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HomeMy WebLinkAbout1999-12-09 Attorney Clinton Ltr to OPHDonald J. Fluegel Shawn M. Hayman Jack W. Clinton " Joan M. Fluegei December 9, 1999 Sent Via Fax 651 - 439 -0574 Mr. Thomas M. Melena City Administrator 14168 N 57t st Box 2007 Oak Park Heights MN 55082 RE: Dear Tom: am enclosing a first draft of the Development Agreement for the Postal Service Annex facility, 1 have received the numbers to include for the cost of the improvements and related financial guarantees. That section of the agreement is blank in terms of the numbers, but 1 will have it completed tomorrow. 1 have modified this draft from the American Inn Development Agreement. The following items will need to be completed: 1. The legal description. 2. The date that the city council grants approval for this facility. B. The estimates cost and the amount of the financial guarantee for the plan improvements. 4. The planners memorandum that is to be prepared concerning the various conditions to be complied with concerning the project which include: a. b. c. d. e. f. g. a aL.a u lr La LIAM L .L AALAL 1 FLUEGEL, MOYNIHAN & CLINTON, P.A. Attorneys At Law 1303 South Frontage Road, Suite 5 Hastings, MN 55033 -2477 U. S.P. S. Facility Building materials; Landscape plans; Request for service windows; Outside storage; Building sprinkler system (for fire); Leaving the existing vegetation on the general northwest corner of the property to maintain screening, plus the addition of the birm; Name of the facility; * Also admitted to practice in Wisconsin " Certified as a Real Property Law Specialist by Minnesota State Bar Association tg.1 UUL ENCLOSU Telephone 651 -438 -9777 Fax 651 -438 -9775 December 9, 1999 Page 2 h. Signage; i. Any other site conditions. You will note that 1 have referenced Exhibits A, 6 and C. i have left in the other two in the event that there are any conditions from the engineer in addition to the fetter from Joe Anderlik dated October 15, 1999. I have incorporated a draft paragraph for the payment in lieu of taxes that is paragraph 6. Please review this. I have incorporated a base payment of $20,000, to commence payment in the year of 2001. 1 have included an addition to that base payment of an amount equal to the percentage increase in the taxes adopted by the city. That may have to be defined further to specify that the percentage increase will be in the amount of the levy to the general tax base rather than an increase in the budget alone, since 1 realize these can be two different figures. 1 have provided that the finance department will advise usPs by March 15 of every year of the increase in the amount and then 1 /2 of that is payable on May 15 and the other half on November 15, together with the base payment of $20,000. If you have any suggestions to changing the language in any way, please let me know. 1 know that some of the formatting needs to be cleaned up. That will be done in the draft agreement 1 will bring with me to the meeting tomorrow. However, 1 wanted to get the substance of this to you so that any rough edges are taken off the agreement before meeting with the Postal service representatives. I would appreciate receiving any comments an proposed changes so that 1 can make revisions and have the revised draft ready for the meeting. Thank you for your attention to this matter. Very truly yours, FLUEGEL, MOYNIHAN & CLINTON, P.A 0..1;Az ck W. Clinton JWC /rik OAK71140 -01 J vvv .14. 1€a• VV• • Viw a 11t4. THIS AGREEMENT, made and entered into this day of December,1999, by and between the City of Oak Park Heights, a municipal corporation under the laws of the State of Minnesota (hereinafter the "City "), and United States Postal, ( hereinafter "USPS' "),. WITNESSETH; That: (the "Subdivision "); and d u.Lo iCl I. J. 11/ 111 MY OF OAK PARK EEIGHTS WASHINGTON COUNTY, IVEINNESOTA DEVELOPER'S AGREEMVIENT WHEREAS, the USPS has made application to the City Council for approval of a U.S. Post Office Carrier Anex (the "Facility ") within the corporate limits of the City formerly described as follows: Lots And Kern Center Second Addition WHEREAS, the City Council has on December , 1999, granted approval to the Facility, on the condition that the USPS enter into this Agreement stipulating the conditions for the installation private improvements as well as the development of on -site improvements hereinafter described, all in accordance with the terms and conditions hereinafter set forth. NOW, THEREFORE, in consideration of the premises and of the mutual promises and conditions hereinafter contained, it is hereby agreed as follows: Designation of Improvements: ents: Improvements to be installed at USPS's expense by the USPS as hereinafter provided are hereinafter referred to as "Plan A Improvements ". 1. PLAN A 1 PROVEIVIENTS: The USPS will construct at it's own expense the following improvements under Plan A as to Lot under which it is constructing its Facility according to the following terms and conditions: B. USPS shall control soil erosion ensuring: UULI A. The Developer shall do all site grading including building sites, common greenway and open spaces, storm water storage ponds, surface drainage ways and all private driveways including sodding of boulevards, all in accordance with the approved grading, drainage and site plan. A grading plan with maximum two (2) foot contours, building elevations, drainage provisions, erosion control provisions and cross sections, as necessary, shall be submitted to and approved by the City prior to commencement of any site grading. Any changes to the grading plan during construction shall be submitted to the City for approval. 