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ASSESSbM AGREEMENT
THIS AGREEMENT, made and entered into this 4tN day of
1987, by and between the CITY OF ED-INN-,a Minnesota
municipal corporation (hereinafter called "City ") and THE CHURCH OF ST.
STEPHEN THE MARTYR, a non profit corporation (hereinafter called "Church ").
It is hereby agreed by and between the parties hereto as
follows:
1. In consideration of Church's agreement to reimburse
City for construction and engineering costs pursuant to this Agreement,
(i) a public parking lot on the property owned by the City and known as
Utley Park; (ii) a public parking lot on the property owned by the City
and known as the former Wooddale School Site (the said two public parking
lots being herein together called the "Parking lots "); (iii) two parking
bays (hereinafter called the "Parking Bays ") on West 50th Street, one west
of, and one east of, Wooddale Avenue; (iv) Lighting for the two parking
lots;'(v) paths (hereinafter called the "Paths ") from the parking lot in
Utley Park to the public streets; (vi) an above ground electrical transformer
to provide underground electrical service to the property of the Church
described in Exhibit A attached hereto and hereby made a part hereof from
the underground electrical system in West 50th Street; and (vii) striping
of the Parking Lots. The Parking Lots, Parking Bays and Paths shall be
constructed in approximately the location and be of approximately the size
and shape shown on the site plan attached hereto as Exhibit B and hereby
made a part hereof.
2. In consideration of the undertaking by the City to construct
or install or have constructed or installed the items of work set out at
(i) through (vii) of paragraph 1 hereof (hereinafter together called the
"Work"), Church agrees to pay to City the principal sum of $100,000. Said
principal sum of 100,000 to be paid by Church pursuant to the Agreement
is hereinafter called the "Assessed Amount ".
- 3. Church agrees that this Assessed Amount may be levied
by City as an assessment against the property of Church described on
Exhibit A attached, pursuant to Minnesota Statutes, Chapter 429. The
assessment shall be payable over a period of 20 years and at an interest
rate of 8.9% per annum, with the annual payments to commence in 1988, and
to be in approximately the annual amounts shown on Exhibit C attached
hereto and hereby made a part hereof; provided, however, that City may
adjust such annual payments to provide commencement of interest and for
payment of interest consistent with the requirements of applicable Minnesota
Statute and its normal assessing procedures. Church waives and releases
any and all objections of every kind to such assessment, including without
limitation, waiver of notices and hearings required by applicable statute,
waiver of objections resulting from failure to comply with any applicable
statute, including, without limitation, the failure to comply with any
provision of Minnesota Statutes, Chapter 429. Church also waives and releases
the right to appeal, pursuant to Minnesota Statutes, Section 429.081, from
such assessment.
4. The sole obligation of City under this Agreement
is to do the Work, or cause it to be done. City makes no agreement
or representation concerning the time of completion of the Work, or
the use of the Parking Lots, Parking Bays or Paths, nor the period
of time that the Parking Lots, Parking Bays or Paths will be in existence
after they are constructed. City reserves the right to remove or cease
public use of any one or more of the Parking Lots, Parking Bays or Paths,
or to convey the real property on which either of the Parking Lots or any
of the Paths are located to a third party at any time after the Work is
completed. Notwithstanding any such removal, cessation or conveyance,
the assessment levied by City pursuant to paragraph 3 hereof shall remain
a valid and enforceable lien against the property of Church. Upon the
conveyance of any such real property to a third party, the third party,
in its sole and absolute discretion, shall determine whether the public
will continue to be allowed to use the Parking Lots or Paths on the
property conveyed to such third party. Conveyance to a third party under
this Agreement includes a conveyance to Independent School District
No. 273 pursuant to that certain Option Agreement filed in the Office
of the Registrar of Titles in and for Hennepin County Minnesota on
September 10, 1984 as Document No. 1599409 as per Exhibit D.
5.
to the benefit of
and assigns. Thi s
property describe d
file or record th
eThe provisions hereof shall be binding upon and inure
the parties hereto and their respective successors
Agreement may be filed or recorded against the real
in Exhitit A attached with the Party who chooses to
document bearing the cost of filing or recording.
STATE OF MINNESOTA)
) ss.
