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111813completeagenda CITY OF RICHFIELD, MINNESOTA MONDAY, NOVEMBER 18, 2013 RICHFIELD MUNICIPAL CENTER 6700 PORTLAND AVENUE REGULAR HOUSING AND REDEVELOPMENT AUTHORITY MEETING COUNCIL CHAMBERS 7:00 P.M. AGENDA Call to order Oath of Office to HRA Commissioner Mary Supple Roll call 1. Approval of the minutes of the (1) Special Concurrent HRA and City Council Worksession of September 10, 2013 and (2) Regular HRA Meeting of October 21, 2013 2. HRA approval of the agenda 3. Recognition of former HRA Commissioner Steve Quam 4. Consent Calendar contains several separate items which are acted upon by the HRA in one motion. Once the Consent Calendar has been approved, the individual items and recommended actions have also been approved. No further HRA action on these items is necessary. However, any HRA Commissioner may request that an item be removed from the Consent Calendar and placed on the regular agenda for HRA discussion and action. All items listed on the Consent Calendar are recommended for approval. A. Consideration of the approval of the transfer of assets to close out the Interstate- Lyndale-Nicollet Capital Project Fund and the Interstate-Lyndale-Nicollet Tax Increment Fund S.R. No. 51 B. Consideration of the approval of a contract with All Metro Excavating, Inc. for the demolition of structures at 7427 Pillsbury, 6525-15th Avenue and 6416-16th Avenue S.R. No. 52 Notes: 5. Consideration of an amendment to the Contract for Private Development between the HRA and Woodlake Richfield Apartments, LLC (a.k.a. Lyndale Plaza Apartments) and to authorize the HRA Chair and Executive Director to execute the document Staff Report No. 53 Notes: 6. HRA discussion items • Reschedule Monday, January 20 Regular HRA meeting to Tuesday, January 21, 2014 due to Martin Luther King, Jr. holiday • Reschedule Monday, February 17 Regular HRA meeting to Tuesday, February 18, 2014 due to Presidents' Day holiday Notes: 7. Executive Director Report Notes: 8. Claims and Payroll Adjournment Auxiliary aids for individuals with disabilities are available upon request. Requests must be made at least 96 hours in advance to the City Clerk at 612-861-9738. HOUSING AND REDEVELOPMENT tee MINUTES ge,C4ce• tee Richfield, Minnesota Special Concurrent HRA and City Council and Worksession September 10, 2013 CALL TO ORDER The meeting was called to order by HRA Chair Sandahl and Mayor Goettel at 6:00 p.m. in the Bartholomew Conference Room. ROLL CALL HRA Members Sue Sandahl, Chair; Doris Rubenstein; Debbie Goettel; and David Gepner Present: HRA Members Steven J. Quam. Council Members Debbie Goettel, Mayor; Pat Elliott; Tom Fitzhenry; and Sue Sandahl. Present: Council Members Edwina Garcia. Absent: Staff Present: Steven L. Devich, City Manager/Executive Director; Mike Eastling, Public Works Director; John Stark, Community Development Director; Jim Topitzhofer, Recreation Services Director; and Nancy Gibbs, City Clerk. Item #1 DISCUSSION REGARDING THE DEVELOPMENT POTENTIAL OF THE 77TH STREET TUNNEL AREA(COUNCIL MEMO NO. 81 AND HRA MEMO NO. 45) Community Development Director Stark presented information regarding the development of the 77th Street tunnel area. The City Council consensus was to not limit development and preferred mixed-use. The future of the park was discussed. The City Council consensus was that there aren't any other parks in the area for residents to use so possibly reducing the size of the park or replacing it at another location. Council Member/Chair Sandahl stated she would like to see 77th Street renamed. Mayor Goettel and Commissioner Rubenstein agreed with Council Member/Chair Sandahl. Special Worksession Minutes -2- September 10, 2013 R THE CEDAR POINT II Item #2 DISCUSSION REGARDING SOLICITING PROPOSALS FOR AREA (COUNCIL MEMO NO. 83 AND HRA MEMO NO. 46) Community Development Director Stark asked for direction on what the City Council and HRA have in mind for the future of the Cedar Point II area. The City Council consensus was for upscale or market rate housing. Council Member/Chair Sandahl and Commissioner Rubenstein stated that they are not opposed to senior housing but do not want all senior housing. Council Member Fitzhenry stated he would like to see two and three bedroom apartments with a mix of upscale and affordable housing. ADJOURNMENT The meeting was adjourned by unanimous consent at 6:57 p.m. Date Approved: November 18, 2013. Suzanne M. Sandahl Chair Cheryl Krumholz Steven L. Devich Executive Coordinator Executive Director HOUSING AND REDEVELOPMENT AUTHORITY MEETING MINUTES gee*eed Richfield, Minnesota Regular Meeting October 21 , 2013 CALL TO ORDER The meeting was called to order by Vice Chair Quam at 7:00 p.m. ROLL CALL HRA Members Steven J. Quam, HRA Vice Chair; Doris Rubenstein; David Gepner; and Present: Debbie Goettel HRA Members Sue Sandahl, HRA Chair Absent: Staff Present: Karen Barton, Acting Executive Director; Chris Regis, Finance Manager; and Nancy Gibbs, City Clerk. Item #1 APPROVAL OF MINUTES OF THE (1) SPECIAL HRA WORKSESSION OF SEPTEMBER 16, 2013; AND (2) REGULAR HRA MEETING OF SEPTEMBER 16, 2013. M/Gepner, S/Rubenstein to approve the minutes. Motion carried 4-0. Item #2 HRA APPROVAL OF AGENDA M/Goettel, S/Rubenstein to approve the agenda. Motion carried 4-0. Item #3 CONSIDERATION OF THE TRANSFER OF ASSETS TO REIMBURSE THE CITY AIRPORT NOISE ACQUISITION FUND AND THE HRA DEVELOPMENT FUND FOR THE PURCHASE OF TWO PROPERTIES AS PART OF THE RICHFIELD PARKWAY PHASE II PROJECT S.R. NO. 47 Finance Manager Regis presented HRA Staff Report no. 47. HRA Meeting -2- October 21,2013 M/Gepner, S/Rubenstein to approve the transfer of assets to reimburse the City Airport Noise Acquisition Fund and the HRA Development Fund for the purchase of two properties as part of the Richfield Parkway Phase II Proiect. Motion carried 4-0. Item #4 PUBLIC HEARING AND CONSIDERATION OF A RESOLUTION AUTHORIZING THE SALE OF 7035 FIFTH AVENUE TO ENDRES CUSTOM HOMES AND A CONTRACT FOR PRIVATE DEVELOPMENT WITH ENDRES CUSTOM HOMES FOR THE CONSTRUCTION OF A SINGLE FAMILY HOME UNDER THE RICHFIELD REDISCOVERED PROGRAM S.R. NO. 48 Acting Executive Director Barton presented HRA Staff Report No. 48. stated he was disappointed Elliott, 6720 Oliver Avenue, sta pp ointed with Endres Homes that both homes on the agenda tonight that they are building are going to be identical. Mr. Elliott stated he endorses building new homes in Richfield but wishes the builder was more diverse with their style. M/Goettel, S/Gepner to close the public hearing. Motion carried 4-0. M/Goettel, S/Rubenstein that the following resolution be adopted and that it be made part of these minutes and to approve a contract for private development with Endres Custom Homes for the construction of a single family home under the Richfield Rediscovered Program: HRA RESOLUTION NO. 1165 RESOLUTION