HomeMy WebLinkAbout2012-07-18 PACKET 04.D.REQUEST OF CITY COUNCIL ACTION COUNCIL AGENDA
MEETING ITEM # D.
DATE 7/18/2012 a
PREPARED BY Administration Ryan Schroeder
ORIGINATING DEPARTMENT DEPARTMENT HEAD
COUNCIL ACTION REQUEST
Consider ratifying the Contract for Private Development between the Cottage Grove Economic
Development Authority and Grove - Rainbow, L.P.
STAFF RECOMMENDATION
Ratify the contract for private development.
ADVISORY COMMISSION ACTION
DATE REVIEWED
❑ PLANNING ❑
❑ PUBLIC SAFETY ❑
❑ PUBLIC WORKS ❑
❑ PARKS AND RECREATION ❑
❑ HUMAN SERVICES /RIGHTS ❑
® ECONOMIC DEV. AUTHORITY 7/10/2012 ❑
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SUPPORTING DOCUMENTS
® MEMO /LETTER: Memo from Ryan Schroeder.
❑ RESOLUTION:
❑ ORDINANCE:
❑ ENGINEERING RECOMMENDATION:
❑ LEGAL RECOMMENDATION:
® OTHER: Contract for Private Development.
ADMINISTRATORS COMMENTS
APPROVED
DENIED
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City Administrator Date
COUNCIL ACTION TAKEN: [ ❑ DENIED ❑ OTHER
Documentl
City of
Cotta Grove
Minnesota
To: Honorable Mayor and City Council Members
From: Ryan R. Schroeder, City Administrator
Date: July 11, 2012
Subject: Contract For Private Development with Grove - Rainbow L.P.
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f
On May 2, 2012 City Council held a public hearing and adopted a TIF spending plan with the
intent to allocate up to $1.9 million toward redevelopment of the former Home Depot/Grove
Plaza development area. The primary development activity is to repurpose the former Home
Depot building into an LA Fitness and other retail activities. On May 16, 2012 Council
approved a development contract with Stonehenge Development LLC providing the necessary
agreement to provide the opportunity for the development plan to proceed. Within that
contract up to $1.8 million was allocated toward the repurposing of Home Depot. On June 29,
2012 Stonehenge commenced demolition activities on behalf of Home Depot in order to
preserve their development rights under the development contract. Under this contract,
Stonehenge has until August 31, 2012 to close on the real estate for the development parcel.
One of the actions necessary to ensure the development has an opportunity to proceed is that
the owner of the Grove Plaza Shopping Center needed to remove an existing restriction
against Fitness facilities. This restriction existed on both the Grove Plaza and Home Depot
parcels. In order to remove that restriction Grove - Rainbow L.P., the owner of Grove Plaza
required consideration commensurate with the value of the restriction removal. This requested
consideration has been a known development issue and was contemplated within both the TIF
spending plan and the Stonehenge Development Contract.
On July 10, 2012 the EDA approved a contract for Private Development with Grove - Rainbow,
L.P. which addresses the requested consideration and provides the opportunity for completing
the build out of vacant tenant spaces at Grove Plaza. Requested at this time is that Council
ratify the EDA approved contract.
Under Section 3.2 of the development contract the EDA would provide to the developer
(Grove- Rainbow) $30,000 towards improvement of a tenant space occupied by a restaurant on
the development property. The improved property is a 2,373 square foot bay. The
consideration results in a contribution of $12.64 /square foot. This consideration would be paid
upon receipt by the EDA of evidence of construction costs and payment for the contemplated
tenant improvements under 3.2(d) of the development contract. This payment would be made
regardless of whether the Stonehenge development proceeds or not.
As noted above, Stonehenge has until August 31, 2012 to close on the Real Estate. If this in
fact occurs then Grove Rainbow qualifies for additional consideration under this contract. Thai
consideration would be allocated toward future tenant improvements of the remaining 18,000
leasable square feet within the shopping center in an amount up to $70,000. The
consideration results in a contribution estimated at $3.89 /square foot should that entire 18,000
square foot bay be leased and improved with the same requirements for documentation of
expenses. Tenant improvements would need to be completed by December 31, 2014. If the
Stonehenge project does not proceed the EDA would have no obligations under the contract to
provide consideration for tenant improvements.
