ITEM 7.2 P&F Machining IncITEM 7.2
4-110
O
t�egoTF
MINNESOTA
MEMORANDUM
TO: Mayor and City Council
FROM: Lori Johnson, City Administrator
DATE: May 6, 2016
SUBJECT: P & F Machining, Inc., Project Overview
Monday's agenda includes six action items related to the P & F Machining, Inc., project. This is the
culmination of many months of meetings and Council approvals to bring this project to Otsego. A tax
forfeit parcel was acquired and subsequently subdivided, a DEED grant was secured to fund half of the
infrastructure improvement project, the TIF district and financing plan were approved and a subsequent
amendment was approved to fund unanticipated additional site improvement costs, site plan approvals
were granted, assessments were recertified for CR42, bids have been received for Quaday
improvements, and finally documents have been drafted for Council approval to finalize this project. In
addition, P & F Machining secured a $170,000 Job Creation Fund grant from DEED,
The approvals requested on Monday are consistent with past discussion and prior approvals for this
project with a couple minor exceptions. First, due to the delays in closing on the property and approving
development agreements, P & F Machining requested a few months delay in completion dates; thus the
agreements have been modified to reflect the new dates. This change does not affect the outcome of
the project. Second, the developer slightly modified the building, but those changes do not trigger
action by the Planning Commission or Council because they do not materially affect the building. The
changes include a reduction in the size of the interior mezzanine and the loading dock canopy, an
optional drive aisle was removed, and a few exterior windows were eliminated. These changes have
been reviewed by the City Planner.
In addition to the benefits of bring a successful manufacturing business with a minimum of 40 jobs with
an average annual pay of $60,000 to Otsego, this project funds $432,582.68 of CR42 assessments that
absent this project would have been added to the tax levy. It also makes available two new lots for
commercial industrial development.
With the final approval of documents on Monday, P & F Machining can move to the next phase of the
project, building permit application and construction. Closing on the property is anticipated shortly and
construction will begin immediately according to the developer. Approval of the Quaday Improvement
project will be on an upcoming agenda.
Memo
To: Otsego City Council Members
From: Andrew MacArthur, City Attorney
cc:
Date: May 2, 2016
Re: P & F Machining- Closing
There are several items related to P& F Properties, Inc. on the City Council agenda this
evening. As you may recall the City and P&F originally were going to close on this property by
the end of February. However, as is the case with many closings additional issues arose
delaying the closing. Engineering reviews indicated that a substantial amount of additional fill
was needed on the site. This resulted in the applicant (P&F) requesting additional TIF
reimbursement to cover the additional costs. This in turn required modification to the TIF Plan
and an additional public hearing.
P&F also had issues with their lender regarding the assessments on the property. The Lender
viewed those assessments as additional debt even though the TIF would reimburse those
expenses. This resulted in further delay and some modifications to the building in order to
reduce costs and satisfy the lender. Revised building plans obviously took additional time.
P&F now desires to close by May 19 as they have building material on order. In order to
accommodate that date the Council must act on the various items related to this Development
by May 9, or schedule a special meeting prior to the proposed closing date. In order to cover
time lost by delays, P&F is requesting that the completion date by the end of December 2016
be extended to March 31, 2017. This results in changes in the date in the proposed Addendum
to the Purchase Agreement and Developers Agreement. Further, P&F also requests that the
original dates for the option agreement and right of first refusal be adjusted to provide for this
additional time.
As the Council may remember the City has required payment of the assessments for CSAH
42 as part of this Project.
The documents that the Council will be asked to review on May 9 are the addendum to the
Option Agreement which includes the proposed closing date and the adjustments to the dates
for the Option and Right of First Refusal (the Council can approve the addendum as presented
or it can stay with the original Option and Right of First Refusal dates), the TIF Development
Agreement which spells out the terms and conditions of the TIF, the Project Developers
Agreement which is a standard form Agreement covering municipal improvements for the
Project, Resolution Authorizing Sale which authorizes the Mayor, City Clerk and City staff to
execute necessary documents for the closing, and a Resolution Releasing the Property from
Certain Development Agreements affecting the property as indicated in the Title Work.
Each of these items will be presented to the Council as separate motions and Resolutions as
set forth in the RCAs for that item.
0tCITYF o
MINNESOTA
DEPARTMENT INFORMATION
Request for
City Council Action
REQUESTOR:
Andy MacArthur, City Attorney
MEETING DATE:
May 9, 2016
ORGINATING DEPARTMENT:
Legal
PRESENTER(s):
City Attorney
REVIEWED BY:
Lori Johnson, City Administrator
ITEM #:
7.2A
AGENDA ITEM DETAILS
RECOMMENDATION: Staff recommends that the attached Addendum to the Purchase Agreement between
the City of Otsego and P&F Properties, Inc. be approved.
ARE YOU SEEKING APPROVAL OF A CONTRACT?
IS A PUBLIC HEARING REQUIRED?
Yes.
No.
BACKGROUND/JUSTIFICATION:
The City recently entered into a Purchase Agreement with P&F Properties, Inc. for the sale of LOT 1,
BLOCK 1. The original closing date has passed. P&F is now prepared to close by May 16 in order to
immediately begin construction. They have requested an additional three months to complete the
building based upon the original deadline for substantial completion of December 31, 2016.
They are also requesting adjustment in the timeline for option and right of first refusal based upon the
new completion date.
The City is ready to close on the property.
SUPPORTING DOCUMENTS: x ATTACHED ❑ NONE
• Proposed Addendum to Purchase Agreement.
MOTION: (Please word motion as you would like it to appear in the minutes.
Motion to approve Addendum to Purchase Agreement for Lot 1, Block 1 GREAT RIVER CENTRE OF
OTSEGO FOURTH ADDITION.
BUDGET INFORMATION
FUNDING: BUDGETED: ❑ YES
NA o NO
ACTION TAKEN
❑ APPROVED AS REQUESTED ❑ DENIED o TABLED ❑ OTHER (List changes)
COMMENTS:
FIRST AMENDMENT TO PURCHASE AND OPTION AGREEMENT
THIS FIRST AMENDMENT TO PURCHASE AND OPTION AGREEMENT
("First Amendment") is made and dated this day of May 2016, by and between the City
of Otsego, a Minnesota municipal corporation (hereinafter, "City" or "Seller"), and P & F
Properties, Inc., a Minnesota corporation ("Buyer"). The "Effective Date" of this Agreement
shall be the last date on which either Buyer or Seller shall have executed this Agreement,
provided both Seller and Buyer have executed this Agreement.