AUTHORIZING THE SALE OF REAL PROPERTY LOCATED AT 7035 5TH AVENUE TO ENDRES CUSTOM HOMES, INC Motion carried 4-0. This resolution appears as HRA Resolution No. 1165. Item #5 PUBLIC HEARING AND CONSIDERATION OF A RESOLUTION AUTHORIZING THE SALE OF 6812-14TH AVENUE TO ENDRES CUSTOM HOMES AND A CONTRACT FOR PRIVATE DEVELOPMENT WITH ENDRES CUSTOM HOMES FOR THE CONSTRUCTION OF A SINGLE FAMILY HOME UNDER THE RICHFIELD REDISCOVERED PROGRAM S.R. NO. 49 Acting Executive Director Barton presented HRA Staff Report No. 49. Dustin Endres, owner of Endres Custom Homes, was available for questions. HRA Commissioner Goettel asked about the mirroring of these two homes. Mr. Endres responded that they are the same home, however, they are several blocks apart, they will be painted different colors and there will be other variations in design. M/Rubenstein, S/Gepner to close the public hearing. Motion carried 4-0. HRA Meeting -3- October 21,2013 M/Rubenstein, S/Goettel that the following resolution be adopted and that it be made part of these minutes and to approve a contract for private development with Endres Custom Homes for the construction of a single family home under the Richfield Rediscovered Program: HRA RESOLUTION NO. 1166 RESOLUTION AUTHORIZING THE SALE OF REAL PROPERTY LOCATED AT 6812 14TH AVENUE TO ENDRES CUSTOM HOMES, INC Motion carried 4-0. This resolution appears as HRA Resolution No. 1166. Item #6 PUBLIC HEARING AND CONSIDERATION OF A RESOLUTION AUTHORIZING THE SALE OF 7427 PILLSBURY AVENUE TO BRANDL/ANDERSON HOMES INC. AND A CONTRACT FOR PRIVATE DEVELOPMENT WITH BRANDL/ANDERSON HOMES INC. FOR THE CONSTRUCTION OF A SINGLE FAMILY HOME UNDER THE RICHFIELD REDISCOVERED PROGRAM S.R. NO. 50 Acting Executive Director Barton presented HRA Staff Report No. 50. Scott Ervin, Brandl/Anderson Homes, was available for questions. Scott and Nicole Zeltinger, property owners and current Richfield residents, stated they are happy to be able to build a home in Richfield. M/Rubenstein, S/Gepner to close the public hearing. Motion carried 4-0. M/Goettel, S/Rubenstein that the following resolution be adopted and that it be made part of these minutes and to approve a contract for private development with Brandl/Anderson Homes Inc. for the construction of a single family home under the Richfield Rediscovered: HRA RESOLUTION NO. 1167 RESOLUTION AUTHORIZING THE SALE OF REAL PROPERTY LOCATED AT 7427 PILLSBURY AVENUE TO BRANDL/ANDERSON HOMES, INC Motion carried 4-0. This resolution appears as HRA Resolution No. 1167. Item #7 HRA DISCUSSION ITEMS HRA Commissioner Goettel inquired as to how many lots are still available through the Richfield Rediscovered Program. Acting Executive Director Barton responded that 3 lots are still available. She further stated that the program allows for a $50,000 credit to buy a home, take that home down, and rebuild on the land. HRA Vice Chair Quam expressed appreciation to his fellow HRA commissioners and City staff. He stated that he has served as Mayor, Planning Commission member, and now an HRA commissioner. HRA Vice Chair Quam continued that nobody should underestimate Richfield's potential because this is a great community. HRA Meeting -4- October 21,2013 HRA Commissioner Goettel thanked HRA Vice Chair Quam for his service on the HRA. She stated that he questioned many things and because of that better decisions were made. Item #8 EXECUTIVE DIRECTOR REPORT None. Item #9 CLAIMS AND PAYROLL M/Goettel, S/Gepner that the following claims and payrolls be approved: U.S. BANK 10/21/13 Section 8 Checks: 124029 - 124143 $ 175,913.68 HRA Checks: 31857 - 31874 $ 58,194.93 TOTAL $ 234,108.61 Motion carried 4-0. ADJOURNMENT The meeting was adjourned by unanimous consent at 7:31 p.m. Date Approved: November 18, 2013 Steven J. Quam HRA Vice Chair Nancy Gibbs Karen Barton City Clerk Acting Executive Director AGENDA ITEM#: 4A REPORT#: 51 STAFF REPORT �ti- ' HOUSING AND REDEVELOPMENT AUTHORITY MEETING NOVEMBER 18, 2013 REPORT PREPARED BY: CHRIS REGIS, FINANCE MANAGER NAME,TITLE REPORT PRESENTER: STEVEN L. DEVICH,EXEC. DIRECTOR NAME,TITLE DEPARTMENT DIRECTOR REVIEW: IIU 10 REVIEWED BY EXECUTIVE DIRECTOR: rJ / ITEM FOR HRA CONSIDERATION: Consideration of a transfer of assets to close out the Interstate-Lyndale-Nicollet Capital Project Fund and the Interstate-Lyndale-Nicollet Tax Increment Fund. I. RECOMMENDED ACTION: By Motion: Approve the transfer of assets to close out the Interstate- Lyndale-Nicollet Capital Project Fund and the Interstate-Lyndale- Nicollet Tax Increment Fund. V II. EXECUTIVE SUMMARY The Interstate-Lyndale-Nicollet (ILN) Capital Project Fund and the Interstate- Lyndale-Nicollet (ILN) Tax Increment Fund were part of the Interstate-Lyndale- Nicollet (ILN) Tax Increment Financing (TIF) District. The ILN TIF District is a commercial redevelopment project established in 1987 that comprises the Shops at Lyndale and the Meridian Crossings redevelopments located at 1-494 and Lyndale Avenue. The ILN TIF District was decertified as of December 31, 2012 and all properties within the district are now on the tax rolls at full value. 111813 Final ILN Close Even though the district was decertified as of December 31, 2012, there was some residual activity in 2013 within the district. There was a parcel of land that the HRA owned that was in the process of being sold to a private party that wasn't complete until 2013. In addition, there was an internal loan with the Development Fund that with the completion of the land sale can now be paid. Finally, with the completion of this activity it is necessary to close the remaining two open ILN TIF district funds. III. BASIS OF RECOMMENDATION A. BACKGROUND • None. B. POLICY • The City's and HRA's financial policies do not directly address the closing out of City or HRA Funds. • The City's auditors have recommended that non-budgeted transfers between funds be approved by the City Council or HRA board. C. CRITICAL TIMING ISSUES • None. D. FINANCIAL • The following table reflects the fund to close and the corresponding transfer. Fund Transfer Balance Funding Recipient Amount ILN Capital Project (Non TIF) $ 40,537 ILN Tax Increment $ 40,537 ILN Capital Project (Non TIF) 304,356 Development Fund 304,356 E. LEGAL • N/A IV. ALTERNATIVE RECOMMENDATION(S) • None. V. ATTACHMENTS • None. VI. PRINCIPAL PARTIES EXPECTED AT MEETING • N/A AGENDA ITEM#: 4B REPORT#: 52 STAFF REPORT ol ee/ ''+ �� HOUSING AND REDEVELOPMENT le AUTHORITY MEETING NOVEMBER 18, 2013 REPORT PREPARED BY: JULIE URBAN/KATE AITCHISON,HOUSING SPECIALISTS NAME,TITLE REPORT PRESENTER: KAREN BARTON, ASSISTANT COMMUNITY DEVELOPMENT DIRECTOR NAME,TITLE DEPARTMENT DIRECTOR REVIEW: 1 A: 7 roxprir REVIEWED BY EXECUTIVE DIRECTOR: pi / ide ITEM FOR HRA CONSIDERATION: Consideration of a contract with All Metro Excavating, Inc. for demolition at 7427 Pillsbury Avenue, 6525 15th Avenue and 6416 16th