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EDA Agenda - 10/23/2024AGENDA REGULAR MEETING - ECONOMIC DEVELOPMENT AUTHORITY (EDA) Wednesday, October 23, 2024 — 7:00 a.m. Academy Room, Monticello Community Center Commissioners: President Steve Johnson, Vice President Jon Morphew, Treasurer Hali Sittig, 011ie Koropchak-White, Rick Barger, Councilmember Tracy Hinz, Mayor Lloyd Hilgart Staff: Executive Director Jim Thares, Rachel Leonard, Angela Schumann, Sarah Rathlisberger, Tyler Bevier 1. General Business A. Call to Order B. Roll Call 7:00 a.m. 2. Consideration of Additional Agenda Items 3. Consent Agenda A. Consideration of a Letter of Support in connection with Wright County Economic Development Partnership's Childcare Grant Application to MN -DEED in the amount of $600,000 4. Regular Agenda A. Consideration of Resolution 2024-21 Authorizing a Facade Improvement Forgivable Loan to J&J Properties, LLC (Monticello Family Dentistry) in the amount of $13,172 B. Consideration of Resolution 2024-22 Authorizing a Second Master Amendment Agreement of the RRG Holdings, LLC and Sota Car Wash (Due North) GMEF Loan adding Chad Melin as an additional Guarantor and amending previous Guaranty Agreement C. Consideration of Resolution 2024-23 authorizing an Amendment of the Block 52 Purchase and Development Contract with Block 52 Holdings, LLC, Buchholz Exchange, LLC and Norgren Exchange, LLC D. Consideration of Authorizing a Deferred Assessment Agreement between the City and the EDA on the 14.16-acre parcel of land (PID # 155-282-000010), which the EDA acquired from Riverwood Bank in December 2023, for 10 years or until the property is sold for development 5. Other Business A. Consideration of Economic Development Manager's Report 6. Adjournment EDA Agenda 10/23/24 3A. Economic Development Updates Prepared by: Meeting Date: ® Consent Agenda Economic Development Director 10/23/2024 Reviewed by: Approved by: N/A N/A ACTION REQUESTED - ALTERNATIVE ACTIONS Motion to approve the letter of support for the Wright County Economic Development Partnership's Childcare Grant submittal to MN -DEED. REFERENCE AND BACKGROUND The Wright County Economic Development Partnership (WCEDP) is planning to submit a $600,000 Childcare Grant application to MN -DEED on October 31, 2024. The funding is being sought to support the effort by Kids' Haven Daycare and Preschool (Missy Sjolin) to establish a new daycare facility in Monticello. Her current facility in Buffalo is full and she has approximately 42 +/- Monticello families that drive their children to her Buffalo facility. A portion of the WCEDP Grant, if approved, would also be used to support several existing childcare facilities in the County with other smaller remodeling or facility upgrade projects. A survey completed by First Children's Finance, Minneapolis, in 2018 indicates that Monticello had a childcare slot shortage of over 700. The current shortfall number is estimated to be between 620 and 680 slots. A letter of support from the EDA would be appropriate in demonstrating its awareness of the importance of the effort to address an issue that may help mitigate negative impacts stemming from the local childcare slot shortage. I. Budget Impact: N/A II. Staff Workload Impact: City staff involved in the housing report summary includes the City Administrator, Community Development Director, and Economic Development Manager. III. Comprehensive Plan Impact: The Economic Development section of the Comprehensive Plan encourages formation of an effective economic development effort which creates a supportive business environment and builds a vibrant, thriving local economy. STAFF RECOMMENDATION Staff recommend approval of the letter of support to the WCEDP for the Childcare Grant funding application submittal to MN -DEED. SUPPORTING DATA A. Letter of Support to WCEDP — Childcare Grant Application to MN -DEED CITY OF Mont e o wftwftlal��� October 24, 2024 Missy Meidinger, Acting Executive Director Wright County Economic Development Partnership 3650 Braddock Avenue NE, Suite 1300 Buffalo, MN 55313 Dear Missy and WCEDP Board Members: OFFICE:763-295-2711 FAX:763-295-4404 505 Walnut Street Suite 1 I Monticello, MN 55362 The City of Monticello Economic Development Authority (EDA) is pleased to provide a letter of support for the WCEDP's Childcare Grant application submittal to MN -DEED in the amount of $600,000. The EDA and City leadership team fully recognize that adequate childcare is a critically important issue that is integral to the City of Monticello's overall economic development effort. The current known childcare slot gap of approximately 620 to 650 slots (this is a slight decrease from a 2018 survey indicating the slot gap was 705) indicates that this issue still needs to be addressed to mitigate the negative impacts on the local economy. City staff policy leaders frequently hear anecdotal stories from various local businesses indicating how the childcare slot shortage in Monticello negatively impacts production goals or customer service. While City staff have met with various childcare providers interested in addressing the childcare slot gap over the past few years, the concept proposals always seem to be upended due to a lack of adequate funding. We are hopeful that the recent discussions of a new daycare facility concept by Kids Haven Daycare and Preschool (Missy Sjolin) will be able to come to fruition with the support of MN-DEED's Childcare Grant funding. With that in mind, the WCEDP Childcare Grant application to MN -DEED to support the expansion of the number of quality childcare providers and strengthen the regional and local economy is a critically important effort. If you have any questions or need any additional information from the City of Monticello EDA, please feel free to reach out to Jim Thares, Economic Development Manager, at 763-271-3254 or ]im.thares@ci.monticello.mn.us. Thank you very much for your time and consideration. Sincerely, Steve Johnson, President, City of Monticello EDA www.ci.monticeIlo.mn.us EDA Agenda: 10/23/2024 4A. Consideration of Resolution 2024-21 aoDrovine a Facade Improvement Forgivable Loan to J & J Properties LLC, 201 W Broadway, in the amount of $13,172 Prepared by: Meeting Date: ❑ Public Hearing Community & Economic 10/23/2024 ® Regular Agenda Item Development Coordinator Reviewed by: Approved by: Economic Development Manager, City Administrator Community Development Director, Finance Director ACTION REQUESTED Motion to adopt EDA Resolution 2024-21 approving a Facade Improvement Loan to J&J Properties in the amount of $13,172, contingent upon execution of the required Loan Agreement and Promissory Note by the applicant and compliance with cash match requirements. REFERENCE AND BACKGROUND The City has received a complete Facade Improvement Forgivable Loan application from J&J Properties LLC (Monticello Family Dentistry), located at 201 W. Broadway. The application submittal follows a December 2023 EDA workshop discussing the potential expansion of the Downtown Facade Improvement Program target area and adoption of an amendment of the Policies at the January 10, 2024, regular meeting. Recently, Christian Block, owner of Monticello Family Dentistry, submitted a complete Facade Improvement application along with improvement plans and quotes from contractors related to exterior improvements, including: • New staining of the exterior brick facade on 4 sides of the building • Concrete repairs to the base of the building • New door on Walnut Street • New exterior signage at Walnut Street door • Enhanced rear entrance with the door painted to match the red brick The program policy amendments adopted by the EDA in January grant the EDA the flexibility to approve facade improvements on any or all sides of the building. The amendments also allow flexibility from the requirement for contractor supplied plans versus licensed architectural drawings. The plans submitted by J&J Properties comply with the intent of the amendment. The building has had very little exterior change to its original 1900 brick construction. As such, no EDA Agenda: 10/23/2024 new renderings are required for historic reference. For reference, a historical image of the building is an attached exhibit. Specific materials submitted for EDA review of the proposal include the following: ✓ A completed application with a summary of the proposal ✓ Improvement project quotes (two quotes as required by the program policy were submitted; the best desired quote consistent with policy is included in the packet. The applicant has had difficulties securing two concrete bids per the policy. Staff has included the rejection letters from concrete bids to satisfy the two bid requirements. ✓ Affidavit regarding owner financial commitment (equity) ✓ Property and ownership information The preferred contractors' building permit costs are eligible project expenses per the program policy. See the breakout below: ■ Facade Improvements - $11,900 o Brick Staining - $8,160 o Concrete - $3,404 o Door - $336 ■ Signage Improvements - $900 ■ Building Permit - $372 (Estimate by City staff) ■ Total Improvement Project Cost: $13,172 As required by the program policy, J&J Properties is required to contribute a minimum 5% match which totals $640. J&J Properties has indicated they will meet this requirement in cash payment to the contractor. J&J Properties will be required to make the initial payment, with proof of such payment to the EDA, prior to release of EDA funds. A public hearing is not required as the amount of the loan does not reach the threshold required for public comment under Minnesota's Business Subsidy Statute. Consistent with the program policy, the Loan is forgivable with the intent that it becomes a grant to the recipient if certain conditions of property ownership are met. As noted in the Loan Agreement, the loan forgiveness takes place in increments over three years. Budget Impact: The budgetary impact related to consideration of the Fagade Loan is the Fagade sub -fund of the EDA General Fund itself. The Fagade Loan sub -fund currently has $150,003.07 available. Legal fees for the preparation of the resolution and the loan documents are estimated to cost $1,250 +/-. II. Staff Workload Impact: Staff involved in review of the facade proposal include the EDA attorney, Community & Economic Development Coordinator, Community Development Director, Building Official, and Economic Development Manager. No additional staff are needed to complete the work tasks related to this proposal. EDA Agenda: 10/23/2024 III. Comprehensive Plan Impact: The Monticello 2040 Vision + Plan identifies the Downtown as a "development focus" area with the intent of promoting investment and redevelopment of key properties and parcels in the City's core area. The subject parcel, 201 W Broadway, is located at the intersection of the newly reconstructed Broadway Street and Walnut Street. The Downtown Small Area Plan includes a goal of "shifting the Center of Downtown to Broadway and Walnut Street" and this project is in support of that goal. This block is also a critical connection between the continued public investment in a renewed West Bridge Park and Broadway Street businesses. This street is slated to include additional public improvements including, but not limited to, overhead string lights, swinging benches and public art. By using its available tools such as the Facade Loan Program to assist in property investment, the EDA is helping to facilitate the effort to realize Comprehensive Plan goal "A vibrant and thriving Downtown that contributes to the City's economic development and housing objectives" (Chapter 5, 2040 Plan). STAFF RECOMMENDATION Staff recommend approval of the Downtown Facade Improvement Program Forgivable Loan for J&J Properties LLC in the amount of $13,172. SUPPORTING DATA: A. EDA Resolution 2024-21 B. Loan Agreement C. Promissory Note D. Facade Loan Application E. Existing Conditions Photos 1. Front Exterior 1 2. Front Exterior 2 3. Rear Wall 4. South Wall 1 5. South Wall 2 6. South Wall 3 7. South Wall Signage F. Wright County Beacon Report G. Selected Contractor Project Quotes H. Historic Image I. Aerial Photo EDA RESOLUTION NO.2024-21 RESOLUTION APPROVING A LOAN AGREEMENT BETWEEN THE CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY AND J & J PROPERTIES OF MONTICELLO, LLC BE IT RESOLVED BY the Board of Commissioners ("Board") of the City of Monticello Economic Development Authority (the "Authority") as follows: Section 1. Recitals. 1.01. The Authority recognizes the need to encourage investment in commercial and retail buildings in the downtown area of the City of Monticello, Minnesota (the "City") in order to maintain the economic viability of the City and its Downtown/Central Community District and as such, has established a program to provide forgivable loans to eligible properties in the City's downtown to improve the fagades of existing commercial and retail buildings (the "Fagade Program"). On November 9, 2022 and January 10, 2024, the Authority adopted revised guidelines for the Fagade Program (the "Guidelines"). 1.02. The Authority and J & J Properties of Monticello, LLC, a Minnesota limited liability company (the "Borrower"), desire to enter into a loan agreement (the "Loan Agreement") for a Fagade Program forgivable loan in the amount of $12,513 (the "Loan") to be used to pay a portion of the costs of exterior improvements to the building located on that certain real property at 201 W. Broadway in the City (the "Property"). 1.03. The Authority finds that the approval of the Loan is in the best interests of the City and will help maintain the economic vitality of the City. Section 2. Loan Agreement Approved. 2.01. The Authority hereby approves the Loan Agreement in substantially the form presented to the Board, including the Escrow Agreement therein, together with any related documents necessary in connection therewith, including without limitation the Promissory Note, the Draw Request, and all documents, exhibits, certifications, or consents referenced in or attached to the Loan Agreement (the "Loan Documents"). 2.02. The Board hereby authorizes the President and Executive Director, in their discretion and at such time, if any, as they may deem appropriate, to execute the Loan Documents on behalf of the Authority, and to carry out, on behalf of the Authority, the Authority's obligations thereunder when all conditions precedent thereto have been satisfied. The Loan Documents shall be in substantially the form on file with the Authority and the approval hereby given to the Loan Documents includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to the Authority and by the officers authorized herein to execute said documents prior to their execution; and said officers are hereby authorized to approve said changes on behalf of the Authority. The execution of any instrument by the appropriate officers of the Authority herein authorized shall be conclusive evidence of the approval of such document in accordance with the terms hereof. This resolution shall not constitute an offer and the Loan Documents shall not be effective until the date of execution thereof as provided herein. 2.03. In the event of absence or disability of the officers, any of the documents authorized by this resolution to be executed may be executed without further act or authorization of the Board by any duly 1 DOC S OPEN\MN325\40\982632. v 1-10/ 15/24 designated acting official, or by such other officer or officers of the Board as, in the opinion of the City Attorney, may act in their behalf. Upon execution and delivery of the Loan Documents, the officers and employees of the Board are hereby authorized and directed to take or cause to be taken such actions as may be necessary on behalf of the Board to implement the Loan Documents. Approved this 23rd of October, 2024, by the Board of Commissioners of the City of Monticello Economic Development Authority. President ATTEST: Executive Director DOC S OPEN\MN325\40\982632. v 1-10/ 15/24 LOAN AGREEMENT (Facade Improvement Forgivable Loan Program) THIS LOAN AGREEMENT (this "Agreement") is made effective as of October 23, 2024, by and between J&J PROPERTIES OF MONTICELLO, LLC, a Minnesota limited liability company (the `Borrower"), and the CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic and a political subdivision under the laws of the State of Minnesota (the "Lender"). RECITALS A. The Lender recognizes the need to encourage investment in commercial and retail buildings in the downtown area of the City of Monticello, Minnesota (the "City") in order to maintain the economic viability of the City and its Downtown/Central Community District and as such, has established a program to provide forgivable loans in amounts up to $50,000 to eligible properties in the City's downtown to improve the fagades of existing commercial and retail buildings (the "Facade Program"). On November 9, 2022 and January 10, 2024, the Lender adopted revised guidelines for the Facade Program (the "Guidelines"). B. The Borrower, as the fee owner of the property located at 201 W. Broadway in the City as legally described in EXHIBIT A attached hereto (the "Loan Property"), applied for and was awarded by the Lender on October 23, 2024, a forgivable loan from the Facade Program in the principal amount of $12,513 (the "Loan") in order to undertake the following improvements to the building located on the Loan Property: re -stain the exterior brick facade of the building, repair the base of the building, replace the door on the portion of the building facing Walnut Street, paint the replacement door to match the building brickwork; and improve the awning above the door on the rear of the building (collectively the "Project"). C. The Loan does not constitute a business subsidy within the meaning of Minnesota Statutes, Sections 116J.993 to 116J.995, as amended. D. The Lender makes the Loan to the Borrower subject to all of the terms and conditions of this Agreement. E. Contemporaneously with the execution hereof, the Borrower is delivering to the Lender a Promissory Note (the "Note") effective as of the date herewith made by the Borrower and payable to the order of the Lender, in the original principal amount of $12,513. NOW, THEREFORE, in consideration of the mutual covenants hereinafter contained, it is hereby agreed as follows: 1. Amount and Purpose of Loan. The Borrower agrees to take and the Lender agrees to make the Loan in the principal amount of Twelve Thousand Five Hundred and Thirteen and No/100 Dollars ($12,513) to be advanced in a single disbursement as hereinafter provided. The Loan will be evidenced by the Note. The Loan proceeds (the "Proceeds") will be used only towards the cost of the Project. 2. The Project. For the purposes of this Agreement, the term "Loan Property" means the real estate legally described in EXHIBIT A attached hereto together with all improvements now located or hereafter placed thereon. The Borrower agrees to re -stain the exterior brick facade of the building located on the Loan Property; repair the base of the building; replace the door on the portion of the building facing the rear parking lot; paint the replacement door to match the building brickwork; and improve the awning above the door on the rear of the building on the Loan Property in accordance with and subject to the DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 Guidelines. The Borrower will complete the project no later than 180 days from the date hereof (the "Completion Date"). Failure to complete the Project on or before the Completion Date shall be a default hereunder. 3. Documents to be Delivered. The Borrower covenants and agrees to immediately cause the compliance with the following conditions: (a) Note. Deliver the Note to the Lender. (b) Architectural Rendering. Deliver to the Lender an architectural rendering (the "Architectural Rendering") of the final selected improvements. The Lender must provide final approval to the Architectural Rendering prior to the Borrower beginning work on the Project. (c) Project Cost and Source of Funds Certificate. Deliver to the Lender a sworn certificate detailing costs and sources of funds to be utilized for the Project ("Project Cost Certificate"), in a form acceptable to the Lender, verified on oath by an authorized representative of the Borrower showing an itemized breakdown of: (i) the source and amount of all Project funds; and (ii) of the total cost of the Project. Not less than 5% of the Project funds must come from the Borrower's own funds. The Borrower shall deliver to the Lender lien waivers, receipts for payment and other evidence of payment acceptable to the Lender with respect to any such portion of costs and charges incurred through the date of the Project Cost Certificate. (d) Insurance. Deliver to the Lender a certificate or policy for all insurance required, under the terms hereof to be maintained by the Borrower. (e) Compliance with Laws, Etc. Deliver to the Lender such evidence as the Lender may require as to the compliance of the Loan Property and the Project with: (i) all applicable laws, codes, rules, regulations and ordinances, including, without limitation, those relative to environmental protection, protection of wetlands, building and zoning matters and the Americans with Disabilities Act; and (ii) the requirements of any restrictive covenants, conditions and restrictions, conditional use permits or planned unit developments applicable to the Loan Property. The Lender may waive any of the above requirements in its sole discretion. 