Loading...
HomeMy WebLinkAbout03/24/2016 EDA Meeting   Meeting Location: Municipal Center 7100 147th Street West City of Apple Valley, Minnesota 55124   MARCH 24, 2016 ECONOMIC DEVELOPMENT AUTHORITY MEETING TENTATIVE AGENDA 6:00 p.m. 1. Call to Order 2. Approval of Agenda 3. Approval of Minutes of January 28, 2016 4. Approval of Consent Agenda Items*: 5. Regular Agenda Items: A. Approve Agreement for Administrative Services for 2015 Metropolitan Council Livable Communities Demonstration Account (LCDA) Grant Agreement for Village Pointe Plaza Site Acquisition (Grant No. SG014-110) 6. EDA Items and Communications: (For items EDA wishes to discuss) 7. Staff Updates: 8. Adjourn * Items marked with an asterisk (*) are considered routine and will be enacted with a single motion, without discussion, unless a commissioner or citizen requests the item separately considered in its normal sequence on the agenda  ECONOMIC DEVELOPMENT AUTHORITY City of Apple Valley Dakota County, Minnesota January 28, 2016 Minutes of the special meeting of the Economic Development Authority of Apple Valley, Dakota County, Minnesota, held January 28, 2016, at 6:00 p.m., at Apple Valley Municipal Center. PRESENT: Commissioners Bergman, Goodwin, Hamann-Roland, Hooppaw, Maguire and Melander ABSENT: Commissioners Grendahl City staff members present were: Executive Director Tom Lawell, City Attorney Michael Dougherty, Community Development Director Bruce Nordquist, Finance Director Ron Hedberg, City Planner Tom Lovelace, Planner Kathy Bodmer and Department Assistant Joan Murphy. Meeting was called to order at 6:00 p.m. by President Goodwin. APPROVAL OF AGENDA MOTION: of Hamann-Roland, seconded by Hooppaw, approving the agenda. Ayes - 6 - Nays - 0. APPROVAL OF MINUTES MOTION: of Maguire, seconded by Bergman, approving the minutes of the meeting of October 12, 2015, as written. Ayes - 6 - Nays - 0. CONSENT AGENDA MOTION: of Melander, seconded by Hooppaw, approving Resolution No. EDA 2016-01 certifying the benefit date for the Business Subsidy Agreement with IMH Special Asset NT-175-AVN, LLC and authorizing the execution of Exhibit B to the Business Subsidy Agreement. Ayes - 6 - Nays - 0. MOTION: of Melander, seconded by Hooppaw, approving Resolution No. EDA 2016-02 for the 2016 Economic Development Authority Budget. Ayes - 6 - Nays - 0. 2016 BOARD OFFICERS MOTION: of Hamann-Roland, seconded by Bergman, adopting Resolution No. EDA 2016-03 appointing 2016 officers of the Economic Development Authority as: President — Goodwin, Vice-President — Melander, Secretary — Gackstetter, Treasurer — Hooppaw, and Assistant Treasurer — Gackstetter. Ayes - 6 - Nays - 0. 2016 MEETING CALENDAR MOTION: of Hooppaw, seconded by Melander, approving the dates on the 2016 calendar and the first meeting of 2017. Ayes - 6 - Nays — 0. Economic Development Authority City of Apple Valley Dakota County, Minnesota January 28, 2016 Page 2 EDA HEALTH CARE FACILITY REVENUE REFUNDING BONDS, SERIES 2016A AND TAXABLE SERIES 2016B — AUGUSTANA HEALTH CARE CENTER OF APPLE VALLEY Finance Director Ron Hedberg stated the Apple Valley Economic Development Authority (EDA) is asked to authorize the issuance of HealthCare Revenue Refunding Bonds to refinance existing the Health Care Revenue Bonds of the; 2006A, 2011A, 2011B, 2012 series bonds. The original issues were issued to finance the construction, renovation, and equipping of a 200 unit skilled nursing facility at 14650 Garrett Avenue in Apple Valley. The revenue refunding bonds are considered parity bonds and are related to previous bonds issued by the Apple Valley Economic Development Authority on behalf of Augustana Home in which case these new series of bonds would also need to be issued through the EDA. The EDA will be the entity issuing the refunding bonds. Augustana is planning to issue $17,625,000 of 2016A revenue refunding bonds in addition to the 2016B taxable issue in the amount $160,000. These revenue bonds are not an obligation of the Apple Valley EDA and the issue does not count against the debt limit or in any way is the City or EDA responsible for their repayment. Catherine Courtney, Briggs and Morgan, provided additional information. Discussion followed. MOTION: of Hamann - Roland, seconded by Maguire, approving Resolution No. EDA 2016- 04 authorizing the issuance of Health Care Facilities Revenue Refunding Bonds (Augustana Health Care Center of Apple Valley Project) Series 2016A and taxable Series 2016B. Ayes - 6 - Nays - 0. "OPEN TO BUSINESS" PROGRAM Laurie Crow, Business Advisor for Open To Business, provided an update on how the program is progressing in Dakota County and made comparisons to surrounding counties. The program is offered through the Metropolitan Consortium of Community Developers (MCCD), and helps small businesses and entrepreneurs that need individual advice and counseling, and access to capital that is not available from the commercial banking system. Small businesses and entrepreneurs generate a significant number of jobs and income, but are often unable to obtain traditional funding because they are considered too risky by many lending institutions. The technical assistance and financing network offered by MCCD can make a difference in creating a successful business. Discussion followed. Economic Development Authority City of Apple Valley Dakota County, Minnesota January 28, 2016 Page 3 ADJOURNMENT MOTION: of Melander, seconded by Hooppaw, to adjourn. Ayes - 6 - Nays - 0. The meeting was adjourned at 6:29 p.m. Respectfully Submitted, it / 1 /1 -/t L?" Murphy, Departmen Approved by the Apple Valley Economic Development Authority on 4.A ITEM: March 24, 2016 City of EDA MEETING DATE: Consent SECTION: PROJECT NAME: Open To Business Program PROJECT DESCRIPTION:  Joint Powers Agreement with Dakota County CDA STAFF CONTACT: DEPARTMENT/DIVISION: Joan Murphy, Department Assistant Community Development Department APPLICANT:PROJECT NUMBER: City of Apple Valley PC13-09-M Action Requested  Approve the Joint Powers Agreement with Dakota County CDA and various participating communities to participate in the “Open to Business” program. Project Summary/Issues Attached for your consideration is a Joint Powers Agreement with the Dakota County Community Development Agency (CDA) for the “Open to Business” program in Dakota County. The program is offered through the Metropolitan Consortium of Community Developers (MCCD), and helps small businesses and entrepreneurs that need individual advice and counseling, and access to capital that is not available from the commercial banking system. Small businesses and entrepreneurs generate a significant number of jobs and income, but are often unable to obtain traditional funding because they are considered too risky by many lending institutions. The technical assistance and financing network offered by MCCD can make a difference in creating a successful business. The “Open to Business” program supports on-site business services specialist Laurie Crow who is available for one-on-one consultations at regular office hours one day every month, as well as. Ms. Crow provides expertise in start-up financing and business plan development, as well as meeting with businesses at other locations at their convenience. In addition to Apple Valley, the participating communities include Burnsville, Eagan, Farmington, Hastings, Inver Grove Heights, Lakeville, Mendota Heights, Rosemount, South St. Paul, West St. Paul, and small cities and townships in the County. Budget Impact The CDA will continue to administer the program and fund half of MCCD’s $135,000 fee; participating cities fund the other half of the fee. Apple Valley’s cost to participate in this program continues to be $7,500, which represents 50% of the total cost for the City’s participation of $15,000. The funds have been allocated in the EDA’s 2016 budget. Attachment(s) 1. 