1999-10 Contract for Private Development
"
e
e
CONTRACf
FOR
PRfVATEDEVELOPMENT
By and Among
CITY OF ALBERTVILLE, MINNESOTA
and
GEM DEVELOPMENT COMPANY, LLC
and
LAND OF LAKES STONE, LLC
Dated as of: October , 1999
This document was drafted by:
KENNEDY & GRA YEN, Chartered
470 Pillsbury Center
Minneapolis, Minnesota 55402
Telephone: 337-9300
e
e
TABLE OF CONTENTS
Page
ARTICLE I
nefmitions
Section 1.1. Definitions........................................................................ ..................................................2
ARTICLEll
Representations and Warranties
Section 2.1. Representations by the City................................................................... ........... .......... ........4
Section 2.2. Representations and Warranties by the Developer .............................................................4
ARTICLE m
Acquisition and Conveyance of Property;
Assessments and Land Acquisition
Section 3.1. Acquisition and Conveyance of the Development Property ..............................................6
Section 3.2. Site Improvements .......................... .......................... ........................................... .............6
Section 3.3. Financing of Site Improvements......................................................................................... 6
Section 3.4. Payment of Administrative Costs ...................................................................................... 7
Section 3.5. Records ........... ............. ..................................... ............... ...................... ...........................7
Section 3.6. Soil Conditions ............. .......................................... ............ ............. ........ ..........................7
Section 3.7. Business Subsidy Agreement ...................... ......... ............ ....................... ..........................8
Section 3.8. Incorporation of and Effect on Purchase Agreement ........................................................ 8
ARTICLE IV
Construction of Minimum Improvements
Section 4.1. Construction of Minimum Improvements ..........................................................................9
Section 4.2. Construction Plans ............................................................................................................ 9
Section 4.3. Commencement and Completion of Construction ..........................................................10
Section 4.4. Certificate of Completion ............... .......................... ............. ... .......... .......... .......... ......... 10
ARTICLE V
Insurance and Condemnation
Section 5.1. Insurance
11
ARTICLE VI
Tax Increment; Taxes
Section 6.1. Right to Collect Delinquent Taxes .................................................................................. 13
Section 6.2. Use of Tax Increments ............................... ...................... ............ ......... ..........................13
DJG-165606
AL141-29
e
e
ARTICLE VB
Mortgage Financing
Section 7.1. Mortgage Financing .................. ..... ..... ... ..................... ............... ..................................... 14
Section 7.2. City's Option to Cure Default on Mortgage ...................................................................14
ARTICLE VIII
Prohibitions Against Assignment and Transfer; Indemnification
Section 8.1. Representation as to Development .................................................................................. 15
Section 8.2. Prohibition Against Developer's Transfer of Property and
Assignment of Agreement .............................................................................. 15
Section 8.3. Release and Indemnification Covenants .......................................................................... 16
ARTICLE IX
Events of Default
Section 9.1. Events of Default Defined ............................................................................................... 18
Section 9.2. Remedies on Default ....................................................................................................... 18
Section 9.3. No Remedy Exclusive.............. ............. ....................... .................................. ............. ....18
Section 9.4. No Additional Waiver Implied by One Waiver ...............................................................18
ARTICLE X
Additional Provisions
Section 10.1. Conflict of Interests; City Representatives Not
Individually Liable .... ............ ............ ........... ................ ........ ........... .......... ...... 20
Section 10.2. Equal Employment Opportunity ...................................................................................20
Section 10.3. Restrictions on Use ....................................................................................................... 20
Section 10.4. Provisions Not Merged With Deed ............................................................................... 20
Section 10.5. Titles of Articles and Sections .......................................................................................20
Section 10.6. Notices and Demands ............................. ....................... ............. ..................................20
Section 10.7. Counterparts .... .... ...... ............................ ...... ................... ............. ........ ............ .............21
Section 10.8. Recording.... .................................................. ................. ....................... ........... .............21
Section 10.9. Choice of Law & Venue 21
EXHIBIT A Description of Property
EXHIBIT B Certificate of Completion
DJG-165606
AL141-29
11
.
e
CONTRACT FOR PRIVATE DEVEWPMENT
THIS AGREEMENT, made on or as of the _ day of , 1999, by and among
THE CITY OF ALBERTVILLE, MINNESOTA, a municipal corporation, under the laws of
Minnesota (the "City"), GEM DEVELOPMENT, LLC (the "Land Owner") and LAND OF LAKES
STONE, LLC (the "Lessee") (collectively, the Land Owner and the Lessee are the "Developer").
WITNESSETH:
WHEREAS, pursuant Minnesota Statut~ Sections 469.124 through 469.134 (the "Act"), the
City has undertaken a program to promote economic development and job opportunities and to
promote the development of land which is underutilized within the City, and in this connection created
the Development District No. 1 (hereinafter referred to as the ''Project'') in an area (hereinafter referred
to as the "Project Area") located in the City and a Tax Increment Financing District No. 11 (the "TIF
District") within the Project Area, all pursuant to the Act and Minnesota Statutes, Sections 469.174 to
469.179; and
WHEREAS, the City is authorized to undertake certain activities to prepare such real property
for development by private enterprise; and
WHEREAS, in order to achieve the objectives of the Project Plan the City is prepared to
reimburse certain land acquisition and development costs of the Project, in order to bring about
development in accordance with the Development Plan and this Agreement; and
WHEREAS, the City believes that the development of the Project Area pursuant to this
Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City
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 under which the Project has been
undertaken and is being assisted.
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:
DJG-165606
AL141-29
1
.
e
ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement, 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.
"City" means the City of Albertville, Minnesota.
"Certificate of Completion" means the certification provided to the Developer pursuant to
Section 4.4 of this Agreement.
"City Development District Act" or "Act" means Minnesota Statutes, Sections 469.124
through 469.134, as amended.