Of note, absent participation of Grove- Rainbow the Stonehenge development as proposed
could not occur. The consideration provided by the EDA has been included within the project
budget as is presented herein. The developer has signed his agreement to this contract.
Finally, all EDA consideration is allocated toward tenant improvements of the Grove Plaza
shopping center.
Council Action: Ratify the EDA development contract with Grove - Rainbow, L.P.
EXECUTION COPY
CONTRACT
L3�f]_7
PRIVATE DEVELOPMENT
By and Between
COTTAGE GROVE ECONOMIC DEVELOPMENT AUTHORITY
and
GROVE - RAINBOW, L.P.
This document drafted by:
KENNEDY & GRAVEN, CHARTERED (RHB)
470 U.S_ Bank Plaza
200 South Sixth Street
Minneapolis, MN 55402
(612) 337 -9300
406977 RHB CT165 -48
TABLE OF CONTENTS
PAGE
PREAIvMLE........... _ ......................... ...............................
ARTICLE I
Definitions
Section I.L
Definitions ................. ...............................
Section 1.2.
Exhibits ................. ...........................................
Section 1.3.
Rules of Interpretation ............................
ARTICLE H
Representations and Warranties
Section 2. L Representations by the Authority ...........................
Section 2.2. Representations and Warranties by the Developer
ARTICLE III
Development Property, Public Assistance
................2
.................3
.................3
........ ..............................4
........... ........ — 4
Section 3.1.
Development Property; Supplements Previous Agreements... ....................................
5
Section. 3.2.
Financial Assistance; Qualified Costs .............. ......................... ._. .._................
.. ........ .5
ARTICLE IV
Construction of Min mum Improvem
Section 4.1.
Rehabilitation Plans ...... .................. .............................................. ..............................6
Section 4.2.
Completion of Construction........_ ................................................. ..............................7
Section 4.3.
Certificate of Completion ............................ ........ ................ ............... ......................
._.7
ARTICLE V
Events of Default
Section 5.1.
Events of Default Defined ... ..................... .................................... ........_.....................7
Section 5.2.
Remedies on Default ................... ._..........................,................ ...............................
...7
Section 5.3.
No Remedy Exclusive— .. ....................................................... ...............................
8
Section 5.4.
No Additional Waiver Implied by One Waiver.... ........ -- .... ....... ....
— ... ............... 8
ARTICLE VI
Additional Provisions
Section 6.1. Conflict of Interests; Representatives Not Individually Liable, ..... ................... ----8
Section 62. Equal Employment Opportunity ............... .......... ............ ..... .. .......................... ...........
Section 6.3. Restrictions on Use ........... ........... .. ....................... ............. ............. ....._............ .......... 9
406977 RHB CT105 -48 I
Seetion 6.4.
Notices and Demands ..................................................................... ..............................9
Section 6.5.
Counterparts.... ................... ............ .......... ............. — ....... ............................... 9
Section 6.6.
Disclaimer of Relationships ....................................... ..... ................... .................. ......... 9
Section6.7.
Amendment ..................................................................................... ..............................9
EXfIIBIT A
LEGAL DESCRIPTION OF DEVELOPMENT PROPERTY
EXHIBIT B
SITE PLAN OF DEVELOPMENT PROPERTY
EXHIBIT C
FORM OF CERTIFICATE OF COMPLETION
406977 RJJB CT16548 ii
CONTRACT FOR PRIVATE DEVELOPMENT
THIS AGREEMENT, made this day of 2012, by and between the
Cottage Grove Economic Development Authority, a public body corporate and politic under the
laws of Minnesota, having its principal office at 7516 80 Street South, Cottage Grove,
Minnesota 55016 -3195 (the "Authority ") and Grove - Rainbow, L.P., a Minnesota limited
partnership, having its principal office c/o EBL &S Property Management, Inc,, 230 South Broad.
Street, Mezzanine, Philadelphia, PA 19102 (the "Developer ").
