Loading...
CR 2013-072 Corridor of Opportunity Challenge Fund Redevelopment Agreement for 8th Aveenue Corridor ProjectCity of Itopkinb July 16, 2013 Council Report 2013-072 CORRIDORS OF OPPORTUNITY CHALLENGE FUND REDEVELOPMENT AGREEMENT FOR Stn AVENUE CORRIDOR PROJECT Proposed Action Staff recommends adoption of the following motion: authorize staff to execute the Corridors of Opportunity Challenge Fund Redevelopment Agreement for 8th Avenue Corridor project. With this action, the agreement with the Hennepin County HRA will be executed and staff will begin negotiations with the owner of property within the 8th Avenue corridor. Overview In April of 2012, the City of Hopkins submitted an application to the Hennepin County Housing and Redevelopment Authority Corridors of Opportunity Challenge Fund for property acquisition and site clearance for a public parking facility. The purpose is to create parking that will support redevelopment of downtown Hopkins and transit - oriented development along 8th Avenue between downtown Hopkins and transit services on Excelsior Boulevard. The City has developed a concept of a parking structure that would include the Snyder property at 15 - 9th Avenue North and the City of Hopkins parking lot #700. The funds available through this contract would be used for the acquisition of the Snyder property and/or other land as approved by the HCHRA. The $400,000 awarded under the agreement must be used for acquisition of property and site preparation by June 30, 2014. Under the agreement the City would be required to construct at least 200 parking spaces utilizing the land acquired with the funds, as well as complete improvements to 8th Avenue utilizing TOD and complete streets principles by December 31, 2018. Primary Issues to Consider The terms of the agreement have been negotiated, and only minor modifications can be made at this point. To minimize any risk to the City, staff is recommending that the City secure an option to purchase the Snyder property while attempting to secure a joint development partner to help pay the cost of constructing a parking structure on the site. Supporting Information • Corridors of Opportunity Challenge Fund Redevelopment Agreement for 8" AverluceCors.etor Proiech -7 KGrsten Ely6rum ` Director Planning & Development Hennepin County Contract No. A120657 CORRIDORS OF OPPORTUNITY CHALLENGE FUND REDEVELOPMENT AGREEMENT FOR 8th AVENUE CORRIDOR PROJECT This Agreement is dated , 2013 and is between the County of Hennepin, State of Minnesota ("COUNTY"), A-2300 Government Center, Minneapolis, MN 55487, Hennepin County Housing and Redevelopment Authority, ("HCHRA"), 701 Fourth Avenue South, Suite 400, Minneapolis, MN 55415, and the City of Hopkins, a Minnesota municipal corporation ("CITY"), 1010 1St Street South, Hopkins, Minnesota, 55343. WHEREAS, by Resolution No. 2008-042, CITY approved a redevelopment plan for the Project area ("Plan"); and WHEREAS, on April 3, 2012, CITY submitted an application ("Application") to the HCHRA Corridors of Opportuniri Challenge Fund ("Challenge Fund") Program for monetary assistance in completion of the 8 Avenue Corridor Project (the "Project"); consisting of property acquisition and site clearance for future construction of a public parking facility to support redevelopment of downtown Hopkins and transit -oriented development of the 8th Avenue South corridor between downtown Hopkins and transit service on Excelsior Boulevard and the existing regional bike and pedestrian trail south of Excelsior Boulevard; and WHEREAS, when used in this Agreement, the word "Project" shall mean and refer to completion of the Eligible Activities described in Attachment A, completion of the STREET IMPROVEMENTS defined in Paragraph 5a. and construction of the PARKING FACILITY defined in Paragraph 5b., collectively. WHEREAS, the Project fits within the goals of a multijurisdictional reinvestment program authorized under Minnesota Statutes §383B.79 ("Program"); and WHEREAS, the HCHRA has the authority to participate in the Project pursuant to Minnesota Statutes §§383B.79 and 469.001 to 469.047 and other applicable law; and WHEREAS, the COUNTY has the authority to contribute to the Project pursuant to Minnesota Statutes §§383B.79 and 469.041 and other applicable law; and WHEREAS, by Resolution No. 12-HCHRA-0014S 1 the HCHRA authorized an award of $400,000 to CITY (the "Grant") for the Project; and WHEREAS, the COUNTY has included the Project in its capital improvement plan; and WHEREAS, the