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3.0. SR 12-03-1998 o, ard R, Green Oor'npany ULTING ENGINEERS November 30, 1998 File: 800110J-0564 Formerly MSA Consulting Engineers Honorable Mayor and City Council City of Elk River 13065 Orono Parkway P.O. Box 490 Elk River, MN 55330-0490 RE: EAST ELK RIVER ASSESSMENT HEARING Dear Council Members: Attached to this memo is a copy of the presentation I intend to give at Thursday's (December 3, 1998) assessment hearing. Given the limited attendance at the public hearing on September 28, 1998, I plan to give much the same presentation. However, since this is the assessment headng, I will put more emphasis on the sanitary sewer and water cost, the proposed assessments, and the method provided in Chapter 429 for appeal of the assessments, and less emphasis on project history, proposed improvements, and cost for the total project. As with the public headng, it is my intention to have handouts very similar to the one attached to this letter available for the public. At the end of the presentation, I will be prepared to answer City Council questions and/or questions from the public. At the close of the public hearing, I believe the City Attorney will be available to help lead the Council through any objections to the assessment received from the public.' After these are dealt with, it would be appropriate for the City Council to consider the attached draft resolution which adopts the final assessment roll for the improvement. For your reference, I have also included a copy of the final assessment roll. It should be noted that this assessment roll does include portions of the Cargill property. The other item I could have available for Thursday's meeting would be a resolution accepting the bid and authorizing the execution of the contract with S. R. Weidema, Inc. Please review the attached information and provide any comments or additional information you would like me to have available for Thursday's assessment hearing. Sincerely, Howard R. Green Company Terry J. I~'urer, P.E. TJM:tw: Attachments O:~PROJ~00 ! 10j\0564\ 110-3001.no¥.doc 1326 Energy Park Drive · St. Paul, MN 55108 · 612/644-4389 fax 612/644-9446 toll free 888/368-4389 RESOLUTION 98 - A RESOLUTION FOR THE CITY OF ELK RIVER A RESOLUTION ADOPTING FINAL ASSESSMENT ROLL FOR THE EAST ELK RIVER PHASE I IMPROVEMENTS WHEREAS, upon due notice properly made as required by law, the Elk River City Council has met and heard and passed upon all objections to the proposed assessment for the East Elk River Phase I improvement and has determined the amount to be assessed against each individual property as the Council deems just; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Elk River, Minnesota: The final assessment roll, a copy of which is attached hereto and incorporated herein by this reference, is hereby accepted and adopted and shall constitute the special assessment against the land therein named. Each such tract of land in the assessment roll is hereby found to be benefited by the improvement in an amount not less than the amount of the assessment levied against it. o Such assessment shall be payable in equal annual installments, including both principal and interest, amortized in such amount annually as is required to pay the principal with interest at 7.5% over a period of 15 years. o The owner of any property so assessed, may at any time prior to certification to the County Auditor of the assessment or the first installment thereof, pay to the City Treasurer the whole of the assessment on such property, with interest accrued to the date of payment; except that no interest shall be charged if the entire assessment is paid within 30 days after the adoption of this Resolution. Prepayment may also be made after the certification of the assessment or first installment thereof by paying to the City Treasurer/County Auditor the entire amount of the assessment remaining unpaid with interest. In the case of a payment made before November 15, interest will be calculated through December 31 of the year in which payment is made. If payment is made after November 15, interest will be calculated through December 31 of the next succeeding year. The City Administrator shall transmit to the County Auditor a certified duplicate of the attached assessment roll to be extended on the property tax lists of the County. Such assessment shall be collected and paid over in the same manner as other municipal taxes. Passed and adopted this 3rd day of December, 1998. ATTEST: Henry A. Duitsman, Mayor Sandra A. Peine, City Clerk O:\PROJ\800110j\0030\110-2511 .nov.doc Preliminary Assessments August 25, 1998 East Elk River PROJECT ARE~ C ~SESSMENT TYPE RATE note: U~ese rates are from 1997 '~k Sanitary Sewer and Water $6.000 ~u'~ace Water Management Fee (1) $133 68~1ot (1.8 lot/acre) (2) $802.04/acre Reltsma, Stoffel and Sandra 10860 181st Ave NW Elk River. MN 55330 75-002-2100 39.50 4.82 ' 017 34.51 $207,060 Black, Robert and Susan 10976 181st Ave NW NO ASSESSMENT EI,~ River. MN 55330 75-002-2105 0.50 0.00 - HOMESTEAD Hor, mn. Earl H and Lorraine 39 Mare St Elk River. MN 55330 75-002-2200 34.54 6.05 28.49 $170.940 Hchlen, Earl H et al 39 Main St Elk River. MN 55330 75-002-2205 5.46 2.23 3.23 $19.380 Vanclenberg, Robert and Bonita 10811 181st Ave NW Elk River. MN 55330 75-002-2300 40.00 9.68 30.32 $181.920 Vanaent)erg. Robert and Bonita 34.00 10811 181st Ave NVV Elk River. MN 55330 75-002-2400 1.04 * 32.96 $197.760 Vandenberg. Robert and Bonita 10811 181st Ave NW Elk River, MN 55330 75-002-2401 6.00 0.00 6.00 $36.000 Brown. Leroy F and Ruth 10815 175th Ave NW Elk River. MN 55330 75-002.3100 55.95 9.72 4.46 41.77, $250.620 Brown. Lemy F and Ruth 10815 175lh Ave NW Elk River. MN 55330 75-002.3105 25.34 7.94 2.60 14.801 $88.800 t~'~o~de, Joseph P. and Yvonne 73 175th Ave NW NO ASSESSMENT River. MN 55330 75-002.3110 2.00 0.00 - HOMESTEAD Pnce. Thomas N 4810 Magnolia Ln. N Plymouth 55442 75-002-3200 6.17 0.00 6.17 $37.020 Ensminger. Roger and Chnsbne W 9055 Ohland Avenue NE Elk River. MN 55330 75-002-3202 0.70 0.00 0.70 $4,200 k'iaj~ak. Dean A 16260 Yankton St NW Efk River. MN 55330 75-002-3203 1.69 0.00 1.69 $10,140 Brown. Leroy F and Ruth 10815 175th Ave NW E~k, River. MN 55330 75-002-3204 18.11 11.57 6.54 $39.240 Brown. Leroy F anti Ruth 10815 175th Ave NW Elk River, MN 55330 75-002-3300 0.40 0.00 040 $2400 Lundquist. Caryn G 0.87 174-45 Highway 10 Elk River. MN 55330 75-002-3301 0.87 Q00 $5.220 Lunr~qu~st. Chad 174~5 Highway 10 Elk R~ver, MN 55330 75-002-3302 1.22 0.00 1.22 $7.320 Kruse. F and Lundquist. L 17'-45 Highway 10 EIk P, iver, MN 55330 75-002-3303 12.55 0.00 12.55 $75,300 APS F_.nterpnses. LLP A,"~".: Joanna Szurek 3347 167lh Lane NW Andover, MN 55304 75-002-3305 0.97 0.00 0.97 S5,820 APS Enterprises. LLP A.~,n: Joanna Szurek 3347 167th Lane NW A~'~Cover, MN 55304 75-002-3310 2.65 0.00 2.65 $15.900 Dehn. Kenneth F Sr.. Trustee PO Box 325 '~iver. MN 55330 75-002-3315 1.76 Q00 1.76 $10.560 ;r. Jerrold D and Thiry L 17323 Hwy 10 Elk River. MN 55330 75-002-3320 1.37 0.00 1.37 $8.220 Lundquist. Lester L 174.45 Highway 10 E~k River. MN 55330 75-002-3400 2.12 0.00 2.12 $12.720 o:'..oroj~800110j~assess.c.june.98 1 Preliminary Assessments August 25, 1998 East Elk River ,.~e'~n, Kenneth F Sr.. Trustee I PD 50x 325 I Elk River, MN 55330 75-002-3402 1 84 0.00 1.B4 $11.040 L & W Limited Liabili~ Co, 11061 173rd Ave. NW EI~,. ~iver. MN 55330 75-002-3403 1.60 0 00 1.60 $9,600 MajkrzaK, Dean A 75-002-3405 18260 Yankton St NW Elk River. MN 55330 159 0.00 1 59 $9.540 ,-io~len. Earl H et al 39 Main St Elk River, MN 55330 75-003-1101 4.88 1.75 ' 3.13 $18,780 Pnce. Thomas N 4810 Magnolia Ln. N Plvmou~ 55442 75-0034100 072 0.00 0.72 $4.320 Elk River Motel Prop, Inc. 17432 Hwy 10 Elk River, MN 55330 75-003-4401 6.09 3.61 -- 248 $14.880 K~rke~de, Dwight L. and Jane 11230 173rd Ave NW NO ASSESSMENT Elk River, MN 55330 75-010-1101 13.00 9.05 -- - HOMESTEAD Cnarest Contracting & Construction 9879 E. Hwy 10 IEli~ River MN 55330 75-010-4100 2.30 2.30 Eu[I, Roger and Jean 0.00 $0 12380 Eoston SL Elk River, MN 55330 75-011.1100 7.25 000 7,25 $43,500 Eull, Roger and Jean 16880 Boston St. Elk River. MN 55330 75-011-1201 34.92 3.05 3.65 28.22 $169,320 Barrett, Dirk and Jayne 10768 173rd Ave NW NO ASSESSMENT E!k River. MN 55330 75-011-1202 5.51 1.57 0.62 - HOMESTEAD Morrell, Larry and Azlyce ,¢.:1 Line Ave River, MN 55330 75-011-1300 22.00 11.63 10.37 $62,220 . gill. Inc. P.O. Box 5626 Minneapolis, MN 55440 75-011-1401 42.98 8.76 ° 34.22 $205.320! Johnson, Keith P.O. Box 62 Elk River, MN 55330 75-011.2102 1.20 0.15 ' 1 ?*. $6.300 Powell, Scott S 17219 Highway 10 Eli< River, MN 55330 75-011-2105 4.20 0.00 4.20 $25,200 Lo~.ner, Landol J, II 0.66 10983 171st Ave NW NO ASSESSMENT E[K River, MN 55330 75-011-2115 0.00 - HOMESTEAD Powell, Scott S 17219 Highway 10 t Elk River, MN 55330 75-011.2200 3.50 Q00 3.50 $21,000 Snyder, Michael and Cheryl 17119 Highway 10 Elk River. MN 55330 75-011-2205 1.28 0.00 1.28 $7.680 Powell. Scott S ' 17219 Highway 10 .$44.100 Elk River. MN 55330 75-011-2210 10.11 2.76 -- 7.35 P~well, Scott S I;'219 Highway 10 E k R vet, MN 55330 75-011-2215 4.53 0.04 ' 449 $26.940 Kemethese17291 Hwy 10M°tel' Inc 5.90 Elk River. MN 55330 75-011-2220 5 89, 0.99 ' $35.400 Powell. Scott S 1.00 17219 Highway 10 Elk River. MN 55330 75-011-2225 1.00 0.00 $6.0001 P3.,veli, Scott S 17219 Highway 10 $11.280 E!~: River. MN 55330 75-011-2230 1.88 0.00 1.88 5enson, Roland and Shidey 1.40 17;'76 Highway 10 NO ASSESSMENT ~iver. MN 55330 75-011-2235 0.00 - HOMESTEAD ell, Scott S ,, Z19 Highway 10 Elk River. MN 55330 75-011-2240 1.201 0.00 1.20 $7.200 Kemet~ese Motel, Inc 17291 Hwy 10 Elk River, MN 55330 75-011-2245 0.69 0.00 0.69 $4.140 o:~roj't800110j~assess.c.june.98 2 Prelimman/A~sessments East Elk River August 25. 1998 ~t,~r~t-_.. ...... : FqN ;TOTAL ACRESI :. ACRES!::::::: ST~EETROWi::. ROW +:; ?ACRES: :: ASSESSM~T ~'escla, Scot: and Penny J 420 Main Street I Clearwater MN 55320 75-011-2300 5.70 546 -- 0.24 $1.440 Ebner. Ronald and C Norma 1.50 117015 Highway 10 [E~k River, MN 55330 75-011.2302 , 0.68 ' 0.82 $4.920 Powell. Scot~ S 6.30 17219 Highway 10 Elk River. MN 55330 75-011-2305 0.95 · 5.35 $32.100 iEbner. Ronald and C Norma I ! 170 t 5 Highway 10 J [Elk Rwer, MN 55330 75-011-2320J 1.15 0.00 1.15 $6,900 ! Houle. Grego~/A and Donna 14917 221stAve NW J E k River, MN 55330 75-011-2325I 1 06 0.14 · 0.92 $5,520 House Oil Co.. Inc t17069 Highway 10 Elk River, MN 55330 75-011-2330 1.66 0.00 Ebner, Ronald and C Norma 1.66 $9.960 17015 Highway 10 Elk River, MN 55330 75-011-2335 , 0 47 0.00 0.47 $2,820 Rousseau. Joanna 17015 Hwy 10 NO ASSESSMENT [Elk River, MN 55330 75-011-2340 1.75 0.00 j Cargdl, Inc. j - HOMESTEAD JP.O. Box 5626 I iMinneapolis,MN 55440 75-01%2400 28.65 3.80 * 24.85 S149.100 House Oil Co., Inc j17069 Highway 10 /Elk River, MN 55330 75-011.2402 203 1.56 * 0.47 $2,820 Ebner. Ronald and Norma ' 17015 Highway 10 Elk River, MN 55330 75-011-2403 4.18 0.87 ° 3.31 $19,860 Houle Oil Co., Jnc ' ,' ?069 Highway 10 River. MN 55330 75-011-2406 2.02 1.31 ° 0.71 $4,260 ale Oil Co., Inc ' 17069 Highway 10 Elk River. MN 55330 75-011-2407 2.02 0.74 ' 1.28 $7,680~ Cargrll. inc. i . P.O. Box 5626 Minneapolis, MN 55440 75-012-2000 1.931 0.88 ° 1.05 $6,300 Ho,qlen. Earl H and Lorraine 39 Main St = k Rwer MN 55330 75-134-4410 12.23 1.34 I' Cont/actor Property Developers 0.27 10.62 $63,720 J9110 83rd Avenue N. [Brooklyn Park MN 55445 75-135-1400 77.65 24.58 j Contractor Properly Developers 53,07 $318,420 J9110 83rd Avenue N. 2.35 [.?ooktyn Park. MN 55445 75-135-1405 0.00 J [)eschenes. George and Carol ' 2.35 $14.1 O0 NO ASSESSMENT. 118513 Twin Lakes Rd NW Elk PROPERTY TO BE IRiver MN 55330 75-135-2305 , 3.80 ACOUIRED J Indus~,nal Hardfamng I PO Box 303 (Elk River. MN 55330 75-135-2310 2.24 0.00 2.24 $13.440 I Descnenes, George and Carol NO ASSESSMENT- 118513 Tw n Lakes Rd NW Elk 4.96 PROPERTY TO BE IRiver, MN 55330 75-135-2315 ' ACQUIRED I Cons'a~or Property Developers j i9110 83rd Avenue N. ~Brooklyn Park, MN 554.45 75-135-2400 38.59 13.22 25.371 $152,£20: 91C°n~act°r 10 83rd AvenuePr°pertYN.Devel°pers NO ASSESSMENT )Brooktyn Park, MN 55445 75-135-2405 0.93 0.03 * - HOMESTEAD Guenmer, Ronald L J j7~48 Odean Avenue NEJ iEtk I~wer, MN 55330 75-135-3200 10.12 2.00 · 1.29 6.83 $.40,9501 Desc.qenes, George and Carol J NO ASSESSMENT- ,15513 Twin Lakes Rd NW 'PROPERTY TO BE River, MN 55330 75-135-3205J 1.51 ACQUIRED ,s~al Hardfamng ~'0 Box 303 Elk River, MN 55330 75-135-3210 1.52 0.22 ' 1.30 S7,800 Heat~, Robert and Grace 18409 Twin Lakes Rd NW NO ASSESSMENT ~EIk River, MN 55330 75-135-3215 , 1.85 0.00 - HOMESTEAD o:~oroj~800110j~assess.c.june.98 3 Preliminary A~sessments East Elk River August 25, 1998 ,,~Jl'Cr~lk, Joseph and gorthea 75.135-3-162 150 Hwy 10 N NO ASSESSMENT )St. C;oud. MN 56304 0.64 0.11 ' HOMESTEAD iHcn,en. Eart Id and LO~alne 39 Main St i Elk R~ver, MN 55330 75-135-3300 15.02 1.59I 0.17 13.26 $79.560 Mulvaney, Louise PO Box 218 Elk R~ver, MN 55330 75-135-3301 ~ 28 00 1.38I 1.31 0.59 24 72 $148.320 39 Main St Elk River. MN 55330 75-135-3305 5.63 1.43I 0.13 4.07 $24.420 Aust. AJlan and Jamce 11039 181st Ave NW I NO Etk ~,~ver, MN 55330 75-135-3306 2.00 0.00 - HOMESTEAD ASSESSMENT Me,,~ssen, James 11070 181st Ave NW PO Box 585 NO ASSESSMENT Elk River, MN 55330 75.135-3310 2.G4 0.00 - HOMESTEAD War0en, Delton and Joan 11020 181st Ave NW iEIk ~.iver. MN 55330 75.135-3315 4.33 0.26 0.14 3.93 $23.580 Con~ractor Property Developers 9110 83rd Avenue N. [Brooklyn Park MN 55445 '75-135-3400 84.33 36.78 1.45, 46.10 $276.600 C, rmsban. Thomas and Diana 1098,9 181st Ave NW NO ASSESSMENT !Elk River. MN 55330 75.135-3405 2.00 0.00 - HOMESTEAD 'Enron inc Attrl: Property. Tax Dept PO Box 1188 0.17 NO ASSESSMENT Houston. TX 77251 75-135.3410 Q00 BiacX. Robert and Susan 10976 181st Ave NW Elk River. MN 55330 75.135-3415 1.50 0.00I I- HOMESTEAD NO ASSESSMENT i ~,ner. Paul A anti Caron ~4 181st Ave NW I NO ASSESSMENT-i I PROPERTY TO BE River, MN 55330 75-135-3420 1.50 ACQUIRED Divine. Dic~ M and Tammy L 10457 181st Avenue NW Elk River. MN 55330 75.135~100 415 0.13 ' 0.34 3.68 $22.080 Contractor Property Developers 9110 83rd Avenue N. 7585 Brooklyn Park. MN 55445 75.135.~101 5.76 ' 0.80 69.29 $415.740 !Contractor Property Developers 9110 ~3rd Avenue N. Brooklyn Park, MN 55445 75-135-4200 80.00 12.08 ° 1.13 66.79 $400,740 ~psag. Thomas and Marlys 17665 Polk Street E k P, ver. MN 55330 75-457-0110 1.00 0.00 1.00 $6.000 Ri'-.hmar Construcbon, Inc. 7776 AJden Way Frid ey. MN 55432 75-457-0120 1.14 0.00 1.14 $6.840 Carpe Kairos LLC 17242 Ulysses St NW E k River. MN 55330 75-457-0130 2.15 0.95 · 1.20 $7.200 Nov:o, inc. 2.0~ 925.4 174th Ave. NW EJk R~ver. MN 55330 75-457-0140 016 · 1.84 $11.040 iEas:ey,and Johnson, Inc. -";480 147th Avenue North 1.03 [Rogers. MN 55374 75-457-0210 0.00 1.03 56,180 Eastey. and Johnson. inc. 21480 147th Avenue North [Rogers, MN 55374 75-457-0220 1.01 0.00 1.01 $5.060 H~cXman. Lam/S anci Florence $16.800 15512 Jarvis St NW ]Eik Rwer. MN 55330 75-457-0230 2.80 0.00 280 Elk River Motel 17432 Hwy 10 E k R ver, MN 55330 75-521-0110 2.55 1.44 -- rEIK River Motel I 1.11 $5,660 32 H~ 10 ~,iver. MN 55330 75-521-0120 1.91 0.88" 1.03 $6,180 John and Christina 1.82 1.03 P.O. Box 38 ~EIk River MN 55330 75.521-0130 0,79 -- $6.180, o:~roj\800110j~assess.c june.98 4 P re[imma,"y A~$e$$ment$ East Elk Rwer August 25. 199B t 2 [ 6 J m cer$ity Avenue West :El ~aJ;. M~'q 55103 Se~.ono Generauon Proper~es c.'o Han'y'$ Auto Supply t224 3r~ St-ee~ W, I Le!eDv,e J.:as~ng Co, LLP J iC-=95 ;Tls: Avenue NW IE',, =:iver MN 55330 f-'--:eD,re ,easing Co. LLP I s[ Avenue NW MN 55230 _cas~n] CO. LLP 1715t Avenue NVV kiN 55330 : :' J'FLOO~. ~,tN j ,~%_~e 1 OS*%H 12 ,a,.S S ES S'&~ LEi WATER FIN ~ 'TOT,%L A~R'ES ! ACRSS { S T'R,E E T ~'O~','I ROW j AC~ES ~ ASSEssMeNT 75.52t-0150 6.23 2.26 ' 3.97 S23.820/ 75-521-0210 1.28 000 1.76 ' 060 ' 75-521-0220 1.02 75.591-0010 171 75-591-0020 4.98 75-591-0105 3.11 1.28 1 02 1 31 3 22 2.51 57,680 $6.120 $10.260 $19.320 $15.060 TCTAL AREAS T~TAL ASSESSMENTS 1038.16 224.85 757.85 $4.547.100 o 'oroj',~30110j~assess clune 98 5 EAST ELK RIVER PHASE I IMPROVEMENTS ASSESSMENT HEARING Thursday December 3, 1998 O:~RO&800110j~030\110-2511 .nov.doc EAST ELK RIVER IMPROVEMF. NTS PRESENTATION OUTLINE Project History Proposed Improvements Estimated Project Costs Proposed Trunk Sanitary Sewer/Water Assessment Area Proposed Assessments Minnesota Statute Chapter 429 Sanitary Sewer/Water Other Costs Future Schedule O:~OROJ~00110j\0030\110-2511.nov.doc EAST ELK RIVER IMPROVEMENTS PROJECT HISTORY Late 1980's May 1996 July 1996 February 1997 May 1997 July 1997 September 1997 January - September 1998 September 28, 1998 · Discussion by City Council whether to go east or west with City utilities. · City Council receives limited appraisal prepared by Peter J. Patchin and Associates, Inc. ($6,000/acre). · City Council holds informational hearing for affected property owners. (Salk Jr. High, July 29, 1996) · City Council orders East Elk River Urban Service Area Planning Study. · City Council accepts East Elk River Urban Service Area Planning Study. · City Council orders East Elk River Phase I Feasibility Study based on petitions from Schulze and Hohlen. · City Council approves East Elk River transportation route and orders preparation of official map. · Phase ! Feasibility Study presented to City Council. · Resolution 97-89 regarding Environmental Review Process. Various City Council meetings and workshops: · Initiate preparations of Plans and Specifications. · Have Patchin Limited Appraisal updated (April 22, 1998). · Hire Evergreen Land Services, start discussions on right-of- way acquisition. · Receive word on Federal High Priority Project and TEA 21 dollars. · Hold public hearing on East Elk River Phase I Improvements. O:\PROJ\800110j\0030\110-2511 .nov.doc NOU-~O-199B 16:52 P.OSx05 EAST ELK RIVER IMPROVEMENTS ESTIMATED PROJECT COST Sarfitary Sewer (S.R. Weidema, Inc. Bid) Water (S.R.. Weidema, Inc. Bid) Storm Drainage (Estimate) Railro~t Crossing (171~) Street O£stimate) Estimated Construction Cost City Overhead (28%) Land Acquisition (Estimated) Estimated Total Project Cost $ 3,115,885 1,929,269 1,621,527 400,000 1,976,598 $9,043,279 2,532,118 758,00O $12,333,397 TOTAL P.03 H~LL~K)E ~r'lg, PARK t AVENUE AVENI ~ 4, EAST ELK RIVER PROPOSED ASSESSMENT AREA C EAST ELK RIVER IMPROVEMENTS TRUNK UTILITIES ASSESSMENTS · Gross Acreage minus wetlands, flood plain and Tyler Street right-of-way. · Small parcels used for homestead excluded from trunk utility assessment. · Total assessable acreage in East Elk River Phase I - 700 acres. · Assessment rate - $6,000/assessable acre. · No lateral sanitary sewer or watermain assessment proposed at this time. Properties that chose to hook up to sanitary sewer and/or watermain will have lateral assessments levied against them. · No street or storm sewer assessments proposed. (Developing properties will be required to pay their share for street and storm sewer through Developer's