COUNTY OF MPUIN)
CITY
CI.T., I1T1 T,T.TTTA
By
AN
CHURCH
THE CHURCH OF ST. S THE MARTYR
B -, CJ -�
Its
And
Its
The foregoing inst t was acknowledged b e me this da
of 1987, b� , as
as f the CITY OF EDINA, Ua Minnesott-a-Umm &ipaVj corporate , on
beha 4corporation.
LORRAINE M. BECKER
NOTARY PUBLIC — MWWSOTA
HENNEPIN COUNTY C4
My Commission EiMirn Mir 9. 1993 Lary 1 C
V-0
M
STATE OF MI1=OTA)
) ss
COUNTY OF HENNEPIN)
Tie foregoing instrument was acknowledged before t
me 's b day of CIAT 1987, by _I� auI0
as lac oR, and A Q Qkw , as );f-);f WM69'4.1164
p o
THE CHURCH OF ST. STEPHEN THE MARTYR, a 1k g w Qe F. t
on behalf of the r- A u fuH
7,,,AF�4r5 SCE T;RY Ciia —T yNE50(A
f iIfY
DRAFTED BY:
Dorsey & Whitney "S)
2200 First Bank Place East
Minneapolis, Minnesota 55402
and
The City of Edina, Minnesota
4801 West 50th Street
Edina, Minnesota 55424
7
NotaFy Public
- =IBIT'A
(Q=cF-Property)
Property Identification
SN ZWP RG QQ SUFX
18- 028 -24 42 0002
all De'scribtion
Unplatted 18 028 24 commencing at the Northwest corner of the Southeast
1/4 thence easterly along the North line thereof, 393 feet thence.South,
parallel with the West line therof, 97 feet to the center line of Minnehaha
Creek, thence southwesterly along the creek to the West line of the South-
east 1/4, thence North to the point of the begirming, except street.
Open playing field
�rjr � C
q
Wooddale Park
E I d surface areal
\35 parking spaces \ `-��
50th Street
12 parking spaces
Utley Park f
47 parking spaces,
Tennis court
Pump house\
I �-"
*1
o
0
CL!
CL
a
CD
3�
C
CD
100,000
HIGH
EXHIBIT C
LOW
(Assessment Payment Schedule)
AVERAGE
PRINCIPAL
TOTAL 100,000
1988
5,000
1989
5,000
1990
5,000
1991•
5,000
1992
5,000
.1993
5,000
1994
5,000
1995
5,000
1996.
5,000
1997
5,000
1998
5,000
1999.
•
5,000
2000
5,000
2001.
5,000
2002
5,000
2003
5,000
2004
5,000
2005'
• 5,000
2006•
5,000
2007
5,000
100,000
HIGH
13,900
LOW
5,445
AVERAGE
9,672.5
8.9
INTEREST
8,900
8,455
8,010
7,565
7,120
6,675
6,230
5,785
5,340
4,895
4,450
4,005
3,560
3,115
2,670
2,225
1,780
1,335
890
445
93,450
1599409
t�►:�.�
OPTION AGREEMENT
THIS AGREEMENT, Made and entered into this 5th day of
geptemhP r , 1984, by and between INDEPENDENT SCHOOL DISTRICT NO. 273, a
school district organized and existing under the laws of the State of
Minnesota ( "School District ") and_the CITY OF EDINA, a municipal
corporation ( "City ")
WITNESSETH THAT:
WHEREAS, School District has this day conveyed the real estate
known as the Wooddale School site located in the City of Edina, Hennepin
County, Minnesota, described on Exhibit A attached hereto and made a part
hereof (the "School Site ") to City in fee simple; and
WHEREAS, as a condition of the conveyance of the School Site
from School District to City, School District has required that City
agree to reconvey the School Site on the terms and conditions hereinafter
set forth, at such time as School District shall need the School Site
again for operation and use thereon by School District of a public school
building for public education purposes, and;
WHEREAS, City has accepted the conveyance of the School Site
subject to the terms and conditions hereinafter set forth.
NOW THEREFORE, In consideration of the conveyance of the School
Site, and in further consideration of the mutual convenants contained
herein and contained in that certain Purchase Agreement for the School
� 1
Site dated JItN E I� 1984 by and between the parties hereto
(the "Purchase Agreement "), it is hereby agreed as follows:
1. Option. City hereby grants to School District, and School
District hereby takes from City, the exclusive option to purchase,
without consideration, the School Site at any time in the future that
School District determines that it needs the School Site for use thereon
of a public school building for public education purposes, provided
School District exercises this option in the manner hereinafter provided.