2016 Joint Powers Agreement 2. Contract for Services with MCCD JOINT POWERS AGREEMENT Open to Business Program Agreement January 1, 2016, by and between the DAKOTA COUNTY COMMUNITY DEVELOPMENT AGENCY (the CDA organized and existing under the laws of the State of State , and each of the CITY OF BURNSVILLE, CITY OF LAKEVILLE, CITY OF MENDOTA HEIGHTS, INVER GROVE HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY, APPLE VALLEY ECONOMIC DEVELOPMENT AUTHORITY, EAGAN ECONOMIC DEVELOPMENT AUTHORITY, HASTINGS ECONOMIC DEVELOPMENT AND REDEVELOPMENT AUTHORITY, ROSEMOUNT PORT AUTHORITY, FARMINGTON ECONOMIC DEVELOPMENT AUTHORITY, CITY OF SOUTH ST. PAUL, AND WEST ST. PAUL ECONOMIC DEVELOPMENT AUTHORITY, MINNESOTA (each individually a and together the ), each a political subdivision of the State. RECITALS: A. In order to pursue common goals of fostering economic development, the CDA and the Local Government Entity Cities desire to engage the Metropolitan Consortium of Community MCCD Developers, a Minnesota non-profit corporation ProgramCounty . B. Pursuant to the Program, MCCD will provide technical assistance and access to capital to small business and potential entrepreneurs in the County. C. The CDA and the Local Government Entities propose to jointly exercise their common economic development powers to undertake the Program. NOW, THEREFORE, in consideration of the mutual covenants and obligations of the CDA and each of the Local Government Entities, each party does hereby represent, covenant and agree with the others as follows: Representations Section 1. . Each of the Local Government Entities and the CDA makes the following representations as to itself as the basis for the undertaking on its part herein contained: (a) It is a political subdivision of the State of Minnesota with the power to enter into this Agreement and carry out its obligations hereunder. Joint Powers Agreement (b) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, conditions or provisions of any restriction or any evidences of indebtedness, agreement or instrument of whatever nature to which it is now a party or by which it is bound, or constitutes an event of default under any of the foregoing. Powers to be Exercised Section 2. . The powers to be jointly exercised pursuant to this Agreement are the powers of the CDA and the Local Government Entities under Minnesota Statutes, Chapter 469, to undertake activities to promote economic development within their respective jurisdictions. Method for Exercising Common Powers; Funds. Section 3. The CDA, on its own behalf and on behalf of the Local Government Entities, will initially enter into an agreement with Agreement MCCD in substantially the form attached hereto as Exhibit A MCCD to operate the Program within Dakota County. The CDA and each of the Local Government Entities will make payments to MCCD as described in Exhibit A of the Agreement. The CDA may from time to time execute and deliver documents amending, modifying or extending the Agreement as it deems necessary or convenient, provided, that no such document will adversely affect services provided to, or amounts payable by, any Local Government Entity without the prior written consent of such Local Government Entity. Limited Liability Section 4. . Neither the CDA nor the any of the Local Government Entities shall be liable for the acts or omissions of the other in connection with the activities to be undertaken pursuant to this Agreement. To the extent permitted by law, (a) the CDA hereby indemnifies the Local Government Entities for costs associated with claims made against the Local Government Entities directly relating to actions taken by the CDA, and (b) each Local Government Entity hereby indemnifies the CDA for costs associated with claims made against the CDA directly relating to actions taken by such Local Government Entity. Nothing herein shall be deemed a waiver by the indemnifying party of the limits on liability set forth in Minnesota Statutes, Chapter 466; and the indemnifying party shall not be required to pay, on behalf of the indemnified party, any amounts in excess of the limits on liability set forth in Minnesota Statutes, Section 466.04, less any amounts the indemnifying party is required to pay on behalf of itself, its officers, agents and employees for claims arising out of the same occurrence. Conflict of Interests; Representatives Not Individually Liable Section 5. . The CDA and each of the Local Government Entities, to the best of its knowledge, represents and agrees that no member, official or employee of their respective bodies shall have any personal interest, direct or indirect, in this Agreement, nor shall any such member, official or employee participate in any decision relating to this Agreement which affects his or her personal interests or the interests of any corporation, partnership, or association in which he or she is directly or indirectly interested. No member, official or employee of the CDA or any Local Government Entity shall be personally liable with respect to any default or breach by any of them or for any amount which may become due to the other party or successor or on any obligations under the terms of this Agreement. 2 Joint Powers Agreement Term; Distribution of Property Section 6. . The term of this Agreement shall expire on December 31, 2016. There is no property which will be acquired by the CDA or any Local Government Entity pursuant to the Program which would need to be distributed at the end of the term hereof. Notices and Demands Section 7. . A notice, demand or other communication under this Agreement by any party to another shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested or delivered personally to the person and at the addresses identified on each signature page hereto, or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Counterparts Section 8. . This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. [Remainder of page intentionally left blank] 3 Joint Powers Agreement IN WITNESS WHEREOF, the CDA and the Local Government Entities have caused this Agreement to be duly executed in their respective names and behalf as of the date first above written, with actual execution on the dates set forth below. DAKOTA COUNTY COMMUNITY DEVELOPMENT AGENCY Dated:_____________________ By _______________________________ Its Acting Executive Director Notice Address: Dakota County Community Development Agency 1228 Town Centre Drive Eagan, MN 55123 Attn: Lisa Alfson, Director of Community and Economic Development S - 1 Joint Powers Agreement EAGAN ECONOMIC DEVELOPMENT AUTHORITY Dated: ________________ By _________________________________ Its ________________________________ By _________________________________ Its ________________________________ Notice Address: 3830 Pilot Knob Road Eagan, MN 55122 Attn: ______________________________ S - 2 Joint Powers Agreement CITY OF BURNSVILLE, MINNESOTA Dated: _______________ By _________________________________ Its City Manager By _________________________________ Its ________________________________ Notice Address: 100 Civic Center Parkway Burnsville, MN 55337 Attn: City Manager S - 3 Joint Powers Agreement CITY OF LAKEVILLE, MINNESOTA Dated: __________________ By _________________________________ Its Mayor By _________________________________ Its City Clerk Notice Address: 20195 Holyoke Avenue Lakeville, MN 55044 Attn: Community and Economic Development Director S - 4 Joint Powers Agreement CITY OF MENDOTA HEIGHTS Dated: _______________ By _________________________________ Its ________________________________ By _________________________________ Its ________________________________ Notice Address: 1101 Victoria Curve Mendota Heights, MN 55118 Attn: ______________________________ S - 5 Joint Powers Agreement APPLE VALLEY ECONOMIC DEVELOPMENT AUTHORITY Dated: __________________ By _________________________________ Its ________________________________ By _________________________________ Its ________________________________ Notice Address: 7100 147th Street W. Apple Valley, MN 55124 Attn: ______________________________ S - 6 Joint Powers Agreement INVER GROVE HEIGHTS ECONOMIC DEVELOPMENT AUTHORITY Dated: _____________ By _________________________________ Its ________________________________ By _________________________________ Its ________________________________ Notice Address: 8150 Barbara Avenue Inver Grove Heights, MN 55077 Attn: ______________________________ S - 7 Joint Powers Agreement HASTINGS ECONOMIC DEVELOPMENT AND REDEVELOPMENT AUTHORITY Dated: __________________ By _________________________________ Its:_________________________________ By _________________________________ John Hinzman Its Executive Director Notice Address: th 101 East 4 Street Hastings, Minnesota 55033 Attn: Executive Director S - 8 Joint Powers Agreement ROSEMOUNT PORT AUTHORITY Dated: _________________ By _________________________________ Its ________________________________ By _________________________________ Its ________________________________ Notice Address: 2875 145th Street Rosemount, MN 55068 Attn: ______________________________ S - 9 Joint Powers Agreement FARMINGTON ECONOMIC DEVELOPMENT AUTHORITY Dated: ________________ By _________________________________ Its ________________________________ By _________________________________ Its ________________________________ Notice Address: 430 Third Street Farmington, MN 55024 Attn: ______________________________ S - 10 Joint Powers Agreement CITY OF SOUTH ST. PAUL Dated: __________________ By _________________________________ Its ________________________________ By _________________________________ Its ________________________________ Notice Address: 125 Third Ave. No. South St. Paul, MN 55075 Attn: Executive Director S - 11 Joint Powers Agreement WEST ST. PAUL ECONOMIC DEVELOPMENTAUTHORITY Dated: _____________ By _________________________________ Its ________________________________ By _________________________________ Its ________________________________ Notice Address: 1616 Humboldt Avenue West St. Paul, MN 55118 Attn: Executive Director S - 12 Joint Powers Agreement Exhibit A Contract for Services for the Open To Business Program A - 1 Joint Powers Agreement Contract for Services for the Open to Business Program THIS AGREEMENTDakota County is dated January ____, 2016 and is between the Community