parties are authorized to enter into this agreement pursuant to Minnesota Statutes §§383B.79 and other applicable law; and Hopcivil\RedevelopmentAgreementHennCtyCorridors.7.9.13 WHEREAS, the HCHRA wishes to contract with the CITY for completion of eligible activities ("Eligible Activities"), more fully described in Attachment A. The Parties agree as follows: 1. Term and Amount of the Agreement. The CITY acknowledges, in order to be eligible for payment of the Grant, the Eligible Activities for the Project must be completed by January 31, 2014. The COUNTY agrees to contribute, through the HCHRA, an amount not to exceed $400,000 to CITY for payment or reimbursement of the Eligible Activities. CITY qualifies for payment for only those Eligible Activities commenced after the date in the first paragraph of this Agreement. 2. Use of Funds. CITY shall use all funds received under this Agreement for completion of the Eligible Activities in accordance with the Application submitted by CITY to the HCHRA. CITY shall be solely responsible for securing all additional funds needed for completion of the Eligible Activities and the Project. 3. Payment. Payment shall be made directly to the CITY or CITY's escrow agent upon the presentation of a claim in the manner provided by law governing the COUNTY's payment of claims and/or invoices. CITY shall submit timely invoices or proof of payment for construction related expenses on a form which may be furnished by the COUNTY or HCHRA. Proof of payment shall include copies of checks and lien waivers. Payment shall be made within forty-five (45) days from receipt of the invoice. 4. Independent Contractor. CITY shall select the means, method, and manner of performing the services. Nothing is intended or should be construed as creating or establishing the relationship of co-partners between the parties or as constituting CITY as the agent, representative, or employee of the COUNTY or HCHRA for any purpose. CITY is and shall remain an independent contractor for all services performed under this Agreement. CITY shall secure at its own expense all personnel required in performing services under this Agreement. Any personnel of CITY or other persons while engaged in the performance of any work or services required by CITY will have no contractual relationship with the COUNTY or HCHRA, and will not be considered employees of the COUNTY or HCHRA. The COUNTY or HCHRA shall not be responsible for any claims that arise out of employment or alleged employment under the Minnesota Economic Security Law or the Workers' Compensation Act of the State of Minnesota on behalf of any personnel, including, without limitation, claims of discrimination against CITY, its officers, agents, contractors, or employees. CITY shall defend, indemnify, and hold harmless the COUNTY and HCHRA, their officials, officers, agents, volunteers, and employees from all such claims irrespective of any determination of any pertinent tribunal, agency, board, commission, or court. Such personnel or other persons shall neither require nor be entitled to any compensation, rights, or benefits of any kind from the COUNTY or HCHRA, including, without limitation, tenure rights, medical and hospital care, sick and vacation leave, Workers' Compensation, Re-employment Compensation, disability, severance pay, and retirement benefits. 2 Hopcivil\RedevelopmentAgreementHennCtyCorridors.7.9.13 5. Award Conditions. a. CITY has represented that it will complete improvements to the 8t' Avenue streetscape between Mainstreet and Excelsior Boulevard ("STREET IMPROVEMENTS") utilizing transit -oriented development and Complete Streets principles by December 31, 2018. CITY has represented that it has committed $26,900 in CITY funds toward design and engineering of the STREET IMPROVEMENTS. CITY has represented that it has received a commitment of $125,000 from the Metropolitan Council for design and engineering of the STREET IMPROVEMENTS. CITY must provide a project budget for design, engineering, and construction of the STREET IMPROVEMENTS showing all proposed sources and uses, documentation of funding commitments, including any and all expenditures, prior to requesting payment of HCHRA funds. The City will be in default if it fails to complete the STEET IMPROVEMENTS by December 31, 2018 and will be subject to the termination provision in Section 9.e of this Agreement. b. CITY has represented that it will construct, own, and maintain shared public parking consisting of a minimum of 200 parking