RECITALS:
A. Seller and Buyer are parties to that certain Purchase and Option Agreement
("Purchase Agreement") dated December 29, 2015, relative to that certain parcel of real
property in Wright County, Minnesota, legally described as Outlot A, Great River Centre of
Otsego Third Addition (the "Development Parcel').
B. The parties desire to amend the Purchase Agreement pursuant as hereinafter
described.
AGREEMENT:
NOW, THEREFORE, in consideration of the mutual covenants and agreements herein
contained, the Seller and Purchaser hereby amend the Purchase Agreement as follows:
Due Diligence Period. The Due Diligence Period under Section 4, shall be modified
from seventy (70) days after the Effective Date to May 16, 2016.
2. Closing. The Closing Date under Section 6.1, shall be modified from February 29, 2016,
to on or before May 16, 2016.
3. Completion Date. Paragraph 1 of the Option Agreement shall be revised by extending
the Completion Date from December 31, 2016 to March 31, 2017.
4. Option Term. Paragraph 3 of the Option Term shall be revised to change the Substantial
Completion Date under said Paragraph from December 31, 2020 to April 1, 2021.
Right of First Refusal. Paragraph 3.4, Right of First Refusal, shall be modified by
changing the December 31, 2018 date to April 1, 2019. Likewise, the Right of First
Refusal Dates of January 1, 2019 through December 31, 2019 shall be modified to April
1, 2020, January 1, 2020 through December 31, 2020 shall be modified to April 1, 2021,
and January 1, 2021 through December 31, 2021 shall be modified to April 1, 2022.
6. Counterparts. This First Amendment may be executed in any number of counterparts and
by different parties hereto on separate counterparts, each of which counterparts, when so
executed and delivered, shall be deemed to be an original and all of which counterparts,
taken together, shall constitute one and the same First Amendment.
7. Electronic Transmission of Signatures. The use of electronically transmitted signatures,
whether by telecopy and/or email, in place of original signatures on this First Amendment
is expressly permitted. Buyer and Seller intend to be bound by the signatures on such
electronically transmitted document.
Full Force and Effect. Except as amended herein, all other terms and conditions of the
Purchase Agreement shall remain in full force and effect.
[signature page to follow]
2
IN WITNESS WHEREOF, the parties hereto, by and through the undersigned who
acknowledge by their signatures to have full authority to bind their respective entities, have
executed this Purchase Agreement as of the date and year first above written.
676442-0
SELLER:
CITY OF OTSEGO, MN
Name: Jessica Stockamp
Title: Mayor
Date: May , 2016
BUYER:
P & F PROPERTIES, INC.,
a Minnesota corporation
3
Name: Dan Pawlalc
Title: President
Date: May , 2016
0tkgoF
MINNESOTA
DEPARTMENT INFORMATION
Request for
City Council Action
ORIGINATING DEPARTMENT:
REQUESTOR:
MEETING DATE:
Administration
Lori Johnson, City Administrator
May 9, 2016
PRESENTER(s):
REVIEWED BY:
ITEM #:
Lori Johnson, City Administrator
7.2E
AGENDA ITEM DETAILS
RECOMMENDATION:
Recommend adoption of the Development Agreement by and among the City of Otsego, P & F
rties, Inc., and P & F Machining, Inc.
ARE YOU SEEKING APPROVAL OF A CONTRACT?
Yes
IS A PUBLIC HEARING REQUIRED?
No
BACKGROUND/JUSTIFICATION:
The City has approved Tax Increment Financing District #1, Great River Centre, to provide assistance to
develop a manufacturing facility that will add tax base and jobs, a minimum of 40 jobs initially and
potentially 57 new jobs, on a previously tax forfeit lot that was purchased by the City for this project.
This property would not be developed without financial assistance due to the extraordinary site
improvement costs required to make this a buildable site and the large outstanding special assessment
for County Road 42. This project will provide the City with repayment of $432,582.68 of CR 42
assessments that would have otherwise been collected through a property tax levy. A public hearing
was held on the original TIF plan and second hearing was held to amend the plan to fund additional site
preparation costs. The Council approved the TIF plan and amendment.
The City re -platted the tax forfeit parcel into three lots the largest of which will be the site for P & F
Manufacturing, Inc. The Planning Commission and City Council approved a site plan for the building and
development of the site. The developer subsequently made minor changes to the building; the revised
building plans have been reviewed by the City Planner and have been found to comply with the previous
approval. A copy of the revised plans and list of modifications are attached.
The TIF plan provides financial assistance to the developer upon completion of a 54,400 square foot
manufacturing facility and documentation of TIF eligible costs through the attached Development
Agreement (Agreement). The terms of the Agreement and Form of TIF Note (Note) are consistent with
previous Council discussions of this project. The total amount of assistance is $694,487 paid over the
life of the district starting on August 1, 2018, and ending on February 1, 2027. If development of the
second project on the lot directly south of the P & F Machining lot does not occur by December 31,
2022, the Note will be reduced by $16,037, The Agreement requires the developer to maintain a
manufacturing operating on this site for five years to be eligible to receive TIF reimbursement and taxes
and assessments must be current to receive TIF reimbursement. Payment of the Note is payable only
from 90 % of the tax increment received from lot 1. Consistent with the amended purchase agreement,
the dates for completion of the project and the option for the second lot have been moved back several
months due to the delay in adoption of final documents and transfer of the property to P & F Properties,
Inc.
SUPPORTING DOCUMENTS: X ❑ ATTACHED ❑ NONE
• Development Agreement by and among City of Otsego, Minnesota, P & F Properties, Inc., and P
& F Machining, Inc.
• Resolution Authorizing Execution of a Development Agreement
• Site Plan
POSSIBLE MOTION
Please word motion as you would like it to appear in the minutes.
Motion to approve resolution 2016-50 Resolution Authorizing Execution of a Development Agreement.
BUDGET INFORMATION
FUNDING:
Tax Increment
ACTION TAKEN
BUDGETED: ❑ YES
N/A ❑ NO
❑ APPROVED AS REQUESTED ❑ DENIED ❑ TABLED ❑ OTHER (List changes)
COMMENTS:
EXTRACT OF MINUTES OF MEETING
OF THE CITY COUNCIL OF THE
CITY OF OTSEGO, MINNESOTA
HELD: May 9, 2016
Pursuant to due call and notice thereof, a meeting of the City Council of the City of
Otsego, Wright County, Minnesota, was duly called and held at the Otsego Prairie Center, in said
City on the 9th day of May, 2016, at 7:00 o'clock p.m.