Development Agency Metropolitan Consortium of Community and DevelopersMCCD , a Minnesota nonprofit corporation WHEREAS , the CDA, on behalf of itself and the eleven political subdivisions of the State of Minnesota listed on Exhibit A hereto (the ), which each have Municipalities powers with respect to a city with a population over 10,000 (collectively ), Open to Business wishes to engage MCCD to render an initiative providing small business technical assistance services to existing businesses and residents and other parties interested in opening a business within Dakota County (the CountyInitiative ; and WHEREAS , MCCD has successfully provided the services required to administer and carry out the Initiative in Dakota County in 2013, 2014, and 2015; and WHEREAS , pursuant to CDA Resolution No. 15-5655, adopted on December 15, 2015 (the Resolution , the CDA is authorized to enter into this agreement with MCCD for the Initiative; and WHEREAS , pursuant to the Resolution and certain joint powers agreements to be entered into Joint Powers Agreements between the CDA and the Local Government Entities , the CDA will act as fiscal agent for the Local Government Entities in connection with this Agreement; and WHEREAS , the CDA will pay from its own funds 50% of the fee charged by MCCD for the Initiative in the Municipalities and 100% of the fee charged by MCCD for the Initiative in the small cities and townships within the County with populations of less than 10,000 people as further described herein and in Exhibit A; and WHEREAS, the CDA will pay from its own funds the $5,000 increase in 2016 to support the increased marketing and lending support that will be led by MCCD, as further described herein and in Exhibit A and WHEREAS, pursuant to the Joint Powers Agreements, the Local Government Entities will be required to pay a Participation Fee to the CDA in accordance with the schedule in Exhibit A, representing the remaining 50% of the fee charged by MCCD for the Initiative in the Municipalities. Now therefore , for good and valuable consideration, the receipt of which is hereby acknowledged, the parties agree as follows: TIME OF PERFORMANCE The term of this Agreement and the period during which MCCD will provide services hereunder will commence on January 1, 2016 and will end on December 31, 2016, subject to earlier termination as provided herein. MCCD will perform services necessary to carry out the Initiative as promptly as possible, and with the fullest due diligence. COMPENSATION Subject to reduction as provided below, the CDA will compensate MCCD for its services hereunder an amount equal to One Hundred Forty Thousand Dollars ($140,000) (Contract Amount). The CDA will pay such amount in two equal installments, the first no earlier than January 30, 2016 and the second no earlier than June 30, 2016, upon receipt of invoices from MCCD. Subject to the limits above, payments will be due within 15 days of receipt of the respective invoices. The portion of the Contract Amount payable from Participation Fees will be payable by the CDA only from and to the extent such Participation Fees are paid by the respective Local Government Entities. In the event a Local Government Entity does not pay to the CDA its Participation Fee in amounts and by the deadline described in Exhibit A, the CDA will notify MCCD, and MCCD will immediately cease the Initiative in that Municipality. Upon such termination, the Contract Amount will be reduced by an amount equal to the Participation Fee which such Local Government Entity did not pay and the amount the CDA would have paid as a matching payment. SCOPE OF SERVICES MCCD will provide technical assistance to existing businesses, residents and those parties interested in starting a business in any of the Municipalities and Small Cities and Townships as further described on Exhibit B and Exhibit C attached hereto, which sets forth the Dakota Open to Business Program Scope of Services. REPORTING MCCD will submit quarterly reports to the CDA in form and substance acceptable to the CDA. Reports will provide information in the aggregate for the County and will include a sub-report for each Municipality and each of the Small Cities and Townships. Reports will include the following information: Number of inquiries Hours of technical assistance provided Type of assistance provided Type of business Annual sales revenue Number of businesses opened Number of business expanded/stabilized Number and amounts of financing packages Demographic information on entrepreneurs Business address or resident address Number and wage of FTEs created Number and wage of FTEs retained The required reporting schedule is as follows: stth 1 quarter January March, report due April 30 ndst 2 quarter April June, report due July 31 rdst 3 quarter July September, report due October 31 th 4 quarter October December, report due January 31, 2017 In addition to the foregoing, MCCD will provide additional reports as reasonably requested by the CDA. PERSONNEL MCCD represents that it has, or will employ or contract for, at its own expense, all personnel required to perform the services necessary to carry out the Initiative. Such personnel will not be employees of, or have any contractual relationship with, the County, the CDA or any of the Local Government Entities. No tenure or any other rights sick leave, vacation pay, severance pay, or any other benefits available to the CDA or any of the Local Government Entities employees shall accrue to MCCD or employees of MCCD performing services under this agreement. The MCCD is an independent contractor. All of the services required to carry out the Initiative will be performed by MCCD and all personnel engaged in the work shall be fully qualified and shall be authorized or permitted under State and local law to perform such work. USE OF CDA OFFICE SPACE The CDA will make available a cubicle space for MCCD personnel at the CDA office building for use by MCCD in carrying out the Initiative. MCCD personnel will have access to meeting rooms, wireless internet service, copy machines and printers. MCCD personnel shall comply with all CDA office rules and policies regarding the use of CDA office space, equipment and internet access. If the CDA, in its sole discretion, determines that MCCD Personnel have failed to comply with CDA office rules and policies, MCCD Personnel will be required to vacate the CDA office and the CDA will cease to provide MCCD office space to carry out the Initiative. INTEREST OF MEMBERS OF THE CDA AND OTHERS No officer, member, or employee of the CDA and no member of its governing body, and no other public official or governing body of any locality in which the Initiative is situated or being carried out, who exercises any functions or responsibilities in the review or approval of the undertaking or carrying out of the Initiative, will participate in the decision relating to this Agreement which affects his/her personal interest or the interest of any corporation, partnership, or association in which he/she is, directly or indirectly, interested or has any personal or pecuniary interest, direct or indirect, in this Agreement. ASSIGNABILTY MCCD will not assign any interest in this Agreement, and will not transfer any interest in the same without the prior written approval of the CDA. COMPLIANCE WITH LOCAL LAWS MCCD agrees to comply with all federal laws, statutes and applicable regulations of the State of Minnesota and the ordinances of the Local Government Entities. INSURANCE MCCD agrees at all times during the term of this Agreement, and beyond such term when so required, to have and keep in force the following insurance coverages: Limits 1. Commercial General Liability on an occurrence basis with contractual liability coverage: General Aggregate $2,000,000 ProductsCompleted Operations Aggregate 2,000,000 Personal and Advertising Injury 1,500,000 Each OccurrenceCombined Bodily Injury and Property Damage 1,500,000 2. Workers Compensation and Employers Liability: Workers Compensation Statutory In the event that MCCD should hire employees or subcontract this work, MCCD shall obtain the required insurance. Employers Liability. Bodily injury by: AccidentEach Accident 500,000 DiseasePolicy Limit 500,000 DiseaseEach Employee 500,000 INDEMNIFICATION MCCD agrees to defend, indemnify, and hold harmless the County, the CDA, the Local Government Entities, and each of their respective officials, officers, agents, volunteers and employees from any liability, claims, causes of action, judgments, damages, losses, costs, or expenses, including reasonable attorneys fees, resulting directly or indirectly from any act or omission of MCCD, its subcontractors, anyone directly or indirectly employed by MCCD or any of its subcontractors, and/or anyone for whose acts and/or omissions MCCD may be liable in the performance of the services required by this Agreement, and against all loss by reason of the failure of MCCD to perform any obligation under this Agreement. NOTICES A notice, demand, or other communication under the Agreement by either party to the other shall