4.0. EDSR 12-08-1997 DEC-04-97 14 = 26 FROM= CHRISTIAN BUILDERS ID= 23 PAGE 2
I
)ecem her 4, 1997
City of Elk River
Attention: Paul Steinman
13065 Orono Parkway
P.O. Box 490
kik River. MN 55331)
I)ear Paul:
Please be aware that the (.Gagne Partnership is interested in selling the City oI'f?Ik River
• the East 4.4 acres of our land next to the county court house.
We are doing this to help facilitate the development of the property with Mr. Christian.
We will then give Mr. Christian a one year option to purchase the balance ol'the land for
his project.
The price of the 4.4 acres would be $190,000.0( payable as follows: S125.000 by
January 1. I 9OX, and S65.000.00 placed in escrow for assessments. 11 this is agreeable we
can sign the casement at the same time.
Sincerely,
c414
W I I t red ). e
4110
+5.4L r -.
omii,
CONTRACT FOR MARKETING,
• SALE,AND DEVELOPMENT
THIS AGREEMENT is made and entered into as of the day of , 1997,
by and between and
Owner("Owners") and the Economic Development Authority of the City of Elk River,
Minnesota, a public body corporate and politic under the laws of the State of Minnesota
("EDA").
WHEREAS, Owners are the fee owners of property located in Sherburne County,
Minnesota as described on Exhibit A attached hereto (the"Property").
WHEREAS, Owners desire that the EDA have exclusive authority to market and sell or
lease the Property, or portions thereof, to third parties according to the terms herein.
NOW THEREFORE, in consideration of the mutual covenants and agreements
contained herein, it is hereby agreed by and between the parties as follows:
1. Representations by Owners. Owners represent and warrant to the EDA as to the
following:
a. There are no parties or other entities in possession of the Property or who hold any
right, title or interest in the Property except for the Owners.
b. The Property has not been used for generating, transporting, storing,treating or
disposing of hazardous substances (as that term is defined in 42 U.S.C. Sections
6903, 6921 or in Minnesota Statutes Section 115B.02); the Property has not been
used for disposal of waste or hazardous substances; and no underground storage
tanks, wells, or septic systems are presently or have been located on the Property.
Sellers shall be responsible for all costs incurred in removing any such hazardous
substances on the Property.
c. Conveyance of the Property by Owners does not violate any agreement, ordinance
or law to which Owners or the Property are subject.
2. Representations by EDA. The EDA represents and warrants to the Owners as to the
following:
a. The execution, delivery and performance of this Agreement by the EDA does not
and consummation of the transactions contemplated hereby and the fulfillment of
the terms hereof will not, conflict with any legislative act, constitution or other
proceeding establishing or relating to the establishment of the EDA or its officers
or its resolutions.
• Phi11A 532765.2
• b. The EDA, in its sole discretion, will consider the use of all reasonable procedures
within its power, including but not limited to, tax increment financing, tax
abatement and low interest loan programs, to attract buyers and lessees to the
Property and to market the Property to such buyers and lessees.
3. Owners' Obligations.
a. Owner hereby agrees to furnish to the EDA a commitment ("Title Commitment")
for an ALTA Form B 1970 Owner's Policy for Title Insurance insuring title to the
Property, deleting standard exceptions, including such endorsements as are
reasonably required by the EDA and subject only to such additional exceptions as
are approved by the EDA in the amount of the value of the Property.
b. Owners shall promptly furnish the EDA with complete information concerning any
persons who during the period of this Agreement makes inquiries to Owners
regarding the sale, exchange or lease of the Property and shall refer such persons
to the EDA and shall in all other ways cooperate with the EDA in the marketing
and sale of the Property.
c. Owner shall permit the EDA to erect and maintain signs upon the Property which
indicate that the Property is for sale.
d. Owner hereby agrees to furnish to the EDA a boundary survey of the Property(the
"Survey") and a conceptual preliminary plat of the Property.
e. Within sixty(60) days after the date hereof, Owners, at its own cost, shall have
conducted soil tests of the Property and shall have determined that the soil
conditions thereon are adequate for construction of office/warehouse/
manufacturing type buildings. Owner shall made available to the EDA any soil
tests on the Property in Owners' possession.
f. Owners, at its sole cost and expense, shall cause a Phase I environmental
assessment of the Property to be performed by an engineer or environmental
consultant and shall provide a copy of the same to the EDA. The Owners shall
make available to the EDA all reports, assessments and other data in the
possession of the Owners relating to the environmental condition of the Property.