The following members were present:
and the following were absent:
Member
adoption:
introduced the following resolution and moved its
RESOLUTION AUTHORIZING 2016-50
EXECUTION OF A DEVELOPMENT AGREEMENT
A. WHEREAS, P & F PROPERTIES, INC. (the "Developer") has requested the City
of Otsego, Minnesota (the "City") to assist with the financing of certain costs incurred in
connection with the construction of an approximately 54,400 square foot manufacturing facility
in the City by the Developer (the "Project") for P & F MACHINING, INC. (the "Tenant").
B. WHEREAS, the Developer, the Tenant and the City have determined to enter into
a Development Agreement providing for the City's tax increment financing assistance for the
Project (the "Development Agreement").
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Otsego,
Minnesota, as follows:
1. The City Council hereby approves the Development Agreement in substantially
the form submitted, and the Mayor and Administrator are hereby authorized and directed to
execute the Development Agreement on behalf of the City.
2. The approval hereby given to the Development Agreement includes approval of
such additional details therein as may be necessary and appropriate and such modifications
thereof, deletions therefrom and additions thereto as may be necessary and appropriate and
approved by the City officials authorized by this resolution to execute the Development
Agreement. The execution of the Development Agreement by the appropriate officer or officers
of the City shall be conclusive evidence of the approval of the Development Agreement in
accordance with the terms hereof.
7465471v1
The motion for adoption of the foregoing resolution was duly seconded by member
and, after full discussion thereof, and upon a vote being taken thereof, the
following voted in favor thereof:
and the following voted against same:
Adopted this 91h day of May, 2016.
Attest:
City Clerk
Mayor
7465471v1
2
STATE OF MINNESOTA
COUNTY OF WRIGHT
CITY OF OTSEGO
I, the undersigned, being the duly qualified and City Clerk of the City of Otsego,
Minnesota, DO HEREBY CERTIFY that I have carefully compared the attached and foregoing
extract of minutes with the original minutes of a meeting of the City Council of the City held on
the date therein indicated, which are on file and of record in my office, and the same is a full,
true and complete transcript therefrom insofar as the same relates to a Resolution Authorizing
Execution of a Development Agreement.
WITNESS my hand as such City Clerk of the City Council of the City of Otsego,
Minnesota this 9th day of May, 2016.
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City Clerk
7465471v1
DEVELOPMENT AGREEMENT
BY AND AMONG,
CITY OF OTSEGO, MINNESOTA,
P & F PROPERTIES, INC.
P & F MACHINING, INC.
This document drafted by: BRIGGS AND MORGAN (MLI)
Professional Association
2200 IDS Center
80 South 8th Street
Minneapolis, MN 55402
73981920
TABLE OF CONTENTS
Page
ARTICLEI DEFINITIONS................................................................................................. 2
Section1.1.
Definitions............................................................................................
2
ARTICLE II REPRESENTATIONS AND WARRANTIES ................................................
4
Section 2.1.
Representations and Warranties of the City .........................................
4
Section 2.2.
Representations and Warranties of the Developer ...............................
4
ARTICLE III UNDERTAKINGS BY DEVELOPER AND CITY .......................................
6
Section 3.1.
Project, Site Improvements and Legal and Administrative
Expenses..............................................................................................
6
Section 3.2.
Limitations on Undertaking of the City ...............................................
6
Section 3.3.
Reimbursement: Tax Increment Revenue Note ...................................
6
Section 3.4.
Business Subsidies Act........................................................................ 7
ARTICLE IV EVENTS OF DEFAULT................................................................................. 9
Section 4.1.
Events of Default Defined................................................................... 9
Section 4.2.
Remedies on Default............................................................................ 9
Section 4.3.
No Remedy Exclusive........................................................................
10
Section 4.4.
No Implied Waiver............................................................................
10
Section 4.5.
Agreement to Pay Attorney's Fees and Expenses ..............................
10
Section 4.6.
Indemnification of City......................................................................
10
ARTICLE V DEVELOPER'S OPTION TO TERMINATE AGREEMENT .....................
12
Section 5.1.
The Developer's Option to Terminate ................................................
12
Section 5.2.
Action to Terminate...........................................................................
12
Section 5.3.
Effect of Termination.........................................................................
12
ARTICLE VI ADDITIONAL PROVISIONS......................................................................
13
Section 6.1.
Restrictions on Use............................................................................
13
Section 6.2.
Conflicts of Interest............................................................................
13
Section 6.3.
Titles of Articles and Sections...........................................................
13
Section 6.4.
Notices and Demands........................................................................
13
Section6.5.
Counterparts.......................................................................................
14
Section 6.6.
Law Governing..................................................................................
14
Section6.7.
Expiration...........................................................................................
14
Section 6.8.
Provisions Surviving Rescission or Expiration ..................................
14
Section 6.9.
Assignability of Agreement...............................................................
14
EXHIBIT A Description of Development Property......................................................... A-1
EXHIBITB Form of TIF Note......................................................................................... B-1
EXHIBIT C Site
Improvements....................................................................................... C-1
-i-
7398192v4
DEVELOPMENT AGREEMENT
THIS AGREEMENT, made as of the 1st day of April, 2016, by and between the City of
Otsego, Minnesota (the "City"), a municipal corporation existing under the laws of the State of
Minnesota and P & F PROPERTIES, INC., a Minnesota corporation (the "Developer") and P &
F MACHINING, INC., a Minnesota Corporation (the "Tenant").