"Construction Plans" means the plans, specifications, drawings and related documents on the
construction work to be performed on the Development Property which (a) shall be as detailed as the
plans, specifications, drawings and related documents which are submitted to the appropriate building
officials of the City, and (b) shall include at least the following: (1) site plan; (2) landscape plan; and
(3) such other plans or supplements to the foregoing plans as the City may reasonably request to allow
it to ascertain the nature and quality of the proposed construction work. The Construction Plans for
any building to be constructed on the Development Property shall additionally include the following:
(1) foundation plan; (2) basement plans; (3) floor plan for each floor; (4) cross sections of each (length
and width); and (5) elevations (all sides);
"County" means the County of Wright, Minnesota.
"Developer" means, collectively, the Land Owner and the Lessee, or their permitted successors
and assigns.
"Developer's Agreement" means that agreement by the Land Owner in favor of the City, dated
, 1999 and recorded with the County as document number
"Development Property" means the real property described as such in Exhibit A of this
Agreement. After construction of the Minimum Improvements, the term means the Development
Property as improved.
"Development Plan" means the City's Project Plan for Development District No.1, as
amended, and as it may be further amended.
"Event of Default" means an action by the Developer listed in Article IX of this Agreement.
"Holder" means the owner of a Mortgage.
DJG-165606
AL141-29
2
e
e
"Land Owner" means GEM Development, LLC, a Minnesota limited liability company.
"Lessee" means Land of Lakes Stone, LLC, a Minnesota limited liability company
"Minimum Improvements" means construction of an approximately
manufacturing and retail facility.
square foot
"Mortgage" means any mortgage made by the Developer which is secured, in whole or in part,
with the Development Property and which is a permitted encumbrance pursuant to the provisions of
Article VITI of this Agreement.
"Project" means the City's Development District No.1.
"Project Area" means the real property located within the boundaries of the Project.
"State" means the State of Minnesota.
"Tax Increment" means that portion of the real property taxes which is paid with respect to the
Development Property and which is remitted to the City as tax increment pursuant to the Tax Increment
Act.
"Tax Increment Act" means the Tax Increment Financing Act, Minnesota Statutes, Sections
469.174 to 469.179, as amended.
"Tax Increment District" or "TIF District" means the City's Tax Increment Financing District
No. 11.
"Tax Increment Plan" or "TIF Plan" means the City's Tax Increment Financing Plan for Tax
Increment Financing District No. 11, as approved May 3, 1999 and as may be amended.
"Tax Official" means any County assessor, County auditor, County or State board of
equalization, the commissioner of revenue of the State, or any State or federal district court, the tax court
of the State, or the State Supreme Court.
"Termination Date" means the earlier of February 1, 2010, or the date on which the Developer
has been fully reimbursed for the Land Acquisition and Site Improvement Costs (as defined in Section
3.2 of this Agreement) in accordance with the terms and conditions of this Agreement.
"Unavoidable Delays" means delays beyond the reasonable control of the party seeking to be
excused as a result thereof which are the direct result of strikes, other labor troubles, prolonged adverse
weather or acts of God, fire or other casualty to the Minimum Improvements, litigation commenced by
third parties which, by injunction or other similar judicial action, directly results in delays, or acts of any
federal, state or local governmental unit (other than the City in exercising its rights under this Agreement)
which directly result in delays. Unavoidable Delays shall not include delays in the Developer's obtaining
of permits or governmental approvals necessary to enable construction of the Minimum Improvements
by the dates such construction is required under Section 4.3 of this Agreement.
DJG-165606
AL141-29
3
e
e
ARTICLEll
Representations and Warranties
Section 2.1. Representations by the City The City makes the following representations as the
basis for the undertaking on its part herein contained:
(a)
hereunder.
The City has the power to enter into this Agreement and carry out its obligations
(b) The activities of the City are undertaken for the purpose of fostering the development
of certain real property which for a variety of reasons is presently unutilized and underutilized, and for
the purpose of promoting economic development and the creation of employment opportunities.
Section 2.2. Representations and Warranties by the Developer. The Developer represents and
warrants that:
(a) The Developer has power to enter into this Agreement.
(b) The Developer will cause to be constructed, operated, and maintained the Minimum
Improvements in accordance with the terms of this Agreement, the Development Plan, and all local,
state, and federal laws and regulations (including, but not limited to, environmental, zoning, building
code, and public health laws and regulations).
(c) The Developer has received no notice or communication from any local, state, or
federal official that the activities of the Developer or the City in the Project Area may be or will be in
violation of any environmental law or regulation (other than those notices or communications of which
the City is aware). The Developer is aware of no facts the existence of which would cause it to be in
violation of or give any person a valid claim under any local, state, or federal environmental law,
regulation or review procedure.
(d) The Developer will cause the Minimum Improvements to be constructed in accordance
with all local, state, or federal energy-conservation laws or regulations.
(e) The Developer will 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 Minimum
Improvements may be lawfully constructed.
(f) 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 provisions of any restriction or any evidences 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.
DJO-165606
AL141-29
4
--
e
(g) Whenever any Event of Default occurs and if the City shall employ attorneys or incur
other expenses for the collection of payments due or to become due, or for the enforcement of
performance or observance of any obligation or agreement on the part of the Developer under this
Agreement, the Developer agrees that it shall, within ten days of written demand by the City, pay to the
City the reasonable fees of such attorneys and such other expenses so incurred by the City.
(h) The proposed development by the Developer hereunder would not occur but for the
tax increment financing assistance being provided by the City hereunder.
DJG-165606
AL141-29
5
-
e
ARTICLE m
Acauisition and Conveyance ofProDenv:
Assessments and Land Acauisition
Section 3.1. Acquisition and Conveyance of the Development PrQPerty. As of the date of this
Agreement, the Developer has entered into a purchase agreement for the Development Property. The
City has no obligation to acquire any interest in the Development Property
Section 3.2. Site Improvements. (a) In order to make development of the Minimum
Improvements economically feasible, the City will reimburse the Developer, in the manner set forth
herein, for up to $418,252 of the Land Acquisition and Site Improvement Costs, hereby defined as up
to $300,000 of the cost of acquiring the Development Property (the "Land Acquisition Costs") plus up
to $118,252 of the costs of grading, excavation, landscaping, soil corrections, installation of sanitary
sewer, water, and storm sewer utilities, park dedication and construction of footings and parking
facilities (the "Site Improvements") (the costs of making the Site Improvements are referred to herein
as the "Site Improvement Costs"); provided that all such costs are incurred by the Developer and
designed to serve the Minimum Improvements. In no case shall the City reimburse the Developer for
more than $418,252 of the Land Acquisition and Site Improvement Costs incurred by the Developer,
in the individual amounts shown. Any Land Acquisition and Site Improvement Costs in excess of this
amount shall be the responsibility of the Developer. The City shall have no obligation to the Developer
or to any third party with respect to any defects in the construction of improvements financed or
reimbursed by the City pursuant to this Agreement.