Agreement.) OSPROJ~800110j\0030\110-2511 .nov.doc EAST ELK RIVER IMPROVEMENTS PROPOSED UTILITY ASSESSMENTS _PROJECT COST Sanitary Sewer Water Construction Cost City Overhead (28%) Total Project Cost $3,115,885 ,1,929,269 $5,045,154 1,4!2.643 $6,457,797 _PROJECT ASSESSMENTS 757.85 Ac x $6,000/Ac = $4,547,100 Note:Remainder of total project cost to be funded by the City EAST ELK RIVER IMPROVEMENTS "429" PROCESS · Minnesota Statute Chapter 429 "Local Improvements, Special Assessments" · Requires Two Hearings Before the City Council 1) Public Hearing (Held Monday, September 28, 1998) 2) Assessment Hearing (Held Thursday, December 3, 1998) · Provides Method to Appeal Assessment to District Court EAST ELK RIVER IMPROVEMENTS SANITARY SEWER/WATER OTHER COSTS There are a number of other costs associated with connecting existing homes to the City sanitary sewer and water system. These are described as follows: Sewer Availability Charge (SAC) Each property owner connecting to the City's sanitary sewer system must pay a fee at the time of the hook-up. This fee is intended to cover the individual property's "buy-in" to the wastewater treatment plant. This SAC charge is currently $1,300 per single family residential unit. Water Availability Charge (WAC) Each property owner connecting to the City's water system must pay a fee at the time of the hook-up. This fee is intended to cover the individual property's "buy-in" to the wells, elevated towers, and water treatment facilities. This charge is currently $1,350 per single family residential unit. Connection of sanitary sewer and water service from property line to home The individual property owner is responsible for bringing the sanitary sewer and water services from the property line to the home and connecting them. This cost will vary per property, depending on many variables, such as how far the home is from the property line, where the sanitary sewer and water enter the home, and what type of restoration must be done over the service lines. Existing Septic Tank City code requires that the existing septic tank be pumped and crushed and filled with dirt. This is for safety purposes. Existin~ Well City code allows wells to be used for outside irrigation, but they must be separated from the City system. Monthly User Charges There is a monthly user charge for City sanitary sewer and water service. These charges are based on water usage, and will vary according to how much water is used each month. O:~DROJ\800110j\0030\110-2511 .nov.doc EAST ELK RIVER IMPROVEMENTS FUTURE SCHEDULE September 28, 1998 December 3, 1998 Early 1999 February 1999 Late Spring 1999 Early Summer 1999 Late Fall 1999 Spring 2000 Summer 2000 · Public Hearing. · Resolution ordering improvement. · Resolution approving plans/authorizing advertisement for bids. · Resolution authorizing preparation of assessment roll. · Start to acquire utility easements. · Assessment Hearing. · Resolution adopting assessment roll. · Resolution awarding construction bid. Start construction on sanitary sewer/water. Start to acquire Tyler Street right-of-way (Federal paperwork complete). Street and storm sewer project bid. Street and storm sewer construction begins. · Sanitary sewer and water project substantially complete. · Sanitary sewer and water project complete. · Street and storm sewer project complete. O:~ROJ~800110j\0030\110-2511.nov.doc December 3, 1998 Honorable Henry A. Duitsman City of Elk River 1 3065 Orono Parkway Elk River, MN 55330 Re: East Elk River Project Parcels: 75-O11-1201 75-011-11 O0 Dear Mayor Duitsman: Please be advised that we, as the owners of the above-referenced parcels of land located in the City of Elk River, object to the East Elk River Project proposed special assessments. We are forced to raise our objections at this time because there are many unanswered questions with respect to this project and how the project will impact on our property. Questions which we believe the City should be in a position to answer at this time. Issues which must be addressed, as they relate directly or indirectly to the value of our property include, but are not limited to the following: How are the railroad crossing improvements to be paid for? Is the cost of improvements to be assessed? If so, on what basis, i.e., front foot or by acreage? What is the estimated cost of the laterals for the sewer and water? What method is to be used to assess these costs? o What is the estimated cost of a storm sewer system - both trunks and laterals? What method will be used to allocate these costs? .. Is the cost of the street to be assessed? If so, will it be by front foot, acreage or both? o What services are included in the sewer and water project? Does it include stubs to the properties? What will the SAC and WAC changes be? What multiples of these changes will be used for an industrial user? 7. How will the lateral streets be paid for? 8. How many curb cuts will be provided to our property? If the street is not built, how will our property be benefited by the sewer and water project? 10. If the assessment roll is certified at this time, how will any cost over runs be made up? 11. Assuming the city acquires the Brown property for an industrial park, how are we to compete with the City in developing our land as industrial? What concessions will the City be willing to make so we, as private individuals, can compete with the City? 12. Is the configuration of the roadway the best design for access to our property for industrial development? Does it even contemplate industrial development on our land? 13. Is it realistic to plan residential development on the easterly part of our property when the west portion is to be industrial? 14. In the event the Federal government does not fund this project, how is the difference between the special assessments and the total cost of construction to be made up? 15. Is our property included in the TIF district? When was the TIF district established and what type of district is it? We believe that once the cost of all of the improvements which are necessary to develop our property are factored in, the cost of improvements will be equal or exceed the value of the land. This means, as individuals, we end up with nothing. Very truly yours, Roger Jean M. Eull Project Project No.: Parcel: EAST ELK RIVER 800110J 75-011-1201 Roger and Jean Eull Interest Start Data: Repayment Period (Years): Interest Rate: Assessment SAN. SEWER & WATER ASSESSMENT SCHEDULE Constant Principal Payment Method SEPTEMBER 1, 1999 15 7.50% Lot: Block: Addition: Quantity_ Unit Measur~ Unit Price Amount 28.22 PER ACRE $6,000.00 $169,320.00 YEAR 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 ANNUAL PAYMENT PRINCIPAL PAYMENT $0.00 $28,231.60 $23,140.40 $22,293.80 $21,447.20 $20,600.60 $19,754.00 $18,907.40 $18,060.80 $17,214.20 $16,367.60 $15,521.00 $14,674.40 $13,827.80 $12,981.20 $12,134.60 0.00 $11 288.00 $11 288.00 $11 288.00 $11288.00 $11 288.O0 $11 288.00 $11 288.00 $11 288.00 $11 288.00 $11 288.00 $11 288.00 $11 288.00 $11 288.00 $11 288.00 $11 288.0O $275,156.60 TOTAL OF ANNUAL PAYMENTS INTEREST PAYMENT PRINCIPAL REMAINING $0.00 $169,32d.00 $16,943.60 $158,032.00 $11,852.40 $146,744.00 $11,005.80 $135,456.00 $10,159.20 $124,168.00 $9,312.60 $112,880.00 $8,466.00 $101,592.00 $7,619.40 $90,304.00 $6,772.80 $79,016.00 $5,926.20 $67,728.00 $5,079.60 $56,440.00 $4,233.00 $45,152.00 $3,386.40 $33,864.00 $2,539.80 $22,576.00 $1,693.20 $11,288.00 $846.60 $0.00 No Additional Notices will be senL If not prepaid or defemed, the first installment will appear on your Year 2000 property tax sttatament. O'~OtO/~O0110J~64~00110e$ 33 Project: Project No.: Parcel: Owner. ASSESSMENT SCHEDULE Constant Principal Payment Method EAST ELK RIVER Lot: 800110J Block: 75-011-1100 Addition: Roger and Jean Eull Interest Start Date: SEPTEMBER 1, 1999 Repayment Period (Years): 15 Interest Rate: 7.50% Assessmerl! Ouanfity_ Unit Measur~ Unit Price SAN. SEWER & WATER 7.25 PER ACRE $6,000.00 Amount $43,500.00 YEAR ANNUAL PAYMENT PRINCIPAL PAYMENT INTEREST PAYMENT PRINCIPAL REMAINING 1999 $6.00 $0.00 $0.00 $43,500.'00 2000 $7,252.98 $2,900.00 $4,352.98 $40,600.00 2001 $5,945.00 $2,900.00 $3,045.00 $37,700.00 2002 $5,727.50 $2,900.00 $2,827.50 $34,800.00 2003 $5,510,00 $2,900.00 $2,610.00 $31,900.00 2004 $5,292.50 $2,900.00 $2,392.50 $29,000.00 2005 $5,075.00 $2,900.00 $2,175.00 $26,100.00 2006 $4,857.50 $2,900.00 $1,957.50 $23,200.00 2007 $4,640.00 $2,900.00 $1,740.00 $20,300.00 2008 $4,422.50 $2,900.00 $1,522.50 $17,400.00 2009 $4,205.00 $2,900.00 $1,305.00 $14,500.00 2010 $3,987.50 $2,900.00 $1,087.50 $11,600.00 2011 $3,770.00 $2,900.00 $870.00 $6,700.00 2012 $3,552.50 $2,900.00 $652.50 $5,800.00 2013 $3,335.00 $2,900.00 $435.00 $2,900.00 2014 $3,117.50 $2,900.00 $217.50 $0.00 $70.690.48 TOTAL OF ANNUAL PAYMENTS No Additional Notices will be sent. If not prepaid or deferred, the first installment will appear on your Year 2000 property tax statement. DORSEY & WHITNEY LLP t~ll N N EAPOLIS WASHINGTON, D.C. LONDON BRUSSELS HONG KONG DES MOINES ILOCHESTER. COSTA MESA PILLSBURY CENTER. SOUTH 220 SOUTH SIXTH STR.EET MINNEAPOLIS, MINNESOTA 55402-1498 TELEPHONE: (612) 340-2600 FAX: (612) 340-2868 GREGORY A. FONTAINE (612) 340-8729 FAX (612} 340-2807 fontaine.greg@dorseylaw.com December 2; i 998 NEW YOP. K DENVER. SEATTLE FAP-GO BILLINGS MISSOULA G R. EAT FALLS HAND DELIVERED Hon. Hank Duitsman Mayor City of Elk River 13065 Orono Parkway P.O. Box 490 Elk River, MN 55330 Re: Special Assessment--East Elk River/Phase I--Area C Dear Mayor Duitsman: This letter is submitted on behalf of Cargill Incorporated ("Cargill") to object to the City of Elk River's proposed special assessments in connection with the above-referenced project, which proposed assessments are more specifically set forth in the City's notice of November 13, 1998. The City notice indicates that the proposed assessments (in a cumulative principal amount of $360,920)'would be applied to the following properties.owned by Cargill within the so-culled Proposed Assessment Area C: Parcels Nos. 75-012-2000, 75-011-2400 and 75-011 - 1401. These parcels are collectively referred to hereinafter as the "Cargill parcels." This objection is made pursuant to the terms of the City's notice and Minn. Stat. ch. 429. In summary form, the reasons for these objections include the following: 1. The Cargill parcels identified in the City's notice include land that is subject to a conservation easement established pursuant to Minn. Stat. ch. 84C, and property protected by such an easement is not subject to the proposed special assessments. DORSEY & WHITNEY LLP December 2, 1998 Page 2 2. The Cargill parcels contain land not properly included within the adjusted gross acreage subject to assessment, including apparently areas that contain wetlands and other undevelopable features. 3. The Cargill parcels are not benefitted as suggested in the proposed assessments because the improvements will not result in increases to market value of the properties to the extent of the proposed assessments. 4. Included within the proposed assessments are certain improvements that will benefit properties outside of the assessment area established by the City Council. 5. The Cargill parcels have not been assessed equally with other properties in proportion to pertinent benefits provided by the improvements. Cargill does not waive its rights to further address the issues outlined above, or to address other matters relevant to the proposed assessments. The summaries provided above are intended only to facilitate review of these issues with City officials, and are not meant to be exhaustive. Cargill specifically reserves all rights to challenge the proposed assessments pursuant to Minnesota law, including without limitation, the rights established in Minn. Stat. ch. 429. We look forward to discussing these matters with you. Thank you. Gregory~taine Signed this ,3 day of December, 1998 CARGILL INCORPORATED APS ENTERPRISES 3347167th. Lane NW Andover , MN. 55304 Phone: 612- 753-4818 FAX: 612-753-1570 December I, 1998 Dear Hank Duitsman, Mayor This is written notice to formally appeal the assessment for East Elk River- Phase I- Area C trunk sanitary sewer and water main, regarding the portion of the cost being assessed against the property Parcel 75-002-3310 and Parcel 75-002-3305 owned by APS Enterprises, LLP. This written objection is being submitted with the intent to inform all who are involved with the decisions on this project. This property was purchased April 1997 by Douglas and Joann Szurek also known as APS Enterprises LLP, from Marlene Worts. After review of the environmental survey done at the time of closing, We had learned the septic system did not comply. Knowing that we would need to bring it up to code, we researched the costs ora new septic system verses a holding tank, because we had discovered the city of Elk River had plans to install sanitary sewer and water main. We spoke to Cliff Skogstad City Inspector, requesting an approval to install a holding tank instead ora whole new septic system. Due to the lower cost and the short term usage we would have, it seemed to be the perfect solution for a temporary situation. Cliff told us that he wasn't sure when the city was going to follow through with the proposed sanitary sewer and water main, "It could be one to ten years down the road. ' After his decision the new septic system was installed, costing $9,351 (see attached invoices) with the average life expectancy of the system being 15-20years. A year later we are now given notice that the City of Elk River is going forward with the proposed plan. Douglas and Joann Szurek appeal on the grounds of' 10 The septic system newly installed on 6-26-97 (against our wishes) with a life expectancy of l 5-2O years. This resulted in leaving us with a totally new and compliant septic system at a considerable expense that could have been avoided. 2.) The value of the property will not increase by $35,296, which is the amount we are being assessed with interest. Also to note that the property taxes have already increased substantially in 1999- Parcel 75-002-3005 by 71.6% and Parcel 75-002-3310 by 17.1%. 3.) The method of assessment by acre does not reflect the actual sewer and water requirements of the these parceIs. The limited customer use, number of employees and the type of businesses operating here use less than most single family homes. December I, 1998 Page Two Thank You for your consideration on this issue. Please feel free to contact us. Doug and doann Szurek APS Enterpr~es, LLP cc: Steven H. Berndt Attorne2,, At Law I~KK]M : $ B DI~F~R5 PHOF,I~ NO. : 612'753646~ Jul. 02 lgg7 1Z:BSPM P02 J F ".~GER,S. INC. ANOKA MN 3347 1E,7TH LANE' NW ANDOVt-'R. MN 5.~304 Invoice Invoice #: Date: Ship Vio: Paqe: Sh~p To. 00000174 17375i4W"t'10NW INS] ALt.A't'ION SEI'/T'IC SYSTEM PIeR BID PlUS F-'l~f-~Mrr Amou~ Tx $5,050.00 X $60.00 X PAYMEI',I'I' I,.)U[ urban I:'{[ CEIPT 0t'- INV(]tCt~ x"out Ordel #: ..,iq-Jl)mq j)jtl~: N~ Freight Solos Tax: Total Amount: Bettt'mr,~. Due: $O.BB X 12,~00.00 $2.51 o.no J B DIGGERS. INC. 21226 ST. FRANCIS BLVD ,~ ' 'r,A. MN 55303-9668 Bill To: ATLAS PET SUPPLY 17375 HWY 10 NW ELK RIVER. MN 55330 Invoice Invoice #: Date: Ship Via: Paqe: Ship To: ATLAS PET SUPPLY 17375 HWY10 NW ELK RIVER MN 55330 00000219 9t29t97 Description INSTALLATION OF RISERS PER BID Amount Tx $1,000.00 X pAYMENT DUE UPON RECEIPT OF INVOICE Your Order #: ShiDpincl Date: Terms: Net Freight: Sales Trax: Total Amount: Amount Balance Due: $0.00 × $0.00 $1,000.00 $0.00 $1,000.00 2319 Wi/son ,St. NE Mpls., MN 55418 612 781-5085 GGR INC. SERVtCE FOR: 17375 Hwy. 10 Elk River, MN INVOICE BILL TO: Doug Szurek 3347 167th Lane NW Andover, MN 55304 fray Gustafson I ic system site evaluation and design Tax tete: % , Tax: CUENT Tax rote:. % Tex: AMOUNT 350. O0 350.00 350.00 Please pay within 30 da~ of invoice date. ~~NORTH TOWN ELECTRIC 744 tath Ave. N.W. New erlgh~on, MN 5S112 Phone: (612) 636-9990 Date July 7, 1997 INVOICE N'= 5960 To Atlas Pet Supply 10135 Central Ave · Blaine, MN. 55434 Pleeae detach end return upper portion with your remittance $ .566.oo final billing of remaind of quote A Service Charge of 2% Per Month Will Be Added On All Accouters Not Paid Within 30 Days. Payment Due On R~eipt of Statement 566.00 Classic Asphalt & Sealcoating Inc. 5575 Highway 169 North Pl-~,nouth, M2q 55442 Voice: 612. 550.1694 Fax: 612. 55043630 Invoice Invoice Number 14056 Invoice Date 7/3/97 Sold To: ATLAS PET SUPPLY 17375 HWY 10 N.W. ELK RIVER, MN 55393 Customer PO: Job Site: 17375 HWY 10 N.W. ELK RIVER, MN 55303 Job Number: PA148 Salespereon: DANA NIELSEN Date of Completion 7~3~97 Customer Contact DOUG ZURICK Contract Terms Net 10 Days Due Date 'i 7/13197 : Job Description PA~I~;~G--F/~R-I~I-~'~O~-~,ND REPAIRING TRENCH AREA IN PARKING LOT Effective May 1, 1997: Finance Charge of 1.5% will be applied to al/past due Invoices. Thank youl Subtotal Sales Tax TOTAL DUE Amount 2,325.00 2,325.00 2,325.00 IndUstrial ard acin , Inc. 20 NOVEMBER 1998 CITY CLERK CITY OF ELK RIVER PO BOX 490 ELK RIVER MN 55330 RE: ASSESSMENT EAST ELK RIVER PHASE 1 AREA C PARCELS 75 135 3210 & 2310 INDUSTRIAL HARDFACING INC. OBJECTS TO BEING INCLUDED IN THIS ASSESSMENT. AFTER ATTENDING THE SEPTEMBER HEARING IT DID NOT APPEAR THAT OUR PARCELS WILL RECEIVE (NOR DO WE REQUIRE) ANY BENEFITS FROM THIS PROJECT. IE, THERE WILL BE NO ACCESS TO SEWER OR WATER FOR SEVERAL YEARS. WE BELIEVE THAT THE ONLY REASON FOR THIS PROJECT IS FOR THE PROPOSED RESIDENTIAL AREA SOUTHEAST OF OUR PROPERTY. WE BELIEVE THAT THIS DEVELOPMENT WILL BE DETRIMENTAL TO OUR BUSINESS. BUT IF THAT DEVELOPMENT IS DONE, IT SHOULD BEAR THE COST OF THE REQUIRED FACILITIES. WE HAVE ALREADY DONATED EASEMENTS ON BOTH SIDES OF OUR PROPERTY TO THE CITY FOR THE STORM SEWER PROJECT. WE WOULD INVITE THE CITY TO PROVE THAT OUR BUSINESS CAN RECOVER THE COST OF THIS ASSESSMENT. IT WOULD APPEAR THAT WE SHOULD HAVE MOVED OUT OF ELK RIVER YEARS AGO, AS THE COST OF DOING BUSINESS HERE IS PROHIBITIVE. INDUSTRIAL PROPERTIES SUBSIDIZE THE SERVICES RESIDENTIAL RECEIVES, THEY SHOULD AT LEAST PAY FOR THEIR OWN INFRASTRUCTURE. YOUR LETTER OF NOVEMBER 13, STATES THE INTEREST RATE TO BE 6.5% AND THE ILLUSTRATIONS ARE AT 7.5%. WHICH IS CORRECT? SINCERELY, KENNETH WARNEKE, TREASURER Corporate Office P.O. Box 303 Elk River, Minnesota 55330 Telephone (612) 441-2733 Sales Office 218 E. Main St. Lamoni, Iowa 50140 Telephone (515) 784-6921 Telephone (800) 247-7778 FROM UEST & HO~SE, P.R, [2,e?,t998 16:[4 P, 1 Jeffrey C. ThOmpson VEST & HOWSE, I'.A. Attorneys at Law , 360 Brookdale Corporate Cent~ r 6300 Shingle Creek Parkway El st Brooklyn Center, Minnesota 55~ 30 Phone: 612-566-3720 FAX: 612-566-3722 FACSIMILE TRANSMISSION CO¥ The information ~contained in this f~¢simlle message is privileg~ and oonflden individual or entity named below, if you, the reader of this message, are not the responsible for dehverlng it to the Intended recipient, you nrc hereby notified that y( dlstributin~ or COpying the information ~ontaln~l in this facsimile message., Ifyoj notify us lmm~llately by telephone and tatum the original message to us at the at you will be r~imburs~l for your postage eharses. DATE: Do, ember 7, 1998 TO: SaudylP¢lne Of: Fac~lmli~ Number: 441-7425 FROM." G. ~raig Howse TOTAL NU ,,MBER OF PAGES: 7 TN (including th DocUMENT(S) BEING TRANS~ED: SPZC[ L STRVC'nONS OR COmmENTS: As you requemod, enclosed please find a copy of Roy and Ruth l. f you experience any difficulty with this transmission, p KB PAGE Iai and is intended only for the ntcnded recipient or the employe ,u ara strictly prohibited from diss~ ~ have received this message In eft, eve address via the U.S. Postal Se IE: 4:10 p.m. cover page) town's Objection to ,4sse~ ease call (612) $66-3720 ~e of the or siena nlnating, ~r, please ,vice and rment. FROM UEST & HOWS£. P.R. 12.07.1998 16:14 P. 2 OB,IECTION TO ASSESSME~ I, Roy Brown, and on behalf' of' Ruth Brown, as re: 1081 $ - 175'~ Avenue NW, Elk P, iver, Minnesota, hereby object forth on the assessment schedules received fi.om the City of Elk RI T idents and property own the proposed assessments 'er and attached hereto as E A. This objection is made pursuant to Minnesota Statutes as n'atice of' our intent to appc proposed assessments. ' December 3, ;rs at as set xhibit al the FROM UEST & HOWSE, P.A. 12.07. 