WITNES SETH:
WHEREAS, pursuant to Minnesota Statutes, Section 469.124 to 469.133, the City has
heretofore established Development District No. 1 (the "Development District") and has adopted
a development program therefor (the "Development Program"); and
WHEREAS, pursuant to the provisions of Minnesota Statutes, Section 469.174 through
469.1794, as amended (hereinafter, the "Tax Increment Act"), the City has heretofore
established, within the Development District, Tax Increment Financing District No. 1 - Great
River Centre (the "Tax Increment District") and has adopted a tax increment financing plan
therefor, dated February 22, 2016 and modified on April 11, 2016 (the "Tax Increment Plan")
which provides for the use of tax increment financing in connection with certain development
within the Development District; and
WHEREAS, in order to achieve the objectives of the Development Program and
particularly to make the land in the Development District available for development by private
enterprise in conformance with the Development Program, the City has determined to assist the
Developer with the financing of certain costs of a Project (as hereinafter defined) to be
constructed within the Tax Increment District as more particularly set forth in this Agreement;
and
WHEREAS, the City believes that the development and construction of the Project, and
fulfillment of this Agreement are vital and are in the best interests of the City, the health, safety,
morals and welfare of residents of the City, and in accordance with the public purpose and
provisions of the applicable state and local laws and requirements under which the Project has
been undertaken and is being assisted; and
WHEREAS, the requirements of the Business Subsidy Law, Minnesota Statutes, Section
116J.993 through 116J.995, apply to this Agreement; and
WHEREAS, the City has adopted criteria for awarding business subsidies that comply
with the Business Subsidy Law, after a public hearing for which notice was published; and
WHEREAS, the Council has approved this Agreement as a subsidy agreement under the
Business Subsidy Law;
WHEREAS, the Developer intends to lease the Project to the Tenant; and
NOW, THEREFORE, in consideration of the premises and the mutual obligations of the
parties hereto, each of them does hereby covenant and agree with the other as follows:
73981920
ARTICLE I
DEFINITIONS
Section 1.1. Definitions. All capitalized terms used and not otherwise defined herein
shall have the following meanings unless a different meaning clearly appears from the context:
Agreement means this Agreement, as the same may be from time to time modified,
amended or supplemented;
Business Day means any day except a Saturday, Sunday or a legal holiday or a day on
which banking institutions in the City are authorized by law or executive order to close;
City means the City of Otsego, Minnesota, its successors and assigns;
CourLty means Wright County, Minnesota;
Developer means P & F PROPERTIES, INC., a Minnesota corporation, its successors
and assigns;
Development District means the real property included in Development District No. 1
heretofore established;
Development Program means the Development Program approved in connection with the
Development District;
Development Property means the real property described in Exhibit A attached to this
Agreement;
Event of Default means any of the events described in Section 4.1 hereof;
Legal and Administrative Expenses means the fees and expenses incurred by the City in
connection with the preparation of this Agreement and the issuance of the TIF Note;
Note Payment Date means August 1, 2018, and each February 1 and August 1 of each
year thereafter to and including February 1, 2027; provided, that if any such Note Payment Date
should not be a Business Day, the Note Payment Date shall be the next succeeding Business
Day;
Prime Rate means the rate of interest from time to time publicly announced by U.S. Bank
National Association in St. Paul, Minnesota, as its "prime rate" or "reference rate" or any
successor rate, which rate shall change as and when that rate or successor rate changes;
Project means the construction of an approximately 54,400 square foot manufacturing
facility on the Development Property located in the City;
Site Improvements means the site improvements undertaken or to be undertaken on the
Development Property, more particularly described on Exhibit C attached hereto;
2
73981920
State means the State of Minnesota;
Tax Increments means 90% of the tax increments derived from the Development
Property which have been received by the City in accordance with the provisions of Minnesota
Statutes, Section 469.177;
Tax Increment Act means Minnesota Statutes, Sections 469.174 through 469.1794, as
amended;
Tax Increment District means Tax Increment Financing District No. 1 - Great River
Centre located within the Development District, a description of which is set forth in the Tax
Increment Financing Plan, which was qualified as an economic development district under the
Tax Increment Act;
Tax Increment Financing Plan means the tax increment financing plan approved for the
Tax Increment District by the City Council on February 22, 2016, modified on April 11, 2016
and any futpre amendments thereto;
Tenant means P & F MACHINING, INC., a Minnesota corporation, its successors and
assigns;
Termination Date means the earlier of (i) February 1, 2027, (ii) the date the
Reimbursement Amount as defined in Section 3.1 is paid in full, (iii) the date on which the Tax
Increment District expires or is otherwise terminated, or (iv) the date this Agreement is
terminated or rescinded in accordance with its terms; and
TIF Note means the Tax Increment Revenue Note (P & F PROPERTIES, INC. Project)
to be executed by the City and delivered to the Developer pursuant to Article III hereof, the form
of which is attached hereto as Exhibit B; and
Unavoidable Delays means delays, outside the control of the party claiming its
occurrence, which are the direct result of strikes, other labor troubles, unusually severe or
prolonged bad weather, acts of God, fire or other casualty to the Project, litigation commenced
by third parties which, by injunction or other similar judicial action or by the exercise of
reasonable discretion, directly results in delays, or acts of any federal, state or local
governmental unit (other than the City) which directly result in delays.
3
73981920
ARTICLE II
REPRESENTATIONS AND WARRANTIES
Section 2.1. Representations and Warranties of the City. The City makes the following
representations and warranties:
(1) The City is a municipal corporation and has the power to enter into this
Agreement and carry out its obligations hereunder.
(2) The Tax Increment District is an "economic development district" within
the meaning of Minnesota Statutes, Section 469.174, Subdivision 12, and was created, adopted
and approved in accordance with the terms of the Tax Increment Act.
(3) The development contemplated by this Agreement is in conformance
with the development objectives set forth in the Development Program.
(4) To finance certain costs within the Tax Increment District, the City
proposes, subject to the further provisions of this Agreement, to apply Tax Increments to
reimburse the Developer for a portion of the costs of the construction of certain Site
Improvements incurred in connection with the Project as further provided in this Agreement.
(5) The City makes no representation or warranty, either express or implied,
as to the Development Property or its condition or the soil conditions thereon, or that the
Development Property shall be suitable for the Developer's purposes or needs.
Section 2.2. Representations and Warranties of the Developer. The Developer makes
the following representations and warranties:
(1) The Developer and the Tenant are Minnesota corporations and have the
power and authority to enter into this Agreement and to perform their obligations hereunder, and
doing so will not violate their articles, bylaws, or the laws of the State and by proper action has
authorized the execution and delivery of this Agreement.
(2) The Developer shall cause the Project to be constructed in accordance
with the terms of this Agreement, the Development Program, and all local, state and federal laws
and regulations (including, but not limited to, environmental, zoning, energy conservation,
building code and public health laws and regulations).
(3) The construction of the Project would not be undertaken by the
Developer, and in the opinion of the Developer would not be economically feasible within the
reasonably foreseeable future, without the assistance and benefit to the Developer provided for in
this Agreement.
(4) The Developer will use its best efforts to obtain, or cause to be obtained,
in a timely manner, all required permits, licenses and approvals, and will meet, in a timely
manner, all requirements of all applicable local, state, and federal laws and regulations which
must be obtained or met before the Project may be lawfully constructed.
0
7398192v4
(5) 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 terms, conditions or provision of any contractual restriction, evidence of indebtedness,
agreement or instrument of whatever nature to which the Developer and Tenant are now a party
or by which they are bound, or constitutes a default under any of the foregoing.
(6) The Developer will cooperate fully with the City with respect to any
litigation commenced with respect to the Project.
(7) The Developer will cooperate fully with the City in resolution of any
traffic, parking, trash removal or public safety problems which may arise in connection with the
construction and operation of the Project.
(8) Construction shall begin on or before July 1, 2016 and the construction
of the Project will be substantially completed by March 31, 2017, subject to Unavoidable Delays.