(b) The City will reimburse the Developer for the Land Acquisition and Site Improvements
Costs in accordance with the terms and conditions set forth in Section 3.3.
Section 3.3. Financing of Site Improvements (a) The Land Acquisition and Site Improvement
Costs will be paid, with simple interest thereon at 7.50% per annum, by the City to the Developer in
semi-annual installments payable on each February 1 and August 1 ("Payment Dates") commencing
August 1, 2001 and concluding no later than the Termination Date. These payments will be made from
Available Tax Increment as defined in this Section 3.3 and from no other source.
(b) The term "Available Tax Increment" means, subject to section 3.3(h) of this
Agreement, 100 percent of the Tax Increment with respect to the Development Property as calculated
by the County and paid to the City during the six months preceding any Payment Date.
(c) If on any Payment Date there is available to the City insufficient Available Tax
Increment to pay the amounts due on such date, the amount of such deficiency shall be deferred and
shall be paid, without interest thereon, on the next Payment Date on which the City has available to it
Available Tax Increment in excess of the amount necessary to pay the amount due on such Payment
Date.
(d) The City shall have no obligation to pay any portion of the Land Acquisition and Site
Improvement Costs that remains unpaid after the Termination Date. The City may prepay the Land
Acquisition and Site Improvement Costs at any time.
DJG-165606
AL141-29
6
e
e
( e) The City shall not be obligated to make any payment under this Section if: (i) there is
an Event of Default on the Developer's part under this Agreement that has not been cured as of the
Payment Date; or (ii) the Developer has failed to comply with the payment procedures described in
paragraph (f) herein.
(f) At least 30 days before the first Payment Date, the Developer must submit to the City a
payment request certificate signed by its duly authorized representative stating that the Developer has
paid Land Acquisition Costs in an amount that equals at least $300,000 and Site Improvement Costs in
an amount that equals at least $118,252, and that no Event of Default has occurred and is continuing
under this Agreement. The first payment request certificate must be accompanied by a certificate of a
project engineer or other project supervisor showing in adequate detail that the Land Acquisition and
Site Improvement Costs have been incurred and paid by the Developer.
(g) The City makes no warranties or representations that Available Tax Increment will be
sufficient to pay the Land Acquisition and Site Improvement Costs. The Developer agrees and
understands that Available Tax Increment is subject to calculation by the County and change in State
law, and that a significant portion of Land Acquisition and Site Improvement Costs may and likely will
remain unpaid after the Termination Date. The Developer further agrees and understands that TIF
estimates provided by the City, and its agents, officers, or employees are estimates only and not
intended for the Developer's reliance.
(h) The Developer agrees and acknowledges that its right to any Available Tax Increment
pursuant to this Agreement is subordinate to the City's rights to reimbursement of Administrative
Costs set forth in Section 3.4, and that the City shall have no obligation to make any payment of
Available Tax Increment to the Developer if the City has not been fully reimbursed pursuant to that
Section 3.4.
Section 3.4. Payment of Administrative Costs. (a) In order to reimburse itself for
Administrative Costs it incurs, the City shall on every Payment Date retain out of Available Tax
Increment an amount equal to the amount of Administrative Costs incurred and not previously
reimbursed as of that Payment Date. For the purposes of this Agreement, the term "Administrative
Costs" means costs and expenses, including without limitation legal fees, incurred by the City and
attributable to or incurred in connection with the negotiation and preparation of this Agreement and
other documents and agreements in connection with the development contemplated hereunder, the
creation and administration of the TIF District, and any other "Administrative expenses" as defined in
Minnesota Statutes, Section 469.174, subd. 14.
(b) If on any Payment Date there is available to the City insufficient Available Tax
Increment to fully reimburse itself for Administrative Costs incurred and not previously reimbursed, the
amount of such deficiency shall be deferred and shall be paid, without interest thereon, on the next
Payment Date or Payment Dates on which the City has available to it sufficient Available Tax
Increment to recover such deficiency.
(c) The terms of this Section 3.4 are for the sole benefit of the City, and nothing in this
Section 3.4 shall be construed to limit the City's ability to lawfully recover Administrative Costs from
Tax Increment during or after the termination of this Agreement.
DJG-165606
AL141-29
7
--
e
Section 3.5. Records. The City may at all reasonable times, after reasonable notice, inspect,
examine and copy all books and records of the Developer relating to the Minimum Improvements. The
Developer shall use its best efforts to cause the contractor or contractors, all subcontractors, and their
agents and lenders to make their books and records relating to the Site Improvements available to the
City upon reasonable notice, for inspection, examination and audit. These records shall be kept and
maintained by the Developer for a period of four years following completion of construction of the Site
Improvements.
Section 3.6. Soil Conditions. The Developer acknowledges that the City makes no
representations or warranties as to the condition of the soils on the Development Property or its fitness
for construction of the Minimum Improvements or any other purpose for which the Developer may
make use of the Development Property, provided further that in any event the Developer further agrees
that it will indemnify, defend, and hold harmless the City, and its governing body members, officers,
agents, and employees, from any claims or actions arising out of the presence, if any, of hazardous
wastes or pollutants on the property.
Section 3.7. Business Subsidy Agreement. The provisions of this Section 3.7 constitute the
"business subsidy agreement" for the purposes of the Business Subsidy Act.
(a) General Terms. The parties agree and represent to each other as follows:
(1) The subsidy provided to the Developer includes the Available Tax Increment paid
to the Developer for Land Acquisition and Site Improvement Costs, which disbursement
represents a forgivable loan that is repayable by the Developer in accordance with this Section.
