosenquist, Chair Timothy Cruikshank, Director STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) This instrument was acknowledged before me on the 16th day of August, 2022, by Gillian Rosenquist and Timothy Cruikshank, the Chair and Director, respectively, of the HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF GOLDEN VALLEY. 5 LUND FINANCIAL GROUP, INC., a Minnesota corporation ______________________________________ By: Its: STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) This instrument was acknowledged before me on _____ day of ___________________, 2022, by _________, the ________________, of the LUND FINANCIAL GROUP, INC., a Minnesota corporation, on behalf of said corporation. THIS INSTRUMENT WAS DRAFTED BY: City of Golden Valley (MTC) 7800 Golden Valley Road Golden Valley, MN 55427 . EXHIBIT A Description of Property Lots 4 and 5, Block 1, North Wirth Business Center P.U.D. No. 100, Hennepin County, Minnesota.