(9) The Developer acknowledges that Tax Increment projections contained
in the Tax Increment Financing Plan are estimates only and the Developer acknowledges that it
shall place no reliance on the amount of projected Tax Increments and the sufficiency of such
Tax Increments to reimburse the Developer for a portion of the costs of the Site Improvements as
provided in Article III.
(10) The Developer will not seek a reduction in the market value as
determined by the Wright County Assessor of the Project or other facilities, if any, that it
constructs on the Development Property, pursuant to the provisions of this Agreement, for so
long as the TIF Note remains outstanding.
5
7398192v4
ARTICLE III
UNDERTAKINGS BY DEVELOPER AND CITY
Section 3.1. Project Site Improvements and Legal and Administrative Expenses.
(1) The parties agree that the Site Improvements to be constructed by the
Developer are essential to the successful completion of the Project. The costs of the construction
of Site Improvements shall be paid by the Developer. The City shall reimburse the Developer
for the lesser of (a) $694,487, or (b) the actual costs of construction of the Site Improvements
actually incurred and paid by the Developer (the "Reimbursement Amount") as further provided
in Section 3.3 hereof.
(2) The Developer shall reimburse the City for $5,000 of its actual out of
pocket Legal and Administrative Expenses and has deposited the funds with the City.
Section 3.2. Limitations on Undertaking of the City. Notwithstanding the provisions
of Sections 3.1, the City shall have no obligation to the Developer under this Agreement to
reimburse the Developer for the costs identified in Section 3.1, if the City, at the time or times
such payment is to be made, is entitled under Section 4.2 to exercise any of the remedies set forth
therein as a result of an Event of Default which has not been cured.
Section 3.3. Reimbursement: Tax Increment Revenue Note. The City shall reimburse
the payments made by the Developer under Section 3.1 for costs of the construction of Site
Improvements through the issuance of the City's TIF Note in substantially the form attached to
this Agreement as Exhibit B, subject to the following conditions:
(1) The TIF Note shall be dated, issued and delivered when the Developer
shall have demonstrated in writing to the reasonable satisfaction of the City that the construction
of the Site Improvements has been completed and that the Developer has incurred and paid the
construction of Site Improvements, as described in and limited by Section 3.1 and shall have
submitted paid invoices for the costs of construction of the Site Improvements in an amount not
less than the Reimbursement Amount.
(2) The unpaid principal of the TIF Note shall bear simple non -
compounding interest from the date of issuance of the TIF Note, at 3.25% per annum. Interest
shall be computed on the basis of a 360 day year consisting of twelve (12) 30-day months.
(3) The principal amount of the TIF Note and the interest thereon shall be
payable solely from the Tax Increments. The principal amount of the TIF Note shall be reduced
by $16,037 on December 31, 2022 if the Developer has not constructed by December 31, 2022 a
34,000 square foot building on the southerly lot adjacent to the Development Property.
(4) On each Note Payment Date and subject to the provisions of the TIF
Note, the City shall pay, against the principal and interest outstanding on the TIF Note, any Tax
Increments received by the City during the preceding 6 months. All such payments shall be
applied first to accrued interest and then to reduce the principal of the TIF Note.
73981920
(5) The TIF Note shall be a special and limited obligation of the City and
not a general obligation of the City, and only Tax Increments shall be used to pay the principal
and interest on the TIF Note. If, on any TIF Note Payment Date, the Tax Increments for the
payment of the accrued and unpaid interest on the TIF Note are insufficient for such purposes,
the difference shall be carried forward, without interest accruing thereon, and shall be paid if and
to the extent that on a future TIF Note Payment Date there are Tax Increments in excess of the
amounts needed to pay the accrued interest then due on the TIF Note.
(6) The City's obligation to make payments on the TIF Note on any Note
Payment Date or any date thereafter shall be conditioned upon the requirements that: (A) there
shall not at that time be an Event of Default that has occurred and is continuing under this
Agreement and (B) this Agreement shall not have been rescinded pursuant to Section 4.2(2).
(7) The TIF Note shall be governed by and payable pursuant to the
additional terms thereof, as set forth in Exhibit B. In the event of any conflict between the terms
of the TIF Note and the terms of this Section 3.3, the terms of the TIF Note shall govern. The
issuance of the TIF Note pursuant and subject to the terms of this Agreement, and the taking by
the City of such additional actions as bond counsel for the TIF Note may require in connection
therewith, are hereby authorized and approved by the City.
Section 3.4. Business Subsidies Act.
(1) In order to satisfy the provisions of Minnesota Statutes, Sections
116J.993 to 1161995 (the "Business Subsidies Act"), the Developer acknowledges and agrees
that the amount of the "Business Subsidy" granted to the Developer under this Agreement is
$694,487 which is the Reimbursement Amount for the acquisition of the Development Property
and the installation of the Site Improvements and that the Business Subsidy is needed because
the Project is not sufficiently feasible for the Developer to undertake without the Business
Subsidy. The Tax Increment District is an economic development district and the public purpose
of the Business Subsidy is to encourage the construction of manufacturing facilities in the City.
The Developer agrees that it will cause the Tenant to meet the following goals (the "Goals") in
connection with the development of the Development Property. It will cause the Tenant to create
at least forty (40) full time jobs in the City at an average hourly wage totaling of at least $20.00
per hour, including benefits, within two years from the "Benefit Date", which is the earlier of the
date the Developer completes the construction of the Project or the Tenant occupies the Project.
(2) If no Goals are met, the Developer agrees to repay all of the Business
Subsidy to the City, plus interest ("Interest") set at the implicit price deflator defined in
Minnesota Statutes, Section 275.70, Subdivision 2, accruing from and after the Benefit Date,
compounded semiannually. If the Goals are met in part, the Developer will repay a portion of
the Business Subsidy (plus Interest) determined by multiplying the Business Subsidy by a
fraction, the numerator of which is the number of jobs in the Goals which were not created at the
wage level set forth above and the denominator of which is forty (40) (i.e. number of jobs set
forth in the Goals).
(3) The Developer agrees to (i) report the progress of the Tenant on
achieving the Goals to the City until the later of the date the Goals are met or two years from the
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7398192v4
Benefit Date, or, if the Goals are not met, until the date the Business Subsidy is repaid, (ii)
include in the report the information required in Minnesota Statutes, Section 116J.994,
Subdivision 7 on forms developed by the Minnesota Department of Employment and Economic
Development, and (iii) send completed reports to the City. The Developer agrees to file these
reports no later than March 1 of each year commencing March 1, 2017, and within 30 days after
the deadline for meeting the Goals. The City agrees that if it does not receive the reports, it will
mail the Developer a warning within one week of the required filing date. If within 14 days of
the post marked date of the warning the reports are not made, the Developer agrees to pay to the
City a penalty of $100 for each subsequent day until the report is filed up to a maximum of
$1,000.