Avenue. I. RECOMMENDED ACTION: By Motion: Approve a contract with All Metro Excavating, Inc. for demolition of structures at 7427 Pillsbury Avenue, 6525 15th Avenue and 6416 16th Avenue. II. EXECUTIVE SUMMARY In 2013, the Housing and Redevelopment Authority (HRA) acquired properties at 7427 Pillsbury Avenue, 6525 15th Avenue and 6416 16th Avenue. The HRA plans to demolish the existing substandard structures and make the lots available for new home construction through the New Home and Richfield Rediscovered Programs. The houses are currently vacant. All Metro Excavating (All Metro) submitted a bid for $10,500 per house. III. BASIS OF RECOMMENDATION 11182013 Demolition of 7427 Pillsbury,6525 15th and 6416 16th.docxxxx A. BACKGROUND • HRA staff solicited bids for demolition from seven companies multiple times. All Metro is the only company who responded to the request. • The houses have been abated for hazardous materials. B. POLICY • The HRA has demonstrated success through its Richfield Rediscovered and New Home Programs in removing obsolete housing in poor condition and developing new housing that meets the needs of today's households. • Historically, the HRA has demolished existing structures prior to selling the properties. C. CRITICAL TIMING ISSUES • To reduce potential risks, holding costs, and negative impacts to the surrounding neighborhood, the houses should be demolished as soon as possible. • The HRA has approved a Contract with Brandt/Anderson Homes for construction of a new home at 7427 Pillsbury Avenue. Demolition of that structure will occur by December 6, 2013 in order to complete the sale of that lot. • The remaining structures will be demolished by January 15, 2014. D. FINANCIAL • All Metro submitted the only bid at $10,500 per house, for a total of $31,500. • There are funds available for demolition in the Housing and Redevelopment Fund. E. LEGAL • Legal counsel drafted the Contract for Demolition IV. ALTERNATIVE RECOMMENDATION(S) • Do not approve the Contract for Demolition. V. ATTACHMENTS • Contract for Demolition VI. PRINCIPAL PARTIES EXPECTED AT MEETING • N/A 4b- CONTRACT FOR DEMOLITION OF 7427 Pillsbury Avenue South, 6525 15th Avenue South, and 6416 16th Avenue South THIS CONTRACT is made and entered into this day of , 2013, by and between All Metro Excavating, Inc. (the "Contractor") and the Housing and Redevelopment Authority in and for the City of Richfield, State of Minnesota (the "HRA") (collectively,the "Parties"), for the demolition of buildings located at 7427 Pillsbury Avenue South, 6525 15th Avenue South, and 6416 16th Avenue South, Richfield, MN 55423. RECITALS WHEREAS, the HRA requires the demolition of buildings at 7427 Pillsbury Avenue South, 6525 15th Avenue South, and 6416 16th Avenue South (the "Work"). WHEREAS, the HRA has awarded the Work to the Contractor; WHEREAS, the Contractor represents that it has the necessary personnel, experience, competence, and legal right to perform the Work; NOW, THEREFORE, in consideration of the mutual obligations of the Parties hereto, each of them does hereby covenant and agree as follows: Section 1. Definitions "Asbestos" means any material containing more than one percent asbestos, which is friable, releasing asbestos fibers into the air, above current levels established by the United States Occupational Safety and Health Administration. "Contract" or "Agreement" means this agreement between the HRA and Contractor for the performance of the Work, together with all exhibits, amendments, or modifications to the Contract. "Destructive Report" means a hazardous materials abatement inventory prepared to assist in establishing the scope of the Work. "Final Completion" means all items of the Work, "punch list items" and site work are completed and Contractor is eligible for Final Payment. "Hazardous Materials" means asbestos, PCBs, petroleum hazardous waste, radioactive material, or any other hazardous materials or hazardous wastes within the meaning of City, State of Minnesota, or Federal definitions of hazardous materials or hazardous waste. "Owner" means the Housing and Redevelopment Authority in and for the City of Richfield, Minnesota. 314396v2 MTN RC125-1 1 1-13 X "Property"means 7427 Pillsbury Avenue South, 6525 15th Avenue South, and 6416 16th Avenue South, Richfield, MN 55423. "Substantial Completion" means the time at which the HRA determines that the Work has progressed to a point where it is sufficiently complete, leaving only minor "punch list" and close out items and other minor site work required to be completed for full payment of the contract price. "Work" means the entire completed demolition, and all other activities to be performed by Contractor on the Property as provided for in the Contract. Section 2. General Requirements 2.1. Rights of the HRA. The HRA reserves the right to reject any or all proposals or parts of proposals, to accept part or all of proposals on the basis of considerations other than lowest cost, and to create a project of lesser or greater expense and reimbursement than described in this Contract. The HRA also reserves the right to cancel the Contract without penalty, if circumstances arise which prevent the HRA from completing the project. In the event of any conflict between the General Conditions and this Contract, this Contract shall control. 2.2. Interest of Members of City or HRA. The Contractor agrees that no member of the governing body, officer, employee, or agent of the City or the HRA shall have any interest, financial or otherwise, direct or indirect, in the Contract. 2.3. Equal Opportunity Statement. Contractor agrees to comply with the provisions of all applicable federal, state, and City of Richfield statutes, ordinances, and regulations pertaining to civil rights and nondiscrimination including without limitation Minnesota Statutes, Section 181.59 as amended, incorporated herein by reference. 2.4. Transfer of Interest. The Contractor shall not assign any interest in the Contract, and shall not transfer any interest in the same either by assignment or novation, without the prior written approval of the HRA, provided, however, that claims for money due or to income due to the Contractor may be assigned to a bank, trust company, or other financial institution, or to a Trustee in Bankruptcy without such approval. Notice of any such assignment or transfer shall be furnished to the HRA. Notwithstanding the foregoing, Contractor shall be entitled to use subcontractors to perform the Work. 2.5. Independent Contractor. Nothing contained in this agreement is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. The Contractor shall at all times remain an independent contractor with respect to the services to be performed under this agreement. The HRA shall be exempt from payment of all Unemployment Compensation, FICA, retirement, life and/or medical insurance and Workers Compensation Insurance as the Contractor is an independent contractor. 