WITNESSETH:
WHEREAS, the Developer is the fee owner of the property legally described on Exhibit
A attached hereto (the "Development Property "); and
WHEREAS, the Authority previously created the Development District and adopted a
Program for it, all as hereinafter defined; and
WHEREAS, the Authority previously established TIF District No. 1 -12, a redevelopment
tax increment financing district, and adopted a TIF Plan related thereto, all as hereinafter
defined; and
WHEREAS, the Development Property is located within the Development District and
the TIF District; and
WHEREAS, in May, 2002, the Authority and the Developer entered into a contract for
private development concerning the Development Property and adjacent land which was
redeveloped. by Home Depot (the `Home Depot Property "); and
WHEREAS, in June, 2012, the Authority entered into an agreement with Stonehenge, as
hereinafter defined, concerning substantial rehabilitation of the improvements on the Home
Depot Property; and
WHEREAS, the Authority is prepared to offer certain financial assistance to the
Developer in order to bring about the Improvements (as hereinafter defined) on the Development
Property; and
WHEREAS, the Authority believes that construction of the Improvements on the
Development Property pursuant to this Agreement and the fulfillment generally of this
Agreement are in the vital and best interests of Cottage Grove and the health, safety, morals, and
welfare of its residents, and in accord with the public purposes and provisions of the applicable
state and local laws and requirements.
NOW, TBERF,FORE, in consideration of the covenants and the mutual obligations
contained herein, the Authority and the Developer hereby covenant and agree with the other as
follows:
406977 RHB CT165 -18 I
ARTICLE I
Definitions
Section I.I. Definitio In this Agreement the following tenns shall have the meanings
given unless a different meaning clearly appears from the context:
"Act" means the City Developrnent Districts Act, Minnesota Statutes, sections 469.124
through 469.134, as amended.
"Agreement" means this Agreement, as the same may be from time to time modified,
amended, or supplemented_
"Authority" means the Cottage Grove Economic Development Authority, a public body
corporate and politic under the taws of Minnesota.
"Certificate of Completion" means the certificate or certificates, in the form contained in
Exhibit C attached hereto, which will be provided to the Developer pursuant to Article IV of this
Agreement.
"City" means the city of Cottage Grove, a municipal corporation under the laws of
Minnesota.
"County" means Washington County, Minnesota.
"Developer" means Grove - Rainbow, L.P., a Minnesota limited partnership.
"Developrnent District" means the Authority's Development District No. 1.
"Development Property" means the real property which is legally described in Exhibit A
attached hereto and depicted on Exhibit B.
"EDA Act" or "Economic Development Authority Act" means Minnesota Statutes,
sections 469.090 through 469.108 1, as amended.
"Event of Default" means an action by the Developer or the Authority listed in Article LX
of this Agreement.
"Home Depot Property" means the property legally described as Lot 2, Block 1, Grove
Plaza 2 " Addition, Washington County, Minnesota.
"Improvements" means the physical improvements made to either the common areas or
the tenant spaces of the Development Property, other than the improvements to the tenant space
specified in section 3.2(a) of this Agreement.
406977 RHB CT16548 2
"Qualified Costs" mean the actual costs, not to exceed $70,000, incurred or otherwise
funded by the Developer in connection with the Improvements on the Development Property, as
specified in sections 3.2(b), (c) and (d) of this Agreement but does not include the $30,000 which
is the subject of section 3.2(a) of this Agreement.
"Previous Agreements" means that certain Contract for Private Development by and
between Cottage Grove Economic Development Authority and Grove — Rainbow, L.P., dated
2002 and recorded on 2002 in Washington. County, Minnesota as
document no. _ and that certain Assessment Agreement and Assessor's
Certification by and among Cottage Grove Economic Development Authority and Grove -
Rainbow, L.P.; dated , 2002 and recorded on 2002 in Washington
County, Minnesota as document no.
"Program" means the program for Development District No. 1.
"Rehabilitation Plans" means the plans to be submitted by or on behalf of the Developer
to the Authority which detail the work regarding the Improvements.
"State" means the state of Minnesota.
"Stonehenge" means Stonehenge Development, LLC, a Minnesota limited liability
company;
"Tax Increment Financing Act" or "TIF Act" means Minnesota Statutes, sections
469.174 through 469.179, as amended.
"Tax Increment Financing District" or "TIF District" means the Authority's TIE District
No. 1 -12, a redevelopment tax increment financing district.
"Tax Increment Financing Plan" or "TIF Plan" means the tax increment plan for TIF
District No. 1 -12.
Section 1.2. Exhib its. The following exhibits are attached to and by reference made a
part of this Agreement_
Exhibit A.
Legal description of the Development Property
Exhibit B.
Site Plan of Development Property
Exhibit C.