(4) The Developer agrees to continue operations within the City for at least
five (5) years after the Benefit Date.
(5) Minnesota Department of Employment and Economic Development is
providing a grant of $170,000 of Job Creation Fund assistance for the Project.
(6) There is no parent corporation of the Developer.
(7) The Developer and Tenant certify that they do not appear on the
Minnesota Department of Employment and Economic Development's list of recipients that have
failed to meet the terms of a business subsidy agreement.
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ARTICLE IV
EVENTS OF DEFAULT
Section 4.1. Events of Default 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 any one or more of the following events:.
(1) Failure by the Developer to timely pay any ad valorem real property
taxes assessed, special assessments or other City charges with respect to the Development
Property.
(2) Failure of the Developer to observe or perform any covenant, condition,
obligation or agreement on its part to be observed or performed under this Agreement.
(3) The holder of any mortgage on the Development Property or any
improvements thereon, or any portion thereof, commences foreclosure proceedings as a result of
any default under the applicable mortgage documents.
(4) If the Developer shall:
(a) file any petition in bankruptcy or for any reorganization, arrangement,
composition, readjustment, liquidation, dissolution, or similar relief under the United
States Bankruptcy Act of 1978, as amended or under any similar federal or state law; or
(b) make an assignment for the benefit of its creditors; or
(c) admit in writing its inability to pay its debts generally as they become due;
or
(d) be adjudicated a bankrupt or insolvent; or if a petition or answer proposing
the adjudication of the Developer as bankrupt or its reorganization under any present or
future federal bankruptcy act or any similar federal or state law shall be filed in any court
and such petition or answer shall not be discharged or denied within sixty (60) days after
the filing thereof; or a receiver, liquidator or trustee of the Developer, or of the Project, or
part thereof, shall be appointed in any proceeding brought against the Developer, and
shall not be discharged within sixty (60) days after such appointment, or if the Developer,
shall consent to or acquiesce in such appointment.
Section 4.2. Remedies on Default. Whenever any Event of Default referred to in
Section 4.1 occurs and is continuing, the City, as specified below, may take any one or more of
the following actions after the giving of thirty (30) days' written notice to the Developer, but only
if the Event of Default has not been cured within said thirty (30) days:
(1) The City may suspend its performance under this Agreement and the
TIF Note until it receives assurances from the Developer, deemed adequate by the City, that the
Developer will cure its default and continue its performance under this Agreement.
0
73981920
(2) The City may cancel and rescind the Agreement and the TIF Note.
(3) The City may take any action, including legal or administrative action,
in law or equity, which may appear necessary or desirable to enforce performance and
observance of any obligation, agreement, or covenant of the Developer under this Agreement.
Section 4.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to
the City 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 4.4. No Implied 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 subsequent breach hereunder.
Section 4.5. Agreement to Pay Attorney's Fees and Expenses. Whenever any Event of
Default occurs and the City shall employ attorneys or incur other expenses for the collection of
payments due or to become due or for the enforcement or performance or observance of any
obligation or agreement on the part of the Developer herein contained, the Developer agrees that
it shall, on demand therefor, pay to the City the reasonable fees of such attorneys and such other
expenses so incurred by the City.
Section 4.6. Indemnification of City.
(1) The Developer (a) releases the City and its governing body members,
officers, agents, including the independent contractors, consultants and legal counsel, servants
and employees (collectively, the "Indemnified Parties") from, (b) covenants and agrees that the
Indemnified Parties shall not be liable for, and (c) agrees to indemnify and hold harmless the
Indemnified Parties against, any claim, cause of action, suit or liability for loss or damage to
property or any injury to or death of any person occurring at or about or resulting from any
defect in the Project or on the Development Property.
(2) Except for any willful misrepresentation or any willful or wanton
misconduct of the Indemnified Parties, the Developer agrees to protect and defend the
Indemnified Parties, now and forever, and further agrees to hold the aforesaid harmless from any
claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever
arising or purportedly arising from the actions or inactions of the Developer (or if other persons
acting on its behalf or under its direction or control) under this Agreement, or the transactions
contemplated hereby or the acquisition, construction, installation, ownership, and operation of
the Project; provided, that this indemnification shall not apply to the warranties made or
obligations undertaken by the City in this Agreement or to any actions undertaken by the City
which are not contemplated by this Agreement but shall, in any event and without regard to any
fault on the part of the City, apply to any pecuniary loss or penalty (including interest thereon
10
7398192v4
from the date the loss is incurred or penalty is paid by the City at a rate equal to the Prime Rate)
as a result of the Project causing the Tax Increment District to not qualify or cease to qualify as
an "economic development district" under Section 469.174, Subdivision 12, of the Act and
Section 469.176, Subdivision 4c. or to violate limitations as to the use of Tax Increments as set
forth in Section 469.176, Subdivision 4c.
(3) All covenants, stipulations, promises, agreements and obligations of the
City contained herein shall be deemed to be the covenants, stipulations, promises, agreements
and obligations of the City and not of any governing body member, officer, agent, servant or
employee of the City.
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73981920
ARTICLE V
DEVELOPER'S OPTION TO TERMINATE AGREEMENT
Section 5.1. The Developer's Option to Terminate. This Agreement may be terminated
by the Developer, if (i) the Developer is in compliance with all material terms of this Agreement,
including satisfaction of the requirements of Section 3.3 and no Event of Default has occurred;
and (ii) the City fails to comply with any material term of this Agreement, and, after written
notice by the Developer of such failure, the City has failed to cure such noncompliance within
ninety (90) days of receipt of such notice, or, if such noncompliance cannot reasonably be cured
by the City within ninety (90) days, of receipt of such notice, the City has not provided
assurances, reasonably satisfactory to the Developer, that such noncompliance will be cured as
soon as reasonably possible.
Section 5.2. Action to Terminate. Termination of this Agreement pursuant to Section
5.1 must be accomplished by written notification by the Developer to the City within sixty (60)
days after the date when such option to terminate may first be exercised. A failure by the
Developer to terminate this Agreement within such period constitutes a waiver by the Developer
of its rights to terminate this Agreement due to such occurrence or event.
Section 5.3. Effect of Termination. If this Agreement is terminated pursuant to this
Article V, this Agreement shall be from such date forward null and void and of no further effect;
provided, however, the termination of this Agreement shall not affect the rights of either party to
institute any action, claim or demand for damages suffered as a result of breach or default of the
terms of this Agreement by the other party, or to recover amounts which had accrued and
become due and payable as of the date of such termination. Upon termination of this Agreement
pursuant to this Article V, the Developer shall be free to proceed with the Project at its own
expense and without regard to the provisions of this Agreement; provided, however, that the City
shall have no further obligations to the Developer with respect to reimbursement of the expenses
set forth in Section 3.2.