stalls ("PARKING FACILITY") on the property acquired with Grant funds. CITY may elect to operate the PARKING FACILITY on an hourly fee basis, leased basis, or free -of -charge to customers, but at no time will more than 25% of the parking stalls be leased to a single entity. CITY has represented that it will complete the PARKING FACILITY on the subject property by December 31, 2018. CITY must provide a project budget for design, engineering, and construction of the PARKING FACILITY showing all proposed sources and uses, documentation of funding commitments, including any and all expenditures, prior to requesting payment of HCHRA funds. The City will be in default if it fails to complete the PARKING FACILITY by said deadline and will be subject to the termination provision in Section 9.e of this Agreement. 6. Data Practices. CITY, its officers, agents, owners, partners, employees, volunteers and subcontractors shall abide by the provisions of the Minnesota Government Data Practices Act, Minnesota Statutes, Chapter 13 (MGDPA), the Health Insurance Portability and Accountability Act and implementing regulations, if applicable, and all other applicable state and federal laws, rules, regulations and orders relating to data privacy or confidentiality. If CITY creates, collects, receives, stores, uses, maintains or disseminates data because it performs functions of the COUNTY or HCHRA pursuant to this Agreement, then CITY must comply with the requirements of the MGDPA as if it were a government entity, and may be held liable under the MGDPA for noncompliance. CITY agrees to defend, indemnify and hold harmless the COUNTY, HCHRA, their officials, officers, agents, employees, and volunteers from any claims resulting from CITY officers', agents', owners', partners', employees', volunteers', assignees' or subcontractors' unlawful disclosure and/or use of such protected data, or other noncompliance with the requirements of this section. CITY agrees to promptly notify the Hopcivil\RedevelopmentAgreementHennCtyCorridors.7.9.13 COUNTY or HCHRA if it becomes aware of any potential claims, or facts giving rise to such claims, under the MGDPA. The terms of this section shall survive the cancellation or termination of this Agreement. 7. Records — Availability/Access. Subject to the requirements of Minnesota Statutes, Section 16C.05, Subd. 5, CITY agrees that the COUNTY, HCHRA, the State Auditor, the Legislative Auditor or any of their authorized representatives, at any time during normal business hours, and as often as they may reasonably deem necessary, shall have access to and the right to examine, audit, excerpt, and transcribe any books, documents, papers, records, etc., which are pertinent to the accounting practices and procedures of CITY and involve transactions relating to this Agreement. CITY shall maintain these materials and allow access during the period of the Agreement and for six (6) years after its termination or cancellation. 8. Merger and Modification. a. It is understood and agreed that the entire Agreement between the parties is contained herein and that this Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter. All items that are referenced or attached are incorporated and made part of this Agreement. If there is a conflict between the terms of the Agreement and referenced or attached items, the terms of this Agreement shall prevail. b. Any alterations, variations, modifications, or waivers of provisions of this Agreement shall only be valid when they have been reduced to writing as an amendment to this Agreement signed by the parties. 9. Termination of Agreement. a. If CITY fails to perform any of the provisions of this Agreement, it shall be in default. Unless CITY's default is excused by the COUNTY or HCHRA, the COUNTY or HCHRA may, upon CITY failure to cure the default within sixty (60) days after written notice to CITY, immediately cancel this Agreement in its entirety. In the event of such cancellation, CITY shall be entitled to payment or reimbursement of costs for Eligible Activities completed up to the effective date of such cancellation, including costs unconditionally incurred but not expended prior to such cancellation. Additionally, failure to comply with the terms of this Agreement shall be just cause for the COUNTY or HCHRA to delay payment until the CITY's compliance. In the event of a decision to withhold payment, the COUNTY or HCHRA shall furnish prior written notice to CITY. b. If the CITY materially changes the STREET IMPROVEMENTS