The Available Tax Increment is payable from a portion of the Tax Increments from the TIP
District, an economic development tax increment financing district.
(2) The public purposes of the subsidy are to promote development of a
manufacturing facility in the City, generate spin-off development at a key location in the City,
increase net jobs in the City and the State, and increase the tax base of the City and the State.
(3) The goals for the subsidy are: to secure development of the Minimum
Improvements on the Development Property; to maintain such improvements as a
manufacturing facility with related warehouse and showroom space for at least five years as
described in clause (6) below; and to create the jobs and wage levels in accordance with
Section 3.7(b) hereof
(4) If the goals described in clause (3) are not met, the Developer must make the
payments to the City described in Section 3.7(c).
(5) The subsidy is needed because site development costs, and the cost of Public
Improvements assessed against the Development Property, make development of a granite
countertop cutting and manufacturing facility with related warehouse and showroom space
financially infeasible without public assistance, all as determined by the City upon approval of
the TIP Plan.
DJG-165606
AL141-29
8
e
e
(6) The Developer must continue operation of the Minimum Improvements as a
granite countertop cutting and manufacturing facility with no more than 100-10 of the Minimum
Improvements devoted to related warehouse and showroom space for at least five years after
the date of issuance of the certificate of completion.
(7) The Developer does not have a parent corporation.
(8) The Developer has not received, and does not expect to receive, financial
assistance from any other "grantor" as defined in the Business Subsidy Act, in connection with
the Development Property or the Minimum Improvements.
(b) Job and Wage Goals. Within two years after the date of issuance of the certificate of
completion of the Minimum Improvements (the "Compliance Date"), the Developer shall cause to be
created at least 6 new full-time equivalent jobs on the Development Property (excluding any jobs
previously existing in the State as of the date of this Agreement and relocated to this site) and shall
cause the wages for all employees on the Development Property to be no less than $13.00 per hour,
exclusive of benefits. Notwithstanding anything to the contrary herein, if the wage and job goals
described in this paragraph are met by the Compliance Date, those goals are deemed satisfied despite
the Developer's continuing obligations under Sections 3.7(a)(6) and 3.7(d). The City may, after a
public hearing, extend the Compliance Date by up to one year, provided that nothing in this section will
be construed to limit the City's legislative discretion regarding this matter.
(c) Remedies. If the Developer fails to meet the goals described in Section 3.7(a)(3), the
Developer shall repay to the City upon written demand from the City (a) a "pro rata share" of the
amount of any Available Tax Increment disbursed to the Developer for Land Acquisition and Site
Improvement Costs under Section 3.3 hereof: and (b) interest on the amount in clause (a) at the
implicit price deflator as defined in Minnesota Statutes, Section 275.70, subd. 2, accrued from the date
of issuance of the certificate of completion to the date of payment. The term "pro rata share" means
percentages calculated as follows:
(i) if the failure relates to the number of jobs, the jobs required less the jobs created,
divided by the jobs required;
(ii) if the failure relates to wages, the number of jobs required less the number of jobs
that meet the required wages, divided by the number of jobs required;
(iii) if the failure relates to maintenance of the Minimum Improvements in accordance
with Section 3.7(a)(6), 60 less the number of months the Minimum Improvements were
operated in accordance with Section 3.7(aX6) (where any month in which the Minimum
Improvements is in operation for at least 15 days constitutes a month of operation),
commencing on the date of the Certificate of Completion and ending with the date the
Minimum Improvements ceases operation in accordance with Section 3.7(a)(6), as determined
by the City Representative, divided by 60; and
(iv) if more than one of clauses (i) through (ill) apply, the sum of the applicable
percentages, not to exceed 1000-10.
DJG-165606
AL141-29
9
e
tit
Nothing in this Section shall be construed to limit the City's remedies under Article IX hereof.
In addition to the remedy described in this Section and any other remedy available to the City for
failure to meet the goals stated in Section 3.7(aX3), the Developer agrees and understands that it may
not a receive a business subsidy from the City or any grantor (as defined in the Business Subsidy Act)
for a period of five years from the date of the failure or until the Developer satisfies its repayment
obligation under this Section, whichever occurs first.
(d) Reports. The Developer must submit to the City a written report regarding business
subsidy goals and results by no later than March 1 of each year, commencing March 1, 2000 and
continuing until the later of (i) the date the goals stated Section 3.7(aX3) are met; (ii) 30 days after
expiration of the five-year period described in Section 3.7(aX6); or (ill) if the goals are not met, the
date the subsidy is repaid in accordance with Section 3.7(c). The report must comply with Section
116J.994, subdivision 7 of the Business Subsidy Act. The City will provide information to the
Developer regarding the required forms. If the Developer fails to timely file any report required under
this Section, the City will mail the Developer a warning within one week after the required filing date.
If, after 14 days of the postmarked date of the warning, the Developer fails to provide a report, the
Developer must pay to the City a penalty of $100 for each subsequent day until the report is filed. The
maximum aggregate penalty payable under this Section $1,000.
DJG-165606
AL141-29
10
e
tit
ARTICLE IV
Construction of Minimum Imorovements
Section 4.1. Construction of Minimum Improvements. The Developer agrees that it will cause
to be constructed the Minimum Improvements on the Development Property in accordance with the
approved Construction Plans, and at all times prior to the Termination Date will operate and maintain,
preserve and keep the Minimum Improvements or cause the Minimum Improvements to be maintained,
preserved, and kept with the appurtenances and every part and parcel thereof: in good repair and
condition.
Section 4.2. Construction Plans. (a) Before beginning construction of the Minimum
Improvements, the Developer shall submit to the City Construction Plans. The Construction Plans
shall provide for the construction of the Minimum Improvements and shall be in conformity with the
Development Plan, this Agreement, and all applicable State and local laws and regulations. The City
will approve the Construction Plans in writing if (i) the Construction Plans conform to the terms and
conditions of this Agreement; (ii) the Construction Plans conform to the goals and objectives of the
Development Plan; (iii) the Construction Plans conform to all applicable federal, state and local laws,
ordinances, rules and regulations; (iv) the Construction Plans are adequate to provide for construction
of the Minimum Improvements; (v) the Construction Plans do not provide for expenditures in excess of
the funds available to the Developer for construction of the Minimum Improvements; and (vi) no Event
of Default has occurred. Approval may be based upon a review by the City's Building Official of the
Construction Plans. No approval by the City shall relieve the Developer of the obligation to comply
with the terms of this Agreement or of the Development Plan, applicable federal, state and local laws,
ordinances, rules and regulations, or to construct the Minimum Improvements in accordance therewith.