4. Disbursement of Loan. (a) All Proceeds shall be paid to Borrower in accordance with the terms and conditions of this Agreement. Notwithstanding anything to the contrary herein, if the cost of the Project exceeds the amount to be reimbursed under this Agreement, such excess shall be the sole responsibility of the Borrower. (b) On , 2024 (the "Closing Date"), the Proceeds shall be deposited into an escrow account with RiverWood Bank, located at 1421 E. 7"' St., Monticello, as escrow agent (the "Escrow Agent") selected by the Lender. The disbursement of the Proceeds will be made subject to the conditions precedent that prior to or as of each date of disbursement: (i) The Lender has received from Borrower an executed copy of this Agreement and of an escrow agreement in substantially the form attached as Exhibit B (the "Escrow Agreement"); DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 (ii) The Lender and Escrow Agent have received from the Borrower's authorized representative one or more draw requests in substantially the form attached to the Escrow Agreement (each a "Draw Request"), certifying with respect to each requested disbursement: that each item for which the disbursement is proposed is included in the Project, accompanied by paid or payable invoices or other comparable evidence that the cost has been incurred and paid or is payable by Borrower; (iii) Borrower has provided evidence satisfactory to Lender that Borrower has established an account for the exclusive purpose of recording the receipt and expenditure of the Proceeds; (iv) Borrower is in compliance with the terms of the Guidelines and this Agreement; (v) Prior to the final disbursement of the Proceeds, the Borrower shall: (1) notify the Lender when construction of the Project has been substantially completed. The Lender or their assignee will, within a reasonable time after such notification, inspect the Loan Property in order to determine whether the conditions set forth in Section 2 have been satisfied. If the Lender determines that the conditions set forth in Section 2 have not been satisfied, the Lender will provide a written statement indicating any deficiencies to be remedied by the Borrower and the Borrower shall remedy such deficiencies diligently and with reasonable dispatch to completion. If the Lender determines that the conditions set forth in Section 2 have been satisfied, the Lender will provide a written statement of completion (the "Completion Statement"); and (2) provide the Lender with: (a) lien waivers from all contractors and sub -contractors for all work and/or materials in connection with the Project; (b) a final Project Cost Certificate; (c) evidence acceptable to the Lender that the Borrower has expended its own funds on the Project in an amount at least equal to 5% of the total cost of the Project; and (d) final invoices from any and all contractors who worked on the Project. Facade Program Requirements and Covenants. (a) Facade Program. The Loan is made pursuant to the Facade Program which provides loans for eligible fagade improvements. The loans are structured as 3-year no -interest forgivable loans, whereby 50% of the total loan amount is forgiven after the first year and 25% of the total loan amount is forgiven after the second and third year. From and after the Closing Date through and until the Conversion Date (as defined below), the Borrower shall not be required to make any payments of principal or interest. (b) Guidelines. The Loan shall be forgiven as set forth below if the Borrower meets all of the following requirements: (i) Timely Completion of Project. All work on the Project must be completed by the Completion Date in accordance with and subject to the guidelines of the Facade Program. (ii) Architectural Rendering. The Project must be completed in substantial DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 conformity with the Architectural Rendering as approved by the Lender. (iii) Transfer. Through November 1, 2027 (the "Maturity Date"), the Borrower shall not sell, transfer, lease, or convey the Loan Property or any part of it, or any interest therein, or encumber the Loan Property or any part of it, in any manner, without written consent of the Lender, which consent may be granted or withheld in the discretion of the Lender. This requirement shall apply to each and every sale, transfer, lease, or conveyance, whether voluntary or involuntary and whether or not the Lender has consented to any such prior sale, transfer, lease, or conveyance. (iv) No Defaults. As of each Determination Date (as defined below), there are no defaults under this Agreement or any other agreement between the Lender and the Borrower which is beyond any notice and cure period. (c) Compliance Determination. On November 1, 2025 and on each November 1 thereafter through and including the Maturity Date (each a "Determination Date"), the Lender will determine, in its sole and absolute discretion, whether the Borrower has fully and timely complied with the requirements of this Section 5 as of such date. The Borrower will promptly provide all such documentation as the Lender reasonably requests in the Lender's effort to determine whether the Borrower has timely complied with the requirements of this Section 5. If the Lender determines, in its sole and absolute discretion, that the Borrower has fully and timely complied with the requirements of this Section 5 as of such date, as strictly interpreted, the Lender will forgive a portion of the principal amount of the Loan as of each such Determination Date and the principal balance of the Loan and the Note shall be deemed reduced and outstanding in the following amounts as of each Determination Date: Determination Date: Deemed Outstanding Principal Balance November 1, 2025 $6,256.50 November 1, 2026 $3,128.25 November 1, 2027 $0 (d) Conversion. If the Lender determines at any time that the Borrower has not or cannot fully or timely comply with the requirements of this Section 5, then the Loan shall no longer be forgivable, and the Borrower shall repay the outstanding balance of the Loan not later than 30 days after the Lender sends written notice thereof (the "Conversion Date") in accordance with the loan payoff as of such Conversion Date set forth below: Conversion Date: Loan Payoff Amount November 1, 2024- October 31, 2025 $12,513 November 1, 2025- October 31, 2026 $6,256.50 November 1, 2026- October 31, 2027 $3,128.25 The terms and conditions of this Agreement and any other related loan document and the Borrower's obligations thereunder shall continue until the Loan is repaid in full. If the Borrower transfers the property in default of 5(b)(iii) of this Agreement, the Loan must be repaid by Borrower to Lender in full. (e) Final Maturity. Within a reasonable time after full and final payment or forgiveness of the Loan, the Lender will return the Note to the Borrower. DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 6. Access to Loan Property. The Lender and its respective representatives shall have at all reasonable times the right to enter and have free access to the Loan Property and the right to inspect the Loan Property. 7. Books and Records. The Borrower agrees to maintain accurate and complete books, accounts, and records in regard to the Project in a manner reasonably acceptable to the Lender. Such books, accounts, and records shall be kept and maintained by the Borrower for a period of six (6) years following the Termination Date (as hereinafter defined). Accounting methods shall be in accordance with generally accepted accounting principles. The Lender, acting solely through its municipal or financial advisor, shall have the right to inspect, examine and copy all such books and records of the Borrower and the Borrower shall, at the Lender's request, furnish such information solely to the Lender's municipal or finance advisor, as may reasonably be demanded. Time of Essence. Time is of the essence in the performance of this Agreement. 9. Assi n�ty. The Borrower shall not assign this Agreement without the prior written consent of the Lender, which consent may be withheld, conditioned, or delayed in the Lender's sole discretion. The Lender may freely assign or otherwise transfer (including by participation) all or any part of its interest in the Loan or any or all of the Loan documents, at the Lender's sole discretion. 10. Miscellaneous Covenants of Borrower. The Borrower covenants and agrees with the Lender that, without cost to the Lender, the Borrower will: (a) Performance of Conditions. Promptly keep, perform and comply with all of the terms, covenants and conditions to be kept and performed by the Borrower as required by the City and any other governmental body having jurisdiction over the Loan Property as a condition of platting, rezoning or developing the Loan Property; keep unimpaired the rights of the Borrower under any permit or agreement issued or made by the City or other governmental body having jurisdiction over the Loan Property and any contracts obtained or held by the Borrower in connection with the construction of the Project; and to enforce the prompt performance of all of the terms, covenants and conditions to be kept and performed by the City or other governmental body having jurisdiction over the Loan Property, respectively, under any permits or agreements issued or made by the City or such other governmental bodies, and any contractors under all contracts obtained or held by the Borrower in connection with construction of the Project. (b) Amendment, Etc. of Documents. Not amend, cancel, terminate, supplement, or waive any of the material terms, covenants, and conditions of any permit or agreement issued or made by the City or any other governmental body having jurisdiction over the Loan Property, or any other contracts obtained or held by the Borrower in connection with the construction of the Project or any contracts, documents or agreements referred to herein without the prior written approval of the Lender. The Borrower will provide the Lender with complete documentation concerning any change made to the Project. (c) Performance of Note, etc. Without limiting the foregoing, keep and perform all of the terms, covenants, conditions and requirements of the Note and this Agreement. (d) Insurance. During the term of this Agreement, the Borrower shall procure and maintain or cause to be procured and maintained at their sole expense, casualty insurance, public DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 liability insurance and such other types of insurance as are reasonably required by the Lender from time to time, insuring the Lender and the Borrower with coverages, in amounts and with companies satisfactory to the Lender. (e) Pam. Pay at closing, or within 30 days of written notice from the Lender, all loan charges including, but not limited to: (i) the Lender's attorneys' fees; and (ii) filing fees of any instruments required under this Agreement. (f) Default Notices. Provide the Lender with a copy of any default notice received by the Borrower, pursuant to any documents related to any financing secured by the Loan Property or any governmental authority, promptly after receipt of the same. 11. Warranties. The Borrower represents and warrants to the Lender the following: (a) The making and performance of this Agreement and the execution and delivery of the Note and any other instrument required hereunder are within the powers of the Borrower and have been duly authorized by all necessary organizational action on the part of the Borrower. This Agreement and the Note, and any other instruments required hereunder have been duly executed and delivered and are the legal, valid, and binding obligations of the Borrower enforceable in accordance with their respective terms. (b) No litigation, tax claims or governmental proceedings are pending or threatened against the Borrower, and no judgment or order of any court or administrative agency is outstanding against the Borrower which would have a material adverse effect on the Borrower. (c) The Borrower has filed all tax returns (federal and state) required to be filed for all prior years and paid all taxes shown thereon to be due, including interest and penalties. The Borrower will file all such returns and pay all such taxes for the current and future years. (e) All information, financial or other, which has been submitted by the Borrower in connection with the Loan is true, accurate, and complete in all material respects. 12. Indemnification. The Borrower shall defend, hold harmless and indemnify the Authority and its officials, commissioners, officers, agents and employees from and against all claims, liability, costs, expenses, loss or damages of any nature whatsoever, including reasonable attorneys' fees, arising out of or in any way connected with its failure to perform its covenants and obligations under this Agreement and any of its operations or activities related thereto. The provisions of this paragraph shall survive the termination of this Agreement. This indemnification shall not be construed as a waiver on the part of either the Borrower or the Authority of any immunities or limits on liability provided by applicable Minnesota law. 13. Defaults. Each of the following shall constitute an Event of Default: (a) If the Borrower fails to pay when due any amount due under this Agreement, the Note, or any other documents listed in Section 3. (b) Bankruptcy, reorganization, assignment, insolvency or liquidation proceedings, or other proceedings for relief under any applicable bankruptcy law or other law for relief of debtors are instituted by or against the Borrower and, if such proceedings are instituted against the Borrower, an order, judgment or decree, without the consent of the Borrower appointing a trustee DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 or receiver for the Borrower or any part of its property or approving a petition under the bankruptcy laws of the United States or any similar laws of any state or other competent jurisdiction, shall have remained in force undischarged or unstayed for a period of 30 days. (c) Any of the terms, covenants, or conditions of any permit or other agreement issued or made by the City or other governmental body having jurisdiction over the Loan Property are not complied with within the time required thereby or are terminated or modified by the City or such other governmental body and the Borrower has not taken the necessary steps to correct or cure the same within 30 days after written notice is given by the Lender. (d) Any mechanic's or material supplier's lien is filed, against the Loan Property and is not released, satisfied, or discharged or bonded to the Lender's satisfaction. (e) A transfer which violates Section 5(b)(iii) hereof occurs or the Borrower abandons the Loan Property. (fl The Borrower fails: (i) to complete construction of the Project by the Completion date; (ii) to construct the Project in accordance with this Agreement; (iii) to observe or perform any other covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement, the Note, or any other document executed by the Borrower pursuant to this Agreement; or (iv) fails to pay any amount or perform any obligation under any other note, mortgage or other agreement now or hereafter made by the Borrower in favor of or with the Lender or otherwise now or hereafter made by the Borrower in connection with the Loan Property, and any such failure continues 30 days after written notice is given by the Lender. (g) Any representation or warranty by the Borrower contained herein or in the Note, or any other instrument required hereunder is false or untrue in any material respect when made. 14. Remedies. Upon the occurrence of an Event of Default, the Lender, at its option, shall, in addition to any other remedies which it might be entitled to by law, have the right to: (a) Perform such other acts or deeds which reasonably may be necessary to cure any default existing under this Agreement, and to this end, it is hereby agreed as follows: (i) All sums expended by the Lender in effectuating its rights under paragraphs (ii) and (iii) of this paragraph shall be deemed to have been advanced under this Agreement and to be secured by any security document required under this Agreement as security for the Loan. (ii) The Lender, at its option, shall have the right to enter into possession of the Loan Property and perform any and all work and labor necessary to complete the Project substantially as required under this Agreement and to do all things necessary or incidental thereto. The powers herein granted the Lender shall be deemed to be powers coupled with an interest and the same are irrevocable. (b) cancel this Agreement; (c) bring appropriate action to enforce such performance and the correction of such DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 Event of Default; (d) if a default occurs under Section 5(b)(iii) hereof, declare the entire unpaid principal of the Note immediately due and payable without notice; and (e) pursue whatever action, including legal, equitable or administrative action, which may appear necessary or desirable to collect all costs (including reasonable attorneys' fees) and any amounts due under this Agreement or to enforce the performance and observance of any obligation, agreement, or covenant hereof. 15. Default under Note. The failure by the Borrower to keep or perform any of the terms, covenants, and conditions to be kept or performed by it under this Agreement shall constitute a default under the Note. 16. Notices. Any notices given hereunder shall be in writing and shall be deemed to have been given when delivered personally or three (3) days after deposited in the United States mail, registered, postage prepaid, addressed as follows: If to the Borrower: If to the Lender: J & J Properties of Monticello, LLC 113 Walnut Street PO Box 969 Monticello, MN 55362 Attn: Christian Block City of Monticello Economic Development Lender 505 Walnut Street Monticello, MN 55362 Attn: Executive Director or addressed to any such party at such other address as such party shall hereafter furnish by notice to the other party. Any notice delivered personally to the Borrower shall be delivered to an officer of the Borrower, and any notice delivered personally to the Lender shall be delivered to an officer of the Lender at the address for the Lender for the mailing of notices. Either party may change its address for the giving of notices by giving the other party at least 10 days' notice in the manner provided above. 17. Termination. This Agreement shall terminate on the later of the Maturity Date or the date that the Loan has been paid in full (the "Termination Date"). Notwithstanding anything herein to the contrary, the indemnification provisions provided in Section 12 hereof shall not terminate on the Termination Date. 18. Headings. The headings used in this Agreement are for convenience only and do not define, limit, or construe the contents of this Agreement. 19. Bindings on Successors and Assigns. Subject to the limitations on transfer contained in this Agreement, this Agreement shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 20. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of Minnesota, without giving effect to any choice or conflict of law provision or rule. 21. Counterparts. This Agreement may be executed in 2 or more counterparts, each of which shall be an original and all of which shall constitute the same agreement. 22. Entire Agreement. This Agreement, the Note and the other documents executed by the Borrower and/or the Lender pursuant to this Agreement contain the entire agreement between the parties with respect to the subject matter hereof and supersede all prior understandings and agreements, both oral and written. This Agreement may be amended only in a writing signed by the parties hereto. 23. Fees and Expenses. the Borrower agrees to pay to the Lender immediately upon demand all costs and expenses, including, without limitation, all attorneys' fees, incurred by the Lender in connection with the enforcement of the Lender's rights and/or the collection of any amounts which become due to the Lender under this Agreement, the Note or the other documents executed in connection herewith; and the prosecution or defense of any action in any way related to this Agreement, the Note or the other documents executed in connection herewith. 24. Electronic Signatures; Execution in Counterparts. The electronic signature of the parties to this Agreement shall be as valid as an original signature of such party and shall be effective to bind the parties hereto. For purposes hereof, (i) "electronic signature" means a manually signed original signature that is then transmitted by electronic means; and (ii) "transmitted by electronic means" means sent in the form of a facsimile or sent via the internet as a portable document format ("pdf') or other replicating image attached to an electronic mail or internet message. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 25. Data Practices. All data collected, created, received, maintained or disseminated for any purpose in the course of Borrower's performance of this Agreement is governed by the Minnesota Government Data Practices Act, Minn. Stat. Ch. 13, and any other applicable state statutes, any state rules adopted to implement the Act and statutes, as well as federal statutes and regulations on data privacy. 