or PARKING FACILITY from those described in paragraph 5 of this Agreement without the prior written approval of HCHRA, the CITY shall be in default. CITY must immediately notify the HCHRA in writing of any material change. Unless CITY's default is excused by the COUNTY or HCHRA, the COUNTY or 4 Hopcivil\RedevelopmentAgreementHennCtyCorridors.7.9.13 HCHRA may, upon CITY failure to cure the default within sixty (60) days after written notice to the CITY, immediately cancel this Agreement in its entirety and the COUNTY or HCHRA at its option, after sixty (60) days prior written notice to CITY, may declare any payments made to the CITY to be due and payable in full. C. The COUNTY or HCHRA's failure to insist upon strict performance of any provision or to exercise any right under this Agreement shall not be deemed a relinquishment or waiver of the same, unless consented to in writing. Such consent shall not constitute a general waiver or relinquishment throughout the entire term of the Agreement. d. This Agreement may be canceled with or without cause by the COUNTY, HCHRA upon thirty (30) days' written notice. In the event of cancellation, CITY shall be entitled to payment or reimbursement of costs for Eligible Activities satisfactorily performed up to the effective date of such cancellation, including costs unconditionally incurred but not expended prior to such cancellation. e. If construction of the STREET IMPROVEMENTS or PARKING FACILITY under this Agreement have not been substantially completed by December 31, 2018, the COUNTY or HCHRA at its option, after one hundred eighty (180) days prior written notice to CITY and failure by the City to substantially complete the STREET IMPROVEMENTS or PARKING FACILITY, may declare any payments made to the CITY to be due and payable in full. 10. Contract Administration. In order to coordinate the services of CITY with the activities of the HCHRA so as to accomplish the purposes of this Agreement, Patricia Fitzgerald, her successor or assigns, shall manage this Agreement on behalf of the HCHRA and serve as liaison between the HCHRA and CITY. 11. Notices. Any notice or demand which must be given or made by a party under this Agreement or any statute or ordinance shall be in writing, and shall be sent registered or certified mail. Notice to the COUNTY shall be sent to the County Administrator at the address given in the opening paragraph of the Agreement. Notice to the HCHRA shall be sent to the Deputy Executive Director at the address stated in the opening paragraph of the Agreement. Notice to CITY shall be sent to the address stated in the opening paragraph of the Agreement to the attention of the Director of Planning and Economic Development. 12. Reporting. CITY must provide an Annual Report, Attachment B, submitted electronically by July 1 of each year throughout the contract term, and also a Final Report at completion of the Project. Attachment B has been provided to CITY electronically as part of this Agreement. 13. Displacement, Relocation, and Acquisition. CITY shall take all reasonable steps to minimize displacement of persons as necessary for implementation of the Activities. CITY shall conduct all such acquisitions in its name, or in the name of another eligible 5 Hopcivil\RedevelopmentAgreementHennCtyCorridors.7.9.13 organization acceptable to the COUNTY and HCHRA, which shall hold title to all real property purchased. CITY shall prepare all notices, appraisals, and documentation required in conducting acquisition under the latest applicable regulations of the Uniform Relocation Assistance and Real Property Acquisition Act of 1970, Section 104(d) of the Housing and Community Development Act of 1992, and provide all relocation notices, counseling, and services. 14. Recognition of Hennepin County. In recognition of HCHRA funding support, CITY agrees to include the Hennepin County logo on project site signage and project website. 15. Assurances that Conditions of Agreement will be Met. At the time of closing on acquisition of the property described in Attachment A ("Property"), CITY shall execute a Promissory Note (the "Note") in the amount of the funds granted by the HCHRA to the CITY. No interest shall be payable on the principal amount of the Note. The Note shall be secured by a mortgage and a declaration recorded against the Property. The forms of the note, mortgages and declaration are, collectively, the "Loan Securing Documents." To the extent that such declaration is ruled or construed to be unenforceable for any reason by any court or arbitrator, CITY must provide substitute security to the HCHRA to equivalent effect and in equivalent amount. CITY further agrees and consents to the filing of the Loan Securing Documents with the government officials or entities as determined by the HCHRA to be appropriate to protect the interest of the HCHRA in the Property. 