HomeMy WebLinkAbout4.2b First Amd. to Contract for Private Development - Cottage Grove EDA and NP BGO-v3 (004).docxFIRST AMENDMENT TO
AMENDED AND RESTATED CONTRACT FOR PRIVATE DEVELOPMENT
BY AND BETWEEN
COTTAGE GROVE ECONOMIC DEVELOPMENT AUTHORITY
AND
NP BGO COTTAGE GROVE LOGISTICS PARK, LLC
This Document Was Drafted By:
KENNEDY & GRAVEN, CHARTERED (RHB)
150 South Fifth Street
Suite 700
Minneapolis, MN 55402
(612) 337-9300
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FIRST AMENDMENT TO AMENDED AND RESTATED
CONTRACT FOR PRIVATE DEVELOPMENT
THIS First Amendment to Amended and Restated Contract for Private Development (the
"First Amendment"), is made as of the day of , 2023, between the
Cottage Grove Economic Development Authority, a public body corporate and politic under the
laws of Minnesota, having its principal office at 12800 Ravine Parkway South, Cottage Grove,
Minnesota 55016 (the "EDA"), and NP BGO Cottage Grove Logistics Park, LLC, a limited
liability company under the laws of Delaware, having its principal offices at 3315 North Oak
Trafficway, Kansas City, Missouri 64116 (the "Developer"). The EDA and the Developer are
hereinafter each a "Party" and, collectively, the "Parties."
RECITALS
WHEREAS, on November 9, 2021, the EDA held a public hearing and approved a business
subsidy for the Developer in accordance with Minnesota Statutes, sections 116J.993 to 116J.995;
and
WHEREAS, on December 14, 2021, the EDA modified the development district
program (the "Program") for Development District No. 1 (the "Development District"),
pursuant to Minnesota Statutes, sections 469.090 to 469.1082 and approved a tax increment
financing plan (the "TIF Plan") for Tax Increment Financing District No. 1-20, an economic
development tax increment financing district (the "TIF District"), pursuant to Minnesota
Statutes, sections 469.174 to 469.179; and
WHEREAS, on December 15, 2021, the city of Cottage Grove (the "City") held a
public hearing and approved the modified Program and adopted the TIF Plan and approved
the business subsidy to the Developer; and
WHEREAS, on December 14, 2021, the EDA approved a Contract for Private
Development with the Developer for the development of a large qualified manufacturing and
distribution facility; and
WHEREAS, on May 10, 2022, the EDA approved an Amended and Restated Contract for
Private Development with the Developer regarding the qualified manufacturing and distribution
facility (the "Amended and Restated CPD"); and
WHEREAS, pursuant to the Amended and Restated CPD, the Developer agreed to
commence and complete construction of Phase II of the Minimum Improvements by April 30,
2023, and July 30, 2025, respectively; and
WHEREAS, the Developer has requested and the Parties desire to amend the Amended
and Restated CPD to modify the commencement date for Phase II of the Minimum Improvements.
NOW, THEREFORE, in consideration of the foregoing premises and the mutual
obligations set forth in this First Amendment, the Parties hereby agree as follows:
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1. In this First Amendment, unless otherwise noted, underline and strike -through text
shall be used to indicate amendments to the Amended and Restated CPD. Underline text shall
indicate new language, and stfike through iex shall indicate removed language.
2. The chart in Section 3.3 of the Amended and Restated CPD is hereby amended as
follows:
Phase
Square Feet
Commencement Date
Com letion Date
I
776,252
Aril 30, 2022
July 30, 2024
Ia
520,000
August 30, 2022
July 30, 2024
II
730,000
April 30, 2023
October 31 2023
July 30, 2025
III
677,600
Aril 30, 2024
July 30, 2026
IV
739,000
Aril 30, 2025
July 30, 2027
3. This First Amendment will be governed by and construed in accordance with the
laws of Minnesota, without giving effect to otherwise applicable principles of conflicts of law.
4. If any term or provision of this First Amendment or the application thereof to any
person or circumstance shall, to any extent, be inconsistent with, invalid or unenforceable under
the TIF Act, Business Subsidy Act, or any applicable laws or legal requirements, the remainder of
this First Amendment, or the application of such term or provision to persons or circumstances
other than those as to which it was held invalid or unenforceable, shall not be affected thereby, and
each term or provision of this First Amendment shall be valid and enforceable to the fullest extent
permitted by the TIF Act, Business Subsidy Act, and any applicable laws or legal requirements.
5. This First Amendment may be executed in any number of counterparts. All such
counterparts will be deemed to be originals and will together constitute but one and the same
instrument. The executed counterparts of this First Amendment may be delivered by electronic
means, such as email or facsimile, and the receiving party may rely on the receipt of such executed
counterpart as if the original had been received.
6. Except as amended in this First Amendment, all of the provisions, covenants, terms
and conditions of the Amended and Restated CPD shall remain unaltered and in full force and
effect.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed
as of the date first above written.
COTTAGE GROVE ECONOMIC
DEVELOPMENT AUTHORITY
By
Its
STATE OF MINNESOTA )
) SS.
COUNTY OF WASHINGTON )
Myron Bailey, President
Jennifer Levitt, Executive Director
The foregoing instrument was acknowledged before me on this day of
2023, by Myron Bailey and Jennifer Levitt, 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 Authority.
IN WITNESS WHEREOF, I have set my hand and my official seal this day of
2023.
Notary Public
S-1
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NP BGO COTTAGE GROVE LOGISTICS PARK,
LLC
By: NP BGO Cottage Grove Logistics Park JV,
LLC, its Sole Member
By: NPD Management, LLC, its Manager
By
Nath agedom, Manager
STATE OF MISSOURI )
ss.
COUNTY OF CLAY )
The foregoing instrument was acknowledged before me on this Iday of
2023, by Nathaniel Hagedorn, Manager of NPD Management, LLC, the
Manager of iqP BGO Cottage Grove Logistics Park JV, LLC, the Sole Member of NP BGO
Cottage Grove Logistics Park, LLC, a Delaware limited liability company, on behalf of the
company.
IN WITNESS WHEREOF, I have set my hand and my official seal this 1 0� day of
2023.
Notary P 4n,
LISA L 6EASLEY
Notary Public - Notary Seal
Platte County - State of Missouri
Commission Number 19497557
My Commission Expires Sep 10, 2023
S-2
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EXHIBIT A
The property subject to the foregoing First Amendment to Amended and Restated CPD is
as follows:
Lot 1 and Lot 2, Block 1, Cottage Grove Logistics Park
Outlots A, B, C, and D, Cottage Grove Logistics Park,
all in Washington County, Minnesota
A-1
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