314396v2 MTN RC125-1 2 1-1D3 2.6. Hold Harmless. The Contractor agrees to defend, indemnify and hold harmless the HRA and the City , its officers and employees, from any liabilities, claims, damages, costs, judgments, and expenses, including attorney's fees, resulting directly or indirectly from an act or omission of the contractor, its employees, its agents, or employees of subcontractors, in the performance of the services provided by this contract or by reason of the failure of the contractor to fully perform, in any respect, all of its obligations under this Contract. 2.7. Accounting Standards. The Contractor agrees to maintain the necessary source documentation and enforce sufficient internal controls as dictated by normally accepted accounting practices to properly account for expenses incurred under this contract. 2.8. Retention of Records. The Contractor shall retain all records pertinent to expenditures incurred under this Contract for a period of three years after the resolution of all audit findings. Records for non-expendable property acquired with funds under this contract shall be retained for three years after final disposition of such property. 2.9. Disclosure. The Contractor agrees to comply with the Minnesota Government Data Practices Act, Minnesota Statutes, Chapter 13, and all other applicable state and federal laws relating to data privacy or confidentiality, as those laws may be amended. The Contractor shall immediately report to the HRA any requests from third parties for information relating to this agreement. All data created, collected, received, stored, used, maintained, or disseminated by the Contractor in performing its obligations is subject to the requirements of the Act, and the Contractor must comply with those requirements as if it were a government entity. The HRA agrees to promptly respond to inquiries from the Contractor concerning data requests. The Contractor agrees to hold the City and the HRA, its officers, department heads and employees harmless from any claims resulting from the Contractor's failure to disclose data maintained by the Contractor and authorized for release by the HRA, and from Contractor's unlawful disclosure or use of data protected under state and federal laws. Section 3. Contract Price 3.1. Upon compliance with all the requirements of this Contract, Contractor shall be paid the Contract Price of$31,500,pursuant to Section 28 of this Contract. Section 4. Project Schedule 4.1. Contractor shall commence the Work after contract execution and Substantial Completion of the Work on 7427 Pillsbury Avenue South shall be achieved no later than December 6, 2013 and Completion of the Work on 6525 15th and 6416 16th shall be achieved no later than January 15, 2014. Section 5. Local Permit Requirements and Related Submittals 314396v2 MTN RC125-1 3 L4V) -4 5.1. Contractor shall obtain permits required by the City of Richfield, including a plumbing permit (for water & sanitary sewer disconnects) and a demolition permit. Questions about these permits, permit fees, and the scheduling process for the required inspections should be directed to the Building Inspections Department at the Richfield Municipal Center(612-861-9816). The Owner shall provide evidence of a Destructive Report and subsequent Hazardous Materials Abatement for each property. 5.2. No less than 2 days prior to beginning the Work, the Contractor shall provide: - Description of proposed dust and noise control measures for the Property. 5.3. Upon completion of the Work, Contractor shall provide: - Copies of any permits required by government agencies other than the City of Richfield, such as transport or disposal permits. - Copies of any test results required by government agencies other than the City of Richfield, including but not limited to testing required as part of the asbestos abatement process. - Copies of all landfill records indicating receipt and acceptance of hazardous wastes by a landfill licensed to accept hazardous wastes. Section 6. Job Conditions - General 6.1. Contractor will disconnect and abandon utilities serving the Property, including water, sanitary sewer, electricity, gas and telecommunications; or arrange for disconnection and abandonment of same. Contractor shall not begin work before field- verifying that disconnection and abandonment has been completed. 6.2. Owner shall ensure that the buildings will be vacated and use of the property will be discontinued prior to start of work. 6.3. Owner assumes no responsibility for actual condition of structures to be demolished. Conditions existing at time of inspection for bidding purposes will be maintained by Owner to the extent practicable. Contractor may salvage any and all materials and equipment from the Property. Variations within structures may occur due to removal and salvage operations prior to the start of demolition work. 6.4. This is a lump sum contract. Contractor must immediately contact Owner prior to exceeding the Contract Price set out in Section 3.1. Change orders for additional payment will not be granted due to the Contractor underestimating quantities of material(s). 314396v2 MTN RC125-1 4 L-15 -6 6.5. Contractor shall provide all labor, materials, equipment, employee training, compliance with all regulations, permits, notifications, licenses and agreement necessary to perform the work described in this Contract. 6.6. All materials from undertaking the Work shall become the property and responsibility of the Contractor. 6.7. Contractor may choose to salvage materials and equipment. Any salvaged items must be removed from the Property in a timely manner as they are salvaged. On site storage or sale of salvaged items is prohibited. 6.8. The use of explosives and on site burning by the Contractor are prohibited. 6.9. Contractor shall provide water, electricity, communications and toilet facilities on site as necessary to complete the work. 6.10. Contractor shall provide and maintain uninterrupted vehicular access to the Property, including temporary demolition facilities, storage and work areas, for not only persons and equipment involved in the project but also emergency vehicles. 6.11. Contractor shall keep fire hydrants and water control valves free from obstruction and accessible for use. 6.12. Contractor shall take all necessary safeguards to prevent damage or injury to neighboring property. 6.13. Prior to closing or rerouting existing traffic lanes or sidewalks in any public street easement or right-of-way adjacent to streets, the Contractor shall obtain written permission from the City Engineer. Expenses related to lane closures, including but not limited to traffic barriers, signs and similar equipment as well as traffic control personnel, shall be the responsibility of the Contractor. Section 7. [Left Blank] Section 8. [Left Blank] Section 9. Demolition 9.1 Owner has not conducted any testing to determine the extent of lead based paint. Contractor shall conduct demolition in compliance with any state or federal regulations governing demolition of structures containing lead based paint. 