5.4. SR 10-25-1999
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Item #5.4.
MEMORANDUM
TO:
Mayor & City Council
~OM:
Paul T. Steinman, Director of Economic
Development
DATE:
October 25,1999
SUBJECT: Holt/Jackson Proposal
Issue
Dennis Anderson, ReMax Realty, has requested an opportunity to present a concept
for development of the city-owned site at Holt and Jackson. It is staffs
understanding from conversations with Mr. Anderson that such concept discussion
. is in preparation for presentation of a purchase agreement for this site.
At the present time staff has not received any information from Mr. Anderson to
attach to this memo. The concept is for construction of one or two office buildings
on the site to house ReMax Realty and other tenants. Office buildings are currently
not an allowed use in a C4 zone; therefore, the applicant would be requesting
certain changes to allow for their proposed development.
Recommendation
No action is being recommended to the council at this time.
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13065 Orono Parkway. P.O. Box 490 · Elk River, MN 55330. TDD & Phone: (612) 441-7420 · Fax: (612) 441-7425
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COMMERCIAL-INDUSTRIAL
PURCHASE AGREEMENT
This fonn approved by the Minnesota Association of
REAL'I:ORS4t, which disclaims any liability arising out of
use or misuse of this fonn,
Date: October 25.1999
RECEIVED OF Dennis D. Anderson And Dwi2ht M. Denves
the sum of Five Thousand Dollars And 0/100
(check)
( $5000.00
) DOLLARS
property at Holt & Jackson
situated in the County of Elk River
as earnest money and in part payment for the purchase 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: Three Hundred FiftvThousand and nolI 00
($350.000 ) DOLLARS, which the Buyer agrees to pay in the
following manner:
Earnest money herein paid $ 5000.00 ,$345,000 cash, on, December 31. 1999
.the date of closing and the balance of $0 by financing as shown on the attached addendum.
1. DEEDIMARKETABLE 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 easements which do not interfere with present improvements. (e) Rights of tenants as follows:
. 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. 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.
SELLER SHALL PAY ON DATE OF CWSING all other special assessments levied as of the date of this Agreement.
SELLER SHALL PROVIDE FOR 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 11/2 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 11/2 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 taxes 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.
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COMMERCIAL-INDUSTRIAL
PURCHASE AGREEMENT
Address Property at Holt & Jackson
October 25" 1999 Page 2
.. 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. This provision shall not deprive either party of the right to
enforce the specific performance of this contract provided this contract has not been terminated and provided action to enforce such
specific performance shall be commenced within six months after such right of action shall arise.
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 THE ESSENCE FOR ALL PROVISIONS OF TIllS CONTRACT.
10. WELL DISCWSURE STATEMENT. Buyer has received the well disclosure statement required by Minnesota Statutes Sec.
1031.235. BUYER AND SELLER INITIAL: Buyer(s) Seller(s)
1l.ADDENDA. Attached are (number) addenda which are made a part of this Agreement.
..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 supercedes
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 P.M. . 1999
and in such event all earnest money shall be refunded to Buyer.
NOTICE
Robert Carlson
Represents
Buver
(^sent)
Represents Seller
TIllS IS A LEGALLY BINDING CONTRACT. IF NOT UNDERSTOOD, SEEK COMPETENT ADVICE.
Dated: October 25, 1999
BUYER , D. Aad...... A.~t M. De"!,,
Signed ~ .() !#,{;(U/I.
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Dated: October 25,1999
SELLER
SELLER
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ADDENDUM TO PURCHASE AGREEMENT
DATE: October 25.1999
By and between, Dennis D. Anderson & Dwight M.Denyes, and or its' assigns, Buyer
and City of Elk River, Seller.
1. TERMS AND CONDITIONS. The terms, conditions and provisions of this
addendum shall take precedence over and control any contrary terms contained in the
purchase agreement wherever possible, the addendum shall be construed consistently
with the printed form portion of the purchase agreement.
2. PURCHASE PRICE. The purchase price shall be $350.000.00. BUYER will pay
upon the following terms:
The unpaid balance will accrue at an annual interest rate of 10%
BUYER will personally guarantee all payments.
A. $5.000.00 Earnest money.
B. $.345.000 Cash at closing.
3. EARNEST MONEY. $5,000.00 Earnest money.
4. CONTINGENCIES. Unless waived by Buyer in writing, Buyers obligation to
purchase the property shall be subject to Buyer being able to satisfy the following
contingencies on or before after acceptance of this offer. The sufficiency of the
contingencies will be determined by Buyer, in Buyer's sole discretion. In the event
of the failure of any contingency, this Purchase Agreement shall be null and void at
Buyer's option and earnest money refunded.
1) Zoning
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5. SPECIAL ASSESSMENTS. BUYER represents and warrants that all existing and
pending special assessments for the property being purchased shall be paid in full at
the date of closing.
6. REAL ESTATE TAXES. All real estate taxes due in 1999 shall be prorated to the
date of closing. All real estate taxes, penalties and interest, if any, due and payable for
current year shall be paid by SELLER.
. 7. TITLE AND EXAMINATION. The Buyer shall be allowed thirty (30) days after
receipt of the Abstract of title, or Registered Property Abstract, as the case may
be, certified to date to include property searches covering bankruptcies, State and
Federal judgment and liens, for the making of any objection which shall be made in
writing. The extended Abstract or Registered Property Abstract (RP A) will be
delivered to Buyer's attorney no later than
8. The BUYER shall purchase only the assets of the building. The BUYER shall not
assume any debt or outstanding liabilities.
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SELLER
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DWIGHT M. DENYES
0-520-157-585-861
1110 - 94TH LANE PH. 612-755-7467
COON RAPIDS, MN 55433
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3500 - 129th Avenue N.W. Ph. 421-2044
Coon Rapids. Minnesota 55448
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