12
73981920
ARTICLE VI
ADDITIONAL PROVISIONS
Section 6.L Restrictions on Use. Until termination of this Agreement, the Developer
agrees for itself, its successors and assigns and every successor in interest to the Development
Property, or any part thereof, that the Developer and such successors and assigns shall operate, or
cause to be operated, the Project as a manufacturing facility and shall devote the Development
Property to, and in accordance with, the uses specified in this Agreement.
Section 6.2. Conflicts of Interest. No member of the governing body or other official
of the City shall have any financial interest, direct or indirect, in this Agreement, the
Development Property or the Project, or any contract, agreement or other transaction
contemplated to occur or be undertaken thereunder or with respect thereto, nor shall any such
member of the governing body or other official participate in any decision relating to the
Agreement which affects his or her personal interests or the interests of any corporation,
partnership or association in which he or she is directly or indirectly interested. No member,
official or employee of the City shall be personally liable to the City in the event of any default
or breach by the Developer or successor or on any obligations under the terms of this Agreement.
Section 6.3. Titles of Articles and Sections. 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 6.4. Notices and Demands. Except as otherwise expressly provided in this
Agreement, a notice, demand or other communication under this Agreement by any party to any
other shall be sufficiently given or delivered if it is dispatched by registered or certified mail,
postage prepaid, return receipt requested, or delivered personally, and
(1) in the case of the Developer is addressed to or delivered personally to:
P & F PROPERTIES, INC.
17171 113th Avenue N, Suite A
Dayton, MN 55369
Attention: Dan Pawlak, President
(2) in the case of the City is addressed to or delivered personally to the City
at:
City of Otsego, Minnesota
13400 90th Street NE
Otsego, MN 55330
Attention: Lori Johnson, Administrator
13
73981920
with a copy to:
Briggs and Morgan, P.A.
Attention: Mary Ippel
2200 IDS Center
80 South 8th Street
Minneapolis, MN 55402
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.
Section 6.5. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall constitute one and the same instrument.
Section 6.6. Law Governing. This Agreement will be governed and construed in
accordance with the laws of the State.
Section 6.7. Expiration. This Agreement shall expire on the Termination Date.
Section 6.8. Provisions Surviving Rescission or Expiration. Sections 4.5 and 4.6 shall
survive any rescission, termination or expiration of this Agreement with respect to or arising out
of any event, occurrence or circumstance existing prior to the date thereof.
Section 6.9. Assi n ability of Agreement. This Agreement may be assigned only with
the consent of the City. The TIF Note may only be assigned pursuant to the terms of the TIF
Note.
14
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IN WITNESS WHEREOF, the City has caused this Agreement to be duly executed in its
name and on its behalf and the Developer has caused this Agreement to be duly executed in its
name and on its behalf, on or as of the date first above written.
CITY OF OTSEGO, MINNESOTA
By
Its Mayor
By
Its Administrator
This is a signature page to the Development Agreement by and among the City of Otsego,
Minnesota, P & F PROPERTIES, INC. and P & F MACHINING, INC.
15
73981920
P & F PROPERTIES, INC.
By
Its
This is a signature page to the Development Agreement by and among the City of Otsego,
Minnesota, P & F PROPERTIES, INC. and P & F MACHINING, INC.
73981920
P & F MACHINING, INC.
By
Its
This is a signature page to the Development Agreement by and among the City of Otsego,
Minnesota, P & F PROPERTIES, INC. and P & F MACHINING, INC.
17
73981920
EXHIBIT A
Description of Development Property
Property located in the City of Otsego, Wright County, Minnesota with the following
legal description:
Lot 1, Block 1, Great River Centre Fourth Addition
A-1
7398192v4
No. R-1
EXHIBIT B
Form of TIF Note
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF WRIGHT
CITY OF OTSEGO
TAX INCREMENT REVENUE NOTE
(P & F PROPERTIES, INC. PROJECT)
The City of Otsego, Minnesota (the "City"), hereby acknowledges itself to be indebted
and, for value received, hereby promises to pay the amounts hereinafter described (the "Payment
Amounts") to P & F PROPERTIES, INC. (the "Developer") or its registered assigns (the
"Registered Owner"), but only in the manner, at the times, from the sources of revenue, and to
the extent hereinafter provided.
The principal amount of this Note shall equal from time to time the principal amount
stated above, as reduced to the extent that such principal installments shall have been paid in
whole or in part pursuant to the terms hereof; provided that the sum of the principal amount
listed above shall in no event exceed $694,487 as provided in that certain Development
Agreement, dated as of April 1, 2016, as the same may be amended from time to time (the
"Development Agreement"), by and between the City and the Developer. The unpaid principal
amount hereof shall bear interest from the date of this Note at the simple non -compounded rate
of three and one quarter percent (3.25%) per annum. Interest shall be computed on the basis of a
360 day year consisting of twelve (12) 30-day months. The principal amount of the Note shall
be reduced by $16,037 on December 31, 2022 if the Developer has not constructed by December
31, 2022 a 34,000 square foot building on the southerly lot adjacent to the Development Property
(as defined in the Development Agreement).
The amounts due under this Note shall be payable on August 1, 2018, and on each
February 1 and August 1 thereafter to and including February 1, 2027, or, if the first should not
be a Business Day (as defined in the Development Agreement), the next succeeding Business
Day (the "Payment Dates"). On each Payment Date the City shall pay by check or draft mailed
to the person that was the Registered Owner of this Note at the close of the last business day of
the City preceding such Payment Date an amount equal to the sum of the Tax Increments
(hereinafter defined) received by the City during the six month period preceding such Payment
Date. All payments made by the City under this Note shall first be applied to accrued interest
and then to principal.
The Payment Amounts due hereon shall be payable solely from 90% of tax increments
(the "Tax Increments") from the Development Property (as defined in the Development
Agreement) within the City's Tax Increment Financing District No. 1 - Great River Centre (the
"Tax Increment District") within its Development District No. 1 which are paid to the City and
M.
7398192v4
which the City is entitled to retain pursuant to the provisions of Minnesota Statutes, Sections
469.174 through 469.1794, as the same may be amended or supplemented from time to time (the
"Tax Increment Act"). This Note shall terminate and be of no further force and effect following
the last Payment Date defined above, on any date upon which the City shall have terminated the
Development Agreement under Section 4.2(2) thereof or the Developer shall have terminated the
Development Agreement under Article V thereof, on the date the Tax Increment District is
terminated, or on the date that all principal payable hereunder shall have been paid in full,
whichever occurs earliest.