9.2. Contractor shall use water sprinkling, temporary enclosures and other suitable methods to limit dust and dirt rising and scattering in air. Contractor shall comply with any and all governing regulations pertaining to environmental protection. Contractor 314396v2 MTN RC125-1 5 shall not use water when it may create hazardous or objectionable conditions such as flooding or pollution. 9.3. Contractor shall clean adjacent structures and improvements of dust, dirt and debris caused by demolition operations and return adjacent areas to condition existing prior to start of work. 9.4. Contractor shall demolish buildings, other structures, improvements, and landscaping completely and remove all debris from the Property. Contractor may use such methods as required to complete the work subject to the limitations of governing regulations. 9.5. Contractor shall proceed with demolition in a systematic manner, from top of structures to ground, and will complete demolition work above each floor or tier before disturbing supports on lower levels. 9.6. Contractor shall locate demolition equipment throughout the building and remove materials so as to not impose excessive loads to supporting walls, floor or framing. 9.7. Contractor shall provide and maintain interior and exterior shoring, bracing or other structural support to preserve structural stability and prevent movement, settlement or collapse of the building. 9.8. Contractor shall break up any concrete slabs-on-grade and remove from the Property. 9.9. Contractor shall demolish footings, foundation walls, tunnels and other below- grade structures and remove from the Property. 9.10 Contractor shall coordinate with well abandonment company, as identified by the City,to abandon wells. Section 10. Debris Control 10.1. Contractor shall maintain the Property free of extraneous debris. 10.2. Contractor shall prohibit overloading of trucks to prevent spillage on access and haul routes. 10.3. Contractor shall maintain a sweeping and clean-up program to prevent deposition, release and disbursal of soils and debris onto paved surfaces. 314396v2 MTN RC125-1 6 LjE-1 Section 11. Disposal 11.1. Contractor shall move from the Property all debris, rubbish and other materials resulting from demolition operations. 11.2. Contractor shall transport materials from the Property and legally dispose of them off-site in accordance with governing regulations. Section 12. Earthwork 12.1. Contractor shall rough grade the Property at 6525 15th Avenue South and 6416 16th Avenue South using clean fill after completing all abatement and demolition activities; taper edges of all excavated areas to minimize slope of 2 to 1, keeping soil disturbance to a minimum. Section 13. Excusable Delays 13.1. The following circumstances, and only these circumstances, will, at the HRA's discretion, be considered legitimate cause for a change in the commencement and/or completion dates specified in Section 4 of this Agreement: a. Material delay -- material delays that are beyond the control of the Contractor, which can be shown to have directly caused the overall late completion. b. Adverse weather and emergency conditions -- weather or emergency conditions that directly affect the scheduling of exterior work over a significant portion of the term of this Agreement. c. Strikes -- Contractors who face union work stoppage in the case where they have to rely on such a work force in order to complete the Work. d. Amendments -- amendments in the original scope of work, which can be reasonably shown to require an extension of the time allowed for completion. e. Other delays —act or neglect of the Owner, or of an employee of either, or of a separate contractor employed by the Owner, or by changes ordered in the Work or by unavoidable casualties or other causes beyond the Contractor's control. Section 14. Change Order 14.1. The HRA shall have the right, within the general scope of the Work and without notice to any surety or sureties of the Contractor, if any, to make changes in the Work, either by altering the nature of the same or by adding to or deducting from it. All changes 314396v2 MTN RC125-1 7 shall, except in the case of emergencies endangering the safety of persons or property, be made by written Change Order. The parties shall determine the effect of any Change Order on the Contract Price and project schedule by mutual agreement. The Contractor shall promptly comply with any and all written Change Orders. No such Change Order shall be deemed to invalidate the remaining terms and conditions contained in the Contract. Section 15. Waiver of Liability 15.1 It is agreed that the Work is undertaken at the sole risk of the Contractor. The Contractor does expressly forever release the HRA and the City of Richfield from any claims, demands, injuries, damage actions, or causes of action whatsoever, arising out of or connected with the Work. Section 16. Indemnification 16.1. Any and all claims that arise or may arise as a consequence of any act or omission on the part of the Contractor, its agents, servants, or employees while engaged in the performance of the Work shall in no way be the obligation or responsibility of the HRA or the City of Richfield. The Contractor shall indemnify, hold harmless, and defend the HRA and the City of Richfield, its commissioners, council members, officers, employees, successors, and assigns against any and all liability, loss, cost, damages, expenses, claims, or actions, including attorney's fees which the HRA and the City of Richfield, its commissioners, council members, officers, or employees may hereinafter incur or be required to pay on account of injury to or death of any person or persons or damage to any property arising out of or by reason of any act or omission of the Contractor, its agents, servants, or employees in the execution, performance, or failure to adequately perform its obligations under this Agreement, whatever the cause of such injuries or damage. Section 17. Insurance 17.1. The Contractor agrees that in order to protect itself, the HRA, and the City of Richfield under the indemnity provisions set forth in Section 16 of this Agreement, it will at all times during the term of this Agreement, maintain, at a minimum, the following insurance policies: a. Workers Compensation Insurance. The Contractor shall maintain worker's compensation insurance in compliance with all applicable statutes including Chapter 176 of the Minnesota Statutes. Such policy shall include Employer's Liability Coverage and at least such amount(s) as are customarily provided