The Phase I environmental assessment, Phase II environmental investigation if
required, and any other environmental investigation collectively shall be referred to
herein as the"Environmental Reports". The Owners will direct the Owner's
environmental consultant to address the Environmental Reports to the EDA, as
well as the Owners.
• Phi11A 532765.2 2
If, in the reasonable judgment of the EDA the Phase I environmental assessment
• and testing reveals the presence or contamination of any hazardous substances, or
the possibility of the presence of contamination or hazardous substances, the
Owners shall cause to be performed a Phase II environmental investigation, or any
other environmental investigation, including on-site testing. Copies of all reports,
test results and other materials produced by the environmental consultant in
connection with the Phase II environmental investigation, or other environmental
investigation, shall be provided and addressed to the EDA.
g. Owners agree, at its sole cost and expense, to install such street and lateral utilities
as are mutually agreed between Owners and EDA to be necessary for the
development of the Property as an office/industrial park.
h. Owners agree to sell the Property to the EDA or any other buyer found by the
EDA according to the terms of the purchase agreement attached hereto as
Exhibit B (the"Purchase Agreement"). The purchase price of the Property shall
be as shown on the price schedule attached hereto as Exhibit C (the"Price
Schedule) or such other price as may be agreed upon between the Owners and the
purchasers. Owners agree to execute the Purchase Agreement within ten (10)
days after written request by the EDA. The Owners agree to thereafter comply
with the terms of the Purchase Agreement.
• 4. EDA Obligations. g°
a. The EDA agrees, at its sole cost and expense, withiry(20 business days of
the execution of this Agreement to prepare a marketi 1 a master plan for
the marketing and development of the Property.
b. The EDA agrees to market the Property and to use its best efforts to procure
buyers or lessees for the Property.
c. The EDA hereby agrees, at its sole cost and expense, to develop and distribute
marketing materials including, but not limited to, pamphlets, leaflets and
explanations of economic incentives regarding the Property to be used by the
EDA to procure buyers or lessees for the Property.
d. The EDA hereby agrees to make an official announcement in the form of a news
release regarding the plan for the development of the Property.
e. Six months from the date hereof, and each six months thereafter during the term of
this Agreement, the EDA shall provide a written report to the Owners regarding
the status of the EDA's marketing efforts with respect to the Property.
M
PhillA 532765.2 3
f. Within thirty(30) business days after receiving the Title Commitment, the EDA
• will make written objections ("Objections")to the Title Commitment. The Owners
will have thirty(30)business days after receipt of the Objections to cure the
Objections so that the Property is readily saleable to prospective purchasers or
lessees.
g. Within twenty(20) business days after receiving any Environmental Reports, the
EDA shall review such Environmental Reports. If, in the reasonable judgment of
the EDA the Environmental Reports reveals the presence or contamination of any
hazardous substances, or the possibility of the presence of contamination or
hazardous substances, the EDA shall notify the Owners in writing of any
objections to the Environmental Reports and any requirement of additional
environmental testing. The Owners shall have thirty(30)business days after the
receipt of any such objections or additional testing requirements to comply
therewith.
h. The EDA shall provide a study which will analyze the traffic needs of the area.
The EDA shall, in conjunction with the City of Elk River, plan all utilities and
streets. If utilities and streets are installed, the EDA may, in its discretion after
request of the Owners, icy work with the City of Elk River so as to request
deferral of the assessments for such streets and utilities until a specified date or
until a building permit is issued for the Property.
• i The EDA shall review the ordinances applicable to the Property and determine the
most expeditious way to proceed to facilitate the development of the Property.
The EDA shall recommend to the City Council of the City of Elk River changes to
the ordinances which will facilitate the development of the Property. The EDA
will further cooperate with the City and other agencies in the development of the
Property.
j. The EDA shall review and approve all building and development plans with respect
to the Property and shall use reasonable efforts to facilitate approval of the plans
by the City of Elk River.
5. Term.
a. The EDA shall have the exclusive right to market or purchase the Property for
twenty four(24) months from the date of this Agreement (the"First Term"). If at
the end of the First Term, no Purchase Agreement has been executed or no part of
the Property has been sold to either the EDA or a third party, either party has the
option to terminate this Agreement. If at the end of the First Term, any part of the
Property has been previously sold, then this Agreement shall be automatically
renewed for another twelve (12) month term(the"Second Term"). If during the
•
PhillA 532765.2 4
• Second Term, any additional part of the Property has been sold, this Agreement
shall be automatically renewed for another twelve (12) month term. This
Agreement shall be continually renewed for a term of twelve (12) months until all
of the Property is sold, so long as at lease one lot is sold in each such term. If
more than one lot is sold in any twelve month term, the excess sale(s) may be
carried over to the next term(s)with no limitations (i.e. if two lots are sold within
twelve months, this Agreement shall be automatically extended for two years).