26. Audits. The accounts and records of the Borrower described in paragraph (1) above shall be audited in the same manner as all other accounts and records of the Borrower and may, for a period of six (6) years following the Termination Date, be inspected on the Borrower's premises by the Authority or individuals or organizations designated by the Authority, upon reasonable notice thereof to the Borrower. The books, records, documents and accounting procedures relevant to this Agreement are subject to examination by the State Auditor in accordance with Minnesota law. DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 IN TESTIMONY WHEREOF, the Borrower causes this Agreement to be effective as of the day and year first above written. J & J PROPERTIES OF MONTICELLO, LLC 1.2 Name: Its: S-1 DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 IN TESTIMONY WHEREOF, the Lender causes this Agreement to be effective as of the day and year first above written. CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY LIN Name: Steve Johnson Its: President Name: Jim Thares Its: Executive Director S-2 DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 EXHIBIT A LOAN PROPERTY SECT-11 TWP-121 RANGE-025 ORIGINAL PLAT MONTICELLO LOT-010 BLOCK-051 A-1 DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 EXHIBIT B ESCROW AGREEMENT FACADE IMPROVEMENT FORGIVABLE LOAN PROGRAM ESCROW AGREEMENT This Agreement is entered into this day of , 20, by and between J & J Properties of Monticello, LLC, a Minnesota limited liability company (the `Borrower"), RiverWood Bank, a federal savings bank (the "Escrow Agent"), and the City of Monticello Economic Development Authority, a public body corporate and politic under the laws of Minnesota (the "Authority"). Purpose The purpose of the escrow established pursuant to this Agreement is to provide assurance to the Authority that Borrower will complete the Project described in the Loan Agreement between the Authority and the Borrower dated October 23, 2024(the "Loan Agreement"), which is incorporated herein by reference. All capitalized terms which are not otherwise defined herein shall have the meanings set forth in the Loan Agreement. Escrow The Escrow Agent hereby acknowledges receipt from the Authority of Proceeds in the amount of $12,513.00 to be disbursed in connection with the construction by Borrower of the Project. Proceeds will be disbursed to the Borrower in one or more payments as evidenced by the provisions of this section. Before disbursement of any Proceeds deposited hereunder, Borrower must submit to the Authority and Escrow Agent a draw request in substantially the form attached hereto as Exhibit A (the "Draw Request") containing evidence showing that costs for the Project have been paid or incurred by the Borrower in at least the amount requested, provided that (i) no Proceeds will be disbursed until Borrower provides evidence that Borrower has paid Borrower's required share of total costs of the Project. Prior to the final disbursement of Proceeds, the Borrower shall: (i) notify the Lender when construction of the Project has been substantially completed. The Lender or their assignee will, within a reasonable time after such notification, inspect the Loan Property in order to determine whether the conditions set forth in Section 2 have been satisfied. If the Lender determines that the conditions set forth in Section 2 have not been satisfied, the Lender will provide a written statement indicating any deficiencies to be remedied by the Borrower and the Borrower shall remedy such deficiencies diligently and with reasonable dispatch to completion. If the Lender determines that the conditions set forth in Section 2 have been satisfied, the Lender will provide a written statement of completion (the "Completion Statement"); and (ii) provide the Lender with: (a) lien waivers from all contractors and sub -contractors for all work and/or materials in connection with the Project; (b) a final Project Cost Certificate; (c) evidence acceptable to the Lender that the Borrower has expended its own funds on the Project in an amount at least equal to 5% of the total cost of the Project; and (d) final invoices from any and all contractors who worked on the Project. The Authority may, if not satisfied with any evidence provided, request such further documentation or clarification as the Authority may reasonably require. The Authority will authorize disbursement by the Escrow Agent of the Proceeds upon receipt and approval A-2 DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 of the Borrower's Draw Request evidencing costs of the Project exceeding Borrower's required contribution by at least the amount of the requested disbursement. Final disbursement of Proceeds must be made no later than six months after the date hereof. Indemnity Borrower agrees to indemnify and hold harmless the Authority from and against any claim, damage, liability, loss or expense, including reasonable attorney's fees, made by any party in connection with the performance of obligations under this Agreement. Title and Escrow Charges Any escrow fees will be paid by Authority. Termination This Agreement will terminate upon the earlier to occur of one of the following: i) mutual written agreement of the parties; ii) disbursement of all Proceeds to Borrower; or iii) March 23, 2025 (the "Termination Date"). Any balance of Proceeds remaining in escrow as of the Termination Date will be returned to the Authority. A-3 DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 J & J PROPERTIES OF MONTICELLO, LLC By: _ Date: CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY Date: By: Its President Date: By: Its Executive Director RiverWood Bank By: Date: Its A-4 DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 EXHIBIT A TO ESCROW AGREEMENT DRAW REQUEST — DOWNTOWN FACADE IMPROVEMENT PROGRAM TO: City of Monticello Economic Development Authority 505 Walnut Street, Suite 1 Monticello, MN 55362 Attn: Executive Director DISBURSEMENT DIRECTION The undersigned Authorized Representative of J & J Properties of Monticello, LLC, a Minnesota limited liability company (the "Borrower"), hereby authorizes and requests you to disburse from the Proceeds, in accordance with the terms of the Loan Agreement between the City of Monticello Economic Development Authority (the "Lender") and the Borrower, dated as of October 23, 2024 (the "Agreement"), and the Escrow Agreement, the following amount to the following person and for the following proper costs of the Project: 1. Amount: 2. Payee: 3. Purpose: all as defined and provided in the Agreement. The undersigned further certifies to the Lender that (a) none of the items for which the payment is proposed to be made has formed the basis for any payment previously made under Section 4 of the Agreement (or before the date of the Agreement); (b) each item for which the payment is proposed is eligible for funding from the Proceeds; and (c) the Borrower has paid, at the Borrower's sole expense, $ in costs of the Project, representing at least the Borrower's 5% required share of such costs. All capitalized terms which are not otherwise defined herein shall have the meanings set forth in the Loan Agreement. Dated: Borrower's Authorized Representative A-5 DOCSOPEN\MN325\40\982720.v 1-10/ 15/24 PROMISSORY NOTE (Facade Improvement Forgivable Loan Program) 12024 Amount: $13,172 Interest: 0.00% Maturity Date: November 1, 2027 FOR VALUE RECEIVED, the undersigned, J & J PROPERTIES OF MONTICELLO, LLC, a Minnesota limited liability company ("Borrower"), promises to pay to the order of CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic and a political subdivision under the laws of the State of Minnesota ("Lender"), at 505 Walnut Street, Monticello, Minnesota 55362, or such other place as Lender or any other holder of this Note may designate in writing, on or before the Maturity Date (as defined above), the principal sum of Twelve Thousand Five Hundred and Thirteen and No/100 Dollars ($12,513), without interest. This Note is made pursuant to a Loan Agreement, between Borrower and Lender, of even date herewith ("Loan Agreement"). All capitalized terms which are not otherwise defined herein shall have the meanings set forth in the Loan Agreement. This Note is made pursuant to the Program and the Guidelines. As of each Determination Date (as defined in the Loan Agreement), Lender will forgive a portion of the principal balance of the Note, subject to and in accordance with the terms of the Loan Agreement. If Lender determines at any time that Borrower is not in compliance with the terms of the program, subject to and in accordance with the terms of the Loan Agreement, Borrower will be required to promptly pay the outstanding principal hereunder on the Conversion Date (as defined in the Loan Agreement). If the Lender, or any other holder of this note, has not received the full amount of any outstanding principal provided for in this note, by the end of 7 calendar days after the date it is due, Borrower shall pay a late charge fee to the Lender, or any other holder of this note. The amount of the late charge fee shall be 8.00% of the overdue outstanding principal. The Borrower shall pay this late charge fee on demand, however, collection of the late charge fee shall not be deemed a waiver of the Lender's right to declare an Event of Default and exercise its rights and remedies as provided for in the Loan Agreement and the Security Documents. Each payment made under this note shall be applied as follows: (i) first, to be applied against and pay unpaid late charges and any other charges, including attorneys' fees and protective advances; and then (ii) all remaining amounts, if any, shall be applied against and reduce the then outstanding principal balance of this Note. If an Event of Default shall occur hereunder or under the Loan Agreement and any cure period provided for in the Loan Agreement has expired, the entire principal amount outstanding and any other charges due hereon shall at once become due and payable at the option of the Lender or the holder hereof. Any failure of the Lender to exercise its right to accelerate this note at any time shall not constitute a waiver of the right to exercise the same right to accelerate the note at any subsequent time. The Borrower may prepay the principal under this note at any time and from time to time, in whole or in part, without premium or penalty. DOCSOPEN\MN325\40\982722.v1-10/15/24 All sums payable to the Lender under this Note shall be paid in immediately available funds. The Borrower promises to pay all costs in connection with the enforcement of this Note, including but not limited to, those costs, expenses, and attorneys' fees of Lender whether or not suit is filed with respect thereto and whether or not such cost or expense is paid or incurred or to be paid or incurred prior to or after the entry of judgment or for the pursuance of, or defense of, any litigation, appellate, bankruptcy, or insolvency proceeding. Presentment, notice of dishonor and protest are hereby waived by all makers, sureties, guarantors, and endorsers hereof. This Note shall be binding upon Borrower, its successors, and assigns. The remedies of Lender, as provided herein and in the Loan Agreement, shall be cumulative and concurrent and may be pursued singly, successively, or together, at the sole discretion of Lender, and may be exercised as often as occasion therefor shall occur; and the failure to exercise any such right or remedy shall in no event be construed as a waiver or release thereof. Time is of the essence hereof. This Note shall be governed by and be construed under the laws of the State of Minnesota, without regard to principles of conflicts of law. [Signature Page Follows] 2 DOCSOPEN\MN325\40\982722.v1-10/15/24 IN WITNESS WHEREOF, the undersigned has caused this Note to be effective as of the day and year first above written. J & J PROPERTIES OF MONTICELLO, LLC Name: Its: S-1 DOCSOPEN\MN325\40\982722.v1-10/15/24 Monticello 1. CONTACT INFORMATION MONTICELLO EDA DOWNTOWN FACADE IMPROVEMENT FORGIVABLE LOAN PROGRAM APPLICATION Legal Name of Business: Mon{ iee_ (n -,Otyi 'i4ftt. I -EC Project Site Address: Q0 ► W tRrc, arl wa.-% City / State / Zip: 5- Contact Person(s): .5%Pv-e 51or-rC, % (' i ►� r S �'rnyL 55�ocj` Business Phone: 763 a9 5 " 36Ao Email: Any -t , e-Wo paeyl l 1,1 C�r✓�7 iSf✓:c� ci �S,�IC� Home Phone: 96-T )? s - 36 ?o, Check One: C Proprietor ::i Corporation *""Partnership Federal ID L S- I Z c0 4114 30 State ID N SIG k I Legal Name of Property Owner: d +- r� /'5r7- u nor J-, r_S Project Site Address: .2o + c.tJ roaduc City / State / Zip: you r1 t, u.[Co Contact Person(s): 5 e � e. 3-, W- -A- l C h, r S�, e,,v, /3lo cal, — Business Phone: 7&) .2 5 - 36>(P Email: S fe �✓� . b �' w a �.» ric (• c c✓�'� 2. PROJECT GOALS Please give a brief summary of the project: /5.^rClcwa✓ /� ��r'u v� cam`° `,z�� G(c� e0 I I P> Please describe how the proposed project Mll positively impact the city's downtown/Central Community District:1 ./askP c.Pduk C.,P U-r b�[r:'��fd� � Our,.k!% GS�c�Gs �sr 1, P.T1 2ar/Yi�1 of•d G cis 76 f"d. ; A4#,,'n 14 Gt,w 11 t�i lA ss .Ml _T pd. r^Gai� �i,�. �'o�s. L✓f^u+� of/Cr Gc)jar �Z �J,��inJ p,�� wC_ Wq.n>wd- � '�^.�•n�►-Ih /'+,Q.f, �p�u�,� Cjv� eX/��j•,� �J15il�S� w,t 1 0 1Vt o..� %�a,�d;crap kac65f I`2 LL lea Ioc -�- 6 �'- o� �a�^J� a►S 7�f7t e� (Jv^ O✓$�w5 5. 3. PROJECT FUNDING A. FORGIVABLE LOAN USE FUNDING REQUEST Maximum grant amount of $50,000 Fagade Improvements $ 2 f'D0 CAP Frontage Improvements $ 4(10 (Signage, awnings, permanent landscaping) e�• Total Loan Request: $ 21 l(Po B. OTHER PROPOSED FUNDING SOURCES Bank Loan $ cu Private Fund Commitment (5% required) $ �,qo Applicant Commitment $ Other $ Total Other Funding Sources $ PROJECT TOTAL: $ 2 ogcx) 4. PROJECT CONTACTS (Lenders, private funding source, partners, etc...) 2 1 P Name 34-6/4 Address ZC r tc 1 ij!ut.il eu /:.� t• t �u !�%/� i S s L Phone/Email: r&3 275 - 36 76 / ?� ev e n b.G ryL Cam► Q M0.c(, . ev�'`�-- Name—i��/S�.cL�, Address Phone/Email: %l V IV - 3 co 74� / C- h 1^1am I cy-vc, w W&C, — 21"al'LOC 6. ATTACHMENTS CHECK LIST Please attach the following: A) Letter of Commitment from the Other Sources of Financing, Stating Terms and Conditions of their Participation in Project (if applicable) B) Project Plans (Architectural Rendering and Scope must be included) C) Project Quotes/Estimates D)Property Legal Description 7. AGREEMENT I / We certify that all information provided in this application is true and correct to the best of my/our knowledge. I / We authorize the Monticello EDA to verify financial and other information. I / We agree to provide any additional information as may be requested by the city. The undersigned has received the EDA's policy regarding the payment of costs of review, understands that the EDA requires reimbursement of costs incurred in reviewing the application, agrees to reimburse the EDA as required in the policy and make payment when billed by the EDA, and agrees that the application may be denied for failure to reimburse the EDA for costs as provided in the policy. APPLICANT SIGNATURE APPLICANT FAME (Print): Lhr i S fi a rt- PROPERTY OWNER NAME (Print): G� "" -c- _'S7 Je PROPERTY OWNER SIGNATURE: Lh� r S Ic, ✓� 6 �U L ��- DATE: The EDA is a governmental entity and as such must provide public access to public data it receives. Data deemed by Applicant to be nonpublic data under State law should be so designated or marked by Applicant. See Minnesota Statutes, Sections 13.591, Subd. 1 and 2. �. .e..q � 4��� VTCO#Aypw �W �. � �I • �:. . �100 Wpo� got �tjSig, of Xv f w -��ri�;A ..._ice '� u � _y, ,: �_ .��' 10/3/24, 9:42 AM Beacon - Wright County, MN - Report: 155010051100 Wright County, MN Summary Parcel ID 155010051100 Property Address 113WALNUTST MONTICELLO MN 55362 Sec/Twp/Rng 11-121-025 Brief Tax SECT-11 TWP-121 RANGE-025 ORIGINAL PLAT MONTICELLO LOT-010 Description BLOCK-051 (Note: Not to be used on legal documents) Class 233-3ACOMMERCIALLAND ANDBUILDING District (1101) CITY OF MONTICELLO-0882 School District 0882 (Note: Class refers to Assessor's Classification Used For Property Tax Purposes) Sales Adjusted Multi Instr Qualified Sale Sale Sale eCRV Sale S.S. Transact Parcel Type Sale Sale Date Book Page Type Buyer Seller Price Price # eCRV Type Rcmd. S.S. Rjt. Rsn. Num N WD U 4/21/2004 I- J & J PROPERTIES T& K PROPERTIES $246,000 $246,000 89583 I 10-PRIOR 89583 Improved INTE N WD U 7/1/1998 1- GOEMAN,DANIEL SANDBERG,MARGUERITE $130,000 $130,000 60893 1 14-CFD/INT 60893 Improved PA N WD U 7/1/1998 1- HANSONTHOMAS GOEMAN,DANIEL $175,000 $175,000 60894 1 20- 60894 Improved LEASEBACK Valuation 2024Assessment 2023Assessment 2022 Assessment 2021 Assessment 2020Assessment + Estimated Land Value $99,100 $60,500 $45,400 $45,400 $45,400 + Estimated Building Value $165,000 $159,600 $159,600 $153,600 $148,600 + Estimated Machinery Value $0 $0 $0 $0 $0 = Total Estimated Market Value $264,100 $220,100 $205,000 $199,000 $194,000 % Change 19.99% 7.37% 3.02% 2.58% 2.11% Taxation 2023 and 2024 taxation data can be found here 2022 Payable 2021 Payable Estimated Market Value $199,000 $194,000 Excluded Value $0 $0 Homestead Exclusion $0 $0 = Taxable Market Value $199,000 $194,000 Net Taxes Due $4,116.00 $3,966.00 + Special Assessments $0.00 $0.00 = Total Taxes Due $4,116.00 $3,966.00 % Change Taxes Paid Receipt# Receipt Print Date Bill Pay Year Taxes Paid after 2022 can be found here AmtAdj AmtWrite Off 3.78% Amt Charge -25.03% Amt Payment 1786763 9/14/2022 2022 $0.00 $0.00 $0.00 ($2,058.00) 1781303 5/31/2022 2022 $0.00 $0.00 $0.00 ($82.32) 1780838 5/23/2022 2022 $0.00 $0.00 $82.32 ($2,058.00) 1720678 10/5/2021 2021 $0.00 $0.00 $0.00 ($1,983.00) 1687535 5/6/2021 2021 $0.00 $0.00 $0.00 ($1,983.00) 1642259 9/14/2020 2020 $0.00 $0.00 $0.00 ($2,645.00) 1608423 5/6/2020 2020 $0.00 $0.00 $0.00 ($2,645.00) 1567656 10/3/2019 2019 $0.00 $0.00 $0.00 ($2,642.00) 1556646 6/10/2019 2019 $0.00 $0.00 $4.23 ($109.91) 1556068 6/3/2019 2019 $0.00 $0.00 $105.68 ($2,642.00) 1499786 10/15/2018 2018 $0.00 $0.00 $0.00 ($2,554.00) 1446800 4/24/2018 2018 $0.00 $0.00 $0.00 ($2,554.00) 1404762 9/1/2017 2017 $0.00 $0.00 $0.00 ($2,958.00) 1364972 4/25/2017 2017 $0.00 $0.00 $0.00 ($2,958.00) 1322621 10/11/2016 2016 $0.00 $0.00 $0.00 ($3,087.00) 1266801 4/13/2016 2016 $0.00 $0.00 $0.00 ($3,087.00) https://beacon.schneidercorp.com/Application.aspx?ApplD=187&LayerlD=2505&PageTypelD=4&PagelD=1310&KeyValue=155010051100 1/2 10/3/24, 9:42 AM Map Beacon - Wright County, MN - Report: 155010051100 The information provided on this site is intended for reference purposes only. The information is not suitable for legal, engineering, or surveying purposes. Wright County does not guarantee the accuracy of the information contained herein. I User Privacy Policy I GDPR Privacy. Notice Last Data Upload: 10/3/2024. 6:55:33 AM Contact Us Developed by C SCHNEpDER https://beacon.schneidercorp.com/Application.aspx?ApplD=187&LayerlD=2505&PageTypelD=4&PagelD=1310&KeyValue=155010051100 2/2 BROTHER CERT small, minority, and emerging small business enterprise NCMSDC certified MBE Bid for: Monticello Family Dentistry base repair rear of buildi Address: 201 W Broadway St, Monticello MN 55362 Total $ 3,404.63 Included in bid: Repair of the damaged base to match existing construction and appearance on the north elevation and portion north west elevation. Excluded in bid: Perimeter foundation insulation, winter conditions, dumpsters, caulking/sealants, firestopping, acoustic sprays, fluid applied air barrier, misc. metals, door frames, or bolt in door frame installation, steel beams, lintels. Mortar and block to be standard gray unless specified above. Any special testing required. Acknowledge addendum(s): Water must be provided on site. Brother Built Masonry 16904 142"d St Big Lake MN 55309 ,�. -\.�vb- . $\1S\NESS BWCY� lMiFt\C6\W.h\hq� _ - -�,:3 AM 0� EDA Agenda: 10/23/24 413. Consideration of Resolution 2024-22 authorizing a Second Master Amendment Agreement, and a Guaranty Agreement related to a GMEF Loan to RRG Holdings, LLC and Sota Car Wash, LLC (Due North) Prepared by: Meeting Date: ® Regular Agenda Item Economic Development Manager 10/23/24 ❑ Consent Agenda Item Reviewed by: Approved by: Community Development Director, City Administrator Finance Director ACTION REQUESTED Motion to adopt Resolution 2024-22 approving a Second Master Amendment Agreement and Guaranty Agreements related to a GMEF Loan to RRG Holdings, LLC and Sota Car Wash, LLC (Due North). REFERENCE AND BACKGROUND City staff were recently informed that the ownership structure of the Due North Car Wash is transitioning with the exit of founding partner Cory and Jessica Kampschroer and the addition of Chad Melin joining founding partners Jason and Ellen Halvorson and Nate Pierson. As a result, the EDA is asked to consider approving the Second Master Amendment Agreement and two Guaranty Agreement documents, all of which are attached to this report as exhibits. One Guaranty Agreement is to add Chad Melin as a new Guarantor to the Loan while the second Guaranty Agreement revises a previous Guaranty Agreement. The existing Guaranty Agreement combined the Guaranty of four individuals, Cory and Jessica Kampschroer and Jason and Ellen Halvorson. The action proposed in the Master Amendment Agreement releases Cory and Jessica Kampschroer's Guaranty while the new Guaranty Agreement re -commits Jason and Ellen Halvorson as Guarantors of the GMEF Loan. EDA funding assistance for the $5,400,000 +/- car wash development was provided through a $140,000 GMEF Loan. Funding was approved by the EDA on August 25, 2021. The loan is secured through a subordinate mortgage lien against the property located at 1301 Cedar Street, Monticello, MN. The car wash opened in the spring of 2022. The GMEF Loan was a minor portion of the overall financing package comprising less than 3 percent of the total funding. The Initiative Foundation also provided a loan of $200,000. The loan has an outstanding balance of $125,732.89. Prompted by the proposed ownership changes, Cor Trust Bank, the primary lender, provided a summary review update of the business operations and the overall credit risk analysis. The analysis indicates that the business is performing well and beyond its revenue projections. The EDA Agenda: 10/23/24 bank also completed a thorough review of the financial information submitted by new partner, Chad Melin, and determined that credit risk is enhanced significantly by the strength of his involvement as a new owner partner of the business. I. Budget Impact: The EDA General Fund budget impact from the proposed Second Master Amendment Agreement and the Guaranty document changes is minimal. The legal fees related to drafting the documents and the resolution are expected to total $975.00 +/-. The legal fees will be invoiced to the RRG Holdings, LLC-Sota Car Wash, LLC. II. Staff Workload Impact: The Community Development Director, Finance Director and Economic Development Manager have modest amounts of time committed to completing the tasks related to the proposed Second Master Amendment Agreement and the two Guaranty Agreements. The EDA attorney involvement was related to drafting the various documents attached to the staff report. Additional time toward this effort involves report preparation and meeting presentation time. No other staff are required to complete the work involved in this effort. III. Comprehensive Plan Impact: The Economic Development section of the Comprehensive Plan encourages formation of an effective economic development effort which creates a supportive business environment and builds a vibrant, thriving local economy. STAFF RECOMMENDATION Staff recommend the EDA approve the Second Master Amendment Agreement and the two loan Guaranty Agreements. The proposed document changes are due to ownership structure transitions of the business. Also, according to a summary review and analysis by Cor Trust Bank, the addition of Chad Melin as a Guarantor strengthens the financial underpinnings of the business and enhances the credit risk profile of the business and the debt service requirements associated with the development project and ongoing business. SUPPORTING DATA A. EDA Resolution 2024-22 B. Second Master Amendment Agreement to the GMEF Loan — RRG Holdings, LLC -Sota Car Wash C. Guaranty Agreement —Chad Melin D. Guaranty Agreement —Jason and Ellen Halvorson E. Original EDA Staff Report 8-25-21— GMEF Loan Consideration F. Summary Business Description EDA RESOLUTION NO.2024-22 RESOLUTION APPROVING A MASTER AMENDMENT AGREEMENT AND A GUARANTY AGREEMENT RELATED TO A GMEF LOAN TO RRG HOLDINGS LLC AND SOTA CAR WASH LLC BE IT RESOLVED BY the Board of Commissioners ('Board") of the City of Monticello Economic Development Authority (the "Authority") as follows: Section 1. Recitals. 