in worker's compensation policies issued in Minnesota. Contractor further agrees to require all subcontractors and independent contractors to maintain worker's compensation insurance in compliance with all applicable statutes and to monitor the compliance of 314396v2 MTN RC125-1 8 such subcontractors and independent contractors with the applicable statutes. b. Commercial General Liability Insurance. The Contractor shall maintain Occurrence Based Commercial General Liability Insurance ("CGL"), providing coverage on an "occurrence", rather than on a "claims made" basis, which policy shall include coverage for the Completed Operations Hazard, and which shall also include a Broad Form General Liability Endorsement, ISO number GL 0404, or an equivalent form (or forms), so long as such an equivalent form (or forms) affords coverage which is in all material respects at least as broad. Any equivalent form (or forms) of coverage shall be approved by the HRA. The Contractor agrees to maintain total liability policy limits of at least One Million Dollars ($1,000,000), applying to liability for Bodily Injury, Personal Injury, and Property Damage, which total limits may be satisfied by the limits afforded under its Occurrence Based CGL policy as specified above, or by such policy in combination with the limits afforded by an Umbrella Liability Policy (or policies) provided, however, that the coverage afforded under any such Umbrella Liability Policy shall be at least as broad as that afforded by the underlying occurrence based CGL Policy as specified above. c. Automobile Liability Insurance. The Contractor shall maintain automobile liability insurance covering liability for Bodily Injury and Property Damage arising out of the ownership, use, maintenance, or operation of all owned, non-owned, and hired automobiles and other motor vehicles. Such policy shall provide total liability limits for combined Bodily Injury and/or Property Damage in the amount of at least One Million Dollars ($1,000,000) per accident, which total limits may be satisfied by the limits afforded under such policy, or by such policy in combination with the limits afforded by an Umbrella Liability Policy (or policies) provided, however, that the coverage afforded under any such Umbrella Liability Policy shall be at least as broad as that afforded by the underlying automobile liability insurance policy. The HRA and the City of Richfield shall be named as "additional insured" parties with respect to the insurance policies specified in (b) and (c) above. The Contractor shall not commence work until a Certificate of Insurance evidencing all of the insurance policies required above is approved and a written Notice to Proceed is issued by an authorized representative of the HRA. The HRA shall, at any time during the term of this agreement, have the right to require that the Contractor secure any additional insurance, or additional feature to existing insurance, as the HRA may reasonably require for the protection of its interests or those of the public. It is expressly understood that the HRA does not in any way represent that the minimum insurance coverage set forth in this paragraph is sufficient or adequate to protect the interest or liabilities of the Contractor. 314396v2 MTN RC125-1 9 Section 18. Bond 18.1. No payment or performance bonds for the Work shall be required pursuant to Minn. Stat. § 574.26. Section 19. Lien Waiver 19.1. Neither the Contractor nor any subcontractor or other person or entity furnishing labor, equipment, or materials in connection with the Work shall file any mechanic's lien against the HRA's buildings, structures or land or any part thereof, provided that the HRA makes all payments due to Contractor under this Contract. The Contractor shall protect, defend, indemnify, and hold harmless the HRA and the City of Richfield from any and all claims, demands, or actions of whatever nature arising out of work, labor, equipment, or materials furnished by the Contractor or its subcontractors in connection with the Work, provided that the HRA makes all payments due to Contractor under this Contract. Payment of the Contract Price shall not be due until the Contractor has delivered to the HRA lien waivers acceptable to the HRA, which release the HRA from all liens that may arise in connection with the Work. The Contractor shall list on the attached Exhibit A the names of all suppliers and/or subcontractors that will provide materials, services, or labor in connection with the Work. The Contractor will notify the HRA of any changes in this list prior to the commencement of the Work. Section 20. Subcontractors 20.1. Contractor agrees to bind every subcontractor by the terms, conditions, and provisions set forth in the Contract that are applicable to the subcontractor's work, unless otherwise specifically agreed otherwise in writing by the HRA. 20.2. Contractor agrees to pay every subcontractor within 10 days of receipt of payment from the HRA pursuant to Minn. Stat. § 471.425. Section 21. Assignment 21.1. This Contract shall be binding upon the Contractor, its legal representatives, heirs, successors, and assigns. No assignment or attempted assignment of this Contract or any rights hereunder shall be effective unless the written consent of the HRA is first obtained. No such assignment, even if consented to by the HRA, shall relieve the Contractor from liability under this Contract for the performance and completion of the Work in accordance with the Contract. Notwithstanding the foregoing, Contractor shall be entitled to use subcontractors to perform the Work. Section 22. Entire Agreement 22.1. The Contract contains all the terms, conditions, and provisions pertaining to the Work to be completed by the Contractor, there being no other understandings, agreements, or warranties, express or implied. All prior negotiations and dealings 314396v2 MTN RC125-1 10 regarding the subject matter of the Agreement are superseded by and merged into the Contract. Section 23. Applicable Law 23.1. This Contract shall be construed in accordance with and governed by the laws of the state of Minnesota. Section 24. Amendment 24.1. This Contract may be modified or amended only with the written approval of the HRA and the Contractor. Section 25. Construction 25.1. In the event that any one or more of the provisions of this Contract, or any application thereof, shall be found to be invalid, illegal, or otherwise unenforceable, the validity, legality, and enforceability of the remaining provisions or any application thereof shall not in any way be affected or impaired thereby. Section 26. Authority 26.1. Each of the undersigned parties warrants that it has the full authority to execute this Contract, and each individual signing this Contract on behalf of a corporation hereby warrants that he or she has full authority to sign on behalf of the corporation and that he or she represents and binds such corporation thereby. Section 27. Waiver 27.1. No failure by the HRA to insist upon the strict performance of any covenant, duty, agreement, or condition contained in this Agreement or to exercise any right or remedy consequent upon a breach thereof shall constitute a waiver of any such breach or any other covenant, agreement, term, or condition, nor does it imply that such covenant, agreement, term, or condition may be waived again. Section 28. Payments to Contractor and Completion 28.1. The Contractor shall be paid upon completion of the Work in accordance with the payment schedule of the HRA, if any, and this section. 