1,i I, 1'1V .11'1111111'1 1. All development shall conform to the natural limitations presented by the topography and soil of the subdivision in order to create the best potential for preventing soil erosion, USPS shall submit an erosion control plan, detailing all erosion control measures to be implemented during construction, said plan shall be approved by the City prior to the commencement of site grading or construction. 2. Erosion and siltation control measures shall be coordinated with the different stages of development. Appropriate control measures as may be periodically required by the City shall be installed prior to development when necessary to control erosion. 3. Land shall be developed in increments of workable size such that adequate erosion and siltation controls can be provided as construction progresses. The smallest practical area of land shall be exposed at any one period of tune. 4. Where the topsoil is removed, su.fcient arable soil shall be set aside for respreading over the developed area. The topsoil shall be restored to a depth of at least four (4) inches and shall be of a quality at least equal to the soil quality prior to development. C. The USPS shall place iron monuments at all lot and block comers and at all other angle points on boundary lines. Iron monuments shall be placed after all street and lawn grading has been completed in order to preserve the lot markers for future property owners. D. USPS shall be responsible for maintaining the location of and protecting curb stops, water services and sewer services. Any service or curb stop damaged shall be repaired or replaced as specified by the City. USPS shall make all necessary adjustments to the curb stops to bring them flush with the topsoil (after grading) or driveway surface. E. USPS shall be required to provide landscaping and screening in accordance with the site plan submitted as part of the application for the approv of the facility and as required by the ordinances of the City. LJV Ui;) A Ir/ 1,V 4.6111 ALL 1L► G. USPS shall be responsible for street maintenance, including curbs, boulevards, sod and street sweeping until the project is complete. Al streets shall be maintained free of debris and soil until the subdivision is completed. warning signs shall be placed when hazards develop in streets to prevent the public from traveling on same and directing attention to detours. If and when the street becomes impassible, such streets shall be barricaded and closed. In the event commercial buildings are occupied prior to completing streets, the USPS shall maintain a smooth driving surface and adequate drainage on all temporary streets, USPS shall be responsible for the removal of snow from all gravel streets. The repair of any damage done to the streets or public utilities shall be the financial responsibility of the USPS. H. USPS shall furnish lights and site improvements in accordance with the approved site plan and with the City's Design Guidelines and Zoning Ordinance. Y. USPS shall dedicate and survey all drainage and utility easements as required by the City as shown on the final plat or replat as may be required. USPS shall be responsible for stone sewer cleaning and holding pond dredging, as required, by the City prior to completion of the development. T, USPS shall be responsible for securing all necessary approvals and permits from all appropriate federal, state, regional and local jurisdictions prior to the commencement of site grading or construon . Drainage and utility easements. 10 foot drainage and utility easements shall be provided along all lot lines for: 2. DESCRIPTION OF :IMPROVEMENT ESTIMATED COST (Lot } 14 Boulevard and swale sod 2 Landscaping 3. Street signs 4. Street lights 3 $ 00.00 ,000.00 $ nla $ .00 4:J V Co 14/uuruo rAA rLu MUYN!EAN 4007 5. Grading ,000.00 6. Pond grading and seeding $ nla 7. Erosion Control $ ,000.00 8. Pond Protection & Restoration $ ,000.00 9. Utility Protection & Repair $ 00.00 10. Street Protection & Repair $ 00.00 TOTAL ESTIMATED CONSTRUCTION COST OF PLAN A IMPRO S: ESTIMATED ENGINEERING, LEGAL AND ADMINISTRATrVE (20 %): $ 00.00 TOTAL ESTIMATED CONSTRUCTION COST OF PLAN A IM PRQVBMENTS: $00.00 SECURITY REQUIREMENT (25 %) $ 00.00 TOTAL PLAN A ESCROW S,000.00 3. CONSTRUCTION RY CTION OF' PLAN A EVIPROVEMENTS. Ao Construction. The construction, installation., materials and equipment shall be in accordance with the plans and specifications approved by the City. The construction, shall conform to the Minnesota Uniform Building Code 1997 and amendments thereto, the Uniform Fire Code 1 997 and amendments thereto, and NPPA 13. B. Inspection,. All of the work shall be under and subject to the inspection and approval of the City and, where appropriate, any other governmental agency having jurisdiction. c. Easements. Subject to the provisions of paragraph 1 above, the USPS shall dedicate to the City, at no cost to the City drainage and utility easements 4 $,000.00 �.r vvr vv .41 �L 11 IUUXINIWtP4 1] 008 reasonably required by the City to accommodate the Facility. All such easements required by the City shall be in writing, and in recordable form, containing such