1.01. The Authority administers its Greater Monticello Enterprise Fund ("GMEF") revolving loan program pursuant to its authority under Minnesota Statutes, Sections 469.090 to 469.1081, as amended (the `EDA Act"), in order to assist businesses in the City of Monticello, Minnesota (the "City"), in financing certain economic development activities that result in the creation of jobs. 1.02. On September 23, 2021, the Authority provided a GMEF loan to RRG Holdings LLC and Sota Car Wash LLC (together, the "Borrower") in the amount of $140,000 (the "Loan"), pursuant to a Loan Agreement, dated September 23, 2021 (the "Loan Agreement"). 1.03. The Borrower applied the proceeds of the Loan to pay a portion of the costs of acquisition of certain property in the City, demolition of an existing structure thereon, and construction of a new car wash facility thereon. 1.04. To secure the Loan, the Borrower executed and delivered to the Authority a Promissory Note, dated September 23, 2021 (the "Promissory Note"), and a Mortgage, dated September 23, 2021, in favor of the Authority (the "Mortgage"). In addition, to secure repayment of the Promissory Note, Cory Kampschroer, Jessica Kampschroer, Ellen Halvorson, and Jason Halvorson, natural persons, made and entered into a Guaranty Agreement, dated September 23, 2021, for the benefit of the Authority (the "Original Guaranty Agreement"). 1.05. On October 12, 2022, the Borrower and the Authority entered into a Master Amendment Agreement whereby the Authority agreed to amend certain provisions of the loan and added a guaranty of Nate Pierson as security for the Loan. 1.06. The Borrower has requested that the Authority further amend the terms and conditions of the Loan by replacing Cory and Jessica Kampschroer with Chad Melin as guarantors of the Loan. 1.07. The Borrower and the Authority desire to enter into a Second Master Amendment Agreement (the "Master Amendment Agreement"), which amends and supplements the terms of the Loan Agreement, the Promissory Note, and the First Master Amendment Agreement and requires the delivery of a Guaranty Agreement by Chad Melin and a new Guaranty Agreement of Jason Halvorson and Ellen Halvorson eliminating the Kampschroers as guarantors (together, the "Guaranty Agreement"). A-1 MN325\46\982405.v1 Section 2. Amendment Documents Authorized. 2.01. The Authority hereby approves the Master Amendment Agreement and the Guaranty Agreement in substantially the forms submitted, together with any related documents necessary in connection therewith (collectively, the "Amendment Documents"), and the President and Executive Director are hereby authorized and directed to execute the Amendment Documents on behalf of the Authority and to carry out, on behalf of the Authority, the Authority's obligations thereunder. The Authority hereby ratifies the execution and delivery of the Subordination Agreement by the Executive Director and the President. 2.02. The approval hereby given to the Amendment Documents includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to the Authority and by the President and Executive Director prior to executing said documents; and said officers are hereby authorized to approve said changes on behalf of the Authority. The execution of any instrument by the President and Executive Director shall be conclusive evidence of the approval of such document in accordance with the terms hereof. In the event of absence or disability of said officers, any of the documents authorized by this resolution to be executed may be executed without further act or authorization of the Board by any duly designated acting official, or by such other officer or officers of the Board as, in the opinion of the Authority's legal counsel, may act in their behalf. Approved this 23rd day of October, 2024, by the Board of Commissioners of the City of Monticello Economic Development Authority. President ATTEST: Executive Director MN325\46\982405.v1 2 SECOND MASTER AMENDMENT AGREEMENT This SECOND MASTER AMENDMENT AGREEMENT (the "Master Amendment Agreement") is made this day of October, 2024, between the CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic under the laws of the State of Minnesota (the "EDA"); RRG HOLDINGS LLC, a Minnesota limited liability company (the "Owner"); and SOTA CAR WASH LLC, a Minnesota limited liability company (the "Operator") (with the Owner, the "Borrower"), and amends and supplements the Loan Agreement, the Promissory Note, the Guaranty Agreement and the Master Amendment Agreement (as those terms are defined herein). RECITALS Whereas, on September 23, 2021, the EDA provided a loan to the Borrower from the Greater Monticello Enterprise Fund in the amount of $140,000 (the "Loan"), pursuant to a Loan Agreement, dated September 23, 2021 (the "Loan Agreement"). The Borrower applied the proceeds of the Loan to pay a portion of the costs of acquisition of certain property in the City of Monticello, Minnesota, demolition of an existing structure thereon, and construction of a new car wash facility thereon. To secure the Loan, the Borrower executed and delivered to the EDA a Promissory Note, dated September 23, 2021 (the "Promissory Note") and a Mortgage, dated September 23, 2021, in favor of the EDA (the "Mortgage"). Whereas, on October 12, 2022, the EDA and the Borrower entered into a Master Amendment Agreement (the "Master Amendment Agreement") amending the terms of the Loan and adding an additional guarantor to provide security for the Loan. Following the delivery of the Master Amendment Agreement, to secure repayment of the Promissory Note, Cory Kampschroer, Jessica Kampschroer, Ellen Halvorson, Nate Pierson and Jason Halvorson were guarantors of the Loan. Whereas, the Borrower has requested that the EDA eliminate Cory Kampschroer and Jessica Kampschroer as guarantors on the Loan and replace them with Chad Melin as an additional guarantor. Whereas, the EDA has required that the Borrower enter into this Second Master Amendment Agreement, which amends and supplements the terms of the Loan Agreement, the Promissory Note, and the Guaranty Agreement and requires the delivery of the Guaranty Agreements of Chad Melin, Ellen Halvorson and Jason Halvorson in substantially the forms attached hereto as Exhibits A and Exhibits B (together, the "Amended and Restated Guaranties"). Whereas, following the execution and delivery of this Second Master Amendment Agreement, the Loan shall be secured by personal guaranties of Chad Melin, Ellen Halvorson, Jason Halvorson and Nate Pierson (the "Guarantors"). ACCORDINGLY, to for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: Section 1. Amendments to Loan Agreement and the Master Amendment Agreement. All references to the Guaranty in the Loan Agreement and the Master Amendment Agreement shall be amended to include the Amended and Restated Guaranties and the Additional Guaranty (as defined in the Master Amendment Agreement). Section 2. Amendment to Promissory Note. Paragraph 4 of the Promissory Note is hereby deleted in its entirety and replaced with the following: (4) This Note is given pursuant to the Loan Agreement and secured by a mortgage of even date herewith delivered by Borrower (the "Mortgage") and by personal guaranties of Chad Melin, Ellen Halvorson, Jason Halvorson and Nate Pierson (altogether, the "Guaranty"). If any such security is found to be invalid for whatever reason, such invalidity shall constitute an Event of Default hereunder. Section 3. Additional GuarantyAgreement. The Amended and Restated Guaranties shall be delivered on the date hereof. The obligations of the Guarantors under the Amended and Restated Guaranties and the Additional Guaranty shall be joint and several with the obligations of each other Guarantor, shall be binding upon the heirs and estate of all the Guarantors, and shall survive the death, divorce, or any other change in situation or relationship of the Guarantors. Section 4. Fees and Costs. The Borrower agrees to pay all costs related to the preparation, execution and delivery of this Second Master Amendment Agreement and any documents executed, delivered, and recorded, if necessary, in connection thereto. Section 5. Mortgage. The Mortgage will unconditionally secure payment to the EDA as set forth herein and in the Promissory Note. Section 6. Notices. All notices required hereunder shall be given by depositing in the U.S. mail, postage prepaid, first class mail, return receipt requested, to the following addresses (or such other addresses as either party may notify the other): To Lender: City of Monticello Economic Development Authority 505 Walnut Street, Suite 1 Monticello, MN 55362 Attn: Executive Director To Guarantor: Cory Melin 11617 N. Sundown Dr. Scottsdale, AZ 85260 Ellen Halvorson 5392 Braddock Avenue NE Buffalo, MN 55313 Jason Halvorson 5392 Braddock Avenue NE Buffalo, MN 55313 Nate Pierson 11634 N. Sundown Dr. Scottsdale, AZ 85260 MN325\46\982343.v1 2 Section 6. Confirmation of Loan Agreement, Promissory Note and Guarant Agreement. Unless specifically amended herein, all terms of the Loan Agreement, the Promissory Note and the Guaranty Agreement remain the same, are confirmed as of the date hereof, and are incorporated herein by reference. (The remainder of this page is intentionally left blank.) MN325\46\982343.v1 IN WITNESS WHEREOF, this Master Amendment Agreement has been duly executed and delivered by the proper officers thereunto duly authorized on the date and year first written above. CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY By Its President By Its Executive Director (Signature Page of EDA to Master Amendment Agreement) S-1 MN325\46\982343.v1 This Master Amendment Agreement has been duly executed and delivered by the Borrower on the date and year first written above. OWNER: RRG HOLDINGS LLC Its OPERATOR: SOTA CAR WASH LLC Its (Signature Page of Borrower to Master Amendment Agreement) S-2 MN325\46\982343.v1 EXHIBIT A GUARANTY OF HALVORSONS EXHIBIT B GUARANTY OF CHAD MELIN S-1 MN325\46\982343.v1 GUARANTY AGREEMENT This Guaranty Agreement is made and entered into this _ day of October, 2024, by Chad Melin, a natural person (the "Guarantor"), for the benefit of City of Monticello Economic Development Authority ("Lender"), a public body corporate and politic and a political subdivision of the State of Minnesota. WITNESSETH: WHEREAS, Lender provided a loan to RRG Holdings LLC, a Minnesota limited liability company (the "Owner") from the Greater Monticello Enterprise Fund in the amount of $140,000 (the "Loan"), pursuant to a Loan Agreement between Lender, Owner and Sota Car Wash LLC, a Minnesota limited liability company (the "Operator") (with Owner, the "Borrower"), dated October 23, 2021 (the "Loan Agreement"); and WHEREAS, Owner applied the proceeds of the Loan to finance a portion of the costs of acquisition of property located in the City of Monticello, Minnesota, demolition of an existing structure thereon, and construction of a new car wash facility thereto; and WHEREAS, to secure the Loan, Owner executed and delivered to Lender a Promissory Note, dated October 23, 2021 (the "Note") and a Mortgage, dated October 23, 2021, in favor of Lender (the "Mortgage"); and WHEREAS, in addition, to secure repayment of the Note, Cory Kampschroer, Jessica Kampschroer, Ellen Halvorson, and Jason Halvorson, natural persons, made and entered into a Guaranty Agreement, dated October 23, 2021 (the "Original Guaranty"), for the benefit of Lender; and WHEREAS, pursuant to a Master Amendment Agreement, dated October 12, 2022 (the "Master Amendment Agreement"), certain terms and provisions of the Loan and the Note were amended including the addition of Nate Pierson as a guarantor for the Loan; and WHEREAS, pursuant to the Second Master Amendment Agreement, dated this date hereof, the Borrower requested that Cory Kampschroer and Jessica Kampschroer be removed as guarantors of the Loan and that the Guarantor be added as an additional guarantor of the Loan and such Lender agreed to amend the terms of the Loan and accept this guaranty agreement (this "Guaranty") by the Guarantor; and WHEREAS, the Guarantor will receive a direct financial benefit from the Loan pursuant to the Note. NOW, THEREFORE, Guarantor hereby covenants and agrees with Lender, for the benefit of all who at any time become holders of the Note, as follows: Section 1.1. Guarantor hereby unconditionally guarantees to Lender for the benefit of the Holder (as defined in the Note) from time to time of the Note: (a) the full and prompt payment of the principal of the Note when and as the same shall become due, whether at the stated maturity thereof, 1 by acceleration or otherwise; (b) the full and prompt payment of any interest on the Note when and as the same shall become due; and (c) any other amounts due to Lender under the Loan Agreement or the Note. All payments shall be paid in lawful money of the United States of America. Each and every default in payment of the principal of or interest on the Note shall give rise to a separate cause of action hereunder, and separate suits may be brought hereunder as each cause of action arises. Section 1.2. The obligations of Guarantor under this Guaranty shall be absolute and unconditional and shall remain in full force and effect until the entire principal of and interest on the Note shall have been paid, and such obligations shall not be affected, modified, or impaired upon the happening from time to time of any event, including, without limitation, any of the following: a. The compromise, settlement, or release of less than all of the obligations, covenants, or agreements of Owner under the Note; b. The failure to give notice to any person of the occurrence of an event of default under the terms and provisions of this Guaranty or the Note executed by Owner: C. The extension of the time for payment of principal of or interest on the Note or under this Guaranty; d. Any failure, omission, delay, or lack on the part of Lender to enforce, assert or exercise any right, power, or remedy conferred on Lender in this Guaranty or other instruments executed and delivered in connection with the loan contemplated thereby, or any other act or acts on the part of Lender or any of the holders from time to time of the Note; e. The default or failure of Guarantor to perform any of the obligations set forth in this Guaranty. Section 1.3. No set-off, counterclaim, reduction, or diminution of any obligation, or any defense of any kind or nature that Owner has or may have shall be available hereunder to Guarantor against Lender. Section 1.4. In the event of a default in the payment of principal of the Note when and as the same shall become due, whether at the stated maturity thereof, by acceleration or otherwise, or in the event of a default in the payment of any interest on the Note when and as the same shall become due, or upon the occurrence and continuance of any Event of Default under the Agreement, Lender may proceed hereunder; and Lender, in its sole discretion, shall have the right to proceed first and directly against the Guarantor for the full amount due without proceeding against or exhausting any other remedies it may have as to Owner. Section 1.5. Guarantor hereby expressly waives notice from Lender or the holders from time to time of the Note of acceptance of or any reliance upon this Guaranty. Guarantor agrees to pay all the costs, expenses, and fees, including attorneys' fees, which may be incurred by Lender in enforcing or attempting to enforce this Guaranty whether the same shall be enforced by suit or otherwise. Section 1.6. This Guaranty is entered into by Guarantor with Lender for the benefit of Lender MN325\46\982387.v1 2 and the holders from time to time of the Note, all of whom shall be entitled to enforce performance and observance of this Guaranty. Section 1.7. Guarantor is duly authorized and empowered to execute, deliver, and perform this Agreement and to borrow money from Lender. Section 1.8. The performance or observance of any promise or condition set forth in this Guaranty may be waived, amended, or modified only by a writing signed by Guarantor and Lender. No delay in the exercise of any power, right, or remedy operates as a waiver thereof, nor shall any single or partial exercise of any other power, right, or remedy. Section 1.9. This Guaranty is made and shall be governed in all respects by the laws of the state of Minnesota. Any disputes, controversies, or claims arising out of this Guaranty shall be heard in the state or federal courts of Minnesota, and all parties to this Guaranty waive any objection to the jurisdiction of these courts, whether based on convenience or otherwise. Section 1.10. If any provision or application of this Guaranty is held unlawful or unenforceable in any respect, such illegality or unenforceability shall not affect other provisions or applications that can be given effect, and this Guaranty shall be construed as if the unlawful or unenforceable provision or application had never been contained herein or prescribed hereby. Section 1.11. All notices required hereunder shall be given by depositing in the U.S. mail, postage prepaid, certified mail, return receipt requested, to the following addresses (or such other addresses as either party may notify the other): To Lender: City of Monticello Economic Development Authority 505 Walnut Street, Suite 1 Monticello, MN 55362 Attn: Executive Director To Guarantor: Chad Melin 11617 N. Sundown Dr. Scottsdale, AZ 85260 Section 1.12. This Guaranty constitutes the complete and exclusive statement of all mutual understandings between the parties with respect to this Guaranty, superseding all prior or contemporaneous proposals, communications, and understandings, whether oral or written, concerning the Guaranty. Nothing contained herein shall effect or impair Lender's rights under the Loan Agreement, the Note, or the Mortgage. Section 1.13. The obligation of the Guarantor under this Guaranty shall be joint and several with the obligations of Ellen Halvorson, Jason Halvorson and Nate Pierson (collectively, the "Guarantors"), shall be binding upon the heirs and estate of all the Guarantors, and shall survive the death, divorce, or any other change in situation or relationship of the Guarantors. (The remainder of this page is intentionally blank; signatures follow.) MN325\46\982387.v1 3 IN WITNESS WHEREOF, the Guarantor has caused this Guaranty to be executed as of the date first above written. Chad Melin [SIGNATURE PAGE FOR GUARANTY] MN325\46\982387.v1 GUARANTY AGREEMENT This Guaranty Agreement is made and entered into this _ day of October, 2024, by Ellen Halvorson, and Jason Halvorson, natural persons (collectively, the "Guarantor"), for the benefit of City of Monticello Economic Development Authority ("Lender"), a public body corporate and politic and a political subdivision of the State of Minnesota. WITNESSETH: WHEREAS, Lender provided a loan to RRG Holdings LLC, a Minnesota limited liability company (the "Owner") from the Greater Monticello Enterprise Fund in the amount of $140,000 (the "Loan"), pursuant to a Loan Agreement between Lender, Owner and Sota Car Wash LLC, a Minnesota limited liability company (the "Operator") (with Owner, the "Borrower"), dated October 23, 2021 (the "Loan Agreement"); and WHEREAS, Owner applied the proceeds of the Loan to finance a portion of the costs of acquisition of property located in the City of Monticello, Minnesota, demolition of an existing structure thereon, and construction of a new car wash facility thereto; and WHEREAS, to secure the Loan, Owner executed and delivered to Lender a Promissory Note, dated October 23, 2021 (the "Note") and a Mortgage, dated October 23, 2021, in favor of Lender (the "Mortgage"); and WHEREAS, in addition, to secure repayment of the Note, Cory Kampschroer, Jessica Kampschroer, Ellen