1998 16:15 P. No,: Owl~Ic EAST ILK RIVP. f~ 10011C~ SAN. lS Y~,AA ANNUAL PAYMENT PRINCIPAL PAYMENT INTEREIT PAYMENT TOTAL OF ANNUAL PAYYENT$ LoI. PKIN¢IPAL REhLAININO S2S0.820.00 $~35,012,00 $217.~04.00 $I$3,?18,00 $117,080.0G $~S0.372,00 SI11,OS8,O0 g~OO,2&O,O0 $e&14o,oo S80,83&00 $S0.124.00 SSe.70S,OO lO.G0 No A~(~ltJofll! NollCll will ~ lenl. If ~ot Flpild or cllflrrN, II~l first InltJJImeflt will BpIMBr on your YInF 2000 EXHI]~IT A FROM UEST /)roJl~ PmJe~l No.: Peroel: & HO~S£, P.A, 10O~OJ ?S.002-31~S Leroy P. a~ Ruth 8row. IntsmK S~r,. O&le: SEPTEA4BEP. 1, ll~t I~eplyme~t Plriod (Yelre): IS I~.terelt I~ite: ?.i0% ASSESSMENT 8CHEDUL, K CoA$11nt Pdfl~pil Plymsnt MeI~ 12.87, ~,AN, S~WER & WATER 14,1 PER ACRE 98 16:15 YEA~ ANNUAL PAYMENT PRINCiPAl. PAYMENT INTEREST PAYMENT ~RIN¢IPAL, REMAINING 200~ 112,136,00 Ii,t20,00 f,4.211,00 2003 111,141.00 Il,IS0,00 2004 i10,1S4,00 $&,120,0O S4,114,00 200S i10,380.~0 $6,120,00 S,4,440.00 2007 lg.4?2.O0 11.120.00 i$,SIZ.0O P001 18.SI4.00 ll.120.00 62,6~4.00 2010 ~e.140.00 ii,iS0,00 $2.220.00 2011 87,666,00 Si.IZO.O0 81,770,00 2013 ~.lOl.00 $l.lZ0.00 Illl,00 2014 ~.364,00 15.120.00 &414.00 8144.304.08 TOTAL OF ANNUAL PAYMENTS No A0OldOAII NOt]Hi will be lint, I! riot ~lpl~d or altered, t~l first hltllifl~nl ~ &~pear oh you~ YeI~ 200Q p~ $81,100,00 S?1.~40,00 $es.~20.o0 l$$210,00 S~?.350,00 S20,SOO,O0 $23,68G.00 S17,78C),00 $11J40.00 $6.$20.00 FROH UEST & HOWeE, P,A, 16:15 P. 5 P~O~e~: Pr~Jem ~e.: PimP: 800110.; 7s. ooz.~o4 12.87.1998 i i I ! A88~XEEMENT 8¢HEDULE ~ons'~nt P~;~ld Pe%m4nt MOLhOO OwneK Lero¥ I~. l,~d Rum Brow~ Reolyme~t Per~o~ (YIo~): lS IflMrelt Rite: 7,S0~ ~. ~K & WATER I,S4 URIt MomtueI YEAR ANN~AL PAYMSNT PRINCIPAL PAYMENT INTEREST PAYMENT 19It ' SO.00 10,tM SQ.O0 2~01 ~S,382.S0 S2.816,~ 12,TdO.~ ~coz ~s.~8l,~ s2,8~8.oo s2.s~.lo 2CQ3 ~.S70.40 12,118.00 S2,3~,40 2~ &4,774,20 i~.JSS,~ 82,1~.20 2GOS ~.S?I.OO S~,l~&O0 2~07 ~,11S,80 82,838.00 S~,SI&IO IOQI ~,Oll,4O 12.110.~ 81,a73.40 20t 1 ~.4M BO SZ.Oll,~ 8784.80 ZO12 ~3,20d,80 1&0t0.00 lll,?lT,Ig TOT~ 0F ~NUAL PAYMENTS No ~dlTioflil Not~oS ~J be sent. If ~o~ FopoJd o~ ~oflrru~, the ~rst lnsutllmefll wtl 8ppo&r on you~ Yler 2000 ~o~O~ 1 ld~fed~01 q01t OIf~' ~ ilateme~L 14 FROM UEST &HOWSE, P.A. 12.87.1998 16:15 P. 6 ProJ~c~ Ne.: Ioo~ lO./ Owner: Laroy F. knd R~h Bmw~ SAN. ~EW~R & WATER ASSESSMENT SCHEDULE PER ACRE YEAR t111 lC)O? 20~4 ANNUALPAYMENT PRINCIPAl. PAYMENT INTERESTPAYMENT M.O0 M.~ M,O0 14Q0. II Sl10,~ 1~40,11 '1321.00 I~lO,O0 $$~1.00 $110,00 $304,00 $1S0,00 1141,00 SISO,O0 $190.00 S2~B.00 $180.00 $101,00 $258.00 uso,aa Iii,aa S~44,00 SilO.Q0 $84,00 S232.00 S180.00 $7J.00 $220.00 $190,00 $20&00 $180.00 146,00 . S164,00 SleO.O0 824,00 '$172,00 6160.00 S12.0G J ~3,900. II TOTAL OF ANNU/d. PAYMENTS )RIN¢I,eAL REMAINING S2,400.00 $2,240,00 S2,060,00 $1.120,00 $1,760,00 $1,440,00 S1.120.00 $$10,00 $S00,~0 S640.00 S480,00 6320.00 3160,00 S0.00 FRU~ VEST & HOWSE, P.A. 12.87.1998 16:16 EAST ELK RIVER : PROPOSED ASSESSMENT A~REA C P. 7 November 30, 1998 TO: The City of Elk River FROM: Mrs. Wm. Swanberg (Kathy Swanberg) - P.O. Bo× 130 - Becket, 55308 I, Mrs. Wm. Sw~nberg am landowner of 21 plus acreas, which 9.81 acreas along West side of Hwy. 169 & Main St in Elk River & ll.1 acreas across along the E~st side of Hwy. 169. I truly intend NO disrespect here to the City of Elk River & I'm laying NO fault here for considering this proposed assessment to our two parcels of land identified here in parenthesis(#75-002- 2205 & #75-003-1101) that my husband, Bill, & I have 50/50 part- nership ~,ith my parents, Earl & Lorraine Hohlen. I object to this proposed assessment in as far as being the party who should o~.y for it. I appeal that my dad, Earl Hohlen & that the president of Associated Developers of the Twin Cities, Inc. should ,,,ithin ten days from today to agree in writing to pay the entire assessment~ on parcel #75-002-220~ before or upon it's due date ~,,ith each of their decisions to be mailed certified to me & to the City of Elk River within those 10 days days of considering. I, also, appeal that my dad, Earl Hohlen should within ten days from today to agree in writing to pay the entire assessments on parcel #75-003-1101 before or upon it's due date with his deci- sion to be mailed certified to me & to the City of Elk River with- in those l0 days of considering. It's a very sad & heart breakinM situation, but my dad & ~att Fish- er have left me NO 0TH'~R choice because of how they DO BU$I~E$S, etc. This objeotion is partly ~ue to the lenghth¥ & rather precarious situation we were put in & how my husband's & my land is & has been kept in BONDAGE, as we continually face the UNKNO~ BEYOND OUR CON- TROL & ~OSTLY DONE TO US ~ITHOUT OUR KN0~.~.~EDGE. Sad to say, it's been so CONTROLLED where we REMAIN dependent on the WILL or PLEASURE or FAVOR or PERHAPS WHI~ OF ANOTHER, because of uncertain, unstable & insecure sets of circumstances, which we 8i~ NOT CREATE & vre ,-ere NOT given a FAIR OPPORTUNITY to CHOOSE or to SOLVE or to BENEFIT FAIRLY from the following situations regard- ing our RIGHTS AS L~DO%~ERS in the City of Elk River & has every- thing to do ~,ith these proposed assessments, which is highly cen- tered around the CONNECTIONAL PROCESS as PART OF the East Elk River PROJECTS, ETC.: In January ~his year, my dad aopeared at our door wanting some ~YS- TERIOUS PAPkRS (See E×hibit~'signed riEht away, which were three pages for the purpose of my ~arents, Matt Fisher's development and us in the form of an AGREEMENT WAIVER TO PETITION the City o~ Elk Rive~ ~o~ the ourpose of installation of trunkline improvements & assessments of the costs, etc. (Pg. l) (Continued, pg. 2, November 30, 1998--Re.' E. side Assessments) Dad did NOT bring us ANY of the exhibits which were to be includ- ed with this waiver in order to IDENTIFY ALL the property INVOLVED in this development project with the city. When I ~ently asked daad to please help my CO~FUSION as to WHY he was trying to RUSH us into SIGNING it RIG~{T AWAY - %~HY this waiver INVOLVED my husband & I, but his CONTINUED VAGUE eyplanations ONLY PROCEEDED to CONFOUND me. Needless to say. I did NOT SIGN it: Bill & I HELD OUT, which FORCED dad to admit he had put some of our 50/50 partnership land with him plus his own 68 acreas for a total of 73 plus acreas in a SIGNED PURCHASE AGREEMENT (see Exhibit~ ALL UNBEKN0~ TO US UNTIL THAT NOMENT: This purchase a~reement was DESIGNED & EXECUTED to INCLUDE the SIG- NATURES of ONLY my parents, as th~ sellers, & the developer, ~att Fischer, as the buyer, EVEN THOUGH our SHARE of land was part of this SIGNED PURCHASE AGREEMENT,. which was already in the orocess since 1994 AGAIN UNBEKNO~ to us UNTIL THIS VERY YEAR. Someti.~ thi~ year, then dad sent us a contract for deed (see Ex- hibit'C~q~by Jo~n MacGibbon for ONLY our 5.46 acrea parcel (#75-002- 2205) that he had out in the Purchase Agreement. I say ONLY, because there is the 0THER- 5.5~ acrea parcel (~75-003- llO1) we also have ~0/50 p~rtner~hio with dad, where he continued to oromi~e since 1993 that these TWO parcels would be sold TOGETHER at the SA~E time & DEFINITELY NOT S-E-P-A-R-A-T-E-D, as ~ou can see it WAS S-E-P-A-R-A-T-E-D in the p~:rchase agreements, on he draw- ing board & also in dad's contract for deed this year. BEFORE & AFTER we acquired these TWO parcels in a land exchange with U.P.A in 1993, dad ALSO PROMISED we would get $5.57/se. ft. be- cause of the value of frontage exposure, etc. to Hwy. 169. Dad offered this on his own & we had Not EVEN ASKED OR HINTED for this dollar figure of $3.57/sq. ft, but he did NOT KEEP his PRO- MISE, as you can see here in the contract for deed this year. Just as dad continue/~hto PROHISE the S~E S3.57~figure in a 1994 letter~see Eyhibit~ & ALSO the 1994 option aore%ment (see Ex- hibit(Ej for our other TWO parcels we al~o have 50/50 partnership with dasd across Hv~. 169 on the West side. Bill & I had GOOD REASONS to REJECT this offer & also because dad did NOT ever INFOR~ us he had included our share of land in all those ourchase a~reements with the developers association & also due to the fact that now when it comes down to the end of the wire, dad's PUSH comes to SHOVE in the FORM of threats to take us to court with a oetition to FORCE us to SELL because of what he claims as us HOLDING UP the development, etc., by what he INTERPRETS as us NOT COOPERATING, ETC. Plus him ending up saying that he'll just let the land just sit there & see how we like paying for all the assessments & tawes. Ail in the N~E OF POWER & CONTROL OVER OUR SHARE & RIGHTS AS LANOOP~ERS. (Pg. 2) (Continued, pg. 3, November 30, 1998 - Re; E. side assessments) Yes, we have the precious GIFT of FREEDOM-TO-DO in t~ERICA, BUT this GIFT BECOMES wonderfully BLESSE~. ONLY according to HOW and WHAT is DONE WITH this FREEDOM in our VERY OWN POSSESSION. For it is SIMPLY the DECISION of EACH of us, as to whether or not we misuse or abuse the gift of FREEDOM, which is BASICALLY the BIG DIFFERENCE BET~EN RIGHT & WRONG. In January or February of this year, dad would ONLY give us cop- ies of our land involved in a 19o6 purchase agreement & telling me even up to the first week of Augus+ this year that our land was still in the current purchase agreement, BUT he has NOT sho?~ us ANY ~,ritten proof of this for this entire year, as he PROMISED. So in late January or February of this year, I then called the developer, ~a~t Fisher for all of the past & present purchase agreements (with signatures) which involved our land & he then PROMISED that he would send them all. He also PROMISED that he would BUY OUT Curt Julius right away & that Curt would for sure get the appraised value of $38,000.00 for his mobile home, BUT NONE of this ~,,as DONE. I patiently ~vaited & trusted his P~ BUT I finally wrote a letter to i~att Fisher (se~ ExhibitQ~& G)~on September 10, 1998 regarding ALL THESE PROMISES that ~,ere made 8 months EARLIER. He then bought out Curt the 3rd week of September & on October 2nd I aent him a thank you for making it HAPPEN for Curt along ~,,ith ANOTHER request for the ourchase agreements.. BUT he has NOT YET FULFILLED his PROMISE to sen~ us the agreements. Nor h~s he ~rranged ANY FUTURE meeting with me, as he ALSO PROMISED THE BEGINNING OF THIS YEAR. In the beginning of this year, Matt Fisher also said he did NOT KNOW UNTIL I called him then that our land was oart of these pur- chase agreement. But how does he explain the following facts that he already knew our na~ was on that AGREEI'~[ENT %.~;AIVER PETION to the city (see Ex- hibit H~ that his association arranged back in December of '97? Plus he knew that his O tp~_i~eements in January, 94 & t~,~ice in June, 94 (see E×hibits~, J & K)~with dad were ONLY 68 acreas. I got possession of a letter,this year that was sent to ~att's attorney, Tony Gleeke] in November 3rd, 199;~ (see Exhibi~ where dad's attorney, John MacGibbon speaks about even AN~T-HER pur- chase agreement that was proposed to my dad on September 3~, '9~. Which al~o addresses the five million dollars from the sale of the tract to consist of approximately 72 acreas, etc. That NOT ONLY sho~,s Matt Fisher should have been aware of all four of these transactions ~,,hich took oart in 1994. Let alone the fact that it ~,as ONLY A SHORT 3½ month space of time between the June, '94 agreement that Matt signed & the September, '94 proposed agree- ~ent v,hich CLEARLY sho~ed ON THE FIRST page of each agreement had (?c. (Continued, 'PM. 4, November 30, 1998 - Re: E. side assessments) an INCREASE from dad's own 68 acreas to a NEW 73 acreas within 3½ months time span~ So UNBEKNOI~ TO US OUR SHARE OF LAND RIGHTS was on the DRAI~ING BOARD SINCE September of 1994 & dad told me the 1st week of August this year that he JUST FORGOT TO TELL US. But that does NOT WASH with me EITHER SIMPLY BECAUSE the AGREEMENTS were DESIGNED & EXECUTED fo? ONLY MY PARENTS selling to MATT FISHER on THEE SIGNATURE PAGE & ~ the e×pl~nation of eyecution on the FIRST Page ~.~hich ~!so has ONL~ my parenms and the developer's names. I Eently ask you to look at all these contridictions & discreoan- cies, olus their lack of fairness, cooperation, etc. Yet, my dad & ~att'd association representatives come to these dif- ferent Elk River city mee$ings STALLING the city dev~looment pro- jects & also took the measures to NISLEAD people by sayinE that my husband & I are NOT COOPERATING?: That we REFUSE to SELL?: That our land is NOT AVAILABLE?: That we're HOLDING UP the develooment? That w~'re NOT APPROACHABLE?: THAT we're NOT ACCEPTING THEIR NIANY OFFERS?: ETC., ETC., ETC.?: I BEG TO DIFFER WITH THEN. We're NOT HOLD.ING-~UP davalopment, IN- STEAD we were HELD UP (ROBBED) when our land was taken HOSTAGE: An option to p~rchase & purchase~agreement form with WAL-MART back in November 1~ 1992 (see Exhibit[l¥~]~or $1,250,000.00 was also ONLY made out to dad & that & NOT ina]-~n~ us. I asked an attorney to BE SURE to FIRST ADDRESS the ~act that ALL owners/sellers should be listed in that purchase aEreement, so I could SHOW IT TO DAD (see E~hibit~ I trust & I bode you view this information AS RELEVANT to my ob- jections to us paying for this assessment. Thank you Mr. M~yor, council members & the city of Elk River staff for your time & your e~fort in this matter. ~Ir~. Wm S,,,anberg (Kathy Swanberg) - P.O. Bow 130 - Beck.r, 55308 biSbbL, UKILL h~A HU, '~'4417425 CITY/ELK RIVER D~ MI~OLIS ~ 1417aZ5 JJ~ b3~l F, U/ PETITION, WAIVE~ AND A~F~NT FOR UVSTALLATION OF TRUN~ WATER AND SANIT~Y SEWER FACILITTI:-S A1ND ASSESS~EN'r OF ~ COSTS TI-IF_~OR TO: City Coun~ of the City of{Elk Kirk: Earl It. HoEe% Lovm~ M~ HoMeu, W'dliam N. Swa~berg, Kmhleen M. Swanbcrg mud The Elk Terru¢¢ MoBile I-Iou~ Court ~n;l S~I~, he., a ~¢~ta corporation, (Owners), ~d Assoui.atcd Dcvdop~r; of the Tw~ Cit{e{, Me,, (D~veloper), petition tl~ City of Elk River as follows; 1. To install -Ac n~..cssary tn.ink fadlMcs ~d l~'~'al ~% '~ determined ne~_.ssary by thc City of Elk River, tc~ ex'feud City w_a..t.~~ta-W s~'er ~rvi~ (the Trunk Yaciliti~s) to the ?ropcrty identifi~l o~~A_ ~_J]~='eto (the Properq,). To ~sess thc Property its propordor~tc share cf the cost of installing the Trunk Fadlitics, ~ determine1 by th~ City in its sole To ~pportiou th~ ~smcnt9 Fur the Trunk Facilltlcs on ~ ~¢r~gm '~aslm to the lots ofrccord within the Property. To levy the a.se~mmts for the Trunk FacilRic{ {uch that th~ :,,~sr~u~nts shifll bo paid over such period oftlm¢ and st tach mc ofintere.~ ~ the City ~ dotcrmine, ~r is provided kt a D~,elopeCs Agrecm~t for dc,,~lopmcrn of the Prupcr~y. Owucrs rcl:r~ent ~d w~r~nt that thc~ ~re thc sol; ~e owr~rs ufthc Property. Developer represents and watt. ts that it intend{ to ~:qulr: fee ~kle ~o th~ Property for the purposes ofdovelopment of the Property. Owners ~u~{ D;w~op¢~ ~gr~, in consldcrafion ~fu~ City ;Jes$$rOn~; ant ~{~ the Tru. uk FacUlties: To provide the City with a proposal pla~ for d~elopment ortho Propm'ty from which t~ City ~ design thc Trtmk Fsdlkies. To Sram to the City, prior tu th: City ordcrint; imxallsdon ofth¢ Tnmk Facilities .il;~ /' .LiJ: 44 / BF~ ~IlHNERPOLI~ ~ 4417~5 NO.G45 d~tcrmine nece{s:u'y for the purpose of L'utalling the Trunk l=aciliti~s, ~nd such ~d/ti~nal r.~scmcnts or property int~esti as the City shall dctcrmlne necessary ex-tend CiTy water ~J ~m-y sewer sP. rvic~ to adjaccm ~nd surroundin~ propcrfic~. 0w~ slull tl~o grant to ~he Ci~ ~ueh tasemcut~ ~ the City ~mll rgtuirc for the Trunk Y~cilid~ o¥cr the propeccy ld~dfie, d iniB-Xh]bitB~to this t~,thion and Agreement. TO provldc thc City with ~ a l~er of ~l'ud/t, or some oth~' s~c~rity a~c~tutable to t~ Ci~, ~ its ~le ~g to prot~ ~c Ci~ ~ the ~ent ~at d~clopment of thc Pro~ d~ not pro~. ~e m~t ofthe $~ s~ be ~ foUews: $ ~_.~~~ to be provided prior to th~ pfcpiu'atlon of plans and for thc Trunk Facilities; and The s~'n,u'it'y provided sYmll be forfeited, }n an amount equ~l to the City'm actual co,tS for Ibc ptc-.p~u~fion ofPlam ~nd/or construction ofth~ Trunk Facilities, in the eve. ut that a Devdoper'{ A~rce~nent for d~flopment of the Property is not e~ecatcd prior to completion oft. he Trunk Faciliticl. 4. To pay '~ ~rnounU assessed to tt~ Prol:~XY for th~ Trunk F&c~des ~s pro~ided in thi~ P~idou ~1 Ovrn,rs u.nd D,'vdop~ ~l>e~fic~lly wdve any objc~"dou m ~he City'{ de{ign and instdlJ;don of the Trunk Yadlid~, indu~Iing a~y obj~ztion to thc final design of th, Tru~ Yac~lifies, any obj~tion ~o ~h~ fired location 0fth~ Yrunk Ft~3ill~s, ~y objc-~on to thc procedure purm~mt to which the Cils' orders the Trunk Fa~'Uidc~ inr~, ~d lmy obj¢cdon to thc Ci~'s faUur~ To s~o"'Jy follow the aotlce ~d oth,r r~luir~m:t~t~ of M]m~ota $',arutes Chapter 429 w~th resp~-'t ~o ord~4a~g ~e Tm~ Facilifi,s Owners and D~dOl~r exprexsly wdve obje~un to uny irrogularily with r~ard m th,, assessment of~¢ Property for the Tm.nk Fad, lifies, expmssly w~ve my claim that the ~sessed i~ excessive, md ~re~ly wane all rights of ~?,~t, iu¢lu~ng any rights under J 11; Et) ~ I~L~LL~ BKI LL t~ hA iU:~4 '~'44174Z§ cI'r¥/ELK ~INNE~3~I$ * 4417~2~ from ~h~ a~mcn~ by th~ Ci~ f~r th~ co;t; of instal[inS the Trtmk - / Po:o,,~10 W',llhm N. ~wanber~ Ks~bl~ M- Sw~nb~g Tt~ ~ TEI~ACE MOBILE HOM~ COUKT AND SALES, INC, A.