Form of Certificate of Completion
Section 1.3. Rules of Interpretation (a) This Agreement shall be interpreted in
accordance with and governed by the laws of Minnesota..
(b) 'the words "herein" and "hereof' and words of similar import, without reference
to any particular section or subdivision, refer to this Agreement as a whole rather than any
particular section or subdivision hereof.
406977 RHB CTI6 -48 3
(c) References herein to any particular section or subdivision hereof are to the section
or subdivision of this Agreement as originally executed.
(d) Any titles of the several parts, articles and sections of this Agreement are inserted
for convenience and reference only and shall be disregarded in construing or interpreting any of
its provisions.
ARTICLE II
Representations and Warranties
Section 2.1. Represent by the Authority The Authority makes the following
representations as the basis for the undertakings on its part herein contained:
(a) The Authority is a public body corporate and politic under the laws of Minnesota.
The Authority has the power to enter into this Agreement and carry out its obligations hereunder.
(b) The persons executing this Agreement and related agreements and documents on
behalf of the Authority have the authority to do so and to bind the Authority by their actions.
(c) The Development District is a development district within the meaning of the Act
and was created, adopted and approved in accordance with the terms of the Act.
(d) The TIF District is a redevelopment tax increment financing district within the
meaning of the TIF Act and was established pursuant to the TIF Act.
Section 22. Representations and Warranties by the Developer The Developer makes
the following representations as the basis for the undertakings on its part herein contained:
(a) The Developer is a Minnesota limited partnership duly organized and in good
standing under the laws of Minnesota. The limited partnership includes EBL &S Holding
Company II, Inc., a Pennsylvania corporation, as its sole general partner. The Developer is not
in violation of any provisions of its organizational documents. The Developer has the power to
enter into this Agreement and carry out its obligations hereunder. The persons executing this
Agreement and related agreements and documents on behalf of the Developer have the authority
to do so and to bard the Developer by their actions.
(b) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and
conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of,
the terns, conditions or provisions or any restriction or any evidence of indebtedness, agreement
or instrument of whatever nature to which the Developer is now a party or by which it is bound,
or constitutes a default under any of the foregoing.
(c) The Developer would not be willing to construct or otherwise provide funding for
the Improvements but for the commitment by the Authority to grant the financial assistance
406977 R11B CT165148 4
outlined in this Agreement and such assistance is essential to the Developer's ability to carry out
its obligations under this Agreement.
ARTICLE III
Development Property Public. Assistance
Section 3.1. Development Property, Supplements Previous Agreements (a) The
Developer is the fee owner of the Development Property. The Authority agrees to provide the
financial assistance outlined in this Agreement to the Developer but makes no representations to
the Developer regarding the suitability of the Development Property or the Improvements for the
use and purpose intended by the Developer.
(b) The Authority and the Developer have entered into the Previous Agreements
pertaining to the redevelopment of and Minimum Market Value for the Development Property.
This Agreement supplements and does not supersede the Previous Agreements, which remain in.
full force and effect.
Section 3.2. Fin ancial Assistance; Qualified Costs (a) The Developer has granted
permission for the location on the Home Depot Property of an L.A. Fitness facility. Without this
concession by the Developer, no such a facility could be located on the Home Depot Property
because of certain restrictive covenants. 'Without the L.A. Fitness facility, the Home Depot
Property would not be redeveloped and the Authority and Stonehenge would not have entered
into an agreement for the substantial rehabilitation of the improvements currently on the Home
Depot Property. In recognition of the Developer's cooperation in the rehabilitation of the Home
Depot Property, the Authority agrees to pay the Developer $30,000 towards improvement of a
tenant space occupied by a restaurant on the Development Property regardless of whether the
costs for the improvement of the 'tenant space were originally funded by or for the tenant or by
the Developer. The Authority does not intend to use tax increment for such payment. The
Authority agrees to make payment to the Developer after receipt of the same type of information
and documentation required under section 3.2(d) of this Agreement. The Authority's obligation
for the $30,000 specified in this section 3.2(a) is not dependent upon satisfaction of the
conditions precedent specified in section 3.2(c) of this Agreement.