be sufficiently given or delivered if it is dispatched by mail, postage prepaid, return receipt requested, or delivered personally; and (a) In the case of MCCD, is addressed or delivered personally to: Metropolitan Consortium of Community Developers 3137 Chicago Avenue South Minneapolis, MN 55407 (b) In the case of the CDA is addressed or delivered personally to: Lisa Alfson, Director of Community and Economic Development Dakota County Community Development Agency 1228 Town Centre Dr. Eagan, MN 55123 or at such other address with respect to any party as that party may designate in writing and forward to the other as provide in the Section. MODIFICATION This Agreement may not be modified, changed, or amended in any manner whatsoever without the prior written approval of all the parties hereto. NON-DISCRIMINATION In connection with its activities under this Agreement, MCCD will not violate any Federal or State laws against discrimination. DEFAULT AND CANCELLATION Failure of the MCCD to perform any of its obligations under this Agreement to the satisfaction of the CDA will constitute a default hereunder. s default is cured within 15 days following notice by the CDA, the CDA may (i) cancel this Agreement in its entirety by 5 additional MCCD, or (ii) withhold payment from MCCD as long as such default continues. MINNESOTA LAWS GOVERN The Laws of the State of Minnesota shall govern all questions and interpretations concerning the validity and construction of this Agreement and the legal relations between the parties and their performance. The appropriate venue and jurisdiction for any litigation will be those courts located within the County. Litigation, however, in the federal courts involving the parties will be in the appropriate federal court within the State of Minnesota. If any provision of this Agreement is held invalid, illegal or unenforceable, the remaining provisions will not be affected. DAKOTA COUNTY COMMUNITY DEVELOPMENT AGENCY By:_______________________________ Acting Executive Director Date: _____________________________ MCCD By: Printed Name: Printed Title: Date: Exhibit A Local Government Entity Participation Fee Schedule Municipality Local Government Total CDA Local Government Entity Fee Share of Entity Participation Fee Fee Due 1/30/16 Eagan Economic Development Eagan Authority $15,000 $7,500 $7,500 City of Burnsville Burnsville $15,000 $7,500 $7,500 City of Lakeville Lakeville $15,000 $7,500 $7,500 Apple Valley Economic Apple Valley Development Authority $15,000 $7,500 $7,500 Inver Grove Heights Economic Inver Grove Development Authority $12,500 $6,250 $6,250 Heights Hastings Economic Hastings Development and $10,000 $5,000 $5,000 Redevelopment Authority Rosemount Port Authority Rosemount $10,000 $5,000 $5,000 Farmington Economic Farmington Development Authority $10,000 $5,000 $5,000 South St. Paul Housing and South St. Paul Redevelopment Authority $10,000 $5,000 $5,000 West St. Paul Economic West St. Paul Development Authority $10,000 $5,000 $5,000 Mendota City of Mendota Heights $5,000 $2,500 $2,500 Heights Small Cities n/a $7,500 $7,500 $0 and Townships Additional Assistance with increased $5,000 $5,000 contract cost marketing and lending support Total $140,000 $76,250 $63,750 Exhibit B Dakota Open to Business Program Scope of Services Open to Business Technical Assistance Services MCCD will provide intensive one-on-one technical assistance to Municipalities and Small Cities and Townships businesses, residents and aspiring entrepreneurs intending to establish, purchase, or improve a business in Municipalities and Small Cities and Townships within Dakota County County . MCCD will dedicate one full time staff person based in the County to provide the Technical Assistance Services . In addition, MCCD will make available the expertise of all MCCD technical and support staff in the delivery of services to Dakota Open to Business Program. Technical assistance includes, but is not limited to, the following: Business plan development Feasibility analysis Marketing Cash flow and other financial projection development Operational analysis City and State licensing and regulatory assistance Loan packaging, and other assistance in obtaining financing Help in obtaining competent legal advice MCCD Dakota OTB Staff will be available to meet clients at the CDA office building, various will provide technical assistance on a walk-in basis monthly in each Municipality, if requested. MCCD will also hold two- various Municipality locations. Open to Business Access to Capital Access to capital will be provided to qualifying businesses tng Small Exhibit C Business Loan Program (see Small Business Loan Program Guidelines below). MCCD also provides financing in partnership with other community lenders, banks or Local Government Entities interested in making capital available to residents and/or businesses in their community. EXHIBIT C Small Business Loan Program Guidelines Loan Amounts: Up to $25,000 for start-up businesses Larger financing packages for established businesses Designed to leverage other financing programs as well as private financing provided by the commercial banking community. Eligible Projects: - Business must be complimentary to existing business community. Borrowers must have equity injection as determined by fund management. lowable Use of Proceeds: Al Loan proceeds can be used for working capital, inventory, building and equipment and general business operations. Interest Rates: Loan interest rate is dependent on use, term and other factors, not to exceed 10%. Loan Term Length: Loan repayment terms will generally range from three to five years, but may be substantially longer for major asset financing such as commercial property. Fees and Charges: Borrowers are responsible for paying all customary legal and other loan closing costs. 5.A  ITEM: March 24, 2016 City of EDA MEETING DATE: Regular Agenda SECTION: PROJECT NAME: Village Pointe Plaza PROJECT DESCRIPTION: Accept administration duties of 2015 Metropolitan Council Livable Communities Demonstration Account (LCDA) Grant Agreement for Village Pointe Plaza Site Acquisition (Grant No. SG014-110) STAFF CONTACT: DEPARTMENT/DIVISION: Joan Murphy, Department Assistant Community Development Department APPLICANT:PROJECT NUMBER: City of Apple Valley PC15-02-M Action Requested Approve the attached agreement to administer the Metropolitan Council LCDA grant for Village Pointe Plaza Site Acquisition (Grant No. SG014-110), and authorize the President and Secretary to sign the agreement. Project Summary/Issues Attached for your consideration is an agreementtransferring administrative duties of the subject LCDA grant from the City to AVEDA. The City received the $1,148,639 Metropolitan Council Livable Communities Development Account (LCDA) Grant earlier this year to assist with site acquisition funding for the 3.65-acre lot southwest of the intersection of Galaxie Avenue and 153rd Street W. property from Dakota County after the site went through the tax forfeiture process, and paid the County the $1,148,639 for the site to prevent auction or further languishing in the marketplace. At its meeting of July 23, 2015, the City Council approved a Purchase Agreement with OneTwoOne Development, LLC, a partnership of Ecumen and Lifestyle Communities, LLC, to develop the Village Pointe Plaza project. The development is proposed to be a pedestrian-friendly, integrated mix of uses including 78 units of senior-owned housing, retail, office, and a boutique grocery store. The AVEDA will, on behalf of the City, facilitate the: Transfer of the site from the City to the developer Transfer of grant funds from the City to AVEDA and then to the developer Reimburse the City for the cost of acquisition of the development site Project components as shown on the preliminary sketch plan Budget Impact None identified at this time. The funds will be used by AVEDA to assist the developer with site acquisition. The grant expires on December 31, 2017. Attachment(s) 1. Administrative Agreement for LCDA Grant SG014-110  2. CONSIDERATION CITY OF APPLE VALLEY, MINNESOTA AGREEMENT FOR ADMINISTRATIVE SERVICES THIS AGREEMENT, made this day of , 2015, by and between the City of Apple Valley, hereinafter called "City ", and the Apple Valley Economic Development Authority, hereinafter called "AVEDA "; WITNESSETH, that the City and the AVEDA, for the consideration hereinafter stated, agree as follows: 1. SERVICES TO BE PERFORMED AVEDA hereby covenants and agrees to administer all of the City's obligations as "Grantee" set forth in the Metropolitan Livable Communities Act Grant No. SGO 14 -110 attached hereto as Exhibit A and incorporated herein by reference. Upon the parties' execution of this Agreement and the City's receipt of the grant funds, the City shall transfer those grant funds received by it to AVEDA for purposes of administration. AVEDA agrees that the consideration it is receiving in exchange for administrative services shall be that compensation AVEDA receives, if any, pursuant to a Development Assistance Agreement, which it shall subsequently enter into with OneTwoOne Development, LLC or its successors or assigns. 