~;OCIATI~D D£VF..I. ID~EKS OF TI~ ~ CITI~-~, INC. Its;, ._ PURCHASE AGREEMENT THIS PURCHASE AGNRV~fENT made this day of , 19__, by and between ASSOCIATED DEVELOPERS OF~E TWIN CITIES, INC., a Minnesota corporation, its assigns ("Buyer") and EARL H. HOHLEN AND LORRAINE HOHLEN, ("Sellers"): RECITALS: A. Sellers are the fee owner of the parcel of land consisting of approximately seventy-three (73) acres situated in the City of Elk River, Sherburne County, Minnesota, legally described on the attached Exhibit A (the "Land"). B. Sellers wish to convey, and Buyer wishes to purchase the Land, together with all rights, privileges, easements, and appurtenances belonging thereto (hereinafter referred to as the "Property"). NOW THEREFORE, in consideration of the premises and the mutual covenants and conditions contained herein, the. parties agreeing to be legally bound hereby, agree as follows: 1. Sale of Property. Sellers agree to sell toB,~j~and Buyer agrees to purchase from Sellers approximately seventy-three~73)~acres of Property located in Elk River, Sherburne County, Minnesota, th~gal description of which is governed by a survey to be completed by a registered surveyor, consistent with the legal description and map attached hereto as Exhibit A and by which survey shall be incorporated herein together with all easements and rights appurtenant thereto ("Property"). , 2. Purchase Price. The purchase price to be paid by the Buyer to the Sellers for the property described in Exhibit A shall include the following: (a) $1.25 per square foot as defined in Section 5 of this Agreement; and (b) a one-half interest in the corporation described as the Associated Developers of the Twin Cities, Inc., a Minnesota corporation, being a party to this Agreement as the Buyer, but which equity or share of said corporation shall not be transferred or conveyed to the Sellers until the execution of this Agreement by all parties. It is the intention of the parties to provide the Sellers with a full an equal share of any gain from the development of the lands and premises described in Exhibit A, acquired by the Buyer pursuant to the provisions of this Agreement. (C)~ Upon the request of the Sellers any portion of .the purchase price may be paid or satisfied by the use of Section 1031 Tax Deferred Exchanges, providing that the Sellers notify the Buyer in writing of the property which js to be the subject of such exchange and -1- that the Sellers assume the responsibility of ascertaining the marketability of such proposed exchange property. In addition to the tax deferment, the purpose of such exchange may, but is not necessarily limited to the purpose of providing the Seller with property for the relocation of the manufactured home park and related business presently being conducted on a portion of the property described in Exhibit A. 3. Development C~sts. Buyer has incurred and expended money for development costs of the.lands and premises described in Exhibit A including, but not limited to, attorney fees, engineering fees, consulting fees, and other site costs, and intends to incur additional development costs in carrying out its obligations under the pro¥isions of this agreement. The parties acknowledge that it is Buyer's intention to subdivide the Property for sale to third parties (for commercial development) and that some development costs have already been incurred. Notwithstanding Buyer's intention, Buyer has the option to develop the Property and either sell or lease the improved property. The parties agree that additional development costs will be incurred in any event. Unless otherwise agreed to in writing by Buyer and Seller, Buyer's Development Costs must be reasonably substantiated pursuant to industry standards and procedures. The Development Costs, as identified in Exhibit B, shall include, but not be limited to,. the following: Site and Finish GradinB. Costs of all grading necessary for the development of the Property. Be Utilities. Ail installation of, deposits for or letter of credit fees incurred for electrical, gas and telephone services to the Property. Buyer agrees in its reasonable discretion to the utilization of existing electrical transmission lines by elevating such lines wherever possible in lieu of relocating such lines, and acquiring the easements necessitated by such relocation in order to minimize the costs and expenses relating to such transmission lines. Ce Sanitary and Storm Sewer and Watermains. Installation or assessment for all required: i. Sanitary sewer trunks, laterals, services; ii. Watermain trunks, laterals, and services; and iii. Storm sewer, trunk and laterals, water quality and storage facilities. De Streets. Installation of, or assessment for, all collector and local streets. -2- ge Fo Ge mo Le Landscaping and Amenities. Installation of all required seed, sod, trees, landscaping and amenities. Amenities shall include monument signs, foot bridges and other required amenities. Platting and Survey. Ail costs, including attorney's, engineering and consultant's fees, incurred in the preparation and submission for approval, rezoning and other zoning approvals, preliminary plat, final plat, final d~velopment plan and other requirements and documents required by the City of Elk River, Sherburne County or State of Minnesota for the development of the Property. Construction Manasemen~. On-site management of the development. · City Charges. Charges by the City of Elk River for engineering,. legal or administrative costs resulting from Buyer's submissions of necessary approvals for the development of the Property, and any other fees required by the City. Finance Costs. Costs for any Letter of Credit or credit enhancement required by the City of Elk River or any governmental unit's utility provider, loan commitment, title policy, recording, marketing and reasonable legal fees, and loan origination fees, or any other financing costs. Advertising and Closing Costs. Costs for brochures, signs necessary to promote the development, and reasonable closing costs. Real Estate Taxes. Real estate taxes due.and payable in the year of this Agreement shall be paid by Seller and Buyer, pro rata as of the Date of Closing. Seller shall pay, without deferral, all delinquent taxes, penalties and interest thereon or before the Date of Closing. Real estate taxes for new tax parcels subdivided from the Property ("New Tax Parcel") are as follows: i. Real estate taxes required to convey each New Tax Parcel upon the sale to a third party; and ii. The pro-rata share of real estate taxes due and payable for the entire Property, calculated as follows: - real estate taxes due and payable in any given year are allocated solely to the Property; - real estate taxes for the Property for the year are allocated only to a New Tax Parcel which is recovered by Buyer as a Development Cost pro rata for each New Tax Parcel sold in the portion of the Property. Special Assessments. Seller shall pay all special assessments pending and/or levied against the Property as of the Date o~ ClosinR, except special assessments caused or created by Buyer's development of the Property related to any development agreement or contract for private development required by the City of Elk River. On or before the date on which installments thereof are due, provided that all special assessments payable by Seller pursuant to this paragraph with respect to any New Tax Parcel shall be paid in full no later than the date of closinR of the sale of a New Tax Parcel by Buyer to 'any third party. Buyer as a development cost shall pay' all special assessments levied and/or pending after the Date of Closing or incurred as a result of the development of the Property. M. Attorneys and Consulting Fees. Attorneys and consultinR fees incurred by Seller or Buyer to negotiate this Agreement shall not be development costs and shall be the responsibility of ~the party incurrinR such costs. ii. Attorneys and consulting fees as well as all costs associated with the sale of the Property, or any portion thereof, shall be considered as Development Costs. Ne The parties agree that the Buyer may have incurred or expended funds that were neither necessary or incidental to the development of the subject premises undertaken by the Buyer pursuant to the provisions of this Agreement, and that such expenses, if any, will not be included as Development Costs for the purposes of this Agreement. 4. Payment Terms. Buyer shall pay Seller. for the property pursuant to the following terms and conditions: (a) Twenty-five Thousand Dollars ($25,000.00) as earnest money ("Earnest Money"). (b) (c) Two Hundred Twenty-five Thousand Dollars ($225,000.00) cash at closing. At closing, the Buyer shall execute a Promissory Note payable to the order of the Sellers in an amount as determined by subparagraph 2(a) above less the earnest money and cash or cash equivalent of Section 1031 exchange property paid at closing pursuant to this paragraph of the Agreement. Which Note shall bear interest at the rate of ten percent (10%) per annum, and be secured by a non- recourse first Mortgage in favor of the Sellers on the lands and premises described in Exhibit A. (d) The Mortgage and Note shall include terms for the payment for and release of portions of the Property, upon the sale of the Property or any portion thereof, (e.g., upon the sale of a New Tax Parcel)~ -4- Pursuant to the terms of the Mortgage and Note, Buyer's payment to Sellers and Seller's delivery of partial releases of the Mortgage and for portions of the Property, shall occur following the sale of any portion of the Property to a third party upon payment to the Seller of the Adjusted Release Price as defined in the Note. (f) Within thirty (30) days from the date Buyer closes on the sale of the property, or any portion thereof, to a third party, and ~.~/~ Buy~..has been paid in full for said sale, Buyer shall pay Seller ~o~,~;p~-f'~ent~ ~%) of the net proceeds from the sale of each portion of the property in excess of the pro rate portion of each parties share of the development costs for the property sold. (g) ~ For purposes of paragraph 4(e), Buyer's Development Costs shall be actual, if known, and otherwise reasonably estimated. 5. Square Footage. For purposes of calculating the purchase price, square footage shall not be reduced by any claim or allegation that a part of the lands and premises described in Exhibit A is defined by any city, state or federal government entity, agency or authority as a wetland, public water or sensitive ground water area. The parties agree that the City of Elk River is the appropriate authority to determine and define such wetland, public water or sensitive ground water area, and that if any part of the lands and premises described in Exhibit A is so identified that the Buyer in developinR drainage of said land for the purposes of its development will undertake to negotiate the elimination or minimization of such area. Only in the event of a catastrophic and unexpected results from such efforts will the effect thereof become a factor modifying the provisions of this Agreement, and then only to the extent determined by a neutral arbitrator after examining evidence ;ubmitted by the parties. 6. Contingencies. The obligations of Buye~ under this Agreement are contingent upon the following: (a) The representations and warranties of Sellers contained in this Agreement must be true now and on the date of closing as if made on the closing, unless waived by Buyer; (b) Buyer is satisfied in its sole discretion with a Phase I hazardous waste and environmental review ("Assessment") of the Property, together with a physical inspection and investigation of the Property ("Inspection"); (c) As soon as possible, Sellers shall deliver to Buyer, any survey of the Property in Sellers' possession; (d) The securing by Buyer of the unconditional approvals of all city, county, state and federal licenses, permits, plat approvals, development agreement(s) and other approvals necessary for Buyer to construct a retail development on the Property; -5- (e) There will be no general moratorium imposed by any governmental authority with respect to the issuance of building permits affecting the development of the Property or sanitary sewer, water, natural gas or electricity connections with respect to the Property; (f) Prior to closing Buyer shall have obtained, at its sole cost, the report of a duly licensed soil engineer with respect to the soil conditions of the Property or as much thereof as Buyer deems necessary, and Buyer, in 'its sole discretion, shall be satisfied with the form and content of such report; (g) Prior to closing Buyer shall have obtained commitments from providers of utility services in form and content solely acceptable to Buyer insuring adequate sanitary sewer, storm sewer, water, natural gas, electricity, and telephone service to accommodate Buyer's ~ntended use of the Property; (h) If required bY any governmental authority, Buyer shall have the right, but not the obligation to authorize and complete an Environmental Assessment Worksheet or Environmental Impact Statement ~the results of which would allow Buyer, at Buyer's sole discretion, to go forward with Buyer's development of the Property; (i) Prior to closing, Buyer shall have obtained from requisite governmental authorities unconditional approval for reasonable access to the Property which is sufficient for the Buyer's development of the Property, except for additional access to U.S. Highway No. 169, which both parties acknowledge to be inattainable or unreasonably difficult to obtain. (j) Buyer shall determine, in its sole discretion, that it will only have to pay for (or be assessed)'the actual costs of the utilities to the Property, and not the area wide utility costs and/or the cost of any lift station(s) or other utility improvements necessary for area wide service. Buyer will use reasonable efforts to negotiate with the City or other governmental authority regarding the cost for utilities. (k) Within ten days from the date of the execution of this Agreement, Sellers shall properly serve each and every resident of the manufactured home park currently residinR on the Property the notice required by Minnesota Statutes, and Minnesota Rules and Regulations, regarding their vacation from the Property and relocation to another property. Those obligations herein are not contingent upon Seller finding an alternative site to relocate the current manufactured home park residence. (1) Prior to closing, Buyer shall determine, at its sole discretion, that there will be no ponding, wetlands, public water or sensitive ground water area on the Property required or defined by the City of Elk River, or any other governmental authority, except as ~ay be replaced by an approved replacement plan. -6- If any of the continRencies set forth above are not met, Buyer may, at its sole discretion, on or before the date of closing by notice to Sellers, declare the contingencies have not been met and terminate this Agreement. In the event that Buyer does.not give said notice of termination by the date of closing Buyer shall be deemed to have waived satisfaction of any contingencies then remaining unsatisfied and the parties shall then proceed to close this transaction according to the terms and conditions of this Agree- ment. Upon such termination, Seller~ shall return to Buyer all earnest money paid hereunder and all interest accrued thereon and both parties shall be released from any further rights or obligations regarding this Agreement or the Property. Ail the contingencies set forth in this section are specifically stated for the sole purpose and exclusive benefit of the Buyer, and the Buyer shall have the sole right to unilaterally waive any contingency by written notice to Sellers. 7. Right of Entry. Buyer and its duly authorized agents shall have the right during the period from the date of this Agreement to closing, to enter in and upon the Property in order to complete its investigation of the Property. Buyer agrees to restore any resulting damage to the Property and to indemnify, hold harmless and defend Sellers from any and all claims by third persons of any nature whatsoever arising from Buyer's right of entry hereunder, including all actions, suits, p~oceedings, demands, assessments, costs, expenses and attorneys' fees. 8. Representations and Warranties by Sellers. Sellers represent and warrant to Buyer as follows: (a) Title to Property. Sellers are the owner of and have good and marketable title to all of the. Property, free and clear of any liens, pledges, security interests and encumbrances, and any other rights or claims of third parties, which will be released at closing, and is authorized to convey the same to Buyer. (b) Pending Actions. There are no actions, suits, investigations, or proceedinRs pending or threatened against Sellers or before any court or before or by any federal, state, municipal or other governmental department, commission, board, bureau, agency, or instrumentality, including, but not limited to condemnation, environmental, zoninR or other proceedings, which may have a material adverse impact on the Property. (c) Removal of Structures and other Materials. Unless otherwise agreed in writing Sellers agree to remove any and all structures, equipment, wells, tanks or other materials from the Property. (d) Compliance with Laws. Sellers have not received any notice of violation of any law, regulation, ordinance or other requirement relating to the Property which would have a material adverse affect on the Buyer's intended development of the Property. -7- (e) (f) (i) (J) (k) Valid and Binding Agreement. This Agreement constitutes the valid and binding obligation of the Sellers in accordance with its terms. The execution and delivery of this Agreement and the consummation hereof does not and will not violate any provision of any judicial or governmental decree, order or judgment regarding the Sellers. Improvements. Sellers will not, without the prior written consent of Buyer: (i) construct of enter into any agreement or commitment to construct any improvement on the Property; or (ii) enter into any lease, easement, covenant or other obligation affecting the Property. Public Right to Access. There is a right of access to the Property from a public right of way. Liens. As of the date of closing, all payments will have been made 'for all labor and/or material furnished to the Property, by or on behalf of Sellers. Storage Tanks. Any underground~ storage tanks shall be removed by the Sellers at their expense. Environmental Laws. To the best knowledge of Sellers, no toxic or hazardous substances or wastes, pollutants or contaminants (including, without limitation,, asbestos, and any hazardous substance as defined in the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA")), or have been generated, treated, stored, released or disposed of, or otherwise placed, deposited in or located on the Property, nor has any activity been undertaken on the Property that would cause or contribute to (i) the Property becoming a treatment, storage, or disposal facility within the meaning of, or otherwise bring the Property within the ambit of, the Resource Conservation and Recovery Act of 1976 ("RCRA"), or any similar state law or local ordinance; (ii) a release or threatened release of toxic or hazardous wastes or substances, pollutants or contaminants, from the Property within the meaning of, or otherwise bring the Property within the ambit of, CERCLA, or any similar state law or local ordinance; or (iii) the discharge into the environment of any emissions that would require a permit under the Federal Water Pollution Control Act, or the Clean Air Act or any similar state law or local ordinance. To the best knowledge of Sellers after due inquiry, there are no substances or conditions in or on the Property that may support a claim under RCRA, CERCLA or any other federal, state or local environmental statutes, regulations, ordinances or other environmental regulatory requirements. Development Process. Sellers shall cooperate with Buyer in the development process. -8- (1) Survival of Representations and Warranties. Ail representations and warranties of Sellers will be true and correct as of the closing date and shall survive the closing and continue thereafter. (m) Relocation of the Manufactured Home Park. Sellers represent that they will within ten days from the date of this Agreement, properly serve the statutorily mandated notice on all manufactured home park residents, in form consistent with an in compliance with Minnesota Statutes, Rules' and Regulations, or otherwise complete relocation of each and every manufactured home park residents within the statutorily mandated period in compliance with all applicable statutes, rules and regulations. Sellers will indemnify and hold Buyer, its successors and assigns, harmless from and against any expenses or damages, including reasonable attorneys' fees, that Buyer incurs as a result of the breach of any of the above representations by Sellers. Specifically, Sellers shall' indemnify, defend and hold Buyer harmless from claims made bY residents of the mobile home park. 9. Representations and Warranties of Buyer. Buyer represents and warrants as follows: (a) Development Process. Buyer shall undertake to obtain governmental approvals for the development of the Property, or to subdivide the Property and prepare portions thereof for sale to third parties. (b) Authority. The individual signing this Agreement on behalf of Buyer hereby covenants and represents to Sellers that he is fully authorized and empowered to sign this Agreement on behalf of Buyer and that this Agreement will be fully binding on Buyer. (c) Survival of Representations and Warranties. The representations and warranties of Buyer shall be true and correct as of the date of closing and shall survive the closing. 