No approval by the City shall constitute a waiver of an Event of Default. If approval of the
Construction Plans is requested by the Developer in writing at the time of submission, such
Construction Plans shall be deemed approved unless rejected in writing by the City, in whole or in part.
Such rejections shall set forth in detail the reasons therefore, and shall be made within 30 days after the
date of their receipt by the City. If the City rejects any Construction Plans in whole or in part, the
Developer shall submit new or corrected Construction Plans within 30 days after written notification to
the Developer of the rejection. The provisions of this Section relating to approval, rejection and
resubmission of corrected Construction Plans shall continue to apply until the Construction Plans have
been approved by the City. The City's approval shall not be unreasonably withheld. Said approval
shall constitute a conclusive determination that the Construction Plans (and the Minimum
Improvements constructed in accordance with said plans) comply to the City's satisfaction with the
provisions of this Agreement relating thereto.
(b) If the Developer desires to make any material change in the Construction Plans after
their approval by the City, the Developer shall submit the proposed change to the City for its approval.
If the Construction Plans, as modified by the proposed change, conform to the requirements of this
Section 4.2 of this Agreement with respect to such previously approved Construction Plans, the City
shall approve the proposed change and notifY the Developer in writing of its approval. Such change in
the Construction Plans shall, in any event, be deemed approved by the City unless rejected, in whole or
in part, by written notice by the City to the Developer, setting forth in detail the reasons therefor. Such
rejection shall be made within ten (10) days after receipt of the notice of such change. The City's
010-165606
AL141-29
11
tit
-
approval of any such change in the Construction Plans will not be unreasonably withheld.
Section 4.3. Commencement and Completion of Construction. Subject to Unavoidable Delays,
the Developer shall complete the construction of the of Minimum Improvements by June 1,2000. All
work with respect to the Minimum Improvements to be constructed or provided by the Developer on
the Development Property shall be in conformity with the Construction Plans as submitted by the
Developer and approved by the City.
The Developer agrees for itself, its successors and assigns, and every successor in interest to
the Development Property, or any part thereot: that the Developer, and such successors and assigns,
shall promptly and diligently prosecute to completion the development of the Development Property
through the construction of the Minimum Improvements thereon, and that such construction shall in
any event be commenced and completed within the period specified in this Section 4.3 of this
Agreement. Subsequent to the Developer's acquisition of title to the Development Property, or any
part thereof, and until construction of the Minimum Improvements has been completed, the Developer
shall make reports, in such detail and at such times as may reasonably be requested by the City, as to
the actual progress of the Developer with respect to such construction.
Section 4.4. Certificate of Completion. (a) Promptly after substantial completion of each the
Minimum Improvements in accordance with those provisions of this Agreement relating solely to the
obligations of the Developer to construct the Minimum Improvements (including the dates for
beginning and completion thereot), the City will furnish the Developer with the Certificate shown as
Exhibit C. Such certification by the City shall be a conclusive determination of satisfaction and
termination of the agreements and covenants in this Agreement with respect to the obligations of the
Developer, and its successors and assigns, to construct the Minimum Improvements and the dates for
the beginning and completion thereof. Such certification and such determination shall not constitute
evidence of compliance with or satisfaction of any obligation of the Developer to any Holder of a
Mortgage, or any insurer of a Mortgage, securing money loaned to finance the Minimum
Improvements, or any part thereof.
(b) If the City shall refuse or fail to provide any certification in accordance with the
provisions of this Section 4.4 of this Agreement, the City shall, within thirty (30) days after written
request by the Developer, provide the Developer with a written statement, indicating in adequate detail
in what respects the Developer has failed to complete the Minimum Improvements in accordance with
the provisions of this Agreement, or is otherwise in default, and what measures or acts it will be
necessary, in the opinion of the City, for the Developer to take or perform in order to obtain such
certification.
( c) The construction of the Minimum Improvements shall be deemed to be substantially
completed when the Developer has received an occupancy permit from the responsible inspecting
authority.
DJG-165606
AL141-29
12
--
e
ARTICLE V
Insurance and Condemnation
Section 5.1. Insurance. (a) The Developer will provide and maintain at all times during the
process of constructing the Minimum Improvements an All Risk Broad Form Basis Insurance Policy
and, from time to time during that period, "at the request of the City, furnish the City with proof of
payment of premiums on policies covering the following:
(i) Builder's risk insurance, written on the so-called "Builder's Risk - Completed
Value Basis," in an amount equal to one hundred percent (lOOOA.) of the insurable value of the
Minimum Improvements at the date of completion, and with coverage available in
nonreporting form on the so-called "all risk" form of policy. The interest of the City shall be
protected in accordance with a clause in form and content satisfactory to the City;
(ii) Comprehensive general liability insurance (including operations, contingent
liability, operations of subcontractors, completed operations and contractual liability insurance)
together with an Owner's Contractor's Policy with limits against bodily injury and property
damage of not less than $1,000,000 for each occurrence (to accomplish the above-required
limits, an umbrella excess liability policy may be used); and
(iii) Workers' compensation insurance, with statutory coverage.
(b) Upon completion of construction of the Minimum Improvements and prior to the
Termination Date, the Developer shall maintain, or cause to be maintained, at its cost and expense, and
from time to time at the request of the City shall furnish proof of the payment of premiums on,
insurance as follows:
(i) Insurance against loss and/or damage to the Minimum Improvements under a
policy or policies covering such risks as are ordinarily insured against by similar businesses;
(ii) Comprehensive general public liability insurance, including personal injury
liability (with employee exclusion deleted), against liability for injuries to persons and/or
property, in the minimum amount for each occurrence and for each year of $1,000,000, and
shall be endorsed to show the City as additional insured; and
(ill) Such other insurance, including workers' compensation insurance respecting all
employees of the Developer, in such amount as is customarily carried by like organizations
engaged in like activities of comparable size and liability exposure; provided that the Developer
may, if permitted by law, be self-insured with respect to all or any part of its liability for
workers' compensation.