16. Release of Note and Mortgage. The HCHRA shall release the Note and Mortgage upon completion of the Project including documentation to the HCHRA's satisfaction that all conditions listed in Section 5 have been or will be met. 17. Proof of Property Insurance. CITY shall furnish, within a reasonable time prior to closing on the Property, proof of property insurance as follows: fire and extended coverage insurance with vandalism and malicious mischief and an agreed amount rider and in amounts of not less than the amount of the Grant, public liability and property damage insurance in acceptable limits of coverage, flood insurance, if the premises are in a flood plain, and/or such other forms of insurance that HCHRA may reasonably require. All insurance shall be issued by a company and with coverage acceptable to HCHRA, and endorsed with a standard mortgagee's clause acceptable to HCHRA. 18. Hazardous Waste. The CITY has inspected the Property and has disclosed to HCHRA the existence of hazardous substances, hazardous wastes, pollutants, asbestos or contaminants (as those terms are defined under any Federal, State of Minnesota, or local statute, ordinance, code, or regulation) on the Property as disclosed in the Phase I Environmental Assessment and Hazardous Materials Survey obtained by the CITY. The CITY warrants that it will not allow any other person to deposit, store, dispose of, place, or otherwise locate or allow to be located on or within the Property, any of the above referenced hazardous substances, except such hazardous substances as are ordinary and necessary for the construction or operation of the Property and the PARKING 6 Hopcivil\RedevelopmentAgreementHennCtyCorridors.7.9.13 FACILITY, provided that such use is in accordance with all applicable laws, and that in the event any such hazardous substances are found on or within the Property, the CITY will indemnify the HCHRA as provided in Section 21a. herein. 19. Inspection. The Grant shall be subject to satisfactory inspection of the Property by an authorized representative of HCHRA. After the award closing, CITY and occupant(s) of the premises shall permit HCHRA's representative to make periodic inspections. 20. Expenses. CITY shall be responsible for any expenses it incurs in complying with the terms of the award, including any costs for filing or recording award documents with the appropriate officials and government offices. 21. Indemnification. a. The CITY agrees to defend, indemnify, and hold harmless the HCHRA and COUNTY, their elected officials, officers, agents, and employees (including duly authorized volunteers) from any liability, claims, causes of action, judgments, damages, losses, costs, or expenses, including reasonable attorney's fees, resulting directly or indirectly from any negligent act or omission or willful misconduct of the CITY, its officers, managers, agents, employees (including duly authorized volunteers), or contractors and/or anyone for whose act, omission, they may be liable in the performance of the Activities required by this Agreement, and against all loss by reason of the failure of said CITY to perform fully, in any respect, all obligations under this Agreement. b. The CITY agrees to defend, indemnify, and hold harmless the HCHRA and COUNTY, their officials, officers, agents, and employees (including duly authorized volunteers) from any liability, claims, causes of action, judgments, damages, losses, costs, or expenses, including reasonable attorney's fees, resulting directly or indirectly from any negligent act or omission or willful misconduct of CITY officers, managers, agents, employees (including duly authorized volunteers), or contractors, and/or anyone for whose act, omission, they may be liable in connection with the Project. 22. Insurance. In order to protect the CITY and the HCHRA under the above indemnification provisions, CITY agrees to keep in force or cause its contractors to keep in force at all applicable times during the term of this Agreement and beyond such term when so requested by the HCHRA the following insurance coverages: a. During the performance of construction activities for the PARKING FACILITY, Builders Risk Completed Value nonreporting form of fire, extended coverage vandalism and malicious mischief hazard insurance covering the replacement value of the Premises. 