6. Termination. This Agreement shall terminate automatically if no buyer has begun
construction on the Property, including preparation of the soils by [date]. The parties may
agree to extend the term of this Agreement by a writing evidencing such extension signed
by both the EDA and the Owners.
7. Parties' Rights Upon Termination. Upon termination of this Agreement neither party shall
be liable for damages hereunder to the other and each party shall be responsible for its
own debts and obligations.
8. Additional Provisions.
a. Brokers.
i. Owners represent and warrant that no broker brought about this
• Agreement. Owners agree that should any claim be made for commissions,
finder's fees or similar charges as a result of the acts of Owners, Owners
will indemnify, defend and hold the EDA free and harmless from any and
all liabilities and expenses in connection therewith.
ii. If a buyer of any buyer of the Property is represented by a broker, Owner
shall pay a fee charged by buyer's broker up to a maximum of four percent
(4%) of the purchase price.
b. Assignment. Neither party may assign its rights under this Agreement without the
prior written consent of the other.
c. Governing Law. This Agreement and any other document related hereto shall be
interpreted and enforced in accordance with the laws of the State of Minnesota.
d. Partnership. Nothing herein shall be construed to create a partnership or joint
venture between or among the Owners and the EDA, nor shall anything herein be
construed to create a fiduciary relationship between the parties as to any activity
described herein.
PhillA 532765.2 5
• e. Indemnification. Owners shall indemnify and save the EDA, its agents, officers
and employees, harmless from and against all liabilities, losses, damages, costs,
expenses, including reasonable attorneys' fees, causes of action, suites, claims,
demands, and judgment of any nature, because of bodily injuries to, or death of any
person and because of damages to property of Owners or others, including loss of
use from any cause whatsoever, arising out of, incidental to, or in connections with
the use, nonuse, ownership, condition, or occupancy of the Property, or with any
improvements thereto, due to any acts of omission or commission, including
negligence of the EDA, or any contractor or their employees or agents; provided,
however, that the Owner's obligations shall not extent to any cause of action
arising out of or relating to any act of omission or commission of the EDA, its
officers, employees, or agents. The Owner's liability hereunder shall not be limited
to the extent of insurance carried by or provided by the Owners or subject to any
exclusions from coverage in any insurance policy.
f. Insurance. The Owners shall provide and maintain or cause to be provided or
maintained at all times, and from time to time at the request of the EDA, shall
furnish the EDA with proof of payment of premiums on comprehensive general
liability insurance with limits against bodily injury and property damage of not less
than one million dollars ($1,000,000.) for each occurrence.
•
PhillA 532765.2 6
IN WITNESS WHEREOF, Owners and the EDA have caused this Agreement to be
executed as of the day and year first written above.
Owner Owner
Owner
STATE OF MINNESOTA )
) ss.
COUNTY OF SHERBURNE )
The foregoing instrument was acknowledged before me this day of
1997, by , , and
•
Notary Public
• PhillA 532765.2 7
•
CITY OF ELK RIVER ECONOMIC
DEVELOPMENT AUTHORITY
By:
Name:
Title:
STATE OF MINNESOTA )
) ss.
COUNTY OF SHERBURNE )
The foregoing instrument was acknowledged before me this day of
1997, by , the of the Economic Development Authority
of the City of Elk River, a body corporate and politic on behalf of the entity.
•
Notary Public
This instrument drafted by:
Doherty, Rumble&Butler, P.A. (DCS)
3500 Fifth Street Towers
150 South Fifth Street
Minneapolis, MN 55402
•
PhillA 532765.2 8
• EXHIBIT A
to
Contract for Marketing, Sale, and Development
Legal Description of Property
•
Phi11A 532765.2
A- 1
ffiIBIT B
t0 Form 1519CIPA 1 (New)Miller/Davis Co.,St.Paul,MN
Contract for Marketing, COMMERCIAL-INDUSTRIAL
Sale, and Development PURCHASE AGREEMENT
This form approved by the Minnesota Association of
40 REALTORS®,which disclaims any liability arising
out of use or misuse of this form.
Date:
RECEIVED OF
the sum of ( )DOLLARS
as earnest money and in part payment for the purchase of property
(check,cash or note-state which)
at situated in the
County of ,State of Minnesota,and legally described as follows:
together with the following personal property:
all of which property the undersigned has this day sold to the Buyer for the sum of:
( )DOLLARS,which the Buyer agrees to pay in the following manner:
Earnest money herein paid and cash,on ,the date of
closing and the balance of by financing as shown on the attached addendum.