28.2. Application for Payment. Prior to receiving payment for Substantial Completion of the Work, the Contractor shall in writing state that the respective portion of the Work has been substantially completed and is free and clear of all liens as provided in this Contract. Upon Substantial Completion and inspection and verification by the HRA, the payment for that portion of the Work shall be made. 314396v2 MTN RC125-1 11 Final payment shall be made when Contractor certifies that Final Completion has been achieved and verified by the HRA. IN WITNESS WHEREOF, the parties have caused this Contract to be duly executed in their names and behalves and on or as of the date and year first above written. THE HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF RICHFIELD By Suzanne M. Sandahl Its Chairperson By Steven L. Devich Its Executive Director 314396v2 MTN RC125-1 12 CONTRACTOR By Its By Its THIS INSTRUMENT DRAFTED BY: Richfield Housing and Redevelopment Authority in and for the City of Richfield 6700 Portland Avenue South Richfield, MN 55402 (612) 861-9760 . • 314396v2 MTN RC125-1 13 EXHIBIT A LIST OF SUPPLIERS AND SUBCONTRACTORS 314396v2 MTN RC125-1 A-1 AGENDA ITEM#: 5 REPORT#: 53 STAFF REPORT c z HOUSING AND REDEVELOPMENT AUTHORITY MEETING NOVEMBER 18, 2013 REPORT PREPARED BY: KAREN BARTON, ASSISTANT COMMUNITY DEVELOPMENT DIRECTOR NAME,TITLE REPORT PRESENTER: KAREN BARTON, ASSISTANT COMMUNITY DEVELOPMENT DIRECTOR NAME,TITLE DEPARTMENT DIRECTOR REVIEW: E__ tt r Afr REVIEWED BY EXECUTIVE DIRECTOR: E ITEM FOR HRA CONSIDERATION: Consideration of an amendment to the Contract for Private Development between the Housing and Redevelopment Authority and Woodlake Richfield Apartments, LLC (a.k.a. Lyndale Plaza Apartments). I. RECOMMENDED ACTION: By Motion: 1) Approve the amendment to Contract for Private Development between the Richfield Housing and Redevelopment Authority and Woodlake Richfield Apartments, LLC, subject to Housing and Redevelopment Authority Attorney approval; and 2) Authorize the Housing and Redevelopment Authority Chair and Executive Director to execute the document. II. EXECUTIVE SUMMARY On August 15, 2011 the Richfield Housing and Redevelopment Authority (HRA) approved a contract for private development with Woodlake Richfield Apartments, LLC (a.k.a. Lyndale Plaza) and approved the issuance of its Tax Increment Limited Revenue Note, Series 2011A. The project was completed and a Certificate of Occupancy issued in November 2012. 11182013 Woodlake Plaza Amendment to Contract for Private Development In October 2011, the City issued conduit bonds on behalf of Woodlake Richfield Apartments. Woodlake Richfield Apartments is seeking to refund the bonds through Housing Urban Development (HUD) refinancing to secure lower debt service. The amendment to the Contract for Private Development will allow for the refunding of the note and subordinate the HRA's interest to HUD. The HRA's "interest" in the property that the HRA would be subordinating is the Development Agreement itself and the terms contained therein. Among other things, these terms include a requirement that 20% of the units be kept affordable, that the developer constructs and maintains the property and that they continue to pay real estate taxes. III. BASIS OF RECOMMENDATION A. BACKGROUND • The HRA approved a Contract for Private Development with Woodlake Richfield Apartments LLC and approved the issuance of its Tax Increment Limited Revenue Note, Series 201IA on August 15, 2011. • The project was completed and a Certificate of Occupancy was issued in November 2012. • The City issued conduit bonds for Woodlake Richfield Apartments LLC in October 2011. • Woodlake Richfield Apartments LLC is seeking to refund the bonds through HUD refinancing to secure lower debt service. • Section 7.3 of the Contract for Private Development allows for subordination of the HRA's interest: o 7.3. Modification; Subordination. In order to facilitate the Developer obtaining financing for the development of the Minimum Improvements, the Authority agrees to subordinate its rights under this Agreement to the Holder of any Mortgage securing construction or permanent financing, under terms and conditions reasonably acceptable to the Authority. Notwithstanding the foregoing, the Authority will approve any such subordination request in substantially the form of the agreement attached as Schedule G; and the Executive Director and Board Chair may execute any such agreement on behalf of the Authority without further action of the Board. • The HRA previously subordinated its interests in the contract for private development to Wells Fargo, the bank that provided the letter of credit which secured the conduit bonds. • Because HUD requires use of their forms, the HRA must approve an amendment to the contract for private development to allow for the refunding of the bonds and subordination of the HRA's interest to a new lender. • HRA will reserve its right to collect $85,000 in tax increment revenues to reimburse it for land it conveyed to Woodlake Richfield Apartments for the project. B. POLICY • The HRA acts to secure its interests. C. CRITICAL TIMING ISSUES • The HUD closing is scheduled for December 16, 2013. D. FINANCIAL • The HRA's interests are currently secured in second position on the title. • The proposed amendment will retain the HRA's position on the title, subordinate to the HUD financing. E. LEGAL • The HRA attorney has reviewed the Amendment to Contract for Private Development. IV. ALTERNATIVE RECOMMENDATION(S) • Do not approve the Amendment to the Contract for Private Development. V. ATTACHMENTS • Draft Amendment to Contract for Private Development VI. PRINCIPAL PARTIES EXPECTED AT MEETING • HRA attorney 5- I AMENDMENT TO _ CONTRACT FOR PRIVATE BEVEL := -'<-' NT This AMENDMENT TO CONTRACT FOR PRIV P EVEL• ::<:; NT is made as of December 1, 2013, by the HOUSING AND RE P OPMENT A► RITY IN AND FOR THE CITY OF RICHFIELD, MINNESOT. :.''public body corpora .: :_ • politic under the laws of the State of Minnesota (the s ority"), a• :__..WOODLA ICHFIELD APARTMENTS, LLC, a Minnesota limited liabi omp. orrower"). WHEREAS, Borrower has '.ained finan from Oak Grove Commercial Mortgage, LLC (the "Lender") for fit of tip. ..ect known as Lyndale Plaza Apartments (the "Project"), which loa se a Mu ∎ily Mortgage, Assignment of Leases and Rents, Security Agreemen q d Fix _._'ng ing the original principal amount of$ urity Ins e► +a • l ecember 1, 2013, and being filed contemporaneou e ' the o the Coun`-`Recorder of Hennepin County, Minnesota (the "R- and i sured b e United States Department of Housing and Urban Developme UD"); WHE t AS, Bo tered into that certain Contract for Private Develop► epte 1, 2011 (the d evelopment Contract"), a memorandum of whic . 