7 Hopcivil\RedevelopmentAgreementHennCtyCorridors.7.9.13 b. Commercial General Liability on an occurrence basis with contractual liability coverage: Limits General Aggregate $2,000,000 Products Completed Operations Aggregate $1,000,000 Personal and Advertising Injury $1,000,000 Each Occurrence — Combined Bodily Injury and Property Damage $1,000,000 c. Worker's compensation and Employer's Liability: Limits (1) Workers' Compensation Statutory (2) Employer's Liability. Bodily injury by: Accident - Each Accident $100,000 Disease - Policy Limit $500,000 Disease - Each Employee $100,000 23. Pre -Disbursal Documentation. Prior to disbursal of any of the Grant, CITY must provide the HCHRA the following documentation: a. Copy of a valid and fully executed purchase agreement or deed for the Premises. b. Copy of the Property appraisal prepared by a certified appraiser and showing the fair market value of the Property. C. Documentation demonstrating that all financing has been approved and secured for the total property acquisition costs. d. Insurance Policy or Binder evidencing the procurement of the procurement of the insurance required pursuant to Sections 17 and 22. e. One copy of a recent survey of the Land prepared by a registered land surveyor dated within 120 days of the Date of Closing describing and showing the Land and the location of the Improvements thereon, disclosing easements (both appurtenant and encumbrances upon the Land, giving appropriate ownership and recording data), encroachments, if any, and disclosing all unsatisfactory survey conditions, if any (the "Survey"). The Survey shall bear a proper surveyor's certificate, including the legal description of the Land, the legal description of all easements both appurtenant and encumbrances and shall state that the survey and certificate run to the benefit of the HCHRA and the title company. The Survey shall specifically show the following matters to the extent possible at the time of the Survey: (i) dimensions and total square footage area of the Land surveyed with acreage designation to three decimal points; and (ii) the location and names of adjoining public roads and streets. 8 Hopcivil\RedevelopmentAgreementHennCtyCorridors.7.9.13 f. Copies of any environmental audits and reports that identify the existence or potential existence of any asbestos, urea -formaldehyde insulation or other toxic or hazardous substances on, about or beneath the surface of the Property. g. Title commitment for loan policy in favor of "Hennepin County Housing and Redevelopment Authority" a public body corporate and politic under the laws of the "State of Minnesota" in the amount of the Loan. h. Mechanic's lien waivers for any work initiated or completed on Property within the previous one hundred twenty (120) days. i. Documentation that all real estate taxes currently due and payable are paid and the Premises is not subject to any pending assessments. j. The Loan Securing Documents, described in Section 15 of this Agreement. k. Copies of any other documentation required by the terms of this Agreement to be provided at closing. THIS PORTION OF PAGE INTENTIONALLY LEFT BLANK 9 Hopcivil\RedevelopmentAgreementHennCtyCorridors.7.9.13 COUNTY BOARD AUTHORIZATION COUNTY OF HENNEPIN STATE OF MINNESOTA Reviewed by the County Attorney's Office By: Chair of Its County Board By: ATTEST: Date: Deputy Clerk of County Board Date: And: Assistant County Administrator -Public Works Date: Recommended for Approval By: Department Director, Housing, Community Works and Transit HENNEPIN COUNTY HOUSING AND REDEVELOPMENT AUTHORITY By: Chair of Its Board I:MIMM"s Deputy Clerk of the County Board Date: By: Executive Director Date: By: Deputy Executive Director 10 Hopeivil\RedevelopmentAgreementHennCtyCorridors.7.9.13 CITY OF HOPKINS By: Its: And: Its: 11 Hopcivil\RedevelopmentAgreementHennCtyConidors.7.9.13 CORRIDORS OF OPPORTUNITY CHALLENGE FUND REDEVELOPMENT AGREEMENT FOR Stn AVENUE CORRIDOR PROJECT ATTACHMENT A Eligible Activities Property acquisition and acquisition -related expenses (closing and other related costs only with prior written permission of HCHRA), demolition, and site clearance of 15 9`h Avenue North, Hopkins, Minnesota, known as the former Snyder Drug site. Total $400,000 12 Hopcivil\RedevelopmentAgreementHennCtyCorridors.7.9.13