(b) The Developer has represented to the Authority that the cost of making or
reimbursing the cost of additional Improvements to the Development Property exceeds available
private financing and has requested assistance from the Authority for the Qualified Costs. The
Authority agrees to offer financial assistance to the Developer for the Qualified Costs in an
amount not to exceed $70,000, contingent upon the satisfaction. of the conditions precedent
outlined in section 3.2(c) of this Agreement. The Developer agrees to maintain such plans,
specifications, documents and other records as to enable it to demonstrate with specificity to the
Authority its actual expenses associated with the Qualified Costs.
(e) Notwithstanding anything herein to the contrary, the Authority shall have no
obligation to offer financial assistance to the Developer for any Qualified Cost until and unless
the following conditions precedent have been satisfied:
406977 RHB Cr165 -48 5
(1) Stonehenge acquires the Home Depot Property in fee by August 31, 2012
or such other date as the Authority and Stonehenge may agree; and
(2) There has been no Event of Default under this Agreement on the part of
the Developer.
(d) Prior to the Authority being obligated to make any payments under this
Agreement, the Developer shall provide the Authority with evidence, including a sworn
construction statement and lien waivers, of the prior payment or reimbursement of invoices and
other expenses incurred in connection with the work on the Improvements. In addition, all fees,
charges or other bills owed to the City with respect to the Development Property must be paid
prior to the Authority being obligated to make payments under this Agreement.
(e) The Developer shall have no obligation to construct any Improvements on the
Development Property. The Authority `s obligation to reimburse the Developer for the Qualified
Costs, however, is contingent on the Developer incurring or reimbursing Qualifying Costs in
such amount, up to but not exceeding $70,000, in connection with the Improvements.
Notwithstanding anything herein to the contrary, the Authority shall have no obligation to
reimburse the Developer for any Qualifying Costs associated with the Improvements which are
completed after December 31, 2014.
ARTICLE IV
Construction of Improvements
Section 4.1. Rehabilitation Plans (a) At least 15 days prior to any work being
commenced on the Improvements, the Developer shall submit or cause to be submitted dated
Rehabilitation Plans to the Authority. The Rehabilitation Plans shall provide for the construction
of the Improvements. The Authority will approve the Rehabilitation Plans if they (1) conform to
all applicable federal, State and local laws, ordinances, rules and regulations; (2) are adequate to
provide for completion of the Improvements; (3) conform to the State building code; and (4) if
there has occurred no uncured Event of Default on the part of the Developer under this
Agreement. The Rehabilitation Plans shall be deemed to be approved if not rejected by the
Authority, in whole or in part, by written notice from the Authority to the Developer setting forth
in detail the reasons for the rejection within 10 days of the Authority's receipt thereof, time being
of the essence. No approval by the Authority shall relieve the Developer of the obligation to
comply with the terms of this Agreement or the terms of any applicable federal, State and local
Iaws, ordinances, rules and regulations in connection with the Rehabilitation Plans. No approval
by the Authority shall constitute a waiver of an Event of Default.
(b) If the Developer desires to make any change in the Rehabilitation Plans after their
approval by the Authority with regard to the design, exterior materials, site plan or square
footage or any other change which would also require review or reapproval under any applicable
code, ordinance or regulation, the Developer shall submit the proposed change to the Authority
406977 RHB CT165A8
for its approval. If the proposed change conforms to the requirements of this section 4.1 with
respect to the original Rehabilitation Plans or is otherwise acceptable to the Authority, the
Authority shall approve the proposed change. Such change in the Rehabilitation Plans shall he
deemed approved by the Authority unless rejected, in whole or in part, by written notice by the
Authority to the Developer, setting forth in detail the reasons therefor. Such rejection shall be
made within 10 days after receipt of the written notice of such change from the Developer, time
being of the essence.
Section 4.2. Completion of Construction The Authority will reimburse the Developer
for the cost of the Improvements after substantial completion thereof and satisfaction of the
additional requirements of this Agreement. Substantial completion means, at a minimum, that
construction of the Improvements is sufficiently complete as to warrant issuance of a Certificate
of Occupancy by the City except for "punch list" items and work that cannot reasonably be
completed due to normal seasonal weather conditions. All work with regard to the
Improvements shall be in conformity with the Rehabilitation Plans.