10. Title Examination. The Buyer or its agents have in its possession the abstract 6f title to the lands and premises described in Exhibit A. Further title insurance considerations shall be the responsibility and expense of the Buyer. Within fifteen (15) business days after receivinR the Title Commitment, buyer will make written objections ("Objections") to the form and/or contents of the title evidence. Buyer's failure to make Objections within such time period will constitute waiver of the Objections. Sellers will have sixty (60) days after receipt of the Objections to cure the Objections, during which period the Closing will be postponed as necessary. Sellers shall use their best efforts to correct any Objections. To the extent any liens or encumbrances for liquidated amounts can be satisfied by the payment of money, Buyer shall have the right to apply a portion of the cash payable to Sellers -9- at the Closing to satisfaction of such Objection and the amount so applied shall reduce the amount of cash payable to Sellers at the Closing.~ If the Objections are not cured within such sixty (60) day period, Buyer will have the option to (i) terminate this Agreement and receive a refund of the earnest money and the interest accrued and unpaid on the earnest money, if any, or (ii) waive the Objections and proceed to close. 11. Closing. The closing of. the purchase and sale contemplated by this Agreement shall occur on or before April 1, 1997. 12. Closing Documents. At the Closing, Sellers shall execute and/or deliver to Buyer the following (collectively the "Closing Documents"): (a) Warranty Deed. A Warranty Deed in recordable form and reasonably satisfactory to Buyer; (b) Promissory Note. A Promissory Note executed by Buyer due and payable to the order of Seller pursuant to the terms and conditions set forth in this Agreement; (c) Mortgage. A mortgage in recordable form, executed by Buyer in favor 'of Seller, reasonably including the terms and conditions set forth in this Agreement; (d) Sellers' Affidavit. A standard form affidavit by Sellers indicating that on the date of Closing there are no outstanding unsatisfied judgments, tax liens or bankruptcies against or involving Sellers or the Property; that there has been no skill, labor or material furnished to the Property (other than at the request of Buyer) for which payment has not been made or for which mechanic's liens could be filed; and that there are no .other unrecorded interests in the Property; (e) Storage Tanks. If required an affidavit with respect to storage tanks pursuant to Minnesota Statutes Section 116.48; (f) Well Disclosure. If there is a well located on the Property, a well-disclosure statement in form and substance true to form for recording; and (g) Certification. A certification that the representations and/or warranties made by the Sellers are the same as were in existence on the date of this Purchase Agreement. (h) Other Documents. Ail other documents reasonably determined by either party and the title insurance company to be necessary or desirable in connection herewith and the consummation of the transactions contemplated herein. 13. Prorations. Sellers and Buyer agree to the following prorations and allocation of costs regarding this Agreement: -10- (a) Title Insurance and Closing Fee. Sellers will pay all costs of abstracting and evidence of title. The Buyer shall undertake and pay all other expenses incidental to closinR. Real Estate Taxes. Real estate taxes due and payable in the year of Closing shall be prorated to the date of Closing. Sellers shall pay all delinquent taxes and penalties and interest thereon on or before Closing. Buye< agrees to assume all real estate taxes following the year of Closing. (c) Special Assessments. me Sellers shall pay all special assessments or similar governmental impositions, pending, levied or deferred against the Property to be purchased as of the date of closinR. ii. Buyer shall be responsible for all special assessments or similar governmental impositions levied against the Property from and after the date of closing and special assessments or similar governmental impositions caused or created by Buyer's development of the Property. (d) Recording Costs. Sellers will pay the cost of recordinR all documents necessary to place record title in the condition warranted and required in this Agreement, including state deed tax. Buyer will pay the cost of recording all other documents. 14. Condemnation. If, prior to the date of Closing, eminent domain proceedings are commenced against all or any part of the Property, Sellers shall immediately give notice to Buyer of such fact and Buyer may, at its sole option (to be exercised within thirty (30) days after Sellers' notice) (i) terminate this Agreement, in which event neither party will have any further obligations under this Agreement and the earnest money, together with any accrued interest, shall be refunded to Buyer, or (ii) close the transaction upon the terms and conditions contained herein and Sellers shall assign to Buyer all of its right, title and interest in and to any award made or to be made in the condemnation proceedings. 15. Assignment. Neither party may assign their rights under this Agreement without the prior written consent of the other. 16. Survival. Ail of the terms of this Agreement will survive and be enforceable after the Closing, except those waived by Buyer expressly. 17. Notices. Any notice required or permitted to be given by any party upon the other shall be deemed given upon personal delivery to the other party, or upon deposit in United States mail, registered or certified, return receipt requested, postage prepaid, or upon deposit, fees paid, with a nationally recognized, reputable overnight courier, properly addressed as follows: -11- If to Sellers: Earl and Lorraine Hohlen 39 Main Street Elk River, MN 55330 With a copy to: If to Buyer: John Mac Gibbon, Esq. 261 East Broadway P.O. Box 999 Monticello, MN 5532 Associated Developers of the Twin Cities, Inc. 6801 West 150th Street Apple Valley, MN. 55124 with' a copy to: Anthony J. Gleekel, Esq. Siegel, Brill, Greupner & Duffy, P.A. 100 Washington Square, Suite 1300 Minneapolis, MN 55401 Any party may change its address for the service of notice by giving written notice of such change to the other party in any manner above specified. 18. Captions. The paragraph headings or captions appearing in this Agreement are for convenience only, are not a part of this Agreement and are not to be considered in interpreting this Agreement. 19. Entire Agreement; Modification, This written Agreement constitutes the complete agreement between the parties and supersedes any prior oral or written agreements between the parties regarding the Property. There are no verbal agreements that change this Agreement and no waiver of any of its terms will be effective unless in a writing executed by the parties. 20. Binding Effect. This Agreement binds and benefits the parties and their heirs, representatives, successors and assigns. 21. Governing Law. This Agreement has been entered into in the State of Minnesota and shall be governed by and construed in accordance with the laws of the State of Minnesota. 22. Remedies. If Buyer defaults under this Agreement, Sellers shall have the right to terminate this Agreement by giving thirty (30) days written notice to Buyer. If Buyer fails to cure such default within thirty (30) days of the date of such notice, this Agreement will terminate, and upon such termination, Sellers shall retain the earnest money as liquidated damages, time being of the essence of this Agreement. The termination of this Agreement and retention of the earnest money will be the sole remedy available to Sellers for such default by Buyer, and Buyer will not be liable for damages or specific performance. If Sellers default under this Agreement, buyer may terminate this Agreement by giving fifteen (15) days written notice to Sellers. If Sellers fail to cure such default within said fifteen (15) days of the date -12- of such notice, this Agreement shall terminate and all earnest money and any interest accrued thereon shall be referred to Buyer. Notwithstanding the foregoing, Buyer may also elect to seek and recover from Sellers specific performance of this Agreement. 23. Commissions. Sellers and Buyer each agrees to indemnify and hold the other harmless against all claims, damages, costs or expenses (including costs incurred in defendinR any clai~) for any brokerage fees or commissions excludinR legal fees resulting from its or their actions or agreements regarding the execution or performance of this Agreement. 24. Access. The Sellers and Buyer further agree that the Sellers shall be provided access across the lands and premises described in Exhibit A at a particular location and route to be determined by the Buyer to the North line Of the South Half of the Northwest Quarter of Section 2, Township 32, Range 26. Said land lying southerly of that described in Exhibit A, and adjacent thereto. In the event that said North line becomes accessible across the land described in Exhibit A or otherwise from County State Aid Highway No. 12 as presently located and established. Such access shall be considered as satisfaction of the access requirements of this paragraph. IN WITNESS W]~REOF, Sellers and Buyer have executed this Agreement as of the day and year first written above. H HoSlen ASSOCIATED DEVELOPERS OF THE TWIN CITIES, INC. Its: ' ' ~/-~ ~ ~/ -13- (iii) The following liens or encumbrances: ; and (.b) Deliver to Purchasers the abstract of title to the Property or, if the title is registered, the owner's duplicate certificate of title. PURCHASE PRICE. Purchasers shall pay to Seller, at Elk River, Minnesota zth~sumof One Hundred Forty-Ei~ht Thousand ~ix Hundred ~'orty-eight 50/~O 14~,~i~._0 .), as and ~rthe purchase pdce ~rthe Property, payable as Allows: $1,000.00 cash in hand paid by the buyers upon the execution of this agreement. The balance of ~14~,648.50 on or before July 1, 2000, together with interest at the rate of six percentf .~._) per Annum to be first deducted from any payment with the balance being applied to reduction of principal. The parties agree that the area covered by this agreement ~5.46 acres) is approximately eight percent of a tract under contract for sale by the buyers herein to the Twin Cities Associated Developers, Inc., and that any payment made under said contract shall be forthwith paid to sellers at the rate of one-half the eight percent of each payment. PREPAYMENT. Unless otherwise provided in this contract, Purchasers shall have the right to full:,' or partially prepay this contract at any time without penalty. Any partial prepayment shall be applied first to payment of amounts then due under this contract, including unpaid accrued interest, and the balance shall be applied to the principal installments to be paid in the inverse order of their maturity. Partial prepayment shall not postpone the due date of the installments to be paid pursuant to this contract or change the amount of such installments. ILEAL ESTATE TAXES AND ASSESSMENTS. Purchasers shall pay, before penalty accrues, all real estate taxes and install~§nts of special assessments assessed against the Property which are due pa3 able in the year 19-- and in all subsequent years. Real estate taxes and installments of special assessments which are due and payable in the year in which this contract is dated shall be paid as follows: Seller warrants that the real estate taxes and installments of special assessments which were due and payable in the years preceding the year in which this contract is dated are paid in full. PROPERTY INSURANCE. (a) INSURED RISKS AND AMOUNT. Purchasers shall keep all buildings, improvements and fixtures now or later located on or a part of the Property insured against loss by fire, extend*~d coverage perils, vandalism, maliciotts mjschief and, if applicable, steam boiler explosion fin' at least the amount of none requxrea If any of the buildings, improvements or fixtures are located in a federally designated flood prone area, and if flood insurance is available for that area, Purchasers shall procure and maintain flood insurance in amounts reasonably satisfactory to Seller. (b) OTHER TERMS. The insurance policy shall contain a loss payable clause in favor of Seller which provides that Seller's right to recover under the insurance shall not be impaired by any acts or omissions of Purchasers or Seller, and that Seller shall otherwise be afforded all rights and privileges customarily provided a mortgagee under the so-called standard mortgage clause. ~c~ NOTICE OF DAMAGE. In the event of damage to the Property by fire or other casualty, Purchasers shall promptly give notice of such damage to Seller and the insurance company. 8. DAMAGE TO THE PROPERTY. (a) APPLICATION OF INSURANCE PROCEEDS. If the Property is damaged by fire ,r other casualty, the insurance proceeds paid on account of such damage shall be applied to payment of the amounts payable by Purchasers under this contract, even if such amounts are not then due to be paid, unless Purchasers make a permitted election described in the next paragraph. Such amounts shall be first applied to unpaid accrued interest and next to the installments to be paid as provided in this contract in the inverse order of their maturity. Such payment shall not postpone ~-~ due date of the instalhnents to be paid pursuant to this contract or change the amount of such 'aliments. The balance of insurance proceeds, if any, shall be the property of Purchasers. CONTRACT FOR DEED Form No. 55-M Minnesota Uniform Conve)'ancin~ Blanks (1978) Miller-Davis Co. Minneapolis h.tividunl(sl to Join; No delinquent taxes and transfer entered; Certificate of Real Estate Value ( )filed ( )not required , 19 County Auditor By Deputy (reserved for mortgage registry tax payment data) (reserved for recording data) MORTGAGE REGISTRY TAX DUE HEREON: $ Date: , 19 THIS CONTRACT FOR DEED is made on the above date by Will±am N.. Swanberg and Kathaleen Fl. Swanberg, Husband and Wife (marital status) Seller (whether one or more), and Earl H. Hohlen and Lorraine M. Hohlen, ttusband and Wife , Purchasers, as joint tenants. Seller and Purchasers agree to the following terms: 1. PROPERTY DESCRIPTION. Seller hereby sells, and Purchasers hereby buy, real property in Sherburne County, Minnesota, described as follows: An undivided one-half interest in: That part of the Northwest Quarter of the Northwest Quarter (NW~ of NW~) of Section Two (2), Township Thirty-two (32) North, Range'Twenty-six (26) West, which lies westerly of a line run parallel with and distant 200 feet easterly of the west line of said Section 2 and southerly of a line run parallel with and distant 100 feet southerly of the north line of said Section 2; containing 5.46 acres, more or less, Sherburne County, Minnesota. together with all hereditaments and appurtenances belonging thereto (the Property). TITLE. Seller warrants that title to the Property is, on the date of this contract, subject only to the following exceptions: (a) Covenants, conditions, restrictions, declarations and easements of record, if any; (b) Reservations of minerals dr mineral rights by the State of Minnesota, if any; (c) Building, zoning and subdivision laws and regulations; (d) The lien of real estate taxes and installments of special assessments which are payable by Purchasers pursuant to paragraph 6 of this contract; and (e) The following liens or encumbrances: 3. DELIVERY OF DEED AND EVIDENCE OF TITLE. Upon Purchasers' prompt and full performance of this contract, Seller shall: (a) Execute, acknowledge and deliver to Purchasers a Warranty Deed, in recordab]e form, conveying marketable title to the Property to Purchasers, subject only to the following exceptions: (i) Those exceptions referred to in paragraph 2(a), (b), (c) and (d) of this contract; (ii) Liens, encumbrances, adverse claims or other matters which Purchakers have created. suffered or permitted to accrue after the date of this contract; and [~* t'[ lit. ll,'~.~3P.,tl~3 E,I-,I~,C, 1 IL~l'~ 1 ~ ll~D U l~l). Il l~urcnasers are llOt in Qelault un(ler tills con tract. (,r after curing any such default, and if the mortgagees in any prior mortgages and sellers in any prior contracts for deed do not require otherwise, Purchasers may elect to have that portion of such insurance proceeds necessary to repair, replace or restore the damaged Property (the repair work) deposited in escrow with a bank or title insurance company qualified to do business in the State Minnesota, or such other party as may be mutually agreeable to Seller and Purchasers. ,'],,cti,m may only be made by written notice to Seller within sixty days after the damage .