3. INDEMNIFICATION AVEDA shall indemnify and hold harmless the City and its officers, agents and employees from and against all claims, damages, losses or expenses, including attorney fees, which may be suffered or for which they may be held liable, arising out of or resulting from the assertion against them of any claims, debts or obligations in consequence of the performance of this Agreement by the AVEDA, its employees, or agents whether or not caused in part by a party indemnified hereunder. 4. WHOLE AGREEMENT This Agreement embodies the entire agreement between the parties including all prior understanding and agreements and may not be modified except in writing signed by all the parties. EXECUTED as of the day and year written below. CITY OF APPLE VALLEY Date By Mary Hamann- Roland, Mayor Date And Date By Pamela Gackstetter, City Clerk Date And 2 EMAINST RA. NT DEVELOPMENT GRANT PROGAM GRANTEE: Village Pointe Plaza PROJECT: City of Apple Valley GRANT NO. SG014-110 GRANT AMOUNT: $1,148,639.00 COUNCIL ACTION: January 14, 2015 METROPOLITAN LIVABLE COMMUNITIES ACT GRANT AGREEMENT E 11 r. IT "A" FUNDING CYCLE: 2014 EXPIRATION DATE: December 31, 2017 THIS GRANT AGREEMENT ("Agreement") is made and entered into by the Metropolitan Council ("Council") and the Municipality, County or Development Authority identified above as "Grantee." WHEREAS, Minnesota Statutes section 473.251 creates the Metropolitan Livable Communities Fund, the uses of which fund must be consistent with and promote the purposes of the Metropolitan Livable Communities Act ("LCA") and the policies of the Council's Metropolitan Development Guide; and WHEREAS, Minnesota Statutes sections 473.251 and 473253 establish within the Metropolitan Livable Communities Fund a Livable Communities Demonstration Account and require the Council to use the funds in the account to make grants or loans to municipalities participating in the Local Housing Incentives Program under Minnesota Statutes section 473.254 or to Counties or Development Authorities to fund the initiatives specified in Minnesota Statutes section 473.25(b) in Participating Municipalities; and WHEREAS, the Grantee is a Municipality participating in the Local Housing Incentives Account program under Minnesota Statutes section 473.254, a County or a Development Authority; and WHEREAS, the Grantee seeks funding in connection with an application for Livable Communities Demonstration Account grant program funds submitted in response to the Council's notice of availability of grant funds for the "Funding Cycle" identified above and will use the grant funds made available under this Agreement to help fund the "Project" identified in the application; and WHEREAS, the Council awarded Livable Communities Demonstration Account grant program funds to the Grantee subject to any terms, conditions and clarifications stated in its Council Action, and with the understanding that the Project identified in the application will proceed to completion in a timely manner, all grant funds will be expended prior to the "Expiration Date" identified above and Project construction will have "commenced" before the Expiration Date. Page 1 qf 10 Pages 2015 LCDA Development revised 12/0884 f' • 1. DEFINITIONS DEVELOPMENT GRANT PRO GAM NOW THEREFORE, in reliance on the above statements and in consideration of the mutual promises and covenants contained in this Agreement, the Grantee and the Council agree as follows: 1.01. Definition of Terms. The terms defined in this section have the meanings given them in this section unless otherwise provided or indicated by the context. (a) Commenced. For the purposes of Sections 2.08 and 4.03, "commenced" means significant physical improvements have occurred in furtherance of the Project (e.g., a foundation is being constructed or other tangible work on a structure has been initiated). In the absence of significant physical improvements, visible staking, engineering, land surveying, soil testing, cleanup site investigation, or pollution cleanup activities are not evidence of Project commencement for the purposes of this Agreement. (b) Council Action. "Council Action" means the action or decision of the governing body of the Metropolitan Council, on the meeting date identified at Page 1 of this Agreement, by which the Grantee was awarded Livable Communities Demonstration Account funds. (c) County. "County" means Anoka, Carver, Dakota, Hennepin, Ramsey, Scott and Washington Counties. (d) Development Authority. "Development Authority" means a statutory or home rule charter city, a housing and redevelopment authority, an economic development authority, or a port authority in the Metropolitan Area. (e) Metropolitan Area. "Metropolitan Area" means the seven-county metropolitan area as defined by Minnesota Statutes section 473,121, subdivision 2. (0 Municipality. "Municipality" means a statutory or home rule charter city or town participating in the Local Housing Incentives Account Program under Minnesota Statutes section 473.254. (g) Participating Municipality. "Participating Municipality" means a statutory or home rule charter city or town which has elected to participate in the Local Housing Incentive Account program and negotiated affordable and life-cycle housing goals for the Municipality pursuant to Minnesota Statutes section 473.254. (h) Project Unless clearly indicated otherwise by the context of a specific provision in this Agreement, "Project" means the development or redevelopment project identified in the application for Demonstration Account funds for which grant funds were requested that through its design and execution will deliver benefits such as housing, connections, and jobs to the region. Grant-funded activities typically are components of the Project. Page 2 qf 10 Pages 2015 LCDA Development revised 12/08/14 3EMON r LOT' DEVELOPMENT GRANT PROGAM II GRANT FUNDS 2.01. Source of Funds. The grant funds made available to the Grantee under this Agreement are from the Livable Communities Demonstration Account of the Metropolitan Livable Communities Fund. The grant funds are derived from the property tax authorized by Minnesota Statutes section 473.253, subdivision 1 and are not from federal sources. 2.02 Total Grant Amount. The Council will grant to the Grantee the "Grant Amount" identified at Page 1 of this Agreement. Notwithstanding any other provision of this Agreement, the Grantee understands and agrees that any reduction or termination of Livable Communities Demonstration Account grant funds made available to the Council may result in a like reduction in the Grant Amount made available to the Grantee. 2.03. Authorized Use of Grant Funds. The Grant Amount made available to the Grantee under this Agreement shall be used only for the purposes and activities described in the application for Livable Communities Demonstration Account grant funds. A Project summary that describes eligible uses of the grant funds as approved by the Council is attached to and incorporated into this Agreement as Attachment A. Aerial photography or drawings that identify the specific location(s) within the Project boundaries for which grant funds must be used is attached to and incorporated into this Agreement as Attachment B. Grant funds must be used to fund the initiatives specified in Minnesota Statutes section 473.25(b), in a Participating Municipality. 2.04. Ineligible Uses. Grant funds must be used for costs directly associated with the specific proposed Project activities and shall not be used for "soft costs" such as: administrative overhead; travel expenses; legal fees; insurance; bonds; permits, licenses or authorization fees; costs associated with preparing other grant proposals; operating expenses; planning costs, including comprehensive planning costs; and prorated lease and salary costs. Grant funds may not be used for costs of Project activities that occurred prior to the grant award. A detailed list of ineligible and eligible costs is available from the Council's Livable Communities program office. Grant funds also shall not be used by the Grantee or others to supplant or replace: (a) grant or loan funds obtained for the Project from other sources; or (b) Grantee contributions to the Project, including financial assistance, real property or other resources of the Grantee. The Council shall bear no responsibility for cost overruns which may be incurred by the Grantee or others in the implementation or performance of the Project activities. The Grantee agrees to comply with any "business subsidy" requirements of Minnesota Statutes sections 116J.993 to 116J.995 that apply to the Grantee's expenditures or uses of the grant funds. 