Section 4.3. Certificate of Completion After substantial completion of the
Improvements in accordance with the Rehabilitation Plans, or any discrete element of same, and
satisfaction with all other terms of this Agreement, the Authority will furnish the Developer with
a Certificate of Completion in the form of Exhibit C attached hereto. Such certification by the
Authority shall be a conclusive determination of satisfaction and termination of the agreements
and covenants in this Agreement with respect to completion of the Improvements on the
Development Property. The Certificate of Completion with respect to the Development Property
shall only be issued after issuance of a certificate of occupancy by the City with respect to the
Improvements. The Certificate of Completion provided for in this section 4.3 shall be in such
form as will enable it to be recorded in the proper County office for the recordation of deeds and
other instruments pertaining to the Development Property.
ARTICLE "V
Events of Default
Section 5.1. Events of D Define Failure by either party to observe or perform
any material covenant, condition, obligation or agreement on its part to be observed or performed
under this Agreement or the Assessment Agreement for the Development Property shall be an
Event of Default under this Agreement.
Section 5.2. Remedies on Default Whenever any Event of Default referred to in
section 5.1 of this Agreement occurs, the non - defaulting party may take any one or more of the
following actions after providing 30 days' written notice to the defaulting party of the Event of
Default, but only if the Event of Default has not been cured within said 30 days or, if the Event
of Default is by its nature incurable within 30 days, the defaulting party does not provide
assurances to the non - defaulting party reasonably satisfactory to the non - defaulting party that the
Event of Default will be cured and will be cured as soon as reasonably possible:
406977 RHB CT16548 7
(a) Suspend its performance under this Agreement until it receives assurances from
the defaulting party, deemed adequate by the n.on- defaulting party that the defaulting party will
cure such default and continue its performance under this Agreement;
(b) Terminate or rescind this Agreement;
(c) If the default occurs prior to completion of an element of the Improvements on the
Development Property, the Authority may withhold the Certificate of Completion for such
Improvements; and
(d) Take whatever action, including legal or administrative action, which may appear
necessary or desirable to the non - defaulting party to collect any payments due under this
Agreement, or to enforce performance and observance of any obligation, agreement, or covenant
of the defaulting party under this Agreement.
Section 5.3. No Remedv Exclusive No remedy herein conferred upon or reserved to the
parties 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 Iaw or in equity or by statute. No delay or omission to
exercise any right or power accruing upon any Event of Default shall impair any such right or
power or shall be construed to be a waiver thereof, but any such right and power may be
exercised from time to time and as often as may be deemed expedient. In order to entitle the
Authority or the Developer to exercise any remedy reserved to it, it shall not be necessary to give
notice, other than such notice as may be required in Article VI of this Agreement.
Section 5.4. No Additional Waiver Implied by One W aiver. In the event any covenant
or agreement contained in this Agreement should be breached by either party and thereafter
waived by the other party, such waiver shall be limited to the particular breach so waived and
shall not be deemed to waive any other concurrent, previous or subsequent breach hereunder.
ARTICLE VI
Additional Provisions
Section 6.1. Conflict of Interests; Representatives Not Individually Liable No officer,
official, or employee of the Authority shall have any personal financial interest, direct or
indirect, in this Agreement, nor shall any such officer, official, or employee participate in any
decision relating to this Agreement which affects his or her personal financial interests, directly
or indirectly. No officer, official, or employee of the Authority shall be personally liable to the
Developer, or any successor in interest, in the event of any Event of Default or breach or for any
amount which may become due or on any obligation under the terms of this Agreement. No
officer, official or employee of the Developer or its successors or assigns shall be personally
liable to the Authority or the City or any successor in interest in the event of any Event of
Default or breach or for any amount which may become due or on any obligation under the terms
of this Agreement.
4069 R B CT 16548 8
Section 6.2. Equal Employment Opportunity The Developer, for itself and its
successors and assigns, agrees that during the construction of the Improvements on the
Development Property provided for in this Agreement, it will comply with all applicable equal
employment and nondiscrimination laws and regulations, to the extent it has contracted for the
Improvements.
Section 6.3. Restriction on Use. The Developer, for itself and its successors and
assigns, agrees to devote the Development .Property and Improvements only to such land use or
uses as are allowed under the land use regulations of the City.
Section 6.4. N otices and Demands Except as otherwise expressly provided in this
Agreement, any notice, demand, or other communication under this Agreement or any related
document by either party to the other shall be sufficiently given or delivered two business days
after it is dispatched by registered or certified United States mail, postage prepaid, retirm receipt
requested, or upon. receipt if delivered personally to:
(a) in the case of the Authority:
7516 $0` Street South
Cottage Grove MN 55016
Attn: EDA Executive Director
(b) in the case of the Developer:
Grove - Rainbow, L.P.
c/o EBL &S Property Management, Inc.