1. DEED/MARKETABLE TITLE: Subject to performance by the Buyer, the Seller agrees to execute and deliver a
Warranty Deed conveying marketable title to said premises subject only to the following exceptions:
(a) Building and zoning laws, ordinances, State and Federal regulations. (b) Restrictions relating to use or improvement of the premises
without effective forfeiture provision.(c)Reservation of any minerals or mineral rights to the State of Minnesota.(d)Utility and drainage
fibeasements which do not interfere with present improvements.(e)Rights of tenants as follows:
2. REAL ESTATE TAXES. Real estate taxes due and payable in the year of closing shall be prorated between Seller and Buyer on a calendar
year basis to the actual date of closing unless otherwise provided in this Agreement.Real estate taxes payable in the years prior to closing shall
be paid by Seller.Real estate taxes payable in the years subsequent to closing shall be paid by Buyer.
3. SPECIAL ASSESSMENTS. [strike out one.] BUYER AND SELLER SHALL PRORATE AS OF THE DATE OF CLOSING/
SELLER SHALL PAY on the date of closing all installments of special assessments certified for payment with the real estate taxes due and
payable in the year of closing.
[Strike out one.] BUYER SHALL ASSUME / SELLER SHALL PAY ON DATE OF CLOSING all other special assessments
levied as of the date of this Agreement.
[Strike out one.] BUYER SHALL ASSUME / SELLER SHALL PROVIDE PAYMENT OF special assessments pending
as of the date of this Agreement for improvements that have been ordered by the City Council or other governmental assessing authorities.
(Seller's provision for payment shall be by payment into escrow of I V2 times the estimated amount of the assessments.)
If a special assessment becomes pending after the date of this Agreement and before the date of closing, Buyer may, at Buyer's option: (a)
Assume payment of the pending special assessment without adjustment to the purchase price;or(b)Require Seller to pay the pending special
assessment(or escrow for payment of same a sum equal to 1''/ times the projected pending assessment)and Buyer shall pay a commensurate
increase in the purchase price of the property,which increase shall be the same as the estimated amount of the assessment;or(c)Declare this
Agreement null and void by notice to Seller,and earnest money shall be refunded to Buyer.Seller shall pay on date of closing any deferred real
estate or special assessments payment of which is required as a result of the closing of this sale.
4. PRORATIONS.All items customarily prorated and adjusted in connection with the closing of the sale of the property herein including but not
limited to rents,operating expenses,interest on any debt assumed by Buyer,shall be prorated as of the date of closing.It shall be assumed that
the Buyer will own the property for the entire date of the closing.
•5. DAMAGES TO REAL PROPERTY. If there is any loss or damage to the property between the date hereof and the date of closing,for any
reason,the risk of loss shall be on the Seller.If the property is destroyed or substantially damaged before the closing,this Purchase Agreement
shall become null and void, at Buyer's option. Buyer shall have the right to terminate this Purchase Agreement within 30 days after Seller
notifies Buyer of such damage. Upon said termination, the earnest money shall be refunded to Buyer and Buyer and Seller agree to sign a
cancellation of Purchase Agreement.
MNCI:PA-1 (11/93)
Form 1519CIPA 2(New)?.iler/Davis Co.,St.Paul,MN COMMERCIAL-INDUSTRIAL
PURCHASE AGREEMENT
Address
Page 2
6. EXAMINATION OF TITLE. Within a reasonable time after acceptance of this Agreement, Seller shall furnish Buyer with an Abstract of
Title or a Registered Property Abstract certified to date including proper searches covering bankruptcies and State and Federal judgments,
liens, and levied and pending special assessments. Buyer shall have 10 business days after receipt of the Abstract of Title or Registered
Property Abstract either to have Buyer's attorney examine the title and provide Seller with written objections or, at Buyer's own expense,to
make an application for a title insurance policy and notify Seller of the application. Buyer shall have 10 business days after receipt of the
commitment for title insurance to provide Seller with a copy of the commitment and written objections. Buyer shall be deemed to have waived
any title objections not made within the applicable 10 day period set forth above, except that this shall not operate as a waiver of Seller's
covenant to deliver a Warranty Deed,unless a Warranty Deed is not specified above. If any objection is so made,Seller shall have 10 business
days from receipt of Buyer's written title objections to notify Buyer of Seller's intention to make title marketable within 120 days from Seller's
receipt of such written objection. If notice is given, payments hereunder required shall be postponed pending correction of title, but upon
correction of title and within 10 days after written notice to Buyer the parties shall perform this Purchase Agreement according to its terms.If
no such notice is given or if notice is given but title is not corrected within the time provided for,this Purchase Agreement shall be null and
void,at option of Buyer,neither party shall be liable for damages hereunder to the other and earnest money shall be refunded to Buyer,Buyer
and Seller agree to sign cancellation of Purchase Agreement. If title to the property be found marketable or be so made within said time,and
Buyer shall default in any of the agreements and continue in default for a period of 10 days,then and in that case the Seller may terminate this
contract and on such termination all the payments made upon this contract shall be retained by Seller as liquidated damages,time being of the
essence. . . . . . . ' •. • . . 'a . .. . . - . . r.. . .1. . . . . .rn . tract has-