( c) All insurance required in Article V of this Agreement shall be taken out and maintained
in responsible insurance companies selected by the Developer which are authorized under the laws of
the State to assume the risks covered thereby. Upon request, the Developer will deposit annually with
the City policies evidencing all such insurance, or a certificate or certificates or binders of the respective
DJG-165606
AL141-29
13
-
-
insurers stating that such insurance is in force and effect. Unless otherwise provided in this Article V of
this Agreement, each policy shall contain a provision that the insurer shall not cancel nor modifY it in
such a way as to reduce the coverage provided below the amounts required herein without giving
written notice to the Developer and the City at least thirty (30) days before the cancellation or
modification becomes effective. In lieu of separate policies, the Developer may maintain a single
policy, blanket or umbrella policies, or a combination thereot: having the coverage required herein, in
which event the Developer shall deposit with the City a certificate or certificates of the respective
insurers as to the amount of coverage in force upon the Minimum Improvements.
(d) The Developer agrees to notifY the City immediately in the case of damage exceeding
$100,000 in amount to, or destruction ot: the Minimum Improvements or any portion thereof resulting
from fire or other casualty. In such event the Developer either will forthwith repair, reconstruct, and
restore the Minimum Improvements to substantially the same or an improved condition or value as it
existed prior to the event causing such damage and, to the extent necessary to accomplish such repair,
reconstruction, and restoration, the Developer will apply the Net Proceeds of any insurance relating to
such damage received by the Developer to the payment or reimbursement of the costs thereof
The Developer shall complete the repair, reconstruction, and restoration of the Minimum
Improvements, whether or not the Net Proceeds of insurance received by the Developer for such
purposes are sufficient to pay for the same. Any Net Proceeds remaining after completion of such
repairs, construction and restoration shall be the property of the Developer.
( e) The Developer and the City agree that all of the insurance provisions set forth in this
Article V shall terminate upon the Termination Date.
DJG-165606
AL141-29
14
e
e
ARTICLE VI
Tax Increment: Taxes
Section 6.1. Right to Collect Delinquent Taxes. The Developer acknowledges that the City is
providing substantial aid and assistance in furtherance of the development. The Developer understands
that the tax increment intended to pay expenses of the City and the Developer are derived from real
estate taxes on the Development Property, which taxes must be promptly and timely paid. To that end,
the Developer agrees for itself, its successors and assigns, in addition to the obligation pursuant to
statute to pay real estate taxes, that it is also obligated by reason of this Agreement to pay before
delinquency all real estate taxes assessed against the Development Property and the Minimum
Improvements. The Developer acknowledges that this obligation creates a contractual right on behalf
of the City to sue the Developer or its successors and assigns to collect delinquent real estate taxes and
any penalty or interest thereon and to pay over the same as a tax payment to the county auditor. In any
such suit, the City shall also be entitled to recover its costs, expenses and reasonable attorney fees.
Section 6.2. Use of Tax Increments. Except for its obligations under this Agreement regarding
Available Tax Increment, the City shall be free to use any tax increment received from the Property for
any purpose for which such increment may lawfully be used, pursuant to the provisions of Minnesota
law, and the City shall have no obligations to the Developer with respect to the use of such increment.
DJG-165606
AL141-29
15
e
e
ARTICLE vn
Mort2a2e Financin2
Section 7.1. Mortgage Financing. (a) Before commencement of construction of the Minimum
Improvements, the Developer shall submit to the City evidence of one or more commitments for
mortgage financing which, together with committed equity for such construction, is sufficient for the
acquisition of the Development Property, platting, construction of the public improvements in
connection with the plat, and undertaking the Minimum Improvements. Such commitments may be
submitted as short term financing, long term mortgage financing, a bridge loan with a long term take-
out financing commitment, or any combination of the foregoing. Such commitment or commitments
for short term or long term mortgage financing shaU be subject only to such conditions as are normal
and customary in the mortgage banking industry.
(b) If the City finds that the mortgage financing is sufficiently committed and adequate in
amount to provide for the construction of the Minimum Improvements then the City shall notifY the
Developer in writing of its approval. Such approval shall not be unreasonably withheld and either
approval or rejection shall be given within thirty (30) days from the date when the City is provided the
evidence of mortgage financing. A failure by the City to respond to such evidence of mortgage
financing shall be deemed to constitute an approval hereunder. If the City rejects the evidence of
mortgage financing as inadequate, it shall do so in writing specifYing the basis for the rejection. In any
event the Developer shall submit adequate evidence of mortgage financing within thirty (30) days after
such rejection.
Section 7.2. City's Option to Cure Default on Mortgage. In the event that there occurs a
default under any Mortgage authorized pursuant to this Agreement, the Developer shall cause the City
to receive copies of any notice of default received by the Developer from the holder of such Mortgage.
Thereafter, the City shall have the right, but not the obligation, to cure any such default on behalf of
the Developer within such cure periods as are available to the Developer under the Mortgage
documents.
DJG-165606
AL141-29
16
-
e
ARTICLE vm
Prohibitions Al!:ainst Assi2l1ment and Transfer: Indemnification
Section 8.1. Representation as to Development. The Developer represents and agrees that its
undertakings pursuant to this Agreement are for the purpose of development of the Development
Property and not for speculation in land.
Section 8.2. Prohibition Against Developer's Transfer of ProJ)efty and Assignment of
Agreement. The Developer represents and agrees that prior to issuance of the Certificate of
Completion for the Minimum Improvements:
(a) Except only by way of security for, and only for, the purpose of obtaining financing
necessary to enable the Developer or any successor in interest to the Development Property, or any
part thereof, to perform its obligations with respect to constructing the Minimum Improvements, and
any other purpose authorized by this Agreement, the Developer has not made or created and will not
make or create or suffer to be made or created any total or partial sale, assignment, conveyance, or
lease (except any lease by and between the Land Owner and the Lessee (which such lease shall not
impair the obligations under this Agreement of the Land Owner or the Lessee)), or any trust or power,
or transfer in any other mode or form of or with respect to this Agreement or the Development
Property or any part thereof or any interest therein, or any contract or agreement to do any of the
same, except for any part or portion of the Development Property for which the Developer has
received a Certificate of Completion, without the prior written approval of the City unless the
Developer remains liable and bound by this Agreement in which event the City's approval is not
required. Any such transfer shall be subject to the provisions of this Agreement.