230 South Broad Street
Mezzazine
Philadelphia, PA 19102
Attn: Howard M. Levy
or at such other address with respect to any such party as that party may, from time to time,
designate in writing and forward to the other as provided in this section 6.4.
Section 6.5. Counterparts This Agreement may be executed in any number of
counterparts, each of which shall constitute one and the same instrulnent.
Section 6.6. Disc laimer of Relationships The Developer and the Authority acknowledge
that nothing contained in this Agreement nor any act by the Developer or the Authority shall be
deemed or construed by the Developer or the Authority or by any third person to create any
relationship of third -party beneficiary, principal and agent, limited or general partner, or joint
venture between the Developer and the Authority.
Section 6.7. Amendme This Agreement may be amended only by the written
agreement of the parties_
406977 RIM CT16548
N WITNESS WHEREOF, the Authority and the Developer have caused this Agreement
to be duly executed in their names and behalves on or as of the date first above written.
COTTAGE GROVE ECONOMIC
DEVELOPMENT AUTHORITY
By:
Its President
B y :
Its Executive Director
STATE OF MINNESOTA }
)SS
COUNTY OF }
The foregoing instrument as acknowledged before me this _ day of 2012,
by and president and executive director, respectively, of
the Cottage Grove Economic Development Authority, a public body corporate and politic under the
laws of M nnesota, on behalf of the Economic Development Authority.
Notary Public
406977 RM CT165-43 10
GROVE - RAINBOW, L.P.,
A IvLIlNNTESOTA LIMITED
PARTNERSHIP
C
By EBL& h , ding Company 1I, Inc., a
Pennsylani �0.rpot'ation, its general partner
Edward B.
President
STATE OP
✓ ) ss
COUNTY
The foregoing instrument was executed this d/ of day 2012, by
Edward B. Lipkin, the president of EBL &S Holding Company II, Inc., a ennsyh a corporation,
the sole general partner of Grove- Rainbow, L.P., a Minnesota limited partnership.
! Notary Priblic `
=7t HOIAL SEAL arney, Notary Pub1'te hia, Philadelphia County x ves Febntary 22, 2015
a0F,979 FHB CT165-48 1 I
EX Brr A
LEGAL DESCRIPTION OF DEVELOPMENT PROPERTY
The Development Property is located in Washngton County, Minnesota and is legally described as
follows:
Lot 1, Block 1, Grove Plaza 2" d Addition
406977 2HB CT165-48 A -1
EXHIBIT B
SITE PLAN OF DEVELOPMENT PROPERTY
[to be completed]
406977 RHB CT165 -48 B -1
EXHIBIT C
FORM OF CERTIFICATE OF COMPLETION
WHEREAS, the Cottage Grove Economic Development Authority, a public body
corporate and politic under the laws of Minnesota (the "Authority "), and Grove- Rainbow, L.P., a
Minnesota limited partnership (the "Developer "), have entered into a certain Contract for Private
Development (the "Contract ") dated the day of 2012, and recorded in the
office of the County Recorder in Washington County, Minnesota, as Document No.
which Contract contained certain covenants and restrictions regarding completion of the
Improvements, as defined in the Contract; and
WHEREAS, the Developer has performed said covenants and conditions in a manner
deemed sufficient by the Authority to permit the execution and recording of this certification.
NOW, THEREFORE, this is to certify that all construction of the Improvements
specified to be done and made by the Developer has been completed and the covenants and
conditions in the Contract have been performed by the Developer, and the County Recorder in
Washington County, 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 and conditions relating to completion of the Improvements.
Dated:
COTTAGE GROVE ECONOMIC
DEVELOPMENT AUTHORITY
By:
Its: President
Bv:
Its:
Executive Director
STATE OF MINNESOTA )
) ss.
COUNTY OF )
The foregoing instrument as acknowledged before me this day of
20 , by and _ the president and executive
director, respectively, of the Cottage Grove Economic Development Authority, a public body
corporate and politic, under the laws of Minnesota, on behalf of the Economic Development
Authority.
Notary Public
406977 Ron M65AS C -1