Halvorson, and Jason Halvorson, natural persons, made and entered into a Guaranty Agreement, dated October 23, 2021 (the "Original Guaranty"), for the benefit of Lender; and WHEREAS, pursuant to a Master Amendment Agreement, dated October 12, 2022 (the "Master Amendment Agreement"), certain terms and provisions of the Loan and the Note were amended including the addition of the guaranty of Nate Pierson; and WHEREAS, pursuant to the Second Master Amendment Agreement, dated this date hereof, the Borrower requested that Cory Kampschroer and Jessica Kampschroer be removed as guarantors of the Loan and replaced with Chad Melin; and WHEREAS, such Lender agreed to amend the terms of the Loan and accept this guaranty agreement (this "Guaranty") by the Guarantor which removes the Kampschroers as guarantors for the Loan; and WHEREAS, the Guarantor will receive a direct financial benefit from the Loan pursuant to the Note. NOW, THEREFORE, Guarantor hereby covenants and agrees with Lender, for the benefit of all who at any time become holders of the Note, as follows: Section 1.1. Guarantor hereby unconditionally guarantees to Lender for the benefit of the 1 Holder (as defined in the Note) from time to time of the Note: (a) the full and prompt payment of the principal of the Note when and as the same shall become due, whether at the stated maturity thereof, by acceleration or otherwise; (b) the full and prompt payment of any interest on the Note when and as the same shall become due; and (c) any other amounts due to Lender under the Loan Agreement or the Note. All payments shall be paid in lawful money of the United States of America. Each and every default in payment of the principal of or interest on the Note shall give rise to a separate cause of action hereunder, and separate suits may be brought hereunder as each cause of action arises. Section 1.2. The obligations of Guarantor under this Guaranty shall be absolute and unconditional and shall remain in full force and effect until the entire principal of and interest on the Note shall have been paid, and such obligations shall not be affected, modified, or impaired upon the happening from time to time of any event, including, without limitation, any of the following: a. The compromise, settlement, or release of less than all of the obligations, covenants, or agreements of Owner under the Note; b. The failure to give notice to any person of the occurrence of an event of default under the terms and provisions of this Guaranty or the Note executed by Owner: C. The extension of the time for payment of principal of or interest on the Note or under this Guaranty; d. Any failure, omission, delay, or lack on the part of Lender to enforce, assert or exercise any right, power, or remedy conferred on Lender in this Guaranty or other instruments executed and delivered in connection with the loan contemplated thereby, or any other act or acts on the part of Lender or any of the holders from time to time of the Note; e. The default or failure of Guarantor to perform any of the obligations set forth in this Guaranty. Section 1.3. No set-off, counterclaim, reduction, or diminution of any obligation, or any defense of any kind or nature that Owner has or may have shall be available hereunder to Guarantor against Lender. Section 1.4. In the event of a default in the payment of principal of the Note when and as the same shall become due, whether at the stated maturity thereof, by acceleration or otherwise, or in the event of a default in the payment of any interest on the Note when and as the same shall become due, or upon the occurrence and continuance of any Event of Default under the Agreement, Lender may proceed hereunder; and Lender, in its sole discretion, shall have the right to proceed first and directly against the Guarantor for the full amount due without proceeding against or exhausting any other remedies it may have as to Owner. Section 1.5. Guarantor hereby expressly waives notice from Lender or the holders from time to time of the Note of acceptance of or any reliance upon this Guaranty. Guarantor agrees to pay all the costs, expenses, and fees, including attorneys' fees, which may be incurred by Lender in enforcing or attempting to enforce this Guaranty whether the same shall be enforced by suit or otherwise. MN325\46\982400.v1 2 Section 1.6. This Guaranty is entered into by Guarantor with Lender for the benefit of Lender and the holders from time to time of the Note, all of whom shall be entitled to enforce performance and observance of this Guaranty. Section 1.7. Guarantor is duly authorized and empowered to execute, deliver, and perform this Agreement and to borrow money from Lender. Section 1.8. The performance or observance of any promise or condition set forth in this Guaranty may be waived, amended, or modified only by a writing signed by Guarantor and Lender. No delay in the exercise of any power, right, or remedy operates as a waiver thereof, nor shall any single or partial exercise of any other power, right, or remedy. Section 1.9. This Guaranty is made and shall be governed in all respects by the laws of the state of Minnesota. Any disputes, controversies, or claims arising out of this Guaranty shall be heard in the state or federal courts of Minnesota, and all parties to this Guaranty waive any objection to the jurisdiction of these courts, whether based on convenience or otherwise. Section 1.10. If any provision or application of this Guaranty is held unlawful or unenforceable in any respect, such illegality or unenforceability shall not affect other provisions or applications that can be given effect, and this Guaranty shall be construed as if the unlawful or unenforceable provision or application had never been contained herein or prescribed hereby. Section 1.11. All notices required hereunder shall be given by depositing in the U.S. mail, postage prepaid, certified mail, return receipt requested, to the following addresses (or such other addresses as either party may notify the other): To Lender: City of Monticello Economic Development Authority 505 Walnut Street, Suite 1 Monticello, MN 55362 Attn: Executive Director To Guarantor: Chad Melin 11617 N. Sundown Dr. Scottsdale, AZ 85260 Section 1.12. This Guaranty constitutes the complete and exclusive statement of all mutual understandings between the parties with respect to this Guaranty, superseding all prior or contemporaneous proposals, communications, and understandings, whether oral or written, concerning the Guaranty. Nothing contained herein shall effect or impair Lender's rights under the Loan Agreement, the Note, or the Mortgage. Section 1.13. The obligation of the Guarantor under this Guaranty shall be joint and several with the obligations of Chad Melin and Nate Pierson (collectively, the "Guarantors"), shall be binding upon the heirs and estate of all the Guarantors, and shall survive the death, divorce, or any other change in situation or relationship of the Guarantors. MN325\46\982400.v1 IN WITNESS WHEREOF, the Guarantor has caused this Guaranty to be executed as of the date first above written. Jason Halvorson Ellen Halvorson [SIGNATURE PAGE FOR GUARANTY] MN325\46\982400.v1 4 EDA: 08/25/21 5. Consideration of Resolution #2021-11 Authorizing a GMEF Loan Agreement between the EDA and RRG Holdings, LLC and Sota Car Wash, LLC, co -borrowers, in the amount of 140 000 (JT) A. REFERENCE AND BACKGROUND: RRG Holdings LLC and Sota Car Wash LLC, co -borrowers, recently submitted a GMEF Loan application seeking $140,000 to fill a funding gap for a proposed car wash facility. The cost of the development proposal is expected to total $4,619,000. The proposed development site is the former Danner semi -truck terminal and repair shop located at 1301 Cedar Street. Under the City zoning ordinance, a car wash, as proposed, is a permitted use in the B-3 Zoning District. The applicant has indicated that the facility would be a new generation style operation and will use enhanced technology and design features ensuring fast, high -quality car washes in a customer -centric and friendly environment. Besides offering differentiated service levels and prices, Sota Car Wash's business model includes a membership rate/month which allows numerous washes each month. The business plan includes market research with current and projected demographics and relies on the visibility of the site to enable it to capture a percentage of the nearly 25,000 to 30,000 vehicles traveling past the facility via MNTH 25 daily. The proposed development involves real estate and is technically a special use building and a start-up, so the Bank -SBA loans combined are limited to 80 percent of the funding. This leaves the developer -applicant responsible to identify and gain commitments for 20 percent of the funding. Multiple gap lenders are proposed as sources of approximately 9.5 percent of the proposal. The proposed financing structure is shown in the Sources and Uses below: Sources Amount % Uses Amount CorTrust Bank $2,300,000 50.0 Land Purchase $ 849,000 CMDC — SBA-504 $1,399,000 30.0 New Construction $2,300,000 Cash Equity $ 480,000 10.5 Equipment $1,158,514 Initiative Foundation $ 200,000 4.5 Contingency $ 192,486 IF Loan #2 $ 100,000 2.0 Soft Costs 119,000 EDA—GMEF 140000 3.0 Total $4,619,000 Total $4,619,000 100.0 Sota Car Wash is proposing to create 4 new FTE jobs and 4 new part-time jobs over the next two years. In addition to job creation, a community benefit is the redevelopment of a visible 1.16-acre site. Currently, the site has older non -conforming metal buildings. It has a property value of $450,100 and generates approximately $11,000 in property taxes. Under the proposed redevelopment, the value may increase substantially and generate more than twice as much in annual property taxes. The details of the key loan terms are shown below. MN325\46\741914.v2 EDA: 08/25/21 Loan Amount = $140,000 Loan Term = 20-year amortization with a 10' year balloon payment 3. Interest Rate = 1.25 percent (per GMEF Loan policies) 4. Collateral = Shared 3rd Real Estate Mortgage with IF (pro-rata) 5. Personal Guaranty: Yes; Corey Kampschroer (70 percent owner) and Jason Halverson (30 percent owner) 6. Loan Close Date = September 16 or 17, 2021 7. Deferral Period: P & I Loan Payments to Start in May 2022 8. Job Creation = 4 FTE jobs and 4 part-time jobs over two years 9. Loan Origination Fee = 1.5 percent; $2,100 The loan documents involved in the consideration include the following: • Loan Agreement • Mortgage Agreement • Promissory Note • Personal Guaranty of owners • Intercreditor Agreement with IF #1 for Mortgage Collateral Al. STAFF IMPACT: The amount of staff time committed to the file is approximately 22 hours including document preparation, EDA staff report preparation and meeting time. Staff involved includes the EDA Attorney, the Community Development Director, and the Economic Development Manager. The applicant paid the required fee to have Central Minnesota Development Corporation (CMDC) complete a thorough underwriting analysis of the credit and associated risks. CMDC, Andover, MN, is a Certified Development Company originating SBA 504 loans. It is also involved as the SBA lender providing 30 percent of the funding in the car wash proposal. A2. BUDGET IMPACT: The budgetary impact related to consideration of the EDA-GMEF loan request is to the loan fund itself. The fund currently has approximately $1,062,000 +/- available to be loaned out. This loan request of $140,000 is equal to approximately 13 percent of the available funds in the GMEF Loan program account. The application fee and origination fee should cover the legal fees that the EDA incurs related to document preparation by the EDA attorney. B. ALTERNATIVE ACTIONS: Motion to adopt Resolution #2021-11 authorizing GMEF Loan Agreement and related Mortgage between the EDA and RRG Holdings, LLC and Sota Car Wash, LLC, co - borrowers, in the amount of $140,000. MN325\46\741914.v2 EDA: 08/25/21 2. Motion to table Resolution #2021-11 for further research and/or discussion. C. STAFF RECOMMENDATION: Staff recommends Alternative #1. The loan request was underwritten by CMDC in a "Credit Memo" format used by commercial lenders. The Credit Memo indicates that the proposal is based on a sound business plan that shows projected revenue sufficient to service the debt sourced by all lenders in the proposal. Also, the individual guarantors have a history of responsible use of credit in the past. Kevin Weeres, CMDC, will attend the meeting to provide an overview of the key criteria involved in preparing the Credit Memo and summarize the approval recommendation. In summary, the GMEF loan request is recommended because the financial projections indicate a high expectation of repayment. The loan proposal is a critical component of the funding for a new business in the community. It also merits approval due to the overall context of the proposed gap financing structure. The community's economic benefits include new job creation, an increase in the tax base and redevelopment of a visible site that is currently occupied by an older metal building structure. SUPPORTING DATA: A. Resolution #2021-11 B. Loan Agreement, Promissory Note, Mortgage Agreement, Personal Guaranty C. GMEF Loan Application D. Business Description Summary E. Development Site Illustrations -Renderings F. Aerial Photo of Site —1301 Cedar Street MN325\46\741914.v2 4.4. Business History & Description Date operations began 05/24/2021 Sota Car Wash LLC (SCW) is a newly formed entity that is owned by Cory Kampschroer and Jason Halvorson. A business plan was prepared by Cory Kampschroer as well as an independent feasibility study that was required by CorTrust and CMDC was performed by Jim Sauer of Strategic Performance Group, LLC (SPG). Cory and Jason's business plan and Jim Sauer's positive recommendation are the basis of Cory and Jason's decision to move forward with the Monticello opportunity. Jim Sauer is President of SPG, a market research firm with offices in Southwest Florida and the north metro region of Minneapolis Saint Paul, MN. With over 45 years of hands-on business experience in both corporate and entrepreneurial settings, Jim has been involved in all types of challenges typically encountered in business and industry. For the past two decades, Jim has been actively involved as a consultant to hundreds of businesses, providing expertise in the areas of strategy formulation and feasibility studies. Prior to his consulting career, Jim was employed for 20 years in a broad range of middle and senior management positions with several Fortune 500 companies. SCW will operate as a dual belt conveyor system express exterior car wash. This express exterior dual belt conveyor car wash system is the industry's most modern, advanced, efficient, and profitable business model for new construction car washes. A unique factor of the dual belt conveyor system is how the automobiles move through the wash tunnel. Rather than the old-style system that grabs the driver's side front tire and pulls the auto through, the dual belt system allows the customer to load quicker and much easier and is a smoother ride. The concept of the dual belt conveyor car wash is the extremely fast wash, which not only eliminates waiting time due to fast processing but it's the highest quality wash in the industry outside of full -serve washing. SCW will have the ability to wash every type of vehicle under 7' tall, outside of service vehicles, due to the loading nature. They can wash cars with low -profile rims and they will not touch them with anything other than the closed -cell foam material, designed not to retain water or particles, as well as premium cloth in their washes and they can wash vehicles including full-size trucks with dual axles. SCW's 120-foot tunnel wash can wash roughly 120 cars per hour. With SCW's two pay stations, payment -processing time takes roughly 15 to 30 seconds, and about 45 to 90 seconds per car to wash. With the wash never stopping, they can be washing about 5 to 6 cars at all times. The competition in the Monticello area has what the industry classifies as in -bay automatics. These washes are typically unmanned and have extremely long wait times. An in -bay automatic car wash has a typical wash time of 5-7 minutes per vehicle, meaning a single in -bay automatic can wash between 10-12 cars per hour. The limit of washing 1 car at a time at nearly 6 minutes per car resulting in long lines. Another unique feature of SCW will be that not only will they have vacuums on the outside of the building, but they will also have vacuums inside the building that will be available to members of a specific car wash club level. This feature will be well received during the winter months in Minnesota. There is no other conveyor wash in Monticello. An aspect of SCW's business model is it will offer unlimited monthly memberships. For $20 - $35 per month, SCW's experience will allow customers more control and ease. Before they even step onto the property, consumers can quickly and easily sign up for a club membership right from their phone within a matter of minutes. The membership app features license plate recognition and simple, easy one -touch account management. There is no need for consumers to be issued RFID equipment to put on their windshields. The license plate technology and reader are 98.5% accurate. Membership allows for unlimited car washes per month. The basis for this model is that SCW will get customer loyalty and regardless of weather, they get a set amount of income each month and the customer will wash regardless of the forecast. The express exterior focuses only on the auto's exterior. Customers can also utilize free self -serve vacuuming with any wash. Marketing and Sales: SCW will attract new customers through creative, smart, effective, and engaging marketing. Traditional marketing will include radio, newspaper, TV, direct mail, social media, community events, etc. In addition, SCW plans to have a stand-alone marketing campaign exclusively focused on the pre -opening, soft opening, and grand opening events. Industry Per IBIS World, Over the next five years, revenue for the Car Wash and Auto Detailing industry is forecast to expand roughly 4% per year. Industry operators will benefit from improved consumer spending levels, which will fuel increased spending on discretionary services such as car washing and auto detailing. However, rising oil and gas prices are expected to somewhat hamper stronger industry revenue growth as some consumers will reduce driving and return to money -saving habits, such as carpooling and public transit. Additionally, as the COVID-19 (coronavirus) pandemic is not completely contained, many businesses will continue work -from - home arrangements for employees, keeping car use from returning to pre -pandemic levels. As previously stated, Jim Sauer from SPG performed an independent feasibility study. The following is a summary analysis of the study. Target Market & Demographics: Sota Car Wash LLC - 2021081201 Page 5 of 23 EDA Agenda: 10/23/24 4C. Consideration of Resolution 2024-23 authorizing a First Amendment to the Purchase and TIF Development Contract with Block 52 Holdings, LLC, Buchholz Exchange, LLC and Norgren Exchange, LLC increasing the Authority Grant by $50,000 to a total of 417 400 Prepared by: Meeting Date: ® Regular Agenda Item Economic Development Manager 10/23/24 ❑ Consent Agenda Item Reviewed by: Approved by: Community Development Director, City Administrator Finance Director ACTION REQUESTED Motion to adopt Resolution 2024-23 approving a First Amendment to the Purchase and TIF Development Contract with Block 52 Holdings, LLC, Buchholz Exchange, LLC and Norgren Exchange, LLC increasing the Authority Grant by $50,000 to a total of $417,400. REFERENCE AND BACKGROUND At the time of the 2022 EDA approval of the Purchase and (TIF) Development contract with the Block 52 developers, funding for the Authority Grant assistance to help complete extensive site improvements was authorized at a total of $367,400. As a reminder, the Authority Grant is sourced through pooled TIF dollars generated from several older redevelopment TIF districts in the City. Recently City staff and the developer discussed the challenges of finalizing the neighboring east wall fagade project (based on their property survey information, the developer of Block 52 is the owner of the east wall abutting the adjacent mattress store), and the public improvement elements amid significantly increasing costs. A potential solution was put forward to utilize available pooled dollars over and above the previous commitment of $367,400 to further assist the developer with various improvement items in Block 52 which have public benefit such as the following: ✓ Parking Paving ✓ Parking Lot Excavation ✓ Internal Sidewalk and Landscaping ✓ Street Sidewalks ✓ Plaza Concrete and Landscaping ✓ ROW Landscape/Streetscape The developer has submitted a letter for EDA review documenting the cost increase for the various public improvements and is concurrently asking for an additional $50,000 to offset the EDA Agenda: 10/23/24 rising costs of materials and labor. The spirit and intent of this proposal is to retain available funding in the Facade Improvement program to be used for the mattress store's front and back exterior surfaces and/or other qualifying projects and utilize pooled Redevelopment TIF dollars which may otherwise need to be returned to the County in the near future. If the EDA approves the proposed First Amendment to the TIF Development Contract, then the Block 52 developer will complete the east wall relatively soon and will forgo bringing forward a Facade Improvement loan request specific to the east wall. The EDA should also be aware that the materials that are currently covering the wall have a limited weather exposure time. I. Budget Impact: The budget impact from the proposed additional Authority