The Tax Increment District includes properties other than the Development Property and
Wright County remits Tax Increment to the City on the basis of the Captured Tax Capacity of the
entire Tax Increment District. For purposes of this Tax Increment Revenue Note, the City will .
determine Tax Increment generated from the Development Property and improvements thereon
in its sole discretion.
The City makes no representation or covenant, express or implied, that the Tax
Increments will be sufficient to pay, in whole or in part, the amounts which are or may become
due and payable hereunder.
The City's payment obligations hereunder shall be further conditioned on the fact that no
Event of Default under the Development Agreement shall have occurred and be continuing at the
time payment is otherwise due hereunder, but such unpaid amounts shall become payable if said
Event of Default shall thereafter have been cured; and, further, if pursuant to the occurrence of
an Event of Default under the Development Agreement the City elects to cancel and rescind the
Development Agreement, the City shall have no further debt or obligation under this Note
whatsoever. Reference is hereby made to all of the provisions of the Development Agreement,
including without limitation Section 3.2 thereof, for a fuller statement of the rights and
obligations of the City to pay the principal of this Note, and said provisions are hereby
incorporated into this Note as though set out in fall herein.
This Note is a special, limited revenue obligation and not a general obligation of the City
and is payable by the City only from the sources and subject to the qualifications stated or
referenced herein. This Note is not a general obligation of the City and neither the full faith and
credit nor the taxing powers of the City are pledged to the payment of the principal of this Note
and no property or other asset of the City, save and except the above -referenced Tax Increments,
is or shall be a source of payment of the City's obligations hereunder.
This Note is issued by the City in aid of financing a project pursuant to and in fall
conformity with the Constitution and laws of the State of Minnesota, including the Tax
Increment Act.
This Note may be assigned only with the consent of the City which consent shall not be
unreasonably withheld. In order to assign the Note, the assignee shall surrender the same to the
City either in exchange for a new fully registered note or for transfer of this Note on the
registration records for the Note maintained by the City. Each permitted assignee shall take this
Note subject to the foregoing conditions and subject to all provisions stated or referenced herein.
73981920
IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things
required by the Constitution and laws of the State of Minnesota to be done, to have happened,
and to be performed precedent to and in the issuance of this Note have been done, have
happened, and have been performed in regular and due form, time, and manner as required by
law; and that this Note, together with all other indebtedness of the City outstanding on the date
hereof and on the date of its actual issuance and delivery, does not cause the indebtedness of the
City to exceed any constitutional or statutory limitation thereon.
IN WITNESS WHEREOF, City of Otsego, Minnesota, by its City Council, has caused
this Note to be executed by the manual signatures of its Mayor and Administrator and has caused
this Note to be dated as of � 20
Administrator Mayor
DO NOT EXECUTE UNTIL PAID INVOICES FOR SITE IMPROVEMENTS ARE
GIVEN TO THE CITY - REFER TO SECTION 3.3(1).
73981920
CERTIFICATION OF REGISTRATION
It is hereby certified that the foregoing Note was registered in the name of P & F
PROPERTIES, INC., and that, at the request of the Registered Owner of this Note, the
undersigned has this day registered the Note in the name of such Registered Owner, as indicated
in the registration blank below, on the books kept by the undersigned for such purposes.
NAME AND ADDRESS OF
REGISTERED OWNER
P & F PROPERTIES, INC.
Attention: Dan Pawlak
17171 113th Avenue N, Suite A
Dayton, MN 55369
DATE OF SIGNATURE OF CITY
REGISTRATION ADMINISTRATOR
73981920
EXHIBIT C
Site Improvements
Engineering
Environmental Testing
Foundations and Footings
Grading/earthwork
Landscaping, including irrigation
Onsite Utilities
Onsite Road, Curb, Gutter, Driveway, Sidewalk and Streetscape Improvements
Outdoor Lighting
Parking
Site Preparation
Site Utilities
Soil Testing & Boring
Storm Water/Ponding
Survey
C-1
7398192v4
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Attached for your review are the revised elevations, floor plans and civil drawings for the-P&F building.
As you will see the building is substantially the same as the original design with the exception of the following changes.
• Canopy size was reduced over the loading dock doors on the East elevation.
• A few exterior windows were removed on the North and South elevations.
• Removed the drive aisle on the SW corner of the property.
• On the interior floor plan the size of the mezzanine was reduced.
I will have a colored rendering to you tomorrow morning.
Please let me know if you have any questions.
Thanks,
Chad
CHAD WEEKS I Broker/Owner
Arrow Companies - Full Spectrum Real Estate Solutions
7365 Kirkwood Court N. Suite 3351 Maple Grove, MN 55369
P: 763.424.6355 1 F: 763.424.7980 1 C: 612.619.9911
E: cweeks@arrowcos.com
www.arrowcos.com
ARROW
0
otS11.v
0
MINNE5OTA V
DEPARTMENT INFORMATION
Request for
City Council Action
ORIGINATING DEPARTMENT:
REQUESTOR:
MEETING DATE:
Administration
Lori Johnson, City Administrator
May 9, 2016
PRESENTER(s):
REVIEWED BY:
ITEM #:
Lori Johnson, City Administrator
7.2F
AGENDA ITEM DETAILS
RECOMMENDATION:
P & F Machining, Inc., and its bank have requested that the City approve an assignment of the TIF Note
for TIF #1, Great River Centre.
ARE YOU SEEKING APPROVAL OF A CONTRACT?
Yes
IS A PUBLIC HEARING REQUIRED?
No
BACKGROUND/JUSTIFICATION:
The City has received a request from P & F Machining, Inc., to approve an assignment of the TIF Note to
its lender. The assignment of a TIF note is common in TIF projects. At this time, we are awaiting the
assignment document from the lender. Mary Ipple, City Counsel, anticipates receipt of the document
on Monday and will review it before Monday's meeting. If the document is not received in time for
Monday's meeting, it can be adopted at a future meeting.
SUPPORTING DOCUMENTS: ❑ ATTACHED X ❑ NONE
POSSIBLE MOTION
Please word motion as you would like it to appear in the minutes.
If an assignment is received and acceptable to the City:
Motion to approve assignment of TIF #1 Note Assignment as presented.
BUDGET INFORMATION
FUNDING: BUDGETED: ❑ YES
N/A
N/A ❑ NO
ACTION TAKEN
❑ APPROVED AS REQUESTED ❑ DENIED ❑ TABLED ❑ OTHER (List changes)