(b) In the event the Developer, upon transfer or assignment of the Development Property
or any portion thereof, seeks to be released from its obligations under this Agreement as to the portion
of the Development Property that is transferred or assigned, the City shall be entitled to require, except
as otherwise provided in this Agreement, as conditions to any such release that:
(i) Any proposed transferee shall have the qualifications and financial
responsibility, in the reasonable judgment of the City, necessary and adequate to fulfill the
obligations undertaken in this Agreement by the Developer as to the portion of the
Development Property to be transferred.
(ii) Any proposed transferee, by instrument in writing satisfactory to the City and
in form recordable among the land records, shall, for itself and its successors and assigns, and
expressly for the benefit of the City, have expressly assumed all of the obligations of the
Developer under this Agreement as to the portion of the Development Property to be
transferred and agreed to be subject to all the conditions and restrictions to which the
Developer is subject as to such portion; provided, however, that the fact that any transferee of,
or any other successor in interest whatsoever to, the Development Property, or any part
thereof, shall not, for whatever reason, have assumed such obligations or so agreed, and shall
not (unless and only to the extent otherwise specifically provided in this Agreement or agreed
to in writing by the City) deprive the City of any rights or remedies or controls with respect to
DJG-165606
AL141-29
17
e
e
the Development Property or any part thereof or the construction of the Minimum
Improvements; it being the intent of the parties as expressed in this Agreement that (to the
fullest extent permitted at law and in equity and excepting only in the manner and to the extent
specifically provided otherwise in this Agreement) no transfer ot: or change with respect to,
ownership in the Development Property or any part thereot: or any interest therein, however
consummated or occurring, and whether voluntary or involuntary, shall operate, legally or
practically, to deprive or limit the City of or with respect to any rights or remedies on controls
provided in or resulting from this Agreement with respect to the Minimum Improvements that
the City would have had, had there been no such transfer or change. In the absence of specific
written agreement by the City to the contrary, no such transfer or approval by the City thereof
shall be deemed to relieve the Developer, or any other party bound in any way by this
Agreement or otherwise with respect to the construction of the Minimum Improvements, from
any of its obligations with respect thereto.
(iii) Any and all instruments and other legal documents involved in effecting the
transfer of any interest in this Agreement or the Development Property governed by this Article
VIII, shall be in a form reasonably satisfactory to the City.
In the event the foregoing conditions are satisfied then the Developer shall be released from its
obligation under this Agreement, as to the portion of the Development Property that is transferred,
assigned or otherwise conveyed.
After issuance of the Certificate of Completion for the Minimum Improvements, the Developer
may transfer or assign the part or portion of the Development Property for which the Certificate of
Completion has been issued without the prior written consent of the City, provided that the transferee
or assignee is bound by all the Developer's obligations hereunder. The Developer shall submit to the
City written evidence of any such transfer or assignment, including the transferee or assignee's express
assumption of the Developer's obligations under this Agreement. If the Developer fails to provide
such evidence of transfer and assumption, the Developer shall remain bound by all it obligations under
this Agreement.
Section 8.3. Release and Indemnification Covenants. (a) The Developer releases from and
covenants and agrees that the City and the governing body members, officers, agents, servants, and
employees thereof shall not be liable for, and agrees to defend, indemnify and hold harmless the City
and the governing body members, officers, agents, servants, and employees thereof against, any 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 Minimum Improvements or the Development Property.
(b) Except for any willful misrepresentation or any willful or wanton misconduct of the
following named parties, the Developer agrees to protect and defend the City and the governing body
members, officers, agents, servants, and employees thereof, now or 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 this Agreement, or the transactions
contemplated hereby, or the acquisition, construction, installation, ownership, and operation of the
Minimum Improvements and the Development Property. Without limitation of the foregoing, the
Developer agrees to protect and defend the City and the governing body members, officers, agents,
servants, and employees thereof, now or forever, and further agrees to hold the aforesaid harmless
DJG-165606
AL141-29
18
e
e
from any claim, demand, suit, action or other proceeding whatsoever by the State, its agencies, the
County, or any other governmental entity seeking recoupment from or repayment by the City of any
Tax Increment paid to or expended by the City pursuant to this Agreement or the existence of the TIF
District, and to reimburse the City, to the fullest extent permitted by law, for any Tax Increment
recouped by or repaid to any of the foregoing entities.
( c) The City and the governing body members, officers, agents, servants, and employees
thereof shall not be liable for any damage or injury to the persons or property of the Developer or its
officers, agents, servants or employees or any other person who may be about the Development
Property, the Minimum Improvements due to any act of negligence of any person.
(d) 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 in the
individual capacity thereof.
( e) All covenants, stipulations, promises, agreements, and obligations of the Developer
contained herein shall be the joint and several responsibility and liability of the Land Owner and the
Lessee.
DJO-165606
AL141-29
19
.
e
ARTICLE IX
Events of Default
Section 9.1. 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 (unless
the context otherwise provides), any failure by any party to observe or perform any other covenant,
condition, obligation or agreement on its part to be observed or performed hereunder, or under the
terms of the Developer's Agreement.
Section 9.2. Remedies on Default. Whenever any Event of Default referred to in Section 9.1
of this Agreement occurs, the non-defaulting party may exercise its rights under this Section 9.2 after
providing thirty 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 thirty days or, if the Event of Default is by its nature incurable
within thirty days, the defaulting party does not provide assurances reasonably satisfactory to the non-
defaulting party that the Event of Default will be cured and will be cured as soon as reasonably
possible:
(a) Suspend its performance under this Agreement until it receives assurances that the
defaulting party will cure its default and continue its performance under this Agreement.