Grant funding is an additional $50,000 of pooled TIF dollars from old TIF Districts that are to be used for redevelopment activities, which cannot be used for any other activities. II. Staff Workload Impact: The Community Development Director, Finance Director and Economic Development Manager have committed time to completing tasks related to the proposed First Amendment of the Block 52 TIF Development Contract. The EDA attorney drafted the First Amendment document and the EDA Resolution. Additional time toward this effort involves report preparation and meeting presentation time. No other staff are required to complete the work involved in this effort. III. Comprehensive Plan Impact: The Economic Development section of the Comprehensive Plan encourages formation of an effective economic development effort which creates a supportive business environment and builds a vibrant, thriving local economy. STAFF RECOMMENDATION Staff recommend the EDA approve the First Amendment of the Block 52 TIF Development Contract. This will allow the east wall facade improvement activities to move forward and further assist the developer in final public improvement costs related to the Block 52 mixed use redevelopment project. SUPPORTING DATA A. EDA Resolution 2024-23 B. First Amendment to the Block 52 TIF Purchase and Development Contract C. Excerpt - Purchase and Development Contract — Authority Grant Section D. Developer Letter and information packet — Request for additional pooled TIF assistance — Not available Yet CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO.2024-23 RESOLUTION APPROVING A FIRST AMENDMENT TO PURCHASE AND DEVELOPMENT CONTRACT FOR BLOCK 52 PROJECT WHEREAS, the City of Monticello Economic Development Authority (the "Authority") and the City of Monticello, Minnesota (the "City") have approved the establishment of its Tax Increment Financing (Redevelopment) District No. 1-45 (the "TIF District"), within the Central Monticello Redevelopment Project No. 1 ("Redevelopment Project") and have adopted a tax increment financing plan therefore for the purpose of financing certain public improvements within the Redevelopment Project; and WHEREAS, the Authority and the City have previously established Tax Increment Financing District Nos. 1-6, 1-20, 1-22 and 1-34 (the "Pooled TIF Districts") and adopted a tax increment financing plan therefor; and WHEREAS, on September 16, 2022, the Authority entered into a Purchase and Development Contract (the "Contract") whereby the Authority agreed to provide certain tax increment financing assistance and grant assistance to Block 52 Holdings LLC, a Minnesota limited liability company, Buchholz Exchange LLC, a Minnesota limited liability company, and Norgren Exchange LLC, a Minnesota limited liability company (together, the "Developer"), to assist in financing the a portion of the cost to of a mixed -use five -story building that will include approximately 87 rental housing units and 27,342 square feet of commercial retail and office space, with approximately 83 lower -level parking spaces and 114 adjacent off-street parking stalls in the City (the "Minimum Improvements"); and WHEREAS, the Developer has requested additional financial assistance for the Minimum Improvements; and WHEREAS, the Authority has agreed to provide additional assistance by increasing the amount of the grant from the Pooled TIF Districts to the amount of $417,400 (the "Authority Grant"); and WHEREAS, the Authority and the Developer desire to amend the Contract to reflect the increase to the amount of the Authority Grant as described in a First Amendment to the Purchase and Development Contract (the "Amendment"); and WHEREAS, the Authority believes that approval of the Amendment is in the best interest of the City and its residents. Now, therefore, be it resolved by the Board of Commissioners (the "Board") of the City of MN190\159\979690.v1 Monticello Economic Development Authority as follows: 1. The Board hereby approves the Amendment in substantially the form presented to the Board, together with any related documents necessary in connection therewith (collectively, the "Amendment Documents"), and hereby authorizes the President and Executive Director to execute any such Amendment Documents to which the Authority is a party, on behalf of the Authority, and to carry out, on behalf of the Authority, the obligations of the Authority thereunder when all conditions precedent thereto have been satisfied. 2. The approval hereby given to the Amendment Documents includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to the Authority and by the officers authorized herein or by the Authority to execute said documents prior to their execution; and said officers are hereby authorized to approve said changes on behalf of the Authority. The execution of any instrument by the appropriate officers of the Authority shall be conclusive evidence of the approval of such document in accordance with the terms hereof. In the event of absence or disability of the officers, any of the documents authorized to be executed by this resolution may be executed without further act or authorization of the Board by any duly designated acting official, or by such other officer or officers of the Board as, in the opinion of the City Attorney, may act in their behalf. 3. Upon execution and delivery of the Amendment Documents, the officers and employees of the Authority are hereby authorized and directed to take or cause to be taken such actions as may be necessary on behalf of the Authority to implement the Amendment Documents, when all conditions precedent thereto have been satisfied. Approved by the Board of Commissioners of the City of Monticello Economic Development Authority this 23rd day of October, 2024. President ATTEST: Executive Director MN190\159\979690.v1 FIRST AMENDMENT TO PURCHASE AND DEVELOPMENT CONTRACT THIS FIRST AMENDMENT TO PURCHASE AND DEVELOPMENT CONTRACT (the "First Amendment") is made and entered into this day of , 2024, between the CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY a public body corporate and politic of the State of Minnesota (the "Authority"), and BLOCK 52 HOLDINGS LLC, a Minnesota limited liability company ("Block 52 LLC"); BUCHHOLZ EXCHANGE LLC, a Minnesota limited liability company ("Buchholz LLC"); and NORGREN EXCHANGE LLC, a Minnesota limited liability company ("Norgren LLC", with Block 52 LLC and Buchholz LLC, the "Redeveloper") (collectively, the "Redeveloper"), and their permitted assigns. RECITALS WHEREAS, the Authority and the Redeveloper entered into that certain Purchase and Development Contract, dated as of September 16, 2022, and recorded on September 21, 2022 in the office of the Wright County Recorder as Document No. A1517315 (the "Original Agreement"), whereby the Authority agreed to provide the Redeveloper with certain financial assistance to finance a portion of the cost to of a mixed -use five -story building that will include approximately 87 rental housing units and 27,342 square feet of commercial retail and office space, with approximately 83 lower -level parking spaces and 114 adjacent off-street parking stalls in the City of Monticello, Minnesota on property legally described in Exhibit A attached hereto (the "Minimum Improvements"); WHEREAS, due to increased costs associated with the Minimum Improvements, the Redeveloper has requested additional financial assistance; WHEREAS, the Authority and the Redeveloper desire to amend the Agreement to increase the amount of the Authority Grant to be provided to the Redeveloper and to provide for additional conditions for the receipt thereof; WHEREAS, capitalized terms used in this First Amendment and not otherwise defined herein have the meanings given to them in the Agreement; and NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: 1. Amendment to Section 3.11 of the Agreement. Section 3.11 of the Agreement is deleted and replaced with the following: Section 3.11 Other Assistance. In addition to the reimbursement of a portion of Redeveloper's Public Redevelopment Costs through issuance of the TIF Note and the reimbursement of a portion of the Redeveloper's DEED Redevelopment Costs with the proceeds of the DEED Grant, the Authority will reimburse a portion of the Redeveloper's redevelopment costs and additional environmental investigation costs detailed in Schedule F (the "Authority Grant Costs") to be undertaken on the Redevelopment Property, pursuant to and in conformity with the Authority's Policy Statements for Management of Available Tax Increment Financing MN190\159\979579.v1 Funds, adopted by the Authority on January 10, 2018, the 2022 Pooled TIF Allocation Plan, adopted on May 25, 2022 and the TIF Act from pooled tax increment from Tax Increment Financing District Nos. 1-6, 1-20, 1-22 and 1-34. The grant shall be in the amount of $417,400 (the "Authority Grant") and shall be disbursed to the Redeveloper upon the occurrence of the following: (i) The Redeveloper having delivered to the Authority evidence of Authority Grant Costs paid or incurred in at least the principal amount of the Note as well as one or more certificates signed by the Redeveloper's duly authorized representative, containing the following: (A) a statement that each cost identified in the certificate is a Authority Grant Cost as defined in this Agreement and that no part of such cost has been included in any previous certification; (B) reasonable evidence that each identified Authority Grant Cost has been paid or incurred by or on behalf of the Redeveloper; and (C) a statement that, to the Redeveloper's knowledge, no uncured Event of Default by the Redeveloper has occurred and is continuing under this Agreement; the Authority may, if not satisfied that the conditions described herein have been met, return any certificate with a statement of the reasons why it is not acceptable and requesting such further documentation or clarification as the Authority may reasonably require; and (ii) The Redeveloper having received from the Authority the Certificate of Completion for the Minimum Improvements; and (iii) The Authority has received evidence that the projects for which the Authority Grant are being provided have been constructed and accepted by the City and the Authority has confirmed that the Redeveloper is in compliance with Planning Development Contract, including but not limited to the provisions therein relating to the projects consisting of the Authority Grant Costs; and (iv) Complete improvements to the east wall to the satisfaction of the Authority consistent with the renderings attached hereto as Exhibit C including but not limited to an EFIS finish coat, incorporating decorative stone columns into the east wall at appropriate spacings to enhance the aesthetic look (no wall sconces are required); and add wains coating brick to the bottom foundation area or base of the wall. The Redeveloper shall be responsible for all Authority Grant Costs in excess of $417,400. 2. Amendment to Schedule G. Schedule G attached to the Original Agreement is hereby deleted and replaced with Schedule G shown in Exhibit B attached hereto. 3. Capitalized Terms. Any capitalized terms used herein but not otherwise defined shall have the meanings assigned to such terms in the Agreement. Any references to the "Agreement" or "this Agreement" in the Agreement shall refer to the Original Agreement, as amended by the First Amendment and this First Amendment, and as may be further amended and supplemented. 4. Effective Date. The amendments made to the Agreement, as amended by this First Amendment, shall be effective as of the date hereof. 2 MN190\159\979579.v1 5. Limited Amendments. Except as hereby amended, all other terms and conditions of the Agreement shall remain in full force and effect. MN190\159\979579.v1 IN WITNESS WHEREOF, the Authority and the Redeveloper have caused this First Amendment to Purchase and Development Contract to be duly executed in their names and on their behalf, all on or as of the date Second above written. CITY OF MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY By Its President By Its Executive Director STATE OF MINNESOTA ) SS. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of , 2024, by and , the President and Executive Director of the City of Monticello Economic Development Authority, a public body corporate and politic, on behalf of the Authority. Notary Public This document was drafted by: KENNEDY & GRAVEN, Chartered (GAF) 150 South 5th Street, Suite 700 Minneapolis, MN 55402 S-1 MN190\159\979579.v1 BLOCK 52 HOLDINGS LLC, a Minnesota limited liability company Its STATE OF MINNESOTA ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 2024 by , the of Block 52 Holdings LLC, a Minnesota limited liability company, on behalf of the company. Notary Public S-2 MN190\159\979579.v1 BUCHHOLZ EXCHANGE LLC, a Minnesota limited liability company Dale Buchholz Its STATE OF MINNESOTA ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this _ , 2024 by Dale Buchholz, the Exchange LLC, a Minnesota limited liability company, on behalf of the company. Notary Public day of of Buchholz S-3 MN190\159\979579.v1 NORGREN EXCHANGE LLC, a Minnesota limited liability company am STATE OF MINNESOTA ) SS. COUNTY OF ) Steve Norgren Its The foregoing instrument was acknowledged before me this _ , 2024 by Steve Norgren, the Exchange LLC, a Minnesota limited liability company, on behalf of the company. Notary Public _ day of of Norgren S-4 MN190\159\979579.v1 EXHIBIT A DEVELOPMENT PROPERTY The real property in the City of Monticello, County of Wright, State of Minnesota, legally described as follows: Lot 2, Block 1, Block 52 First Addition S-1 MN190\159\979579.v1 EXHIBIT B SCHEDULE G Estimated Costs for the Authority Grant Items are shown below. The total Authority Grant is not to exceed (capped at) $417,400. The Redeveloper shall be responsible for all costs in excess of $417,400. Parking Paving Parking Lot Excavation Internal Sidewalk and Landscaping Street Sidewalks Plaza Concrete and Landscaping ROW Landscape/Streetscape Environmental Study — Phase II C-1 MN190\159\979579.v1 $80,000.00 $80,000.00 $80,000.00 $55,000.00 $55,000.00 $55,000.00 $15 9400 $420,400 EXHIBIT C EAST WALL RENDERINGS C-1 MN190\159\979579.v1 Avio-- Tt in grants from the State. The Redeveloper agrees to list all job vacancies in the Redeveloper's personnel complement with MinnesotaWorks.net at www.minnesotaworks.net. (g) Without limiting its obligations under Section 8.3 hereof, Block 52 LLC, Buchholz LLC and Norgren LLC agree, jointly and severally, to indemnify, defend, and hold harmless the Indemnified Parties from any claims or causes ofaction, including attomey's fees incurred by the Indemnified Parties, arising from the performance of the DEED Grant Agreement by the Redevelolvi-, or its officers, agents or employees. Block 52 LLC, Buchholz LLC and Norgren LLC Will, jointly and severally, further indemnify, defend, and hold harmless the Indemnified Parties from any claims or causes of action, including attorney's fees incurred by the Indemnified Parties, arising from the performance of or any obligations under the DEED Grant Agreement, including without limitation any obligation to pay or repay any amounts to DEED. Block 52 LLC, Buchholz LLC and Norgren LLC further covenant and agree, jointly and severally, to repay the DEED Grant to DEED, should the Authority be required to repay the DEED Grant pursuant Minnesota Statutes 116J.575, subdivision 4 or the DEED Grant Agreement. Block 52 LLC, Buchholz LLC and/or Norgren LLC shall repay any amounts required under this paragraph (g) upon 30 days of a written request from the Authority. Section 3.11 Other Assistancc. In addition to the reimbursement of a portion of Redeveloper's Public Redevelopment Costs through issuance of the TIF Note and the reimbursement of a portion of the Redeveloper's DEED Redevelopment Costs with the proceeds of the DEED Grant, the Authority will reimburse a portion of the Redeveloper's redevelopment costs and additional environmental investigation costs detailed in Schedule G (the "Authority Grant Costs") to be undertaken on the Redevelopment Property, pursuant to and in conformity with the Authority's Policy Statements for Management of Available Tax Increment Financing Funds, adopted by the Authority on January 10, 2018, the 2022 Pooled TIF Allocation Plan, adopted on May 25, 2022 and the TIF Act from pooled tax increment from Tax Increment Financing District Nos. 1-6, 1-20, 1-22 and 1-34. The grant shall be in the amount of $367,400 (the "Authority Grant") and shall be disbursed to the Redeveloper upon the occurrence of the following: (i) The Redeveloper having delivered to the Authority evidence of Authority Grant Costs paid or incurred in at least the principal amount of the Note as well as one or more certificates signed by the Redeveloper's duly authorized representative, containing the following: (A) a statement that each cost identified in the certificate is a Authority Grant Cost as defined in this Agreement and that no part of such cost has been included in any previous certification; (B) reasonable evidence that each identified Authority Grant Cost has been paid or incurred by or on behalf of the Redeveloper; and (C) a statement that, to the Redeveloper's knowledge, no uncured Event of Default by the Redeveloper has occurred and is continuing under this Agreement; the Authority may, if not satisfied that the conditions described herein have been met, return any certificate with a statement of the reasons why it is not acceptable and requesting such further documentation or clarification as the Authority may reasonably require; and (ii) The Redeveloper having received from the Authority the Certificate of Completion for the Minimum Improvements; and 21 MN 190\ 159\822825.v2 SCHEDULE F AUTHORITY GRANT COSTS Estimated Costs for the Authority Grant Items are shown below. The total Authority Grant is not to exceed (capped at) $367,400. The Redeveloper shall be responsible for all costs in excess of $367,400. Parking Paving Parking Lot Excavation Internal Sidewalk and Landscaping Street Sidewalks Plaza Concrete and Landscaping ROW Landscape/StTeetscape Environmental Study Phase 11 F-1 MN 190\ 159\822825.v2 $80,000.00 $801000.00 $80 000.00 $55,000.00 $55,000.00 $55X0.00 $ 1 J,400 $4?0,400 EDA Agenda: 10/23/24 4D. Consideration of Authorizing a Deferred Assessment Agreement with the City for the 14.16-acre parcel along 7th Street West (former RiverWood Bank parcel) deferring the Special Assessments until the property is sold for development Prepared by: Meeting Date: ® Regular Agenda Item Economic Development Manager 10/23/24 ❑ Consent Agenda Item Reviewed by: Approved by: Community Development Director, City Administrator Finance Director ACTION REQUESTED - ALTERNATIVE ACTIONS Motion to authorize a Deferred Assessment Agreement with the City for the 14.16-acre parcel along 7th Street West (former Riverwood Bank parcel) deferring the Assessments until the property is sold for development. REFERENCE AND BACKGROUND When the EDA purchased the Riverwood Bank site along West 7th Street in December 2023, the 14.16-acre parcel (PID 155-282-000010) had deferred special assessments against it which sunset in May 2023. The assessments were for the extension of 71h Street West and site stormwater ponding. As part of the property purchase, the assessments were assumed with the intent of deferring payment until time of development. The purchase did not close until after the City's deadline to send assessment updates to Wright County (Nov. 30 of each year), and therefore the first year of the 10-year special assessments was activated and included on the EDA's property tax statement in 2024. The EDA paid the first assessment installment (principal and interest) with payment of the property taxes in May 2024. The total special assessment amount against the property is $553,828. Per the assumed agreement, it is carried by the City at a rate of 5.5 percent. The first assessment installment payment was in the amount of $127,185.66, which breaks down as $34,335.84 in principal and the remaining $92,849.82 being interest. At a workshop meeting in late 2023, the EDA discussed the vision and goals for its land holdings. The goals for the 14.16-acre site along 7th Street reflect the designations shown in the Comprehensive Plan Land Use guidance, Commercial and Residential Flex. Light industrial options were also discussed. With the recent completion of marketing materials and related tasks identified by the EDA in its land discussion, staff believe it may be possible to now create more awareness of this desirable site among the broker and developer community in the greater Twin Cities region. EDA Agenda: 10/23/24 The City Council approved the Deferred Assessment Agreement and the related refund of the 2024 assessment principal and interest payment at its October 14, 2024, regular Council meeting. I. Budget Impact: The budget impact is positive from the proposed action related to the Assessment Agreement is positive. If the EDA authorizes the Deferred Assessment Agreement, it will result in a positive 2024 EDA budget impact by returning the May 2024 payment in the amount of $127,185.66 back to the EDA General Fund for other uses. It will also likewise impact future annual budgets with the same amount of cost savings, equating II. Staff Workload Impact: City staff involved in this issue includes the City Administrator, Finance Director, Community Development Director, and Economic Development Manager. III. Comprehensive Plan Impact: N/A STAFF RECOMMENDATION Staff recommend the EDA approve the Assessment Agreement deferring the $553,828 in 429 Public Improvement Special Assessments until the property is sold for development. This action will have a positive impact on the EDA General Fund budget going forward and will move those costs to potential end users or developers who will benefit from the 71" Street improvements. SUPPORTING DATA A. Deferred Assessment Agreement — EDA Deferral of Assessment Payments B. Aerial Photo C. Original Assessment Agreement D. Assessment Report E. Notes About Special Assessments DEFERRED ASSESSMENT AGREEMENT This AGREEMENT, entered into this day of , 2024, by and between the CITY OF MONTICELLO, a Minnesota municipal corporation ("City") and MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY, a Minnesota municipal corporation ("EDA") RECITALS A. EDA is the fee owner of real property located within the City, legally described in the attached Exhibit A ("EDA Property"); B. EDA desires to develop the EDA Property in the future. C. The City entered into an Assessment and Development Agreement with the previous fee owner of the EDA Property, attached as Exhibit B, which provided for a deferral of assessments on the EDA Property related to public improvements until May 13, 2023 or upon development of the property. No development occurred on the property by May 13, 2023, therefore the assessments were applied to the EDA Property beginning on May 13, 2023. D. The current value of the assessments burdening the EDA Property is $553,828.00 ("Assessments") E. The City and EDA jointly desire to defer the current assessments against the property until development occurs on the EDA Property. NOW THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS CONTAINTED HEREIN, THE PARTIES AGREE AS FOLLOWS: 1. Deferral. The Assessments shall be deferred without principal and interest until development of the property. "Development" shall mean: platted into lots and blocks, not outlots. If the EDA Property is subdivided or platted, the Assessments will be apportioned to individual lots, not outlots, based on the pro rata portion of the area (square foots) of the lots to the total area of the EDA Property to be subdivided. If only a portion of the EDA Property is developed, the Assessments on the undeveloped portion shall continue to be deferred pursuant to the terms of this Agreement. Upon development, the Assessments shall be re -applied to the EDA Property. 