2. Condition of Property. School District and City hereby
agree that City shall have the right, but not the obligation, at any time
and from time to time, to demolish, relocate, remove, alter or remodel,
in whole or in part, any improvements or property of every kind and
description whatsoever, now or hereafter located on, in or about the
School Site in any manner that City deems appropriate, and that School
District's only right under this Agreement shall be to have the School
Site reconveyed in whatever condition it and the improvements and
property then thereon exists at the time this option is exercised; but
subject to the right, but not the obligation, of City to remove, at
City's cost, such improvements and property on the School Site at the
time this option is exercised as City shall determine, such removal to be
completed by the closing date of this option as herein provided, and if
not so removed such improvements and property shall automatically become
the property of School District. In addition, School District and City
agree that City shall have the right, but not the obligation, to install,
construct, locate, relocate, reconstruct, maintain, repair, replace and
-2-
relocate any easements and /or improvements for utilities, roads, paths,
sidewalks, walkways, and landscaping now or hereafter existing on, over
or under the School Site, or any part thereof, to locations within a -
strip twenty -five (25) feet in width along the perimeter of the property,
along the northerly, easterly and westerly boundaries thereof, and to
locations within a strip fifty (50) feet in width along the perimeter of
the property along the southerly boundary thereof. School District
agrees that upon conveyance of the School Site pursuant hereto, City may
reserve easements located in, on, over, or under the twenty -five (25)
foot and fifty (50) foot strips above- described for the improvements
above described.
3. Exercise of Option. The option herein granted shall be
deemed fully exercised if written notice of School District's election to
have the School Site reconveyed from City to School District is given by
School District to City. Such notice must be given by United States
registered or certified mail, return receipt requested.
4. Closing Date. The closing date of any reconveyance, should
the option be exercised as hereinabove provided, shall be not less than
three7(3) months nor more than twelve (12) months from the date notice of
School District's election to have the School Site reconveyed was
received by City, the exact date to be selected by City upon not less
than ten (10) days written notice to School District. The place of
closing shall be selected by City.
5. Purchase Price. School District and City agree that School
District shall be entitled to reconveyance of the School Site as herein
-3-
set forth without payment of any consideration beyond that stated and
paid pursuant to the Purchase Agreement. City and School District shall
each pay their own costs in connection with the reconveyance of the
School Site pursuant to this Option Agreement.
6. Title and Conveyance. Within a reasonable period of time
after City has received notice of School District's exercise of this
option, City shall deliver to School District a Registered Property
Abstract ( "RPA ") covering the School Site, certified to date by a bonded
abstractor and including searches covering bankruptcies and state and
federal judgments and liens. School District shall have ten (10) days
after delivery of the RPA for examination of title and the making of any
objections thereto, said objections to be made in writing or deemed
waived. If any objections are so made, City shall be allowed one hundred
twenty (120) days in which to cure said objections.
If objections to title are made as herein provided and if they
are not cured within the time period provided, then School District may
(i) elect to declare this Option Agreement null and void in its entirety,
in which event neither party shall be liable for damages hereunder, or;
(ii) postpone the date of closing until the title objections have been
cured; or (iii) consummate the transaction in the same manner
contemplated by this Option Agreement as if there had been no title
objections, in which event City shall undertake to cure said objections
at City's cost, or, if City fails to do so within a reasonable time,
School District may do so and charge the cost to City. The exceptions
listed in the following paragraph shall not be objections to title within
the meaning of this paragraph.
-4-
r
Conveyance of the School Site from City to School District
pursuant hereto shall be by limited warranty deed subject to the
following exceptions:
(i) all encumbrances, charges and easements existing against or
on the School Site as of the date of its conveyance from School District
to City;
(ii) any unpaid installments of special assessments levied
against the School Site and any pending special assessments as of the
date of the conveyance from City to School District pursuant hereto;
(iii) a restriction in favor of City and enforceable by City by
injunction and other appropriate relief, that the School Site be used by
the School District and its successors, only for operation and use of a
public school building for public education purposes, such restriction
providing in its terms that it will be automatically renewed forty years
after the date of the conveyance from City to School District, and upon
each fortieth anniversary thereof, thereafter;
(iv) easements created and reserved by City in the manner set
forth in Paragraph 2 hereof;
(v) governmental building and zoning laws and ordinances and
state and federal regulations;
(vi) any other liens, charges, encumbrances, easements, or other
matters consented to by School District.