2.05. Loans for Low Housing Tax Credit Projects. If consistent with the application and the Project activities described or identified in Attachments A and B or if requested in writing by the Grantee, the Grantee may structure the grant assistance to the Project as a loan so the Project Owner can take advantage of federal and state low-income housing tax credit programs. The Grantee may use the grant ftmds as a loan for a low-income housing tax credit project, subject to the terms and conditions stated in Sections 2.03 and 2.04 and the following additional terms and conditions: (a) The Grantee covenants and represents to the Council that the Project is a rental housing project that received or will receive an award of low-income housing tax credits under Section 42 of the Internal Revenue Code of 1986, as amended, and the low-income housing tax credit program administered by the Minnesota Housing Finance Agency. Page 3 of 10 Pages 2015 LCDA Develapntent revised 12/08/14 ( (g) N S . ACC DEVELOPMENT PROGAM (b) The Grantee will execute a loan agreement with the Project Owner. Prior to disbursing any grant funds for the Project, the Grantee will provide to the Council a copy of the loan agreement between the Grantee and the Project Owner. (c) The Grantee will submit annual written reports to the Council that certify: (1) the grant funds continue to be used for the Project for which the grant funds were awarded; and (2) the Project is a "qualified low-income housing project" under Section 42 of the Internal Revenue Code of 1986, as amended. This annual reporting requirement is in addition to the reporting requirements stated in Section 3,03. Notwithstanding the Expiration Date identified at Page 1 of this Agreement and referenced in Section 4.01, the Grantee will submit the annual certification reports during the initial "compliance period" and any "extended use period," or until such time as the Council terminates this annual reporting requirement by written notice to the Grantee, (d) The grant funds made available to the Grantee and disbursed to the Project Owner by the Grantee in the form of a loan may be used only for the grant-eligible activities and Project components for which the Grantee was awarded the grant funds. For the purposes of this Agreement, the term "Project Owner" means the current Project Owner and any Project Owner successor(s). (e) Pursuant to Section 104, the grant funds made available to the Grantee and disbursed to the Project Owner in the form of a loan shall not be used by the Grantee, the Project Owner or others to supplant or replace: (1) grant or loan funds obtained for the Project from other sources; or (2) Grantee contributions to the Project, including financial assistance, real property or other resources of the Grantee. The Council will not make the grant funds available to the Grantee in a lump sum payment, but will disburse the grant funds to the Grantee on a reimbursement basis pursuant to Section 2.11, By executing this Agreement, the Grantee: (1) acknowledges that the Council expects the loan will be repaid so the grant funds may be used to help fund other activities consistent with the requirements of the Metropolitan Livable Communities Act; (2) covenants, represents and warrants to the Council that the Grantee's loan to the Project Owner will meet all applicable low-income housing tax credit program requirements under Section 42 of the Internal Revenue Code of 1986, as amended (the "Code"), and the low-income housing tax credit program administered by the Minnesota Housing Finance Agency; and (3) agrees to administer its loan to the Project Owner consistent with federal and state low-income housing tax credit program requirements. The Grantee will, at its own expense, use diligent efforts to recover loan proceeds: (1) when the Project Owner becomes obligated to repay the Grantee's loan or defaults on the Grantee's loan; (2) when the initial thirty-year "compliance period" expires, unless the Council agrees in writing that the Grantee may make the grant funds available as a loan to the Project Owner for an "extended use period"; and (3) if noncompliance with low-income housing tax credit program requirements or some other event triggers the Project Owner's repayment obligations under its loan agreement with the Grantee. The Grantee must repay to the Council all loan repayment amounts the Grantee receives from the Project Owner. The Grantee shall not be obligated to Page 4 of 10 Pages 2015 LCDA Development revised /2/08/14 DFMONS 4 Art Nr DEVELOPMENT GRANT PROGAM repay the grant funds to the Council except to the extent the Project Owner repays its loan to the Grantee, provided the Grantee has exercised the reasonable degree of diligence and used administrative and legal remedies a reasonable and prudent public housing agency would use to obtain payment on a loan, taking into consideration (if applicable) the subordinated nature of the loan. At its discretion, the Council may: (1) permit the Grantee to use the loan repayment from the Project Owner to continue supporting affordable housing components of the Project; or (2) require the Grantee to remit the grant funds to the Council. (h) If the Grantee earns any interest or other income from its loan agreement with the Project Owner, the Grantee will: (1) use the interest earnings or income only for the purposes of implementing the Project activities for which the grant was awarded; or (2) remit the interest earnings or income to the Council. The Grantee is not obligated to earn any interest or other income from its loan agreement with the Project Owner, except to the extent required by any applicable law. 2.06. Revolving Loans. If consistent with the application and the Project summary or if requested in writing by the Grantee, the Grantee may use the grant funds to make deferred loans (loans made without interest or periodic payments), revolving loans (loans made with interest and periodic payments) or otherwise make the grant funds available on a "revolving" basis for the purposes of implementing the Project activities described or identified in Attachments A and B. The Grantee will submit annual written reports to the Council that report on the uses of the grant funds. The form and content of the report will be determined by the Council. This annual reporting requirement is in addition to the reporting requirements stated in Section 3.03. Notwithstanding the Expiration Date identified at Page 1 of this Agreement and referenced in Section 4.01, the Grantee will submit the annual reports until the deferred or revolving loan programs terminate, or until such time as the Council terminates this annual reporting requirement by written notice to the Grantee. At its discretion, the Council may: (1) permit the Grantee to use loan repayments to continue supporting affordable housing components of the Project; or (2) require the Grantee to remit the grant funds to the Council. 2.07. Restrictions on Loans to Subrecipients. The Grantee shall not permit any subgrantee or subrecipient to use the grant funds for loans to any subrecipient at any tier unless the Grantee obtains the prior written consent of the Council. The requirements of this Section 2.07 shall be included in all subgrant and subrecipient agreements. 2.08. Project Commencement and Changes. The Project for which grant funds were requested must be "commenced" prior to the Expiration Date. The Grantee must promptly inform the Council in writing of any significant changes to the Project for which the grant funds were awarded, as well as any potential changes to the grant-funded activities described or identified in Attachments A and B. Failure to inform the Council of any significant changes to the Project or significant changes to grant- funded components of the Project, and use of grant funds for ineligible or unauthorized purposes, will jeopardize the Grantee's eligibility for future LCA awards. Grant funds will not be disbursed prior to Council approval of significant changes to either the Project or grant-funded activities described or identified in Attachments A and B. 2.09 Budget Variance, The Grantee may reallocate up to twenty percent (20%) of the Grant Amount among the grant-funded activities, provided: (a) the grant funds may be used only for Project activities for which the Council awarded the grant funds; (b) the reallocation does not significantly change the Page 5 of 10 Pages 2015 LC'DA Development revised 12/08114 d DEVELOPMENT GRANT FROG-AM Project deliverables; and (c) the Grantee receives written permission from Council staff prior to reallocating any grant funds. Council staff may administratively approve budget reallocation requests that exceed twenty percent (20%) of the Grant Amount only if the reallocation does not significantly change the Project deliverables. Notwithstanding the aggregate or net effect of any variances, the Council's obligation to provide grant funds under this Agreement shall not exceed the Grant Amount identified at Page 1 of this Agreement. 