~ ~s~. the election will only be permitted if the plans and specificati(ms and contracts fin' the r,,p;, ~' w,~rk are approved by Seller, which approval Seller shall not unreasonably withhold m' del;~y ~' ~uch a permitted election is made by Purchasers, Seller and Purchasers shall jointly deposit, w ~aid. such insurance proceeds into such escrow. If such insurance proceeds are insufficient [',,r ~'(~pair work, Purchasers shall, before the commencement of the repair work, deposit iht,, c~'crow sufficient additional money to insure the full payment for the repair work. Even if insurance proceeds are unavailable or are insuffficient to pay the cost of the repair wm'k. Purchasers shall at all times be responsible to pay the full cost of the repair work. All fi~nds shall be disbursed by the escrowee in accordance with generally accepted ~.,ms~ruction disbursement procedures. The costs incurred or to be incurred on account ~)f ,.~:cr.w shall be deposited by Purchasers into such escrow before the commencement of the '.,.',,rk. Purchasers shall complete the repair work as soon as reasonably possible and in a good and wm'kmanlike manner, and in any event the repair work shall be completed by Purchasers within ,,n e year after the damage occurs. If, following the completion of and payment for the repair wm-k. '.here remain any undisbursed escrow funds, such funds shall be applied to payment of the :m~()unts payable by Purchasers under this contract in accordance with paragraph 8 (a) tN.fieRY OR DAMAGE OCCURRING ON THE PROPERTY. ,~ [,lABILITY. Seller shall be free from liability and claims for damages by reason of injuries ,,,'('u rri n ~ on or after the date of this contract to any person or persons or property xvhi le on or ~he Property. Purcliasers shall defend and indemnify Seller from all liability, loss, costs and ,~l~li~ations. including reasonable attorneys' fees, on account of or arising out of any such in jut. ..... ~l(~wever, Purchasers shall have no liability or obligation to Seller for such injuries which :,~', ~'~used by the negligence or intentional wrongful acts or omissions of Seller. '~)~ ~.[.~I]II.ITY INSURANCE. Purchasers shall, at their own expense, procure and mai~t~,~'~ ~;~i)ility insurance against claims for bodily injury, death and property damage occurring ~m ;~,)mt the Property in amounts reasonably satisfactory to Seller and naming Seller ~ '~dditi(,nal insured. ~ NN['R.,XNCE. GENERALLY. The insurance which Purchasers are required to procure and mainlai~ ;,ur~u~nt Io paragraphs 7 and 9 of this contract shall be issued by an insurance company or compa~ ';-~sed to do business in the State of Minnesota and acceptable to Seller. The insurance shall iw ~;~i~tained hy Purchasers at all times while any amount remains unpaid under this contract. Th,, ~:~.~urance policies shall t)rovide for not less than ten days written notice to Seller before cancellati~m. ~m-renewal. lermination or change in coverage, and Purchasers shall deliver to Seller a dup]ica~,. · ,~'i~inal or certificate of such insurance policy or policies. ' '~-~N})EMNATION. If all or hny part of the Property is taken in condemnation proceedings instituted ,,.~,~' prover (~f eminent domain or is conveyed in lieu thereof under threat of condemnation, the ~,~i(t pursuan~ to such condemnation or conveyance in lieu thereof shall be applied to payment (~f :,re,rant, payable by Purchasers under this contract, even if such amounts are not then due to be paid. .<~.~('h amounts shall be applied first to unpaid accrued interest and next to the installments to be paid ;~,: pr, ~vided in this contract in the inverse order of their maturity. Such payment shall not postpone the .;ut, date of the installments to he paid pursuant to this contract or change the amount of such i~stallments. The balance, if any, shall be the property of Purchasers. WASTE. REPAIR AND LIENS. Purchasers shall not remove or demolish any buildings, im- ;~'tw,ments or fixtures now or later located on or a part of the Property, nor shall Purchasers commit ~ll~m' waste of the Property. Purchasers shall maintain the Property in good condition and repair. :'u~'chas(,rs shall not create or permit to accrue liens or adverse claims against the Property which . ,,nslitule a lien or claim against Seller's interest in the Property. Purchasers shall pay to Seller ali am,rants, costs and expenses, including reasonable attorneys' fees. incurred by Seller to remove any s~ ('h liens or adverse claims. })EEl) AND MORTGAGE REGISTRY TAXES. Seller shall, upon Purchasers' full performance of this (.m~lract. pay the deed tax due upop the recording or filing of the deed to be delivered by Seller Purchasers. The mortgage registry fax due upon the recording or filing of this contract shall be paid by the party who records or files this contract; however, this provision shall not impair the right of Seller ~, c,)tlect fi'om Purchasers the amount of such tax actually paid by Seller as provided in the applicat~l~. ;.~,' ~,,v,,rning default and service of notice of termination of this contract. ~.:~ )TI ('E OF ASSIGNMENT. If either Seller or Purchasers assign their interest in the Property, a c~ ,~' such assignment shall promptly be furnished to the non-assigning party. I~}q(¥1'ECTION OF INTERESTS. If Purchasers fail to pay any sum of money required under the ,,f ~his contract or fail to perform any of their obligations as set forth in this contract, Seller may, at Seller's option, pay the same or cause the same to be performed, or both, and the amounts so paid by ~eller and the cost of such performance shall be payable at once, with interest at the rate stated in paragraph 4 of this contract, as an additional amount due Seller under this contract. If ~here now exists, or if Seller hereafter creates, suffers or permits to accrue, any mortgage, contract for (iced. lien or encumbrance against the Property which is not herein expressly assumed by Purchasers. ~ nd provided Purchasers are not in default under this contract, Seller shall timely pay all amounts due ~here(m. and if Seller fails to do so, Purchasers may, at their option, pay any such delinquent amounts ;~ nd deduct the amounts paid from the installment(s) next coming due under this contract. ~ )l']tCA ULT. The time of performance by Purchasers of the terms of this contract is an essential part of ~:'~ is contract. Should Purchasers fail to timely perform any of the terms of this contract, Seller may, at ~,,ller'~ option, elect to declare this contract cancelled and terminated by notice to Purchasers in ~,'cm'dance with applicable law. All right, title and interest acquired under this contract by Purchasers ~hall then cease and terminate, and all improvements made upon the Property and all payments made l~y Purchasers pursuant to this contract shall belong to Seller as liquidated damages for breach of this contract. Neither the extension of the time for payment of any sum of money to be paid hereunder nor any waiver by Seller of Seller's rights to declare this contract forfeited by reason of any breach shall ;~ ny manner affect Seller's right to cancel this contract because of defaults spbsequently occurring, and n(, extension of time shall be valid unless agreed to in writing. After serVice of notice of default and failure to cure such default within the period allowed by law, Purchasers shall, upon demand. ~urrender possession of the Property to Seller, but Purchasers shall be entitled to possession of ~¥~I)erty until the expiration of such period. I~I NI)ING EFFECT. The terms of this contract shall run ~vith the land and bind the parties hereto and their successors in interest. "l S. I I EADINGS. Headings of the paragraphs of this contract are for convenience only and do not l/mit or construe the contents of such paragraphs. ASSESSMENTS BY OWNERS' ASSOCIATION. If the Property is subject to a recorded declaration providing for assessments to be levied against the Property by any owners' association, which assessments may become a lien against the Property if not paid, then: la) Purchasers shall promptly pay, when due, all assessments imposed by the owners' association or other governing body as required by the provisions of the declaration or other related documents; and (b) So long as the owners' association maintains a master or blanket policy of insurance against fire. extended coverage perils and such other hazards and in such amounts as are required by this contract, then: Ii) Purchasers' obligation in this contract to maintain hazard insurance coverage on the Property is satisfied; and (ii) The provisions in paragraph 8 of this contract regarding application of insurance proceeds shall be superceded by the provisions of the declaration or other related documents; and (iii) In the event of a distribution of insurance proceeds in lieu of restoration or repair following an insured casualty loss to the Property, any such proceeds payable to Purchasers are hereby assigned and shall be paid to Seller for application to the sum secured by this contract, with the excess, if any, paid to Purchasers. '2(). ADDITIONAL TERMS: · EIJ~ER(S) PURCHASERS William N. Swanber§ Earl H. ~ohlen Kathaleen M. Swanberg Lorraine M. Hohlen State of Minnesota Countyof The foregoing instrument was acknowledged before me this __ day of NOTARIAL STANIP OR SEAl. (OR OTHER TITLE OR RANK) SIGNATURE OF NOTARY PUBLIC OR OTttER OFFICIAL State of Minnesota '[ ~. County of The foregoing instrument was acknowledged before me this day of , !9 N~ ~TARIAL .STAMP Oil SEAl.. (OR OTHER TI'I l.,E OR RANK) SIGNATURE OF NOTARY PUBLIC OR OTHER OFFICIAL Tax Statements for the real property described in this instrument sr~ould De sent tc TIIISINSTRUMENTWASD~EDBYINAMEANDADDRESS} John E. Mac Gibbon Attorney at Law 261 East Broadway P.O. Box 999 Monticello, MN 55362 (612) 295-6667 FAII,URE TO RECORD OR FILE THIS CONTRACT FOR DEED MAY GIVE OmHER PhRTIP,< .T ouchstone Developmen.t. 'l. Incorporated Wednesday, January 12, 1994 Mr. John E. MaGibbon, Esq. MacGibbon & Conroy, P.A. 321 Lowell Avenue Elk River, MN 55330 RE: Hohlen Property ,t Dear John: Enclosed please find one original and three copies of the fully executed option agreement on the Hohlen property - east side of Hwy 169, along with three copies of the option for' the Hohlen/Swanberg property - west side of Hwy 169. Please note that the second option is for $1,400,000 (this works out to approximately $3.57/sq ft). I was unable, at this time., to get the partners to write the second option for the figure of $1,600,000 which we had talked about on Friday with Earl. Plea.se have both Eric M. Pedersen enclosure cc: ~'1 Hohlen Eugene Pedersen National Real Estate Sales and Development OPTION AGREEMENT 01/10/94 THIS OPTION AGREEMENT is made this day of January, 1994, by and among EARL H. HOHLEN and LORRAINE HOHLEN, husband and wife; and KATHALEEN lq. SWANBERG and WILLIAM N. SWANBERG, husband and wife (all of whom are referred to herein as the 'Seller~), and Associated Developers of the Twin Cities, Inc., a corporation under the laws of Minnesota, with its principal address being 6801 West 150th Street, Apple Valley, Minnesota 55124 ('Purchaser'). 1. Grant of Option. In consideration of the sum of $1,500 received from Purchaser, the Seller grants to the Purchaser the exclusive right and option to purchase, upon the terms and conditions set forth below, the property situated in the City of Elk River, Sherburne County, Minnesota, consisting of approximately nine (9) acres, as legally described on Exhibit A (the #Property"). 2. Exercise of Option. The Purchaser shall exercise this option, in whole or in part, as provided for herein, no later than 12:00 noon, Central Standard Time, July 14, 1995, by written notice of exercise to the Seller .(the "Option Exercise Notice#). Unless extended as hereinafter provided, after July 14, 1995, this option, to the extent not previously exercised, shall lapse and be of nor further force or effect and Seller shall retain all monies paid by Purchaser to Seller pursuant to this option. 3. Extension of Option Period. Purchaser shall have the right upon payment to Seller of the sum of $1,500 in cash (the ~Extension Payment"), to extend the term of this option from July 14, 1995, through and including 12:00 noon, Central Standard Time, January 15, 1997, provided the Extension Payment is delivered to Seller, together with a notice of Purchaser's election to extend the option term, no later than 12:00 noon, Central Standard Time, July 14, 1995. Unless previously exercised or extended in the manner set forth, this option shall expire finally and absolutely at 12:00 noon, Central Standard Time, on July 14, 1995 (the ~Expiration Date"), or if extended, at 12:00 noon, Central Standard Time, on January 15, 1997, and upon such expiration, neither party shall have any further rights, obligations, or liabilities to the other hereunder; provided, however, that if on the Expiration Date any record of any interest, right or claim of Purchaser shall appear in the land title records of Sherburne County, Minnesota, or any other encumbrance, matter or document has been caused or allowed to exist by Purchaser, to which an objection to title may be made by a subsequent purchaser or mortgagee, then, at Seller's request, Purchaser shall' provide Seller with (a) quit claim deeds in favor of the Sellers, in recordable form executed by Purchaser conveying the Property to each Seller and (b) any other document required to eliminate any other such defect, claim, lien or interest. 4. P1jrchase Price and Terms. The price, terms and conditions under which the Property may be purchased upon the exercise of this Option Agreement are the following: (a) No part of the $1,500 paid for this Option Agreement, or if the option is extended, the $1,500 paid for the extension of this Option Agreement, shall be allowed as a credit agaiflst the purchase price or against any other obligation of Purchaser to Seller and such option payment may be retained by Seller in any event; (b) (The Purchase Price for the Property is $1,400,000. 5. Examination and Development of the Pr0~rties. Seller acknowledges that Purchaser desires to perform certain tests, seek certain approvals and perform other acts and investigations in order to make the Property acceptable for Purchaser's intended uses and purposes. In that regard, Seller and Purchaser agree as follows: Seller shall cooperate with Purchaser and furnish Purchaser with all necessary information needed to obtain all permits, consents and approvals required to permit Purchaser's intended use of the Property as a multi-use commercial development. Any fees and expenses required to be paid in order to obtain such shall be paid by Purchaser. Upon request of Purchaser, Seller shall cooperate for any applications for all permits or related documents which Purchaser deems necessary to file with any governmental authority in connection with the proposed development of the Property, but which fees and costs associated therewith shall be paid by Purchaser. Co) Purchaser or its representatives shall, during the term of this option, have the right to reasonable access to the Property to conduct such inspections, examinations, tests or other evaluations as Purchaser deems appropriate; provided that Purchaser agrees to indemnify and hold Seller harmless from any loss, cost, damage, cause of action, claim or expense, including reasonable attorney's fees arising from the entry of Purchaser, its agents, servants, employees or contractors on the Property. This indemnity shall survive the termination or expiration of this option. 6. Real Estate Taxes.. From and after the date of this Agreement through and including the expiration date of this option, as the same may be extended, Seller shall be responsible for and shall pay the real estate taxes including installments of special assessments due and payable during such period on the Property. In the event the property does not constitute a separate parcel or parcels for tax purposes, real estate taxes for the Property shall be reasonably estimated by Seller based on a per square foot proration of such tax parcels as include the property. Partial years shall be prorated on a calendar year basis. -2- In the event Purchaser exercises this option as to the Property, then as to the Property. Seller shall pay at the time of conveyance any special assessments levied or pending with respect thereto, except such special assessments as are levied or pending as a consequence of improvements made by the purchaser or by the City of Elk River for or in connection with the Purchaser's PrOPosed development. 7. Binding Effect Survival. This Option Agreement shall be binding upon and inure to the benefit of the parties and their respective representatives, successors and assigns. In the event that this Option Agreement is exercised, the provisions hereof shall continue in effect until closing. 8. Default of Purchaser. If the Purchaser fails to exercise this option within the time period required, including the extension period if the Purchaser elects to extend the term as provided under paragraph 3 hereof, or if the Purchaser defaults after Purchaser exercises this option, then the Seller shall have the right, in addition to any other rights it may have hereunder, to retain all money paid to Seller by the Purchaser prior to such default as consideration for the grant of the option to the Purchaser. 9. Evidence of Title. Within ninety (90) days after the date hereof, the Seller, at its own expense, shall deliver to the Purchaser, or to the Purchaser's attorney, an abstract of title or commitment for title insurance covering the Property described on Exhibit A showing the Seller's rifle to be good and marketable or insurable. The Purchaser shall lhen have thirty (30) days in which to examine the title and to accept it. If the abstract of rifle or rifle insurance commitment fail to disclose the Seller's title to be good and marketable or insurable, the 'Purchaser shall notify the Seller in writing of any defects within the thirty (30) day period, and the Seller shall have a reasonable time in which to make the title good and marketable or' insurable, and shall use due diligence in an effort to do so. If after using due diligence the Seller is unable to make the title good and marketable or insurable within such reasonable time, the Purchaser may either accept the title in its existing condition with no further obligation by the Seller to correct any defect, or cancel this Agreement. If this Agreement is cancelled, as provided for reasons of title, then any option payments, including any Extension Payments, to the extent actually paid by the Purchaser to the Seller for this option shall be returned to the Purchaser, and this Agreement shall terminate without further obligation between the parties other than the indemnities provided for herein. 