(b) Cancel and rescind or terminate this Agreement.
(c) Take whatever action, including legal, equitable or administrative action, which may
appear necessary or desirable to collect any payments due under this Agreement, or to enforce
performance and observance of any obligation, agreement, or covenant under this Agreement.
In addition, the City may withhold issuance of a Certificate of Completion upon a default by
the Developer.
Section 9.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to the City
or Developer in this Agreement 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. In order to entitle the City to exercise any remedy
reserved to it, it shall not be necessary to give notice, other than such notice as may be required in this
Article IX.
Section 9.4. No Additional Waiver Implied by One Waiver. In the event any 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.
DJG-165606
AL141-29
20
e
e
ARTICLE X
Additional Provisions
Section 10.1. Conflict of Interests: City Re.presentatives Not Individually Liable. The City and
the Developer, to the best of their respective knowledge, represent and agree that no member, official,
or employee of the City shall have any personal interest, direct or indirect, in this Agreement, nor shall
any such member, official, or employee participate in any decision relating to this Agreement which
affects his personal interests or the interests of any corporation, partnership, or association in which he
is, directly or indirectly, interested. No member, official, or employee of the City shall be personally
liable to the Developer, or any successor in interest, in the event of any default or breach by the City or
County or for any amount which may become due to the Developer or successor or on any obligations
under the terms of this Agreement.
Section 10.2. Equal Employment Opportunity. The Developer, for itself and its successors and
assigns, agrees that during the construction of the Minimum Improvements provided for in this
Agreement it will comply with all applicable federal, state, and local equal employment and non-
discrimination laws and regulations.
Section 10.3. Restrictions on Use. The Developer agrees that the Developer, and its
successors and assigns, shall not discriminate upon the basis of race, color, creed, sex, or national
origin in the sale, lease, or rental, or in the use or occupancy of the Development Property or any
improvements erected or to be erected thereon, or any part thereof
Section 10.4. Provisions Not Merged With Deed. None of the provisions of this Agreement
are intended to or shall be merged by reason of any deed transferring any interest in the Development
Property and any such deed shall not be deemed to affect or impair the provisions and covenants of this
Agreement.
Section 10.5. Titles of Articles and Sections. Any titles of the several parts, Articles, and
Sections of this Agreement are inserted for convenience of reference only and shall be disregarded in
construing or interpreting any of its provisions.
Section 10.6. Notices and Demands. Except as otherwise expressly provided in this
Agreement, a notice, demand, or other communication under this Agreement by either party to the
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
(a) in the case of the Developer, is addressed to or delivered personally to the Developer at
, Albertville, MN 55301; and
(b) in the case of the City, is addressed to or delivered personally to the City at City Hall,
5975 Main Avenue NE, P.O. Box 9, Albertville, MN 55301, Attn: City Administrator;
or at such other address with respect to either such party as that party may, from time to time,
designate in writing and forward to the other as provided in this Section.
DJG-165606
AL141-29
21
e
e
Section 10.7. Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall constitute one and the same instrument.
Section 10.8. Recording. The City may record this Agreement and any amendments thereto
with the Wright County recorder. The Developer shall pay all costs for recording.
Section 10.9. Choice of Law and Venue. This Agreement shall be governed by and construed
in accordance with the laws of the state of Minnesota. Any disputes, controversies, or claims arising
out of this Agreement shall be heard in the state or federal courts of Minnesota, and all parties to this
Agreement waive any objection to the jurisdiction of these courts, whether based on convenience or
otherwise.
DJG-165606
AL141-29
22
e
e
IN WITNESS WHEREOF, the City has caused this Agreement to be duly executed in its
name and behalf and its seal to be hereunto duly affixed and the Developer has caused this Agreement
to be duly executed in its name and behalf on or as of the date first above written.
CITY OF ALBERTVllLE, MINNESOTA
By
Its Mayor
By
Its City Administrator
STATE OF MINNESOTA)
) SS.
COUNTY OF WRIGHT )
The foregoing instrument was acknowledged before me this _ day of
and , the
of the City of Albertville, Minnesota, on behalf of the City.
, 1999 by
and
Notary Public
DJG-165606
AL141-29
23
e
e
GEM DEVELOPMENT, LLC
By
Its
By
Its
STATEOFMINNESOTA )
) ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this _ day of , 1999 by
and , the and
of GEM Development, LLC, a Minnesota limited liability company.
Notary Public
DJG-165606
AL141-29
24
e
e
LAND OF LAKES STONE, LLC
By
Its
By
Its
STATE OF MINNESOTA )
) ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this _ day of
and , the
of Land of Lakes Stone, LLC, a Minnesota limited liability company.
, 1999 by
and
Notary Public
DJG-165606
AL141-29
25
e
e
EXHIBIT A
DEVELOPMENT PROPERTY
That real property in the Wright County, state of Minnesota, legally described as follows:
Lot 1, Block 1, Gem Business Park, according to the plat of record filed in the Wright County
Recorder's Office, Wright County, Minnesota.
DJG-165606
AL141-29
A
.
.
EXHIBIT B
CERTIFICATE OF COMPLETION
The undersigned hereby certifies that GEM Development, LLC and Land of Lakes Stone,
(collectively, LLC the "Developer") have fully complied with their obligations under Articles ill and N
of that document titled "Contract for Private Development" dated , 1999 by and among
the City of Albertville and the Developer, with respect to construction of the Minimum Improvements
in accordance with the Construction Plans, and that the Developer is released and forever discharged
from its obligations to construct the Minimum Improvements under Articles ill and N.
CITY OF ALBERTVILLE, MINNESOTA
By
Its Mayor
By
Its City Administrator
STATEOFMINNESOTA )
) SS.
COUNTY OF WRIGHT )
The foregoing instrument was acknowledged before me this _ day of
, and , the and
Albertville, Minnesota, on behalf of the City.
, by
of the City of
Notary Public
This document was drafted by:
KENNEDY & GRA YEN, Chartered
470 Pillsbury Center
Minneapolis, Minnesota 55402
Telephone: 337-9300
DJG-165606
AL141-29
B