2.10. Loss of Grant Funds. The Grantee agrees to remit to the Council in a prompt manner: any unspent grant funds, including any grant funds that are not expended prior to the Expiration Date identified at Page 1 of this Agreement; any grant funds that are not used for the authorized purposes; and any interest earnings described in Section 2.12 that are not used for the purposes of implementing the grant-funded Project activities described or identified in Attachments A and B. For the purposes of this Agreetnent, grant funds are "expended" prior to the Expiration Date if the Grantee pays or is obligated to pay for expenses of eligible grant-funded Project activities that occurred prior to the Expiration Date and the eligible expenses were incurred prior to the Expiration Date. Unspent or unused grant funds and other funds remitted to the Council shall revert to the Council's Livable Communities Demonstration Account for distribution through application processes in future Funding Cycles or as otherwise permitted by law. 211. Payment Request Forms, Documentation, and Disbursements. The Council will disburse grant funds in response to written payment requests submitted by the Grantee and reviewed and approved by the Council's authorized agent. Written payment requests shall be made using payment request forms, the form and content of which will be determined by the Council. Payment request and other reporting forms will be provided to the Grantee by the Council. Payment requests must include the following documentation: Consultant/contractor invoices showing the time period covered by the invoice; the specific grant-funded Project activities conducted or completed during the authorized time period within which eligible costs may be incurred; and documentation supporting expenses including subcontractor and consultant invoices showing unit rates, quantities, and a description of the goods or services provided. Subcontractor markups shall not exceed ten percent (10%). The Council will disburse grant funds on a reimbursement basis or a "cost incurred" basis. The Grantee must provide with its written payment requests documentation that shows grant-funded Project activities actually have been completed. Subject to verification of each payment request form (and the required documentation) and approval for consistency with this Agreement, the Council will disburse a requested amount to the Grantee within two (2) weeks after receipt of a properly completed and verified payment request form. 2.12. Interest Earnings. If the Grantee earns any interest or other income from the grant funds received from the Council under this Agreement, the Grantee will use the interest earnings or income only for the purposes of implementing the Project activities described or identified in Attachments A and B. Page 6 of 10 Pages 2015 LCDA Development revised 12/08/14 DEVELOPMENT GRANT PROGAN 2.13. Effect of Grant. Issuance of this grant neither implies any Council responsibility for contamination, if any, at the Project site nor imposes any obligation on the Council to participate in any pollution cleanup of the Project site if such cleanup is undertaken or required. HI. ACCOUNTING, AUDIT AND REPORT REQUIREMENTS 3.01. Accounting and Records. The Grantee agrees to establish and maintain accurate and complete accounts and records relating to the receipt and expenditure of all grant funds received from the Council. Notwithstanding the expiration and termination provisions of Sections 4.01 and 4.02, such accounts and records shall be kept and maintained by the Grantee for a period of six (6) years following the completion of the Project activities described or identified in Attachments A and B or six (6) years following the expenditure of the grant funds, whichever occurs earlier. Accounting methods shall be in accordance with generally accepted accounting principles. 3.02. Audits. The above accounts and records of the Grantee shall be audited in the same manner as all other accounts and records of the Grantee are audited and may be audited or inspected on the Grantee's premises or otherwise by individuals or organizations designated and authorized by the Council at any time, following reasonable notification to the Grantee, for a period of six (6) years following the completion of the Project activities or six (6) years following the expenditure of the grant funds, whichever occurs earlier. Pursuant to Minnesota Statutes section 16C.05, subdivision 5, the books, records, documents and accounting procedures and practices of the Grantee that are relevant to this Agreement are subject to examination by the Council and either the Legislative Auditor or the State Auditor, as appropriate, for a minimum of six (6) years. 3.03. Report Requirements. The Grantee will report to the Council on the status of the Project activities described or identified in Attachments A and B and the expenditures of the grant funds. Submission of properly completed payment request forms (with proper documentation) required under Section 2.11 will constitute periodic status reports. The Grantee also must complete and submit to the Council a grant activity closeout report. The closeout report form must be submitted within 120 days after the expiration or termination of this Agreement, whichever occurs earlier. Within 120 days after the Expiration Date, the Grantee must complete and submit to the Council a certification of expenditures of funds form signed by the Grantee's chief financial officer or finance director. The form and content of the closeout report and the certification form will be determined by the Council. These reporting requirements and the reporting requirements of Sections 2.05 and 2.06 shall survive the expiration or termination of this Agreement. 3.04. Environmental Site Assessment. The Grantee represents that a Phase .1 Environmental Site Assessment or other environmental review has been or will be carried out, if such environmental assessment or review is appropriate for the scope and nature of the Project activities funded by this grant, and that any environmental issues have been or will be adequately addressed. IV. AGREE NT TERM 4.01. Term. This Agreement is effective upon execution of the Agreement by the Council. Unless terminated pursuant to Section 4.02, this Agreement expires on the "Expiration Date" identified at Page 1 of this Agreement. ALL GRANT FUNDS NOT EXPENDED BY THE GRANTEE PRIOR TO THE EXPIRATION DATE SHALL REVERT TO THE COUNCIL. Page 7 of 10 Pages 2015 LCDA Development revised 12108/14 "*. 1 NS; - LON DEVELOPMENT GRANT MOGAN! 4.02. Termination. This Agreement may be terminated by the Council for cause at any time upon fourteen (14) calendar days' written notice to the Grantee. Cause shall mean a material breach of this Agreement and any amendments of this Agreement. If this Agreement is terminated prior to the Expiration Date, the Grantee shall receive payment on a pro rata basis for eligible Project activities described or identified in Attachments A and B that have been completed prior to the termination. Termination of this Agreement does not alter the Council's authority to recover grant funds on the basis of a later audit or other review, and does not alter the Grantee's obligation to return any grant funds due to the Council as a result of later audits or corrections. If the Council determines the Grantee has failed to comply with the terms and conditions of this Agreement and the applicable provisions of the Metropolitan Livable Communities Act, the Council may take any action to protect the Council's interests and may refuse to disburse additional grant funds and may require the Grantee to return all or part of the grant funds already disbursed. 4.03. Amendments and Extension. The Council and the Grantee may amend this Agreement by mutual agreement. Amendments or an extension of this Agreement shall be effective only on the execution of written amendments signed by authorized representatives of the Council and the Grantee. If the Grantee needs additional time within which to complete grant-funded activities and commence the Project, the Grantee must submit to the Council AT LEAST NINETY (90) CALENDAR DAYS PRIOR TO THE EXPIRATION DATE, a resolution of the Grantee's governing body requesting the extension and a written extension request. THE EXPIRATION DATE MAY BE EXTENDED, BUT THE PERIOD OF ANY EXTENSION(s) SHALL NOT EXCEED TWO (2) YEARS BEYOND THE ORIGINAL EXPIRATION DATE IDENTIFIED AT PAGE 1 OF THIS AGREEMENT. v. GENERAL PROVISIONS 5.01. Equal Opportunity. The Grantee agrees it will not discriminate against any employee or applicant for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, membership or activity in a local civil rights commission, disability, sexual orientation or age and will take affirmative action to insure applicants and employees are treated equally with respect to all aspects of employment, rates of pay and other forms of compensation, and selection for training. 5.02. Conflict of Interest. The members, officers and employees of the Grantee shall comply with all applicable state statutory and regulatory conflict of interest laws and provisions. 