10. Seller's Warranties. Except for warranties hereinbelow, Purchaser, if it elects to exercise this option, agrees to accept the Property "as is" without warranty of any kind, based solely upon such investigations and examinations as Purchaser conducts. Notwithstanding the preceding sentence, Seller hereby warrants that: (a) On the Date of Closing, Seller will be the owner of marketable fee simple rifle to the Property free and clear of all liens, claims or encumbrances excepting only covenants and easements of record to which Purchaser has not objected. Conveyance of the Property shall be by warranty deed. -3- (c) (d) (0 (g) (i) The Property is not subject to any lease or sublease, nor are there any tenants in possession of the Property. Seller has not received any notice nor is it aware of any pending action to take by eminent domain or by deed in lieu thereof all or any portion of the Property. Seller is not a 'foreign person' as contemplated by Section 1445 of the Internal Revenue Code. Seller has the full, right, power and authority to enter into this Agreement and to carry out the terms and provisions hereof including. To the best of Seller's knowledge, the Property complies with all applicable environmental laws, rules and regulations except as may be disclosed to Purchaser in writing promptly following the execution of this Agreement. Seller has not participated in or approved, nor has there occurred to Seller's knowledge, any production, disposal or storage on the Property of any hazardous waste or toxic substance, nor does such waste or substance exist to Seller's knowledge on the Property (above or beneath the surface), nor is there any proceeding or inquiry, to Seller's knowledge, by any governmental authority (federal or state) with respect to the presence of such waste or substance on the Property. Seller has no knowledge of the storage or disposal of any other pollutant or contaminant on the Property. There exists no fuel or other storage tanks on the Property, above or below ground. 'Hazardous waste' shall consist of the substances defined as ''hazardous substances', 'hazardous materials", or 'toxic substances' in the Comprehensive Environmental Response Compensation and Liability Act of 1980, as amended, 42 USC {}9601, et seq., or in the Hazardous Materials Transportation Act, 49 USC {}1801, et seq., or in the Resources Conservation and Recovery Act, 42 USC {36901, et seq., and all substances defined as ~hazardous waste~ under thc Statutes of the State of Minnesota or any regulations adopted pursuant to those statutes. To the best of Seller's knowledge, no unrecorded condition, restriction, obligation or agreement exists which materially and adversely affects the Property, the use thereof or the value of the Property. To the best of Seller's knowledge, no portion of the Property is located within an area designated as a "flood plain" or ~flood prone area~ under any statute, regulation, or ordinance. To the best of Seller's knowledge, the Property is free from any private use or occupancy restrictions, except those imposed by zoning laws and regulations ant, -4- no part is dedicated or, to the best of Seller's knowledge, has been used as a cemetery or burial ground. (J) To the best of Seller's knowledge, no fact or condition exists which would result in the termination of access from the Property to the streets and roads adjoining or situate on the Property or to any existing or proposed sewer or other utility facilities servicing, adjoining or situated on the Property. (k) To the best of Seller's knowledge, no representation, warranty or covenant of Seller in this Agreement, nor any statement or document furnished or to be furnished to Purchaser pursuant to this Agreement includes any misstatement of material fact or omits to state any fact necessary to render the facts stated herein or therein not misleading in light of the relevant circumstances. All instruments, other documents and written information delivered to Purchaser by or on behalf of Seller will be complete and correct in all respects as of the date of delivery to Purchaser and as of the Date of Closing. Seller has not knowingly withheld from Purchaser any documents or other information material to the Property or to the transactions contemplated in this Agreement. The representations and warranties set out in this Agreement shall be continuing and shall be deemed to survive the closing and shall not be merged in the delivery and execution of the deed or other instruments of conveyance called for in this Agreement. Seller agrees to indemnify and hold Purchaser harmless from ail claims, expenses and liabilities (including reasonable attorneys' fees) incurred by Purchaser as a result of Seller's breach of any of the foregoing warranties. 11. q20nditions Precedent tO Purchaser's Obligations Hereunder.. Notwithstanding the exercise by Purchaser of the Option in accordance with the terms of this Agreement, the obligation of Purchaser to purchase the Property shail be subject to the following conditions: (a) The representations and warranties heretofore made by Seller shall be correct as of the Date of Closing with the same force and effect as if those representations had been made on the Date of Closing. No material or substantial change in the status of title to the Property shall have occurred. (c) (d) The Property shail not.have been adversely affected in any material or substantiai way as a result of condemnation, fire, release of hazardous substances, accident or other casualty or act of God, or act of a public enemy, whether or not covered by insurance. No suit, zoning change, governmental investigation or other proceeding challenging the transaction contemplated by this Agreement, or which might -5- affect the fight of Purchaser to own or operate the Property or use the Property after the Date of Closing, shall have been threatened or instituted. (e) No release of any hazardous waste or toxic substance or other hazardous materials or any petroleum or fuel substance shall have occurred. 12. Closing. Upon Seller's receipt of the Option Exercise Notice, given in accordance with this Agreement, Seller shall promptly contact Purchaser and make arrangements with Purchaser for a closing at a time and place mutually acceptable to the parties. In the event the parties are unable to agree upon a date and time of closing, the closing shall take place at 2:00 p.m. on a date failing thirty (30) days after the exercise of the Option, at the offices of Fredfikson & Byron, P.A., 900 Second Avenue South, 1100 International Centre, Minneapolis, Minnesota 55402-3397. In the event that said date fails on a Saturday or Sunday, the Date of Closing shail be the next business day thereafter. 13. Seller's Obligations At Closing. On the Date of Closing, Seller shail: (a) Execute, acknowledge and deliver to Purchaser a warranty deed to the Property conveying to Purchaser marketable fee simple rifle to the Property subject only to the encumbrances acceptable to Purchaser. CO) Deliver to Purchaser an affidavit of the Seller in recordable form identifying Seller as the owner of the Property free and clear of all encumbrances except the Permitted Encumbrances, and stating that all work, labor, services and materiais furnished to or in connection with the Property have been fully paid for so that no mechanic's, materiaimen's, or similar lien may be filed against the Property. (c) Deliver to Purchaser such other documents as may be required by this Agreement. 14. Purchaser's Obligations At Closing. At closing, and subject to the terms, conditions, and provisions hereof, the deferred exchange and escrow agreement and the performance by Seller of its obligations as set forth above, the Purchaser shall: (a) Deliver to Seller any portion of the Purchase Price then due and payable by wire transfer or Purchaser's certified check. Co) Execute and/or deliver to Seller such other documents as may be required by this Agreement. 15. Closing Costs. The following costs and expenses shall be paid as follows in connection with the closing: (a) Seller shall pay: -6- (i) The cost of preparation of the warranty deed and other documents of conveyance. (ii) State Deed-Tax upon delivery to Purchaser of the warranty deed. (iii) Seller's attorneys' fees. (iv) The cost of recording any document necessary to make title marketable. (v) One-half of any closing fees. (vi) Any fees charged by the escrow agent. (vii) Such other costs as may be allocated to Seller under this Agreement. Co) Purchaser shall pay the following costs in connection with the closing: (i) Any filing fee to record the warranty deed. (ii) Purchaser's attorneys' fees. (iii) One-half of any closing fees. (iv) The premium for any owner's or lender's tire insurance obtained by Purchaser. 16. Commission. Seller shall be responsible for payment of any commission due or payable to Eugene E. Pedersen with respect to this option or its exercise and the sale and purchase contemplated herein. Subject to the preceding sentence, Seller and Purchaser each agree to indemnify and hold the other harmless from and against all claims, damages, costs or expenses (including costs incurred in defending any claim) for any brokerage fees or commissions resulting from its or their action agreements regarding the execution or performance of this Agreement. 17. Entire Agreement. This Agreement supersedes all agreements previously made between the parties relating to its subject matter. There are no other understandings or agreements between them. 18. Notices. Any notice required or permitted hereunder shall be in writing and shall be either personally served or mailed by certified mail, postage prepaid, return receipt requested, or by overnight courier service such as Federal Express, addressed: 7 ?/ If to the Purchaser, at: Associated Developers of the Twin Cities, Inc. 6801 West 150th Street Apple Valley, Minnesota 55124 with a copy to: Bertin A. Bisbee, Esq. Fredrikson & Byron, P.A. 1100 International Centre 900 Second Avenue South Minneapolis, Minnesota 55402 If to Seller, at: Earl H. Hohlen and Lorraine Hohlen 39 Main Street Northwest Elk River, Minnesota 55330 William N. Swanberg and Kathaleen N. Swanberg Elk River, Minnesota 55330 with a copy to: John E. MacGibbon, Esq. 321 Lowell Avenue Elk River, Minnesota 55330 or, in either case, such other address as Seller or Purchaser, as the case may be, may from time to time designate by written notice to the other party hereto. Mailed notice shall be deemed to have been given one day following the date it is mailed as herein provided. Personally delivered notice shall be deemed given on the date the same is delivered. 19. Non-Waiver. No delay or failure by either party to exercise any right under this Agreement, and no partial or single exercise of that right, shall constitute a waiver of that or any other fight, unless otherwise expressly provided herein. 20. Governing Law. This Agreement shall be construed in accordance and governed by the laws of the State of Minnesota. -8- 21. ~. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written. SELLER: Attest: Earl H. Hohlen Attest: Lorraine Hohlen 'Attest: William N. Swanberg Attest: Kathaleen N. Swanberg Attest: PURCHASER: ASSOCIATED DEVELOPERS OF THE TWIN CITIES, INC. By . .j, ..~:!, .~ ~-- ,~_~ -9- September 10, 1998 Matt Fischer AVR Inc. 6801 - W. 150th St. Apple Valley, Mn 55124 Mr. Fischer; When I talked to you this JANUARY, you PROMISED you were going to BUY OUT Curt Julius THEN and that Curt would FOR SURE get the APPRAISED value of $38,000.00 for his mobile home: It's NOW EIGHT months LATER and it has NOT H A P P E N E D : I ALSO requested and you AGREED to send me duplicates THEN of ALL the purchase and/~r option AGREEMENTS (with signatures) you have with my parents SINCE 1993: It's EIGHT months LATER and this is ANOTHER PR05~ISE, which has NOT H A P P E N E D : Especially, IF these agreements MIGHT include the REAL PROPERTY that my husband and I have HALF OWNERSHIP OF with my parents, SINCE THAT ERA, on the frontage of the EAST s~-de of #169: IF this be the case, please try to understand how important it is for me to see these purchase and/or option AGREEMENTS, so I can READ THEM FOR MYSELF, because I do NOT KNOW WHAT'S ALL BEEN GOING ON: I'M BEWILDERED as to HOW I CAN POSSIBLY BE INVOLVED with ANY of the trunk line of IMPROVEMENTS for YOUR PROJECT, IF I was NOT INFORMED OF OR ASKED TO SIGN ANY PURCHASE AND/OR OPTION AGREE- NENTS WITH YOU EVER:?:?! I'd very much appreciate the time and effort you URGENTLY put towards these PARTICULAR requests I made to you in JANUARY and at this present time: Thank you: But, of course, I must give you the BENEFIT OF THE DOUBT, IF PERHAPS you have ABANDONED your DEVELOPMENT ALTOGETHER: That's~,~y C-O-M-M-U-N-I-C-A-T-I-O-N ESSENTIAL:: is S-O-O-O VERY VERY S~ please WRITE to me IMMEDIATELY, but do NOT try to phone be- cause we are very hard to get ahold of, as I said before. Thank you: - - KATHY (HOHLEN) SWANBERG - P.O. BOX 130 - BECKER 55308 Fischer; When I talked to you thj to BUY OUT Curt Julius the APPRAISED value of It's NOW EIGHT months I ALSO requested and you ALL the purchase and/~r have with my parents SI~ It's EIGHT months LATER NOT H A P P E N E D : U.S. POSTAL SERVICE CERTIFICATE OF MAILING MAY BE USED FOR DOMESTIC AND INTERNATIONAL MAIL, DOES NOT PROVIDE FOR INSURANCE-POSTMASTER Re~ved From: Especially, IF these agr that my husband and I ha PSF°rm3817'Mar'198L SINCE THAT ERA, on the frontage of the EAST side of #169: IF this be the case, please try to understand how important it is for me to see these purchase and/or option AGREEMENTS, so I can READ THEM FOR MYSELF, because I do NOT KNOW WHAT'S ALL BEEN GOING ON: I'M BEWILDERED as to HOW I CAN POSSIBLY BE INVOLVED with ANY of the trunk line of IMPROVEMENTS for YOUR PROJECT, IF I was NOT INFORMED OF OR ASKED TO SIGN ~Y PURCHASE AND/OR OPTION AGREE- MENTS WITH YOU EVER:?:?: I'd very much appreciate the time and effort you URGENTLY put towards these PARTICULAR requests I made to you in JANUARY and at this present time: Thank you: But, of course, I must give you the BENEFIT OF THE DOUBT, IF PERHAPS you have ABANDONED your DEVELOPMENT ALTOGETHER: That's ~,~Y C-0-M-M-U-N-I-C-A-T-I-O-N ESSENTIAL:: is S-O-O-O VERY VERY So please WRITE to me IMNEDIATELY, but do NOT try to phone be- cause we are very hard to get ahold of, as I said before. Thank you: - - KATHY (HOHLEN) SWANBERG - P.O. BOX 130 - BECKER 55308 16:16 DAB MINNEAPOLIS a 4417425 .NO PETITION, WAIVER AND AGRF.~MENT FOR INSTALLATION OF TRUNK WATER AND SANITARY SEWER FACILITIES AND ASSESSMENT OF THE COSTS TH~FOR TO: City Council ofthe City of Elk River: E~rl H. Hohlcn, Lorrfine Mae Hohlen, William N. Swanberg, Kathleen M. Swanberg and The Elk Terrace Mobile Horn Court and S~cs, Inc., a l~tnnesota corporation, (Owners), Associated Developers of thc Twin Cities, Inc., (Developer), petition the City of Elk River as To install the necessary trunk facilities and Wtcral lines, as determined necessary by thc City of Elk River, to extend City water and sanitary sewer service (thc Trunk Facilities) to the Property identified on Exhibit A hereto (the Property). 2, To assess the Property its proportionate share ortho cost of installing the Trunk Facilities, ~s determined by the City in its sole discretion. 3. To apportion the assessments for the Trunk Facilities on an acreage basis To the lots of record within the Properly. 4. To levy the assessments for the Trunk Facilities such that the assessments shall be p~id over such period oftime and at such rate of interest as the City shall det~e, or as provided in a Developer's Agreement for development of thc Propmy. Owners represent and warrant that they are the sole fee owners of the Property. Developer represents and warrants that it intends to ac, quire fee title to the Property for the purposes of development of the Property. Owners and Developer agree, in consideration of the City designing and installing the Trunk Facilities: 1. To provide the City with a proposed plan for development of the Property from which thc City can design thc Trunk Faciliges. 2. To grant to the City, prior to the City ordering installation ofthe Trunk Facilities to proc__-'xd, such easements or other intere~-t~ in the Property as the City shall follows: 1. / itJ: 44 bihbhL~, ICKILL PH,x, D~ )'IINNE~POLIg -* 44t74~5 d~crm/ne n,ce~ry far the puu'po~e of ir~talling the Tm~ ~adliti~s, ~d tach ~end Ci~ water ~ ~ ~ s~ to adjust ~d su~o~din~ r~uk, for ~ T~ F~fi~ o~a ~ pmp~ id~fifi~ inlE~ibit ~to this P~on md ~m~t. To provide thc City with cash, a lc'tter of gexgt, or some other security acceptable to the City, ill ils $O1, diser~drm, to protect the City in the event that development of~bc Property dm not proo~I. The emount of the securi~ ~hall be ~ follows: $.~_..~~_~ to be provided prior to the pre,radon o£pla~ and spccifacatS, on for th, Trunk Fadlitie~; and The se.~mldty provided sh~ ~ forf~tcd, in an amount equ~ to the City'~ actual con~ for the ptepm~tlon of Plam ariS/or ~nstrucfi,n of the Trunk F cilitie.t in the evem that a Dc-veloper'a Agrceracnt for d~lopment of the Property is not execdted prior to completion oft. he Trunk FacilitieS. To p~y th~ amounts ~scss:d to tl~ Prol:~rlY for the Trunk F~s:ilides ~ provicl,d ia Owners ~d Dcvclol>Cr ~dfically w~ive ~ny objec~on to ~he Ciry'~ design ~d instaJ, h:tion of thc Tnmk Fadlid~, including any objeCt, ion to thc final design oflh~ Tru~ Facilities, ~y obj~t/on ~o the fanal lc~eafinn of th~ 'truffle. Fl~cgitl~, ~my objc-ction to thc pror. edure pursuant to which the CiW ord~-"s fl~e Trunk Fa~2id~ [ar, zlled, md any ~bj¢cdon to thc Ci,-y's f~ur~ ~o s~y follow the notice ~nd other rcqu~rcmc~r~ ofM~m~ota $~tut,$ Chapter 429 with re[pect to ord~i~g thc Trunk Yacilki~s Own,rs ~d DcvdOlXa' ~prca.~ly wdve objection to uny irregularity with regard tc~ th~ asse~smen~ oft. he PropcJ'ty for the Trunk Facfifies, exprrzsly w~w ~y claLm that the ~o'ant ~ssessed i~ enccsflve. ~d ~:pressly w~ivc all ri~nts ~f ~I:'~ haclu~ing any rights under IV:44 blbUb¼ BKtLL CITY/ELK RIYPA~ Trunk Dated thi~ ,Z. ~ c~y of ~,~-~ L -- /' ~UU4 y~ahle~ M. Svnmb~g TI~ ELK TEILKACE MOBILE HO~ COURT AND SALES, INC, A~SOCIATED D£VELOPE1R. S OF TIlE TWIN CITI~, INC. 01/07/94 :-<<~ "-' OPTION AGREEMENT '- , /~.a j~ THIS OPTION AGREEMENT is made this IG day of January, 1994, by and between EARL H. HOHLEN and LORRAINE HOHLEN, husband and wife (referred to herein as the 'Seller'), and Associated Developers of the Twin Cities, Inc., a corporation under the laws of Minnesota, with its principal address being 6801 West 150th Street, Apple Valley, Minnesota 55124 ('Purchaser"). 1. ~_lltg.t_0_[Qlg. L~. In consideration of the sum of $5,000 received from Purchaser, the Seller grants to the Purchaser the exclusive right and option to purchase, upon the terms and conditions set forth below, the property situated in ~Elk River, Sherbume County, Minnesota, consisting of approximately sixty-eightt40U~as generally depicted in the attached Exhibit A and as legally described on Exhibit-3[-1 (the 'Property"). 