terms and conditions as the City shall determine. D. Faithful Performance of Construction ontracts. The USPS and will fully and faithfully comply with all terms and conditions of any and all contracts entered into by the Developer for the installation and construction of all Plan A Improvements and hereby guarantees the workmanship and materials for a period of one year following the City's final acceptance of the Plan A Improvements. Concurrently with the execution hereof by USPS it will furnish to, and at all times hereinafter maintain with the City, a cash deposit, performance bond, or an Irrevocable Letter of Credit, based on one hundred and twenty -five percent (125 %) of the total estimated cost of flan A Improvements as indicated in Section 2. An Irrevocable Letter of Credit shall be for the exclusive use and benefit of the City of Oak Park Heights and shall state thereon that the same is issued to assure performance by USPS of all the terms and conditions of this Development Agreement and construction o f all required improvements in accordance with the ordinances and specifications ofthe City. The City reserves the right to draw, in whole or in part, on any portion of the Irrevocable Letter of Credit, cash deposit or Bond under the terms and conditions of this Agreement. The Cash Deposit, Bond or Irrevocable Letter of Credit shall be renewed or replaced by not later than twenty (20) days prior to its expiration with a like letter or bond. E. Reduction of ` Escrow Guarantee. The USPS may request reduction of cash deposit, Bond or the Letter of edit or cash deposit based on prepayment or the value of the completed improvements at the time of the requested reduction. The amount of reduction will be determined by the City and such recommendation will be submitted to the City Council for action. Following any payment for a Plan A improvement which is within the Engineer's estimate, the City may consider and allow a reduction ofthe Cash deposit, Bond or better of Credit up to the rate of $ 1.25 for every dollar that has been paid out of the escrow provided that the project is on schedule, USPS is not in default under the terms of the Development Agreement and/or no extraordinary expenses beyond the engineering estimate have been incurred during the course of the project. 4. Connection fees: The City Engineer shall compute the connection fee as prescribed by ordivanceiresolution as to the facility and advise the City Clerk as to the appropriate fee to be collected. 5 V • U `k Y'a11 Connection fees for all lots and blocks are due and payable upon execution of this agreement and are as follows Lot x,.00 Lot $,.00 5. The shall reimburse the City for engineering, legal and aiiministative costs relating to the public improvements involved and to be incurred by the City in connection with the Facility. 6. PAYMENT IN LIEU OF TAXES USPS agrees to make a payment to the City, in lieu of taxes, in the amount of Twenty thousand and 00 /100 ($20,000.00) (the `Base Pilot") per year commencing on the 15th day of May 2001 at which time one -half of said amount is due, and on the 15th Day ofNovember 2001, at which time the balance shall be sue, and on May 15 and November 15 in each year thcreafter, so long as the LISPS owns the Facility. Commencing in 2002, and each year thereafter, the sum equal to the percentage increase in the taxes adopted by the City shall be added to the Base Pilot. The addition shall be compounded from year to year, and one -half of the total of the Base Pilot and the annual increase shall be paid on May 15 and one --half paid on November 15. The City Finance Department shall certify to the USPS the amount due in addition to the Base Pilot by March 15 of each year. 7. GENERAL: r La GlxL MU X iV 1 titiiN A . Binding Effect. The terms and provisions hereof shall be binding upon and inure to the benefit of the heirs, representatives, successors and assigns of the parties hereto and shall be binding upon all future owners of all or any part of the Subdivision and shall be deemed covenants running with the land. The Agreement, at the option of the City, shall be placed on record so as to give notice hereof to subsequent purchasers and encumbrances of all or any part of the Subdivision and all recording fees, if any, shall be paid by the USPS. 13. Final Plat Approval.. The City agrees to give final approval to the replat of Outlot A upon execution and delivery of this Agreement and of all required documents and security, subject to compliance with the Ordinances of the City and terms and provisions hereof. 6 4 009 12/09/99 1S:54 FAX FLUEGEL MOYNIHAN C. Incarporation_of Reference. The following conditions imposed by order of the city council are annexed hereto as Exhibits A, B, and C and shall be complied with by the USPS: Exhibit A Planners Report dated December ,1999. Exhibit B Exhibit C D. The City of Oak Park Heights may file the Developer's Agreement of record in the office of the County Recorder. B. As to any and all administrative, legal or engineering costs which the LISPS is expected to pay to the City, which costs are to be offset against the cash escrows or Letters of Credit which the USPS has filed and provided to the City. . Establishment of Construction Schedules. USPS shall establish construction schedules for Plan A improvements and shall consult with The city engineer prior to implementing same. G. Easements. All public utility