7. Notices. Except as may be otherwise specifically provided,
any notice or election herein required or permitted shall be deemed given
or served by one party upon the other if mailed in a sealed wrapper by
United States mail, postage prepaid, properly addressed as follows:
-5-
If to School District: 5555 W. 70th Street
Edina, MN 55435
Attn: School Superintendent
If to City: 4801 West'50th Street
Edina, Minnesota 55424
Att: City Manager
The addresses to which notices are to be mailed may be changed by either
party giving notice to the other party in the manner above provided.
8. Successors and Assigns. This Option Agreement shall not be
assignable by either party, but shall be binding upon and inure to the
benefit of the parties hereto and their respective successors.
9. Memorandum of Option. At the request of either party, both
parties hereto shall execute a memorandum of option, in recordable form,
setting forth a description of the School Site and the term of the option
herein granted and incorporating by reference all other provisions hereof.
IN WITNESS WHEREOF, The parties hereto have caused these
presents to be duly executed as of the day and year first above written.
SCHOOL DISTRICT
INDEPENDENT SCHOOL DISTRICT NO. 273
By
Its
Gj
And
Its
-6-
CITY
CITY OF EDINA
v
By
Its
And
STATE OF MINNESOTA )
) as.
COUNTY OF HENNEPIN)
is
The foregoing instrument was acknowledged before we this _.if.h.
day of September ' 1984, by�l�il as C/k 1 eEr.QAJ
and ./V% /Cy 6 �tiPc7 5o,J , as 0_lej -f of
INDEPENDENT SCHOOL DISTRICT NO. 273, a Minnesota public corporation, on
behalf of the corporation.
: '� +;•��, CRAIG L. LA%EN
NOTARY PUBLIC -MINNESOTA
PENNEPIN COU!41Y
•' My Commission Expires Sept. 15, 1984
STATE OF MINNESOTA )
) as
COUNTY OF HENNEPIN)
The foregoing instrument was acknowledged before me this 9th
day of September , 1984, by e• i�jy� Lxex e- ivey_, as
and /[iU/�'r�� �QS /f't:%�! as t r - 11V �9� of the CITY OF
EDINA, a Minnesota municipal corporate , on behalf of the corporation.
CRAIG L. LARCEEN Z
NOTARY PUBLIC •MINNESOTA NO r-y Pu
e� N.ENNEPIN COUNTY SEP 0 /if1A;
+.�•' My Commission Expires Sept. 15. 1984 JC I�'1
—7— i:'. Tvstivn
Property in the City of Edina, Hennepin County, Minnesota, known
as the Wooddale School site, and legally described as follows:
-)Par 1: Part of Southeast Quarter of Northwest Quarter of
Section 18, Township 28, Range 24, West of the Fourth Principal
Meridian, described as follows: Commencing 440 feet West from
Southeast corner of Northwest Quarter; thence West 132 feet;
thence North 264 1/2 feet; thence East 132 feet; thence South
264 1/2 feet to place of beginning.
Par 2: (a) All that part of Lots 4 and 5, Block 16, County Club
District, Brown Section, lying South of a line 300 feet north of
`.a and parallel to the South line of said Block 16, including that
part of the North 1/2 of County Road No. 2, vacated, lying
between extensions across it of the East and West lines of said
�. Lot 5, and Northwesterly of the Northwesterly line of New 50th
�. Street.
(b) All that part of the East 4 feet of Lots 2 and 3,.
Block 16, Country Club District, Brown Section, lying South of a
line 300 feet North from and parallel to the South line of said
Block 16, including that part of the North 1/2 of County Road
No. 2, vacated, lying between extensions across it of the West
and East lines of said 4 foot tract.
according to the plat thereof on file or of record in the office
of the Register of Deeds in and for said County.
(c) All that part of the Northeast Quarter of the
Southwest Quarter of Section 18, Township 28, Range 24, lying
Northerly of New 50th Street, generally known as State Aid Road
No. 20, and East of Minnehaha Creek, including that part of the
South 1/2 of County Road No. 2, vacated, lying between
extensions across it of the Easterly line of Browndale Avenue
and the Northwesterly line of New 50th Street, except that part
thereof which lies southwesterly of the southeasterly extension
of the westerly line (tangent segment) of Lot 2, Block 16,
Country Club District,*Brown Section.
Together with all buildings and improvements thereon and all
hereditaments and appurtenances belonging or in anywise appertaining
thereto.
1599409
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