5.03. Liability. Subject to the limitations provided in Minnesota Statutes chapter 466, to the fullest extent perrnitted by law, the Grantee shall defend, indemnify and hold harmless the Council and its members, employees and agents from and against all claims, damages, losses and expenses, including but not limited to attorneys' fees, arising out of or resulting from the conduct or implementation of the Project activities funded by this grant, except to the extent the claims, damages, losses and expenses arise from the Council's own negligence. Claims included in this indemnification include, without limitation, any claims asserted pursuant to the Minnesota Environmental Response and Liability Act (VIERLA), Minnesota Statutes chapter 115B, the federal Comprehensive Environmental Response, Compensation, and Liability Act of 1980 (CERCLA) as amended, United States Code, title 42, sections 9601 et seq., and the federal Resource Conservation and Recovery Act of 1976 (RCRA) as amended, United States Code, title 42, sections 6901 et seq. This obligation shall not be construed to negate, abridge or otherwise reduce any other right or obligation of indemnity which Page 8 qf 10 Pages 2015 LCDA Development revised 12/011/14 M TS TR AT 0 N DEVELOPMENT GRANT PROGAM otherwise would exist between the Council and the Grantee. The provisions of this section shall survive the expiration or termination of this Agreement. This indemnification shall not be construed as a waiver on the part of either the Grantee or the Council of any immunities or limits on liability provided by Minnesota Statutes chapter 466, or other applicable state or federal law. 5.04. Acknowledgments and Signage. The Grantee will acknowledge the financial assistance provided by the Council in promotional materials, press releases, reports and publications relating to the Project. The acknowledgment will contain the following or comparable language: Financing for this project was provided by the Metropolitan Council Metropolitan Livable Communities Fund. Until the Project is completed, the Grantee shall ensure the above acknowledgment language, or alternative language approved by the Council's authorized agent, is included on all signs (if any) located at Project or construction sites that identify Project funding partners or entities providing financial support for the Project. The acknowledgment and signage should refer to the "Metropolitan Council" (not "Met Council" or "Metro Council"). 5.05. Permits, Bonds and Approvals. The Council assumes no responsibility for obtaining any applicable local, state or federal licenses, perinits, bonds, authorizations or approvals necessary to perform or complete the Project activities described or identified in Attachments A and B. The Grantee and its developer(s), if any, must comply with all applicable licensing, permitting, bonding, authorization and approval requirements of federal, state and local governmental and regulatory agencies, including conservation districts. 5.06. Subgrantees, Contractors and Subcontractors. The Grantee shall include in any subgrant, contract or subcontract for Project activities appropriate provisions to ensure subgrantee, contractor and subcontractor compliance with all applicable state and federal laws and this Agreement. Along with such provisions, the Grantee shall require that contractors and subcontractors performing work covered by this grant comply with all applicable state and federal Occupational Safety and Health Act regulations. 5.07. Stormwater Discharge and Water Management Plan Requirements. If any grant funds are used for urban site redevelopment, the Grantee shall at such redevelopment site meet or require to be met all applicable requirements of: (a) Federal and state laws relating to stormwater discharges including, without limitation, any applicable requirements of Code of Federal Regulations, title 40, parts 122 and 123; and (b) The Council's 2030 Water Resources Management Policy Plan and the local water management plan for the jurisdiction within which the redevelopment site is located. 5.08. Authorized Agent. Payment request forms, written reports and correspondence submitted to the Council pursuant to this Agreement shall be directed to: Metropolitan Council Attn: LCA Grants Administration Page 9 of 10 Pages 2015 LCDA Derelopment revised 12/08/14 j f 6 SThAT1ON ACCOUNT DEVELOPMENT GRANT PROGAM 390 Robert Street North Saint Paul, Minnesota 55101-1805 5.09. Non Minnesota Statutes section 473.253, subdivision 2 requires the Council to distribute grant funds to eligible "municipalities," metropolitan-area counties or "development authorities" for projects in municipalities participating in the Local Housing Incentives Account program. Accordingly, this Agreement is not assignable and shall not be assigned by the Grantee. 5.10. Warranty of Legal Capacity. The individuals signing this Agreement on behalf of the Grantee and on behalf of the Council represent and warrant on the Grantee's and the Council's behalf respectively that the individuals are duly authorized to execute this Agreement on the Grantee's and the Council's behalf respectively and that this Agreement constitutes the Grantee's and the Council's valid, binding and enforceable agreements. IN WITNESS WHEREOF, the Grantee and the Council have caused this Agreement to be executed by their duly authorized representatives. This Agreement is effective on the date of final execution by the Council. CITY OF APPLE VALLEY By: Title: Mary Hamann-Roland Mayor Date By: Title: 2015 LCDA Development Pamela J. Gack tter City Clerk Date METROPOLITAN COUNCIL Date Page 10 of 10 Pages Director Community Development Division revised 12/08/14 DEVELOPMENT GRANT PROGAM ATTACHMENT A PROJECT SUMM This attachment comprises this page and the succeeding page(s) which contain(s) a summary of the Project identified in the application for Livable Communities Demonstration Account grant funds submitted in response to the Council's notice of availability of Demonstration Account grant funds for the Funding Cycle identified at Page 1 of this Agreement. The summary reflects the proposed Project for which the Grantee was awarded grant funds by the Council Action, and may reflect changes in Project funding sources, changes in funding amounts, or minor changes in the proposed Project that occurred subsequent to application submission. The application is incorporated into this Agreement by reference and is made a part of this Agreement as follows. If the application or any provision of the application conflicts with or is inconsistent with the Council Action, other provisions of this Agreement, or the Project summary contained in this Attachment A, the terms, descriptions and dollar amounts reflected in the Council Action or contained in this Agreement and the Project summary shall prevail. For the purposes of resolving conflicts or inconsistencies, the order of precedence is: (1) the Council Action; (2) this Agreement; (3) the Project summary; and (4) the grant application. (Re)Development summary of project to commence by 12/31/2016 Village Pointe Plaza is the latest phase of the Central Village development, a compact mixed-use development in downtown Apple Valley. The project will deliver a pedestrian- friendly, integrated mix of uses with 78 units of senior-owned housing, retail, office, and a boutique grocery store on a vacant 3.65-acre lot within a 1/2-mile walk to the Apple Valley Transit Station and the METRO Red Line. The site is prominent in Apple Valley, where development has been sought for over 10 years. Jobs (FTEs) 200 — Temporary Construction 35 — Re. ular 32 livin _ wa:e) Net tax ca acit increase $388,000 Total housin, units 78 Affordable units 60% AMI 16 — at 50% AMI Anticipated # bedrooms 27 — 1BR 37 — 2BR 14 — 3BR Est. total develo 'ment cost $33.3 million Est. private funds leveraged $32.1 million • Private resources Est. other s ublic funds None Comments/ Demonstration value This project demonstrates innovation in how it recaptures a tax-forfeiture parcel and programs it for development as part of the larger, more urban-style development. This project can serve as a model for other suburban communities with redevelopment sites as it shows ways to intensify development in a mariner that will accommodate an aging population and generate more tax revenue in an environment that is sustainable and walkable. From an urban design/walkability standpoint it surpasses some of its urban counte sarts and brin s to ether healthy food/healthy lifest le in a stron wa . Fundin! Re nested amount $1,148,639 Previous LCA funding $46,000 — Pre-development grants 2001 & 2002 $425,000 — LCDA 2006 for Central Villa:e Use of funds Amount Uses to be completed by 12/31/2017 $1,148,639 Site acquisition $1,148,639 TOTAL Grant # Type: Applicant Project Name Project Location Council District Rt SG014-110 Livable Communities Demonstration Account City of Apple Valley Village Pointe Plaza 15342 Founders Lane 16 — Wendy Wulff ATTACHMENT B PROJECT LOCATION(S) This attachment comprises this page and the succeeding page(s) which contain aerial photography or drawings that identify the specific location(s) within the Project boundaries for which the Grantee must use the grant funds. The attached photography or drawings also may identify the types of eligible activities for which the grant funds must be used at specific locations within the Project boundaries. s s