7. POSSESSION.Seller shall deliver possession of the property on the date of closing.
8. REPRESENTATIONS AND WARRANTIES. See attached addendum.
9. TIME IS OF .111E ESSENCE FOR ALL PROVISIONS OF THIS CONTRACT.
10. WELL DISCLOSURE STATEMENT.Buyer has received the well disclosure statement required by Minnesota Statutes Sec. 103I.235.
BUYER AND SELLER INITIAL: Buyer(s) Seller(s)
11. ADDENDA.Attached are(number) addenda which are made a part of this Agreement.
•12. MISCELLANEOUS PROVISIONS.
(a) Survival.All of the warranties,representations,and covenants of this Agreement shall survive and be enforceable after the closing.
(b) Entire Agreement; Modification. This 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.
(c) Successors and Assigns.If this Agreement is assigned,all provisions of this Agreement shall be binding on successors and assigns.
13. ACCEPTANCE DEADLINE.This offer to purchase,unless accepted sooner,shall be null and void at 11:59 PM,
and in such event all earnest money shall be refunded to Buyer.
NOTICE
Represents
Agent Company Name
Represents
Agent Company Name
THIS IS A LEGALLY BINDING CONTRACT.IF NOT UNDERSTOOD,SEEK COMPETENT ADVICE.
Dated: Dated:
SELLER BUYER
•LLER BUYER
MNCI:PA-2(11/93) SELLING AGENT
Form 1519 J(Rev.1988)Miller/Davis Co.,St.Paul,MN
ADDENDUM TO
PURCHASE AGREEMENT
This form approved by the Minnesota Association of
REALTORS®. Minnesota Association of REALTORS®
• 1. Date disclaims any liability arising out of use or misuse of this form.
19
2. Page of Pages
3. Addendum to Purchase Agreement between parties dated , 19 pertaining to the
4. purchase and sale of the property at
5. This Purchase Agreement is subject to the following:
6. Seller shall within a reasonable time after acceptance of this Agreement furnish_to Buyer a boundary survey of the Property.
7. Buyer shall have ten_(J 0)business days after receiving the survey to make written objections thereto. Buyer shall be deemed to
8. 1. - ' -• I ••.- '•1 • 1. 7 • - 1• •1 •- i 1'1 1- to • • 1 • •- i•• . - -0t •
9. . 1- - •• I •• ••' '•• • ij - ••• • il• . S. 1 6'11.44 •- I '1' I •" Of 101-4 i - •iiections
10. • •- '1. 11 - •• tl -• i 11 . a • •• '•1 - 111.1, - 1• --11-1 1-• - • r\ 1 •' • • - • • 11
11. hereunder to the other and earnest money shall be refunded to Buyer.
12. Seller, at its sole cost and expense, will undertake and complete, prior to Closing, a subdivision of the Property, and obtain
13. ail related government approvals so that the Property deed is recordable.
14. Buyer shall_ prior to Closing, obtain financing for the purchase price of the Property and the cost of construction of the
15. planned improvements thereon.
16. Buyer shall have executed a Developer's Agreement by and between Buyer and the Economic Development Authority of the
17. City of Rik River, Minnesota providing for the construction of a square foot building and ancillary improvements,
18. the commencement date to be , 199_,and the completion date to be . 199_.
19.
20.
21.
22.
23.
24.
25.
26.
28.
29.
30.
EXHIBIT C
Sto
Contract for Marketing, Sale, and Development
Price Schedule
1. The purchase price of the Property shall be $ per square foot.
2. The purchase price of the Property may be adjusted annually based upon [to be discussed].
3. The purchase price of the Property or portion thereof shall include Seller's payment of
special assessments if improvements are installed by the City as of the date that the
Property or portion thereof becomes subject to a Commercial-Industrial Purchase
Agreement in the form preceding as Exhibit B to the Contract for Marketing, Sale, and
Development.
•
• PhillA 532765.2 C - 1
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