2011 in the office of the Hennepin County Recorder as Dot t No.A9703 • ' AS, HUD uires as a condition of its insuring Lender's financing to the Project, th. •e Develop ::_:_nt Contract be subordinated to the lien, covenants, and enforcement o Secur':= ='strument; and WHEREA uthority has agreed to subordinate the Development Contract to the lien of the Mortgage L an in accordance with the terms of this Amendment. NOW, THEREFORE, in consideration of the foregoing and for other consideration the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: (a) In the event of any conflict between any provision contained elsewhere in the Development Contract and any provision contained in this Amendment, the provisions contained in this Amendment shall govern and be controlling in all respects as set forth more fully herein. (b) The following terms shall have the following definitions: "Code"means the Internal Revenue Code of 1986, as amended. "HUD"means the United States Department of Housing and Urban Development. "HUD Regulatory Agreement" means the Regulatory Agreement between Borrower and HUD with respect to the Project, as the same may be supplemented, amended or modified from time to time. "Lender"means Oak Grove Commercial Mortgage, LLC, its successors and assigns. "Mortgage Loan" means the mortgage loan made by Lender to a orrower pursuant to the Mortgage Loan Documents with respect to the Project. "Mortgage Loan Documents" means the Security ume` e HUD Regulatory Agreement and all other documents required by .. or Lender .;;,::onnection with the Mortgage Loan. "National Housing Act"means the National l l :••g Act of ' 4, as amende• "Program Obligations"has the meaning set forth in ty Instrument. "Residual Receipts"has the meaning a in the H -:ulatory Agreement. "Security Instrument"means the mortga or de- t fro .rrower in favor of Lender, as the same may be suppl-.__• 4, amen. ±r • "Surplus Cash"has f aning ified in UD Regulatory Agreement. (c) No nding _ .i in th a:evelopment Contract to the contrary, the provisions hereof are s - e Mortgage Loan Documents, including without 1 !e Sew nstrumen, . ii) Program Obligations (the Mortgage Loan Docu o .-. an• • .m 4 ations are collectively referred to herein as the "HUD Rea ents"). Bor co is that it will not take or permit any action that would resu violation of t' ode, '" Requirements or Development Contract. In the event of any ct 'ct between th ': ovisio s of the Development Contract and the provisions of the HUD Req _ . ,ents, HUD 11 be and remains entitled to enforce the HUD Requirements. Notwithstan e fore!!;:-:2-1, nothing herein limits the Authority's ability to enforce the terms of the D Contract, provided such terms do not conflict with statutory provisions of the 1 Housing Act or the regulations related thereto. The Borrower represents and warran`' that to the best of Borrower's knowledge the Development Contract impose no terms or requirements that conflict with the National Housing Act and related regulations. (d) In the event of foreclosure (or deed in lieu of foreclosure), the Development Contract (including without limitation, any and all land use covenants and/or restrictions contained herein) shall automatically terminate. (e) Borrower and the Authority acknowledge that Borrower's failure to comply with the covenants provided in the Development Contract does not and shall not serve as a 2 (3 basis for default under the HUD Requirements, unless a default also arises under the HUD Requirements. (f) In enforcing the Development Contract the Authority will not file any claim against the Project, the Mortgage Loan proceeds, any reserve or deposit required by HUD in connection with the Security Instrument or HUD Regulatory Agreement, or the rents or other income from the property other than a claim against: i. Available surplus cash, if the Borrower is a for-profit entity; ii. Available distributions of surplus cash and residual receipts authorized for release by HUD, if the Borrower is a limited distrib.__ _ _:_∎ entity; or iii. Available residual receipts authorized by H 11 e e Borrower is a non-profit entity. (g) For so long as the Mortgage Loan is , nding, Bo and the Authority shall not further amend the Development Contr `ith the exception lerical errors or administrative correction of non-substantive m , without HUD's prior , consent. (h) Subject to the HUD Regulatory -em e Authority may require the Borrower to indemnify and hold the Authority h -'rom all loss, cost, damage and expense arising from any claim or . 'ng institut inst the Authority relating to the subordination and covenants set fort . , tract, provided, however, that Borrower's obligation to indemnify a ho .uthori .rmless shall be limited to available surplus cash and/or residual rec _,s of t, ,er. 1p '..ture P a ollow i 3 HOUSING AND REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF RICHFIELD, MINNESOTA By: Its: Chair By: Its Executi ..... tor STATE OF MINNESOTA ) ) COUNTY OF HENNEPIN ) The foregoing instrument was ack • ted before ( i n• s day of , 2013, by he Chair k ;>q e Housing and Redevelopment Authority in and for the City of Rich d, ota, a c body corporate and politic under the laws of the State of Minnesota,:-: beha ,. am k' - Public STATE ' IOTA CO k OF HE ) The fore:°<_::... instrument acknowledged before me this day of , 2013, by , the Executive Director of the Housing and Redevelopmen hors ;:_ nd for the City of Richfield, Minnesota, a public body corporate and politic under the State of Minnesota, on behalf of the same. Notary Public 4 5-q WOODLAKE RICHFIELD APARTMENTS, LLC By: Michael J. Swenson Its: Chief Manager STATE OF MINNESOTA ) COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me t ; day of , 20 , by Michael J. Swenson, the Chief Manager c oo' =` Richfield Apartments, LLC, a Minnesota limited liability company, on beha_,_:_;::,_:.said compa Not a'ublic 5 EXHIBIT A DESCRIPTION OF THE LAND The real property located in Hennepin County, Minnesota, and legally described as follows: Lot 1,Block 1,The Plaza on Lyndale, Hennepin County, Minnesota THIS DOCUMEN ` =:`_`>=' DRAFTED BY Oppenheimer Wolff&Donnelly LLP (KCR) Campbell Mithun Tower—Suite 2000 222 South Ninth Street Minneapolis,Minnesota 55402-3338 (612) 607-7000 3036879 v.1