2. Exercise of Option. The Purchaser shall exercise this option, in whole or in part, as provided for herein, no later than 12:00 noon, Central Standard Time, September 1, 1994, by written notice of exercise to the Seller (the 'Option Exercise Notice'). Unless extended as hereinafter provided, after September 1, 1994, this option, to the extent not previously exercised, shall lapse and be of nor further force or effect and Seller shall retain all monies paid by Purchaser to Seller pursuant to this option. 3. Extension of option Period. Purchaser shall have the right upon payment to Seller of the sum of $5,000 in cash (the 'Extension Payment"), to extend the term of this option from September 1, 1994, through and including 12:00 noon, Central Standard Time, September 1, 1995, provided Extension Payment is delivered to Seller, together with a notice of Purchaser's election to extend the option term, no later than 12:00 noon, Central Standard Time, September 1, 1.994. As additional consideration for the extension of the term of this Option, the Purchaser agrees to pay the second half of the real estate taxes due and payable during 1994 and the first half of the real estate taxes due and payable during 1995 on the Property. Unless previously exercised or extended in the manner set forth, this option shall expire finally and absolutely at 12:00 noon, Central Standard Time, on September 1, 1994 (the 'Expiration Date'), or if extended, at 12:00 noon, Central Standard Time, on September 1, 1995, and upon such expiration, neither party shall have any further fights, obligations, or liabilities to the other hereunder; provided, however, that if on the Expiration Date any record of any interest, right or claim of Purchaser shall appear in the land title records of Sherburne County, Minnesota, or any other encumbrance, matter or document has been caused or allowed to exist by Purchaser, to which an objection to title may be made by a subsequent purchaser or mortgagee, then, at Seller's request, Purchaser shall provide Seller with (a) quit claim deeds in favor of each of the Sellers, in recordable form executed by Purchaser conveying an undivided one-half (1/2) interest in the Property to each Seller and (b) any other document required to eliminate any other such defect, claim, lien or interest. -1- have been given one day following the date it is mailed as herein provided. Personally delivered noticeahall be deemed given on the date the same is delivered. 21. Non-Waiver. No delay or failure by either party to exercise any right under this Agreenent, and no partial or single exercise of that right, shall constitute a waiver of that or any other right, unless otherwise expressly provided herein. 22. v.C. k0.X.q.rg_jgt~. This Agreement shall be construed in accordance and governed by the laws of the State of Minnesota. 23. Counterparts. This Agreement may be executed in two or more counterparts, each Iff which shall be deemed an original but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written. Atte~~ ~ Atteat~~- ".. ,/ SELLER: Earl H. Hohlen Lorraine Hohlen -11- Attest: PURCItASER: ASSOCIATED DEVELOPERS OF THE TWIN CITIES; INC. STATE OF MINNESOTA ) )ss COUNTY OF ) The foregoing instrument was acknowledged before me this{~/__~')day of January, 1994 by Earl H. Hohlen and Lorraine Hohlen, husband and wife. (Notarial Seal) STATE OF MINNESOTA ) )ss COUNTY OF ) Notary Public · "5::'(/ M £ ' The foregoing insLrument was acknowledged before me this~_[~ay of January, 1994 by the of Associated Developers of the Twin Cities, Inc., a Minnesota corporation, on behalf of the corporation. (Notarial Seal) · / (.) Notary Public ~8~5 NOTARY PUBLIC- MINNESOTA - 12- A S S O C I RTE D DEVELOPERS I N C 0 R P 0 R R T E: D Thursday, June 9, 1994 M/M Earl Hohlen 39 Main Street Northwest Elk River, MN 55330 RE: Elk River Crossing Dear Mr. & Mrs. Hohlen: Enclosed please find the proposed agreement for the purchase of your property in Elk River. I apologize for all of the frustration involved in the development of this project. However, I hope this proPosal will help to eliminate the uncertainties, clearly address your concerns, and provide you with the highest value possible for your property - and still leave you with the rest of your property on the west side of Highway 169. I appreciate your frustration over the reduction in total price. However, I sincerely believe that we are uti'lizing the property to it's highest and best use, and thereby allowing you the highest value for your property. I look forward to working with you in the future. Eric M. Pedersen EMP:dc enclosure cc: John MacGibbon(w/encl) 2500West County Road 42 Bumsville, MN 55337 (612)894-6000 FAX (612)895-1873 060794 PURCHASE AGREEMENT ~- ~THIS PURCHASE AGREEMENT (the "Agreemenff) is made and entered into as of this "~ -. day of June, 1994, by and between EARL H. HOHLEN and LORRAINE HOI-ILEN, husband and wife, ("Seller") and ASSOCIATED DEVELOPERS OF THE TWIN CITIES, INC., a Minnesota corporation, with its principal address being 6801 West 150th Slxeet, Apple Valley, Minnesota 55124 ("Purchaser'). RECITALS: A. Seller is the fee owner of the parcel of land consisting of approximately~ a~res~ situated in the City of Elk River, Sherburne County, Minnesota, legally described o~'l~-II~ attached Exhibit~A (the 'Land"). B. Seller wishes to convey, and Purchaser wishes to purchase the Land, together with all rights, privileges, easements, and appurtenances belonging thereto (hereinafter referred to as the "Property"). AGREEMENT: In consideration of the mutual covenants and agreements herein contained and other valuable consideration, the sufficiency of which is hereby acknowledged, the parties agree as follows: 1.0 Premises To Be Purchased. Subject to the terms and conditions of this Agreement, Seller shall convey the Property to Purchaser. 2.0 Purchase Price. The purchase price CPurchase Price') of the Property shall be the sum of Three Million and no/100 Dollars ($3,000,000.00) payable by Purchaser as follows: 2.1 Twenty-Five Thousand and no/100 Dollars ($25,000.00) as earnest money (the "Earnest Money"). The Earnest Money shall be paid to Seller upon execution of both parties of this Agreement. Said Earnest Money shall be non-refundable except as otherwise specifically provided herein. 2.2 Two Million Nine Hundred Seventy-Five Thousand and no/100 Dollars ($2,975,000.00) in cash or by certified funds or the equivalent on the Date of Closing (as hereafter defined). 16.7 Assignability. This Agreement and the fights set out herein may be assigned to an entity to be formed by Purchaser for purposes of developing the Property. 16.8 Entire Agreement. This Agreement sets forth the entire understanding of the parties and may be amended, modified or terminated only by an instrument signed by the parties. 16.9 Counterparts. For the convenience of the parties, any number of counterparts hereof may be executed and each such executed counterpart shall be deemed an original, but all such counterparts together shall constitute one in the same Agreement. The parties have executed this Agreement as of the day and year set forth above. SELLER: Earl H. Hohlen Lorraine Hohlen PURCHASER: ASSOCIATED DEVELOPERS OF THE TWIN CITIES, INC. 296375 9 OPTION AGREEMENT 01/07/94 THIS OPTION AGRV:~MENT is made this ~ day of-$anuary;-199% by and between EARL H. HOHLEN and LO1LRAINE HOHL~, husband and wife (referred to herein as the "Seller"), and Associated Developers of the Twin Cities, Inc., a corporation under the laws of Minnesota, with its principal address being 6801 West 150th Street, Apple Valley, Minnesota 55124 ("Purchaser"). 1. Grant of Option. In consideration of the sum of $5,000 received from Purchaser, the Seller grants to the Purchaser the exclusive right and option to purchase, upon the terms and conditions set forth below, the property situated in th~ Elk River, Sherburne County, · , consistin of approximately sixty-eigh~68~ c~.~ as generally depicted in the Minnesota_ g . . " rt ". attached Exhibit A and as legally described on Exh~'lYil~-1. (the Prope y ) 2. Exercise of Option_. The Purchaser shall exercise this option, in whole or in part, as provided for herein, no later than 12:00 noon, Central Standard Time, September 1, 1994, by written notice of exercise to the Seller (the "Option Exercise Notice"). Unless extended as hereinafter provided, after September 1, 1994, this option, to the extent not previously exercised, shall lapse and be of nor further force or effect and Seller shall retain all monies paid by Purchaser to Seller pursuant to this option. 3. _Extension of Option Period... Purchaser shall have the fight upon payment to Seller of the sum of $5,000 in cash (the "Extension Payment"), to extend the term of this option from September 1, 1994, through and including 12:00 noon, Central Standard Time, September I, 1995, provided Extension Payment is delivered to Seller, together with a notice of Purchaser's election to extend the option term, no later than 12:00 noon, Central Standard Time, September 1, 1994. As additional consideration for the extension of the term of this Option, the Purchaser agrees to pay the second half of the real estate taxes due and payable during 1994 and the first half of the real estate taxes due and payable during 1995 on the Property. Unless previously exercised or extended in the manner set forth, this option shall expire finally and absolutely at 1:2:00 noon, Central Standard Time, on September 1, 1994 (the "Expiration Date"), or if extended, at 12:00 noon, Central Standard Time, on September I, 199S, and upon such expiration, neither party shall have any further rights, obligations, or liabilities to the other hereunder; provided, however, that if on the Expiration Date any record of any interest, right or claim of Purchaser shall appear in the land title records of Sherburne County, Minnesota, or any other encumbrance, matter or document has been caused or allowed to exist by Purchaser, to which an objection to title may be made by a subsequent purchaser or mortgagee, then, at Seller's request, Purchaser shall provide Seller with (a) quit claim deeds in favor of each of the Sellers, in recordable form executed by Purchaser conveying an undivided one-half (1/2) interest in the Property to each Seller and (b) any other document required to eliminate any other such defect, claim, lien or interest. -1- have been given one day following the date it is mailed as herein provided. Personally delivered notice shall be deemed given on the date the same is delivered. 21. Non-Waiver. No delay or failure by either party to exercise any fight under this Agreement, and no partial or single exercise of that right, shall constitute a waiver of that or any other right, unless otherwise expressly provided herein. 22. Governing Law. This Agreement shall be construed in accordance and governed by the laws of the State of Minnesota. 23. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first above written. SELLER: Lorraine Hohlen -11- Attest: PURCHASER.: ASSOCIATED DEVELOPERS OF THE TALIN C .IT!ES, INC. STATE DF MINN~OTA ) )SS COUNTY OF ) The foregoing instrument was acknowledged before me this I._~ay of January, 1994 by Earl H. Hohlen and Lorraine Hohlen, husband and wife. :": ~otarial Sea.I) ,~TA..E OF MINNESOTA ) )SS OF ) lc---) - -Notary Public g,~. REGINA WILSON ff/~'~-~.~ NOTARY PUBLIC - MINNESOTA '. ~ My Commission Expires Jan. 30. 1997 (Notarhd The foregoing instrument was acknowledged before me thisJ4//'qday of January, 1994 by the ~.,i~g~iated Developers of the Twin Cities, Inc., a Minnesota corporation, on behalf of the co /, ra: on. ' ~t~) Notary Public NOTARY PUBLIC -MINNESOTA - 12- JOHN E. MACGIBBON ATTORNEY AT LAW 321 LOWELL' ELK RIVER. MINNESOTA 55330 TELEPHONE 441 -1383 AREA CODE 612 November 3, 1994 Anthony J. Gleekel Siegel~ Brill, Greupner & Duffy, P.A. 1300 Washington Square 100 Washington Avenue South Minneapolis, MN 55401 Re: Associated Developers of the Twin Cities, Inc. - Purchase of Elk River Property from Earl and Lorraine Hohlen Dear Mr. Gleekel: My clients, Earl Hohlen and Lorraine Hohlen,'have now had an opportunity to review at length the terms and provisions of the proposed purchase agreement _submitted under the date of~.-e~tember--~0~-199~ in'behalf of the Associated Developers of the Twin'Citi~s, Ihc~ Addressing the mort serious problem first,~/ the Hohlens disagree with the ro~ purchase pri~e~: Initially they had - hoped to realize approximately ~ive ~Li~lion Dollars from~e of the tract which consists of approximatel~r~s-~_of land under consideration by the purchasers. The method of dete~~e Price i~'~~~'--6~'~i0~ ........ agreement, sp__eqif~.25 per square foot with the ~o~'~-~-~pportunity to participate in phc-third of any excess'base~-~n final sales developers, but not less than .36 per square foot, '~ximated the Hohlens ,'~'exp'ec'~Hcy--~as to price. Utilizing the formula proposed in the purchase ~"agreeme--'---~t-~the Hohlen's~xpecta'------n-c~)woul~--~'~edu-~'e'd-'~$ around Two Million Dollar~ pr less for the saie of-~e~tra~t. ~e Hohlens in their 0rigin~l assessment of the tract's value and at this point are unwillingo't-6--~e any substantial r.~ductionmn.'i'~'~.at expectancy. Hohlens are also concerned that the 9quation'to determine price has factored into it the pr--'~lem of wetland. While ir'is true there .is a limitation o~ the amount of wetland the purchas~~%quired %~-acc~,' there is oO~limitation ~otecting the Nohlen~. '%~guably. the wetland area the-~ubJect land is no~'~re~t~y known and co~ld_~sign~fic.~astly decr~.e th~ total area of the--'~ w~th a.c~[e~_og~~.~~ t~ pu~'~ha~e prmce. Hohlens are not in agreement with the City and other Municipalities or Governmental-~dies that have already ~'~ignat~d?~rtain wetland threatening to do so~-°~J~e 'r~t~-of.'-i-~a~~d-'value because of w~'~'~d, however, -~-l~--al~o'impact upon the r~-~e~U~"~roduced by--~d--valorem taxation. The Hohlens need to know with reasona~'~rtainty ~the amount of wetland contained in the tract. Hohlens als? object to the provision that would r~q~i~e them to close the present mobile home park, according to statutory procedures, w._hi__l~ certain contingencies would still gi~e to the purchaser t.~he r~ht to rescind the purchase agreement. Th~ could leave the Hohlens in ~ ~t~'r-'~re~rious situation with their ~-~-e~-of r .... ~'~ ~-~'~. · ~ -~ , · ...... ~ ................ MY~e~erm~nate~ an~no assurance that _a_appropriate Governmental agencies w~ld"aUthO~{~ op~%-i~-df-the th An 9dditiop~l~or consideration.is the burden the purchase a reement ~m ~n ~the Hohle~ t~iocate the ~ark ~nd ~-Ffi--g,~'~ ......... g , imop~s~ .... · ~ ~e ~o the west si~e of United 5rates Highway No.-]~9. 'Hohlens have no control over thi~-~te. It is th property_.~f the Minnesota Department ot~-'franspo~tation~ If the concerns of the Hohlens could be satisfied by modification in the -~posed purchase agreement, ~~~'~b'hsi~.~.~c-e~ding- with the sale of the property'. However, th~~-a~e"~gr no need at this time to with the sale under con~ .. .._ _ . . . ~o_~o~pro_~c~ ons they belmeve, not____t.~...~..~~ themr best ~nterest. The Hohlens do realize that the Associated Developers of the Twin Cities, Inc. has in~est~-~iderable time an~ money in. testing and other site prepa~-~_~-~vai'~i~-~'' In t~"'~e~t that the part~es are ~ to [each ~n agyeement in this matter,~~0~lens ~o~!d ,n~ever.th.e~.~ss_~e willin ~o .a~st the Associated Developers of the Twin Cities 'I-~ part or all of their investment expenses from a sale to b ~ ........ ~_.S?M~ other prospective uyer, zn{ofar as it ~ b . . .,., ~.~r_~, ................... y e conslsten with ~~. such future a re . I would want you to know that as the Hohlen's lawyer, I remain willin8 to meet at any time with you or any of therepresentatives ~~ser to resolve the issues that are~-6~barriers to the culmination of an agreement between our respective-~lie~ts,' . Very ~ruly yours, JF2~I/bv . OPTION TO PURCHASE AND PURCHASE AGREE){ENT T~IS AGREEmeNT is made as of the I day of November , 1992, by and between Earl Hohlen ("Seller"), and WAL-MART STORES, INC., a Delaware corporation ("Wal-Mart"). W~IERF2~S, Seller is the owner of certain real property situated in or near the City of Elk River , county of Sherburne , State of 14.43 acres plus outlots M~nn¢~ota , consisting of approximately of approximately 2 acres and which is more particularly described in Exhibit A attached hereto and made a part hereof (the "Property"); and W~IEREAS, Wal-Mart has requested the exclusive right and option to purchase the Property; NOW, THEREFORE, for and in consideration of the sum of One Dollar ($1.00) and other good and valuable consideration hereinafter specified, the sufficiency of which is hereby acknowledged, Seller hereby grants to Wal-Mart the exclusive right and option for a term of 0ne hundred twenty (120) days from the date hereof to purchase the Property for the sum and upon the terms and conditions as follows: I. PRICE AND TERMS OF PAYMENT The purchase price for the property shall be One million Two hundred Fifty '£nousand Dollars ($ 1~250~000.00 ), computed at One and 59/00 Dollars square foot for 14.43 acres plus ($ 1.59 ) per $250,000.00 for the outlots (the "Purchase Price"), which shall be paid as follows: A. Five thousand and 00/00 .Dollars ($ 5,000.00 ) being ~.. to the Title compan~ as escrow ageqt the amount paid /concurrently with the execution or this Agreement (the "Earnest Money"); and thousand B.0ne million Two hundred Forty-five/ 5ollars ($.1~245~000.00 ) to be paid on consummation of the transaction (the "Closing"). II. SURVEY ~ shall, at its expense, provide for Wal-Mart within thirty (30) days of the date of this Agreement a .~E.£tified su~vcy of the Property. Said survey shall (i) be prepared by a registered land surveyor (ii) follow the instructions shown in Exhibit B attached hereto and made a part hereof and (iii) contain an accurate legal description. If the survey reveals that the actual area is less than the approximation shown above, the Purchase Price to be paid hereunder shall be reduced accordingly. OPTION.MST/AS400 DOUCLA~ I. DEHN RJkNDALL, DEHN ~ GOODRICH .~ITOR. NE¥S AT LA~' 2140 FOURTH AVENUE NO~TH ANOn, MINNESOTA November 25, 1992 'T~LEPHONE (612) 421-5424 TELE(~OPIEK (612.) 42.1-4;~13 William & Kathy Swanberg 3962 - ll5th Ave. N.W. Coon Rapids, MN 55433 RE: Review of Hohlen/Swanberg/Wal-Mart Option Dear Bill and Kathy: You have asked me to review an Option to Purchase and Purchase Agreement that was submitted to you by agents of Wal-Mart. This review will not be all-inclusive or cover any income tax matters. It will consist of my thoughts relating to paragraphs of the Option and Purchase Agreement. INTRODUCTORY PARAGRAPHS. As discussed, the sellers should be restated to consist of all current owners of the property. It is my understanding that the two of you are the owners of an undivided one-half interest in this property.