2. Waiver. EDA, by signing this Agreement, acknowledges that all procedural and substantive objections to the Assessments are hereby waived unconditionally, such waiver including any rights of EDA, and its successors or assigns, to hearing requirement and any claim that the Assessments exceed the benefit of the Subject Property. EDA further waives any appeal rights otherwise available pursuant to M.S.A. § 429.081. 3. Indemnification. EDA shall hold the City and its officials, officers, employees, and agents harmless from claims made by it and third parties for all claims, damages, or costs resulting from development or enforcement of this Agreement. EDA shall indemnify the City and its officers, employees, and agents for all costs, damages, or expenses which the City may pay or incur in consequence of such claims, including attorneys' fees. 4. Miscellaneous. A. Third parties shall have no recourse against the City under this Agreement. B. If any portion of this Agreement is held invalid for any reason by a court of competent jurisdiction, such decision shall not affect the validity of the remainder of this Agreement. C. The action or inaction of the City shall not constitute a waiver or amendment to the provision of this Agreement. Amendments or waivers are only binding on the parties if contained in a writing signed by both parties and approved by written resolution of the City Council. The City's failure to promptly take legal action to enforce this Agreement shall not be a waiver or release. 2 D. This Agreement shall run with the land and may be recorded against the title to the property. EDA covenants with the City, its successors and assigns, that EDA is well seized in fee title of the EDA Property, that there are no unrecorded interests in the EDA Property, and that EDA will indemnify and hold the City harmless for any breach of the foregoing covenants. E. Each right, power or remedy herein conferred upon the City is cumulative and in addition to every other right, power or remedy, express or implied, now or hereafter arising, available to City, at law or in equity, or under any other agreement, and each and every right, power and remedy herein set forth or otherwise so existing may be exercised from time to time as often and in such order as may be deemed expedient by the City and shall not be a waiver of the right to exercise at any time thereafter any other right, power or remedy. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized officials. [Remainder of page intentionally left blank. Signature pages to follow.] CITY: CITY OF MONTICELLO (SEAL) And: STATE OF MINNESOTA ) (ss. COUNTY OF WRIGHT ) Lloyd Hilgart, Mayor Rachel Leonard, City Administrator The foregoing instrument was acknowledged before me this day of , 2024, by Lloyd Hilgart and by Rachel Leonard, the Mayor and City Administrator of the City of Monticello, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. Notary Public El (SEAL) STATE OF MINNESOTA M COUNTY OF WRIGHT EDA: MONTICELLO ECONOMIC DEVELOPMENT AUTHORITY M. And: Steve Johnson, President Jim Thares, Executive Director The foregoing instrument was acknowledged before me this day of 2024, by Steve Johnson and Jim Thares, respectively the President and Executive Director of the Monticello Economic Development Authority, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its bylaws. Notary Public 5 EXHIBIT A — Legal Description of EDA Property Outlot A, Great River Second Addition, Wright County, Minnesota. EXHIBIT B - ASSESSMENT AND DEVELOPMENT AGREEMENT (4.,Beacon'' Wright County, MN Overview Legend Highways Interstate State Hwy US Hwy — Roads Road Labels 01 02 03 04 07 08 10 21 22 City/Township Limits ❑ c ❑t ❑ Parcels Torrens Parcel ID 155282000010 Alternate ID n/a Taxpayer Address n/a Sec/Twp/Rng 11-121-025 Class 958-5EMUNICIPAL-PUBLIC SERVICE -OTHER CITY OF MONTICELLO EDA Property Address Acreage 14.17 Acres District (1101) CITY OF MONTICELLO-0882 Brief Tax Description SECT-11 TWP-121 RANGE-025 GREAT RIVER 2ND ADDITION OUTLOTA (Note: Not to be used on legal documents) Date created:10/4/2024 Last Data Uploaded: 10/4/202412:22:18 PM Developed b � p Y�J SCHNEIDER GEOSPATIAL Rk Z� RETURN TO: City of Monticello ?� DEC 1 8 2013,; ki ll, !e 505 Walnut Street J aj� L.,.,' Monticello, MN 5536ri 2 �aRi� # Doc. No. A1253596 OFFICE OF THE COUNTY RECORDER WRIGHT COUNTY, MINNESOTA Certified Filed and/or Recorded on 12/9/2013 at 12:00 PM Check #: Fee: $46.00 Payment Code 04 Addl. Fee Barb Gabrelcik, County Recorder (reserved for recording information) ASSESSMENT AND DEVELOPMENT AGREEMENT RIVER WOOD BANK AGREEMENT dated av 13 2013, by and between the CITY OF MONTICELLO, a Minnesota municipal corporation ("City"), and RIVERWOOD BANK, a federal savings bank organized and existing under the laws of the United States of America ("RiverWood"). RECITALS A. RiverWood is the fee owner of real property located within the City, legally described in the attached Exhibit "A" ("RiverWood Property"); B. RiverWood desires to develop the RiverWood Property in the future. C. Development of the RiverWood Property will require extension of West 7th Street, ponding, public trail, street lighting, and utility improvements; D. The City also owns property through which West 7th Street will be extended, which property is legally described as provided in Exhibit `B" ("City Property"); E. The City and RiverWood desire to jointly plat the RiverWood Property and City Property and dedicate the necessary property for right of way, ponding, trails and utilities, required for future development of the RiverWood Property; 170046 1 F. The purpose of this Agreement is to set forth the Parties' terms for platting, construction, and assessment related to the extension of West 7th Street, together with associated utilities and appropriate land conveyances. NOW, THEREFORE, IN CONSIDERATION OF THEIR MUTUAL COVENANTS THE PARTIES AGREE AS FOLLOWS: 1. PUBLIC IMPROVEMENTS. A. West 7th Street Public Improvements. The City conducted a feasibility study for extending and constructing West 7th Street to serve the future development of the RiverWood Property, together with other property. The purpose of the road improvement project is to provide the extension of West 7th Street and to vacate a portion of Minnesota Street that extends through the RiverWood Property south of West 7th Street and to provide storm water ponding, public trail, utility and street lighting improvements (referred to herein as the "West 7th Street Public Improvements"). B. Elm Street Public Improvements. As part of the feasibility study for the West 7t' Street Public Improvements, the City also included the paving of Elm Street (referred to herein as the "Elm Street Public Improvements"). The purpose of the project is to maintain Elm Street as a rural road section. C. Elm Street Public Improvements and West 7th Street Public Improvements are collectively referred to herein as the Public Improvements. 2. CONDITIONS OF PUBLIC IMPROVEMENTS. Upon execution of this Agreement, the City will plat the RiverWood Property and the City Property, order the Public Improvements and will construct the road, public trail, ponding, street lighting, and utilities as specified on the approved plans. The City proposes to contract for substantial completion of the Public Improvements by November 2013. The City shall let the contract for the improvement of the West 7th Street extension from Minnesota Street to Elm Street upon recording of a final plat for the RiverWood Property and City Property that provides for 170046 2 dedication of West 7th Street and a drainage and utility easements over the RiverWood Property north of West 7t' Street. The City shall seek to have the extension completed and usable by July 15, 2014. 3. PLAT OF RIVERWOOD PROPERTY AND CITY PROPERTY. In order to facilitate the construction of the Public Improvements and to better distinguish between the public and private improvements serving the RiverWood Property and public lands, RiverWood Bank and the City shall jointly apply for and submit a preliminary and final plat for the RiverWood Property and City Property identifying the lots and public rights of way and dedications substantially consistent with the plans and specifications for the Public Improvements and the proposed plat of Great River Addition, attached hereto as Exhibit C. The Public Improvement plans shall not be attached to this Agreement. The City shall prepare the proposed plat and the plat application, application fees, and submittal documents shall be submitted prior to the City advertising for bids for the Public Improvements. The plat shall designate the RiverWood Bank Property, of approximately 4.07 acres, located north of the proposed West 7th Street Extension as an Outlot, identified as Outlot A in the plat, that shall be dedicated in the plat for drainage and utility purposes. In addition, the RiverWood Property lying south of West 7th Street shall be combined with a portion of the City Property to be conveyed to RiverWood under the terms of this Agreement as a single outlot for future development. That portion of the RiverWood Property lying east of the vacated Minnesota Street totaling 12-feet in width along the vacated Minnesota Street, together with the vacated Minnesota Street, shall be dedicated in the plat for drainage and utility purposes. The cost of platting shall be split equally between RiverWood and the City at a price not to exceed $6,000.00. RiverWood Bank shall pay its share of this cost, in the amount of $3,000.00 at the time of execution of this Agreement and shall execute all documents necessary to record the plat with the County. 4. CONVEYANCE. In exchange for excess ponding that is dedicated by RiverWood Bank within Outlot A, the City will convey to RiverWood that portion of the City Property legally described in 170046 the attached Exhibit D by quit claim deed prior to and conditioned upon recording of the final plat ("City Remnant Parcel"). The City Remnant Parcel will be combined with the RiverWood Property lying south of the West 7th Street extension as a single outlot to be identified as Outlot B in the plat. 5. VACATION. Prior to recording the final plat, the City will vacate that portion of Minnesota Street lying south of the proposed West 7th Street extension, conditioned upon dedication of a drainage and utility easement over the vacated right of way within the plat or retention thereof within the vacation resolution. At the time of development of the RiverWood property, the developer shall enter into an encroachment agreement for parking purposes over the vacated Minnesota Street. No permanent structures will be allowed on the vacated right of way pursuant to City Ordinance Title 10, Monticello Zoning Ordinance, Chapter 3, Section 3(A). 6. DEVELOPMENT FEES. Stormwater ponding requirements for the future development of Outlot B are provided by Outlot A, up to 64,557 square feet. Excess ponding area of approximately one acre is available to the City within Outlot A for development of property outside of the RiverWood development. With the dedication of ponding area within Outlot A, future development of the RiverWood Property will not be subject to the City's alternate ponding fee, which is currently set at $6,997.00/acre. RiverWood shall pay City trunk fees for development of Outlot B, Great River Addition, at the rate in effect at the time of development, subject to the following cap on trunk fees: Storm Sewer Trunk Fee = $3,570.00 per acre Watermain = $2,494.00 per acre Sanitary Sewer Trunk Fee = $3,371.00 per acre 7. GRADING. RiverWood Bank is responsible for any necessary grading for future development of the RiverWood Property lying south of the West 7th Street extension. The City will be responsible for grading only what is needed for the Public Improvements, balance dirtwork and provide 170046 positive drainage to the roadway. Any excess material resulting from grading operations will be accepted by RiverWood and stockpiled for future use by RiverWood on the RiverWood Property located on the south side of West 7' Street, at an agreed upon location prior to grading operations commencing. Thereafter, RiverWood will be responsible for erosion control and maintenance of the stockpile on the RiverWood Property after the road is constructed and restoration is established, after the contractor warranty period expires for the Public Improvements. 8. TRAIL. Simultaneous with the recording of the plat, RiverWood Bank will provide a 10 foot wide trail easement for the trail to be located on Outlot A, substantially in the form attached as Exhibit E. 9. ASSESSMENTS. A. West 7th Street Assessments. The RiverWood Property, excluding Outlot A of the proposed plat, is hereby assessed by the City for the costs of the Public Improvements together with administrative, planning, engineering, legal and financing costs, in the amount not to exceed $850,430.00 ("West 7th Street Assessment"). The assessment will be based on the actual project costs. B. Elm Street Assessments. The RiverWood Property, excluding Outlot A of the proposed plat, is hereby assessed by the City for the costs of the Elm Street Public Improvements together with administrative, planning, engineering, legal and financing costs, in the amount of $22,000.00, based on the frontage of the parcel abutting Elm Street (`Elm Street Assessment"). If Elm Street is upgraded and widened in the future to an urban section with curb and gutter and storm sewer, then the RiverWood Property would be subject to an additional assessment at that time. C. Deferral. This West 7th Street Assessment and Elm Street Assessment (collectively referred to herein as the "Assessments") shall be deferred without principal and interest until development of the property or 10 years from the date of this Agreement, whichever occurs first. The Assessments shall be deemed adopted on the date this Agreement is signed by the City. "Development" shall mean: platted 170046 5 into lots and blocks, not outlots. If the RiverWood Property is subdivided or platted, the assessments will be apportioned to individual lots, not outlots, based on the pro rata portion of the area (square foot) of the lots to the total area of the RiverWood Property to be subdivided. If only a portion of the RiverWood Property is developed, the assessments on the undeveloped portion shall continue to be deferred pursuant to the terms of this Agreement. Upon development or expiration of the 10 year deferral hereunder, the area assessment shall be applied to the RiverWood Property, excluding Outlot A, over a 10 year period in equal annual installments, together with Prime Rate of interest plus two percent (2%) per year on the unpaid balance. Prime Rate shall be the prime rate announced daily in the Wall Street Journal ("Prime Rate"). If the Wall Street Journal ceases to publish the Prime Rate, then the Prime Rate shall be the rate of interest quoted in the Federal Reserve Statistical Release, Selected Interest Rates (H.R. 15). If a range is shown for the Prime Rate, then the highest number in the range shall be utilized. D. Waiver. RiverWood, by signing this Agreement, acknowledges that all procedural and substantive objections to the Assessment are hereby waived unconditionally, such waiver includes any rights of RiverWood, its successor or assign to hearing requirements and any claim that the assessments exceed the benefit to the Subject Property. RiverWood further waives any appeal rights otherwise available pursuant to M.S.A. § 429.081. 10. LICENSE. RiverWood hereby grants the City, its agents, employees, officers and contractors a license to enter the RiverWood Property to perform all work and inspections deemed appropriate by the City in conjunction with construction of the Public Improvements in accordance with the plans and specifications and the terms of this Agreement. 11. RIVERWOOD RESPONSIDILIES. A. RiverWood shall hold the City and its officers, employees, and agents harmless from claims made by it and third parties for damages sustained or costs incurred resulting from plat approval and development. RiverWood shall indemnify the City and its officers, employees, and agents for all costs, 170046 6 damages, or expenses which the City may pay or incur in consequence of such claims, including attorneys' fees. B. In addition to the charges and special assessments referred to herein, other charges and special assessments maybe imposed such as but not limited to sewer availability charges ("SAC"), City water availability charges ("WAC"), City water connection charges, City sewer connection charges, and building permit fees. C. Except as otherwise specifically assigned to the City by Agreement of the Parties, RiverWood shall be responsible for all maintenance of property within Outlot A, Great River Addition, including, but not limited to, maintenance of the slope within Outlot A. 12. MISCELLANEOUS. A. Third parties shall have no recourse against the City under this Agreement. B. If any portion, section, subsection, sentence, clause, paragraph, or phrase of this Agreement is for any reason held invalid, such decision shall not affect the validity of the remaining portion of this Agreement. C. The action or inaction of the City shall not constitute a waiver or amendment to the provisions of this Agreement. To be binding, amendments or waivers shall be in writing, signed by the parties and approved by written resolution of the City Council. The City's failure to promptly take legal action to enforce this Agreement shall not be a waiver or release. D. This Agreement shall run with the land and may be recorded against the title to the property. RiverWood covenants with the City, its successors and assigns, that RiverWood is well seized in fee title of the property being final platted and/or has obtained consents to this Contract, in the form attached hereto, from all parties who have an interest in the property; that there are no unrecorded interests in the 170046 7 property being final platted; and that RiverWood will indemnify and hold the City harmless for any breach of the foregoing covenants. E. Each right, power or remedy herein conferred upon the City is cumulative and in addition to every other right, power or remedy, express or implied, now or hereafter arising, available to City, at law or in equity, or under any other agreement, and each and every right, power and remedy herein set forth or otherwise so existing may be exercised from time to time as often and in such order as may be deemed expedient by the City and shall not be a waiver of the right to exercise at any time thereafter any other right, power or remedy. 13. NOTICES. Required notices to RiverWood shall be in writing, and shall be either hand delivered to RiverWood, its employees or agents, or mailed to RiverWood by certified mail at the following address: RiverWood Bank 1421 7a' Street East Monticello, MN 55362 Notices to the City shall be in writing and shall be either hand delivered to the City Administrator, or mailed to the City by certified mail in care of the City Administrator at the following address: 505 Walnut Street, Monticello, Minnesota 55362. 170046 8 CITY OF MONTICELLO BY: '4e�f Mayor AND v 9z&-f-ei- City Administrator STATE OF MINNESOTA ) (ss. COUNTY OF WRIGHT ) The f regoing inst e�nt was acknowledged before me this 7� y of May, 2013, by and by ^ , the Mayor and City Administrator of the City of Monticello, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. - &071 - NOTARY PUBLIC Q0,)KEARY T. BURRI NOTARY PUBLIC • MINNESOTA My CortwWaon E*res Jan. 31, 2015 170046 RIVERWOOD BANK STATE OF MINNESOTA ) ) ss. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this �� day of , 2013, by V-,�'FAe the a of RiverWood Bank, a federal savings bank organized and existing &nder the laws of the United States of America, on its behalf. NOTARY �. .Y VICKI JAN LEERHOFF Notary Publ"Innesda My conxn6w F ip, i Jan 31, 9016 DRAFTED BY: CAMPBELL, KNUTSON Professional Association 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, Minnesota 55121 Telephone: (651) 452-5000 170046 10 EXHIBIT "A" Legal Description of RiverWood Property Parcel A: Lot 1, Block 1, Kirkman Addition, Wright County, Minnesota Parcel B: Lot A of the Northeast Quarter of the Southeast Quarter of Section 10, Township 121, Range 25, according to a plat filed March 14, 1886 in Book 1 of Plats, page 566 and that part of Lot C of the North Half of the Southeast Quarter of said Section 10, Township 121, Range 25 according to a plat recorded October 23, 1913 as Document No. 74600 lying Northerly and Northeasterly of a line described as follows: Commencing at the Northeast corner of said Northeast Quarter of the Southeast Quarter; thence South along the East line of said Northeast Quarter of the Southeast Quarter, a distance of 526.92 feet to the point of beginning of said line to be described; thence West deflecting 89 degrees 52 minutes 18 seconds right, a distance of 137.25 feet; thence Northwesterly along a tangential curve concave to the North having a radius of 600.00 feet and a central angle of 43 degrees 16 minutes 32 seconds, a distance of 453.18 feet; thence Northwest tangent to said curve, a distance of 357.48 feet to the Northwest line of said Lot C of the North Half of the Southeast Quarter and said line there terminating, Wright County, Minnesota. Parcel C: That part of Lot C of the North Half of the Southeast Quarter of Section 10, Township 121, Range 25, according to a plat recorded October 23, 1913, Document No. 74600 lying Northeasterly of the Northeasterly right of way line of Interstate 94 and lying Southerly and Southwesterly of a line described as follows: Commencing at the Northeast corner of the Northeast Quarter of the Southeast Quarter of said Section 10; thence South along the East line of said Northeast Quarter of the Southeast Quarter, a distance of 526.92 feet to the point of beginning of said line to be described; thence West deflecting 89 degrees 52 minutes 18 seconds right, a distance of 137.25 feet; thence Northwesterly along a tangential curve concave to the North having a radius of 600.00 feet and a central angle of 43 degrees 16 minutes 32 seconds, a distance of 453.18 feet; thence Northwest tangent to said curve, a distance of 357.48 feet to the Northwest line of said Lot C of the North Half of the Southeast Quarter and said line there terminating, Wright County, Minnesota. Parcel D: Also that part of Lot A of the Northwest Quarter of the Southwest Quarter of Section 11, Township 121, Range 25 according to the plat of record, filed October 23, 1913, File No. 74602, lying Northeasterly of the Northeasterly right of way line of Interstate 94 and lying South of a line described as follows: Commencing at the Northwest corner of said Northwest Quarter of the Southwest Quarter; thence South along the West line of said Northwest Quarter of the Southwest Quarter, a distance of 526.92 feet to the point of beginning of said line to be described; thence East deflecting 90 degrees 07 minutes 42 seconds left a distance of 441.39 feet to the East line of said Lot A of the Northwest Quarter of the Southwest Quarter and said line there terminating. Except that part of said Lot A of the Northwest Quarter of the Southwest Quarter described as follows: Commencing at the Northwest corner of said Northwest Quarter of the Southwest Quarter; thence East along the North line of said Northwest Quarter of the Southeast Quarter, a distance of 407.67 feet to the center line of Minnesota Street being the East line of said Lot A of the Northwest Quarter of the Southwest Quarter, thence deflecting 87 degrees 34 minutes 45 seconds right along said center line, a distance of 361.82 feet to the point of beginning; thence west deflecting 90 degrees right, a distance of 373.37 feet; thence South deflecting 90 degrees left, a distance of 350.00; thence East deflecting 90 degrees left, a distance of 373.37 feet to said center line of Minnesota Street, thence North along said center line a distance of 350 feet to the point of beginning, Wright County, Minnesota. 170046 11 EXHIBIT "B" Legal Description of City Property That part of Lot A of the Northwest Quarter of the Southwest Quarter, Section 11, Township 121, Range 25, Wright County, Minnesota, according to the recorded plat thereof, described as follows: Commencing at the Northwest corner of said Lot A; thence East, along the North line of said Lot A, a distance of 407.67 feet to the center line of Marvin Road; thence South, along said center line, deflecting right 87 degrees, 34 minutes 45 seconds a distance of 361.82 feet to the point of beginning; thence West, deflecting right 90 degrees, a distance of 373.37 feet; thence South deflecting left 90 degrees a distance of 350 feet; thence East deflecting left 90 degrees a distance of 373.37 feet to the center line of said Marvin Road; thence north, along said center line, a distance of 350 feet to the point of beginning. Subject to the right of way of said Marvin Road. Except that part thereof described as follows: Commencing at the Northwest corner of said Lot A; thence East along the North line of said Lot A, a distance of 407.67 feet to the center line of said Marvin Road; thence South deflecting 87 degrees 34 minutes 45 seconds right along said center line, a distance of 361.82 feet to the point of beginning of the exception to be described; thence West, deflecting right 90 degrees a distance of 373.37 feet; thence South deflecting left 90 degrees a distance of 108 feet; thence East deflecting left 90 degrees a distance of 373.37 feet to the center line of said Marvin Road; thence North, along said center line, a distance of 108 feet to the point of beginning. 170046 12 EXHIBIT "C" Proposed Plat of Great Laver Addition 170046 13 m s E s S 6 � £HN U c El a v i E 5 cEw U E z � a nI QE$ E 5 m R w gmFp w $ 9 - m a E$= a�am S g o N RF $ ° v 10 O 2 m h F Y 2 k y E � �£ ZL ELLf ` 0 4 w F R E d z S° q ° d w? E z y �' g �i IN� :I r <- a SI v £ ]�� i5 of QmQ��®�JjI`ll 3 MC VVV g 1 B o � mo I s m wg � o v o _ g 1D rc vil o K N E OV Z c ; m C S ? YY F3 'c S2 c E B i � a W m w 10 £ Y y= •�� � U y 0 Z V ..GIs — — — — — — — — _ _ — _ T sm �. - r :: -- — — — — L — — — A ---- --- -'--7 FF r II •. J II I II k Wx r � I s' N. Z9. CI.005 925 i� i\ Y —co �uN—Y.21.CI 6 ILI c0 op d �r GE �_ �o HO EXHIBIT "D" Legal description of City Property to be conveyed to I2iverWood: That part of Lot A of the Northwest Quarter of the Southwest Quarter, Section 11, Township 121, Range 25, Wright County, Minnesota, according to the recorded plat thereof, described as follows: Commencing at the Northwest corner of said Lot A; thence East, along the North line of said Lot A, a distance of 407.67 feet to the center line of Marvin Road; thence South, along said center line, deflecting right 87 degrees, 34 minutes 45 seconds a distance of 361.82 feet to the point of beginning; thence West, deflecting right 90 degrees, a distance of 373.37 feet; thence South deflecting left 90 degrees a distance of 350 feet; thence East deflecting left 90 degrees a distance of 373.37 feet to the center line of said Marvin Road; thence north, along said center line, a distance of 350 feet to the point of beginning. Subject to the right of way of said Marvin Road. Except that part thereof described as follows: Commencing at the Northwest corner of said Lot A; thence East along the North line of said Lot A, a distance of 407.67 feet to the center line of said Marvin Road; thence South deflecting 87 degrees 34 minutes 45 seconds right along said center line, a distance of 361.82 feet to the point of beginning of the exception to be described; thence West, deflecting right 90 degrees a distance of 373.37 feet; thence South deflecting left 90 degrees a distance of 108 feet; thence East deflecting left 90 degrees a distance of 373.37 feet to the center line of said Marvin Road; thence North, along said center line, a distance of 108 feet to the point of beginning. WHICH LIES northerly of the following described line: Commencing at the Northwest Corner of said Northwest Quarter of the Southwest Quarter; thence South 00 degrees 13 minutes 42 seconds West, assumed bearing along the west line thereof, 547.32 feet to the point of beginning of the line to be hereinafter described; thence easterly along a non -tangential curve, concave to the north, 178.52 feet, having a radius of 496.00 feet, central angle of 20 degrees 37 minutes 20 seconds, chord bearing of South 80 degrees 46 minutes 30 seconds East and a chord distance of 177.56 feet; thence North 88 degrees 54 minutes 50 seconds East, 236.91 feet to the westerly right of way line of Minnesota Street; thence North 85 degrees 02 minutes 30 seconds East, 33.01 feet to the centerline of Minnesota Street and said line there terminating. 170046 14 EXHIBIT E GRANT OF PERMANENT EASEMENT RIVERWOOD BAND, a federal savings bank organized and existing under the laws of the United States of America, "Grantor," in consideration of One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, does hereby grant unto the CITY OF MONTICELLO, a Minnesota municipal corporation, the Grantee, hereinafter referred to as the "City," its successors and assigns, permanent casements for trail purposes over, on, across, under and through the land situated in the County of Wright, State of Minnesota, and legally described on the attached Exhibit "A." INCLUDING the rights of the City, its contractors, agents, servants, and assigns, to enter upon the permanent easement premises at all reasonable times to construct, reconstruct, inspect, repair, and maintain said public trail system over, across, on, under, and through the permanent easement premises, together with the right to grade, level, fill, drain, and excavate the permanent easement premises, and the further right to remove trees, bushes, undergrowth, and other obstructions interfering with the location, construction, and maintenance of said public trail easement. The above named Grantor, for itself, its successors and assigns, does covenant with the City, its successors and assigns, that they are well seized in fee title of the above described easement premises; that they have the sole right to grant and convey the easements to the City; that there are no unrecorded interests in the easement premises; and that they will indemnify and hold the City harmless for any breach of the foregoing covenants. 170046 15 IN TESTIMONY WHEREOF, Grantor hereto has signed this document this 5 I day of 2013. STATE OF MINNESOTA ) ) ss. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this %s# day of`� 2013, by irl ENJ" 1..4 thof erWood Bank, a federal savings bank organized and existing under the s of the United States of America, on its behalf. NOTARY:li THIS INSTRUMENT WAS DRAFTED BY: CAMPBELL KNUTSON Professional Association 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, MN 55121 Telephone: 651-452-5000 VICKI JAN LEERHOFF Notary Public -Minnesota my Commleelon Explrae Jan 31, 2018 170046 16 EXHIBIT "A" TO GRANT OF PERMANENT EASEMENT That part of the Outlot A, Great River Addition, County of Wright, State of Minnesota, according to the recorded plat thereof described as follows: A permanent easement for trail purposes, over, under, and across that part of Outlot A, Great River Addition, as is on file and of record in the Office of the County Recorder in and for Wright County, Minnesota, which lies northerly of the northerly Right of Way line of 7th. Street as dedicated in said Great River Addition and southerly of the following described line: Commencing at the Northeast Corner of the North Half of the Southeast Quarter of Section 10, Township 121, Range 25; thence South 00 degrees 13 minutes 42 seconds West, assumed bearing along the east line thereof, 460.44 feet to the point of beginning of the line to be hereinafter described; thence northwesterly along a non -tangential curve, concave to the northeast, 43.611 feet, having a radius of415.00 V,ct, central angle of 06 degrees Ol minutes 13 seconds, chord bearing of North 63 degrees 29 minutes 04 seconds West and a chord distance of 43.59 feet; thence continue northwesterly along a compound curve, concave to the northeast, 28.13 feet, having a radius of 288.61 feet, central angle of 05 degrees 35 minutes 04 seconds, chord bearing of North 57 degrees 40 minutes 16 seconds West and a chord distance of 28.12 feet; thence continue northwesterly along a compound curve, concave to the northeast, 5 8. 10 feet, having a radius of 401.41 feet, central angle of 08 degrees 17 minutes 33 seconds, chord bearing of North 51 degrees 12 minutes 38 seconds West and a chord distance of 58.05 feet; thence continue northwesterly along a compound curve, concave to the northeast, 15.95 feet, having a radius of 1715.36 feet, central angle of 00 degrees 31 minutes 58 seconds, chord bearing of North 47 degrees 35 minutes 44 seconds West and a chord distance of 15.95 feet; thence continue northwesterly along a reverse curve, concave to the southwest, 58.35 feet, having a radius of 397.92 feet, central angle of 08 degrees 24 minutes 05 seconds, chord bearing of North 49 degrees 32 minutes 19 seconds West and a chord distance of 58.29 feet; thence continue northwesterly along a reverse curve, concave to the northeast, 73.00 feet, having a radius of 894.33 feet, central angle of 04 degrees 40 minutes 36 seconds, chord bearing of North 51 degrees 30 minutes 04 seconds West and a chord distance of 72.98 feet; thence continue northwesterly along a reverse curve, concave to the southwest, 71.39 feet, having a radius of 122.67 feet, central angle of 33 degrees 20 minutes 48 seconds, chord bearing of North 65 degrees 50 minutes 10 seconds West and a chord distance of 70.39 feet; thence westerly along a reverse curve, concave to the north, 43.28 feet, having a radius of 325.98 feet, central angle of 07 degrees 36 minutes 27 seconds, chord bearing of North 78 degrees 42 minutes 21 seconds West and a chord distance of 43.25 feet; thence westerly along a reverse curve, concave to the south, 77.80 feet, having a radius of 292.25 feet, central angle of 15 degrees 15 minutes 08 seconds, chord bearing of North 82 degrees 31 minutes 41 seconds West and a chord distance of 77.57 feet; thence westerly along a reverse curve, concave to the north, 102.68 feet, having a radius of 342.59 feet, central angle of 17 degrees 10 minutes 24 seconds, chord bearing of North 81 degrees 34 minutes 04 seconds West and a chord distance of 102.30 feet; thence westerly along a reverse curve, concave to the south, 55.34 feet, having a radius of 232.52 feet, central angle of 13 degrees 38 minutes 15 seconds, chord bearing of North 79 degrees 47 minutes 59 seconds West and a chord distance of 55.21 feet; thence westerly along a reverse curve, concave to the north, 86.09 feet, having a radius of 147.78 feet, central angle of 33 degrees 22 minutes 34 seconds, chord bearing of North 69 degrees 55 minutes 50 seconds West and a chord distance of 84.88 feet; thence northwesterly along a reverse curve, concave to the southwest, 76.65 feet, having a radius of 1094.77 feet, central angle of 04 degrees 00 minutes 41 seconds, chord bearing of North 55 degrees 14 minutes 53 seconds West and a chord distance of 76.63 feet; thence 170046 17 continue northwesterly along a reverse curve, concave to the northeast, 43.29 feet, having a radius of 236.07 feet, central angle of 10 degrees 30 minutes 26 seconds, chord bearing of North 52 degrees 00 minutes 00 seconds West and a chord distance of 76.63 feet to the southwesterly line of said Outlot A and said line there terminating. 170046 18 ASSESSMENT SEARCH ORDER NO.:1 685756A Requested By: I SANDRA I Company: I Land Title " , Email ❑1 House Act I EPIC PROPERTY SERVICES ASSESSMENT: RECHECK: DATE: Notes: Status: I Complete " Status: 12/6 RUSH CUST EM FOR STATUS. ORDERED ^ If HOLD, reason for hold: If HOLD, reason for hold: 12/4 ADDING PID 155226000010 Completed: 12/7/2023 # Assmt PIDs: = # Recheck PIDs: I Zone: 12 PID No.: 155226000020 County WRIGHT I State MN Additional Fee $60.00 Street: Great River 2nd Addition City: MONTICELLO Zip: Legal Description: Outlot A and B, Great River Addition, Wright County, Minnesota ^ Type of Improvement: Original Amt: Balance Payable: Certified To 20 24 Good Til: v I I I 155226000010 NONE I I --- --- II 155226000020 STREET UTILITIES / DEVELOPMENT 1 $553,828.00 $498,445.20 $148,387.97 11/15/24 PENDING ASSESSMENTS Type of Improvement: Estimated Amount: NOTES: NONE 1 Monticello:763-295-2711 J BOTH PIDS Completed by: Epic Property Staff Epic Property Services, Inc. ** 12550 West Frontage Road ** Suite 205 ** Burnsville, MN 55337 ** 952-666-7410 Outlot B, Great River Addition Assessment Information Note: If the EDA were to purchase the property, staff would bring to the council a consideration to defer the assessments until development, so the interest may not accrue back to 5/13/23. 155-226-000020 (Outlot B) has the following assessments per the agreement that states "If the Riverwood Property is subdivided or platted, the assessments will be apportioned to individual lots, not outlots, based on the pro rata portion of the area (square foot) of the lots in the total area of the Riverwood Property to be subdivided.": o New development piece: 6 acres of 20.16 acres total = 29.8% * $788,928.77 = $235,100.77 +$22,000 of the Elm Street Assessments = $257,100.77 plus interest from 5/13/23 to date of plat o Remaining portion of Outlot B to be developed later: 14.16 acres of 20.16 acres = 70.2% * $788,928.77 = $553,828 plus interest from 5113123 to development or, if assessed to Wright County, 1213112024. -- - -� ----- 40011 DOC) EDA Agenda: 10/23/2024 5A. Economic Development Manager's Report Prepared by: Meeting Date: ® Other Business Economic Development Manager 10/23/2024 Reviewed by: Approved by: N/A N/A REFERENCE AND BACKGROUND 1. Manufacturers Month in October - The Monticello Manufacturers Breakfast Event was held on Friday, October 11, 2024, at 7:00 a.m. The keynote speakers were: Sarah Sundine, Chief Operations Officer, UMC and Lori Hanson, Monticello High School Principal. Approximately 70 people attended the event. See Exhibit A. 2. Prospect List Update - See Exhibit B. C� CaL SAL .& re)F Thank you for all your hard work! The City of Monticello EDA and IEDC are happy to announce the 2024 Manufacturers Recognition Breakfast on Friday, Oct. 11, from 7-8:30 a.m. in the Mississippi Room at the Monticello Community Center. We're excited to celebrate MN manufacturers and recognize the hard work and positive community impact of Monticello's manufacturing and industrial businesses! KEYNOTE SPEAKERS: Sarah Sundine, COO, Ultra Machining Company (UMC) Lori Hanson, Principal, Monticello High School SPONSORED BY: Monticello Economic Development Authority, Xcel Energy, WSB, Sherburne State Bank, Commercial Realty Solutions, and Dahlheimer Beverage Please RSVP to Kandis Rousselow by October 6, 2024 kandis.rousselow@ci.monticello.mn.us 1 763.295.2711 City Hall, 505 Walnut St., Suite #1, Monticello, MN 55362 ig PROSPECT LIST 10/18/2024 Date of Contact Company Name Business Category Project Description Building -Facility Retained Jobs New Jobs Total Investment Project Status 5/22/2018 2/28/2022 10/28/2021 4/28/2022 Karlsburger Foods Project Emma II Project Stallion Project Cougar Food Products Mfg. Light Ind -Assembly Technology Service Precision Machining -Mfg. Facilty Expansion New Construction New Construction New Construction 20,000 sq. ft. +/- 20,000� 42,000 sq. ft. 35,000 to 45,000 sq. ft. 42 0 10 to 20 4 40 38 $4,500,000 $1,350,000 $3,600,000 $4,700,000 On Hold Active Search Active Search Active Search 8/11/2022 Project Sing Precision Machining New Construction 400,000 sq. ft. 0 500 $90,000,000 Active Search 11/9/2022 Project Tea Mfg New Construction 25,000 sq. ft. 55 20 $5,800,000 Active Search Project Lodge DH1 Lodging -Service New Construction ? ? ? $9,500,000 to $12,500,000 Active Search 4/20/2023 5/30/2023 Project Flower-M &M Commercial Concept Expansion ? ? ? ? Concept 6/9/2023 Project Pez Mfg New Construction 6,000 to 8,500 sq. ft. 12 2 $1.300,000 Active Search 7/1/2023 Project V-MOB MOB New Construction 175,000+sq. ft. ? $21,000,000 Identified Site 8/16/2023 Project Lodge RT4 Lodging-Hopsitality New Construction 98 Room Hotel N/A 30 $19,500,000 Identified Site 9/19/2023 Project Panda#4 Sz Childcare Facility New Construction ? N/A ? $2,000,000+/- Active Search 1/17/2024 Project Tex Industrial New Construction 500,000 sq. ft. 0 100 $500,000,000 Active Search PROSPECT LIST 10/18/2024 Date of Contact Company Name Business Category Project Description Building -Facility Retained Jobs New Jobs Total Investment Project Status 1/17/2024 Project G Industrial New Construction 1,000,000 sq. ft. 0 ? $120,000,000 Focused Search 1/2/2024 Project Simpl Office New Construction -Build Out 13,303 sq. ft. 23 50 $2,000,000 Identified Site 2/12/2024 Project Lodge- MSMWDC Lodging -Hospitality New Construction ? 0 10 $12,000,000 Identified Site 3/5/2024 Project Panda 20- MS Child Care Facility New Construction 20,000 sq. ft. 0 20 $2,000,000 Active Search 3/29/2024 Project ET-BB-12-9 Industrial Relocate - Existing Bldg 12,000 sq. ft. 12 $1,150,000 Identified Site 4/12/2024 Project Rest B52 Restaurant New build out -Finish 5,000 sq. ft. +/- 0 15 1500000+/- Identified Site 5/30/2024 Project EP-BDDC LACW Data Center New Construction ?? ?? ?? Identified Site 5/31/2024 Project DC2-NWG-GB Data Center New Construction ?? 0 40 ?? Active Search 7/3/2024 Project Hair Obsess Service Property Acquisition and Renovation 2,100 sq. ft. 14 6 $600,000 Identified Site 7/30/2024 Project EPG 40x2-50 Industrial New Construction 40,000 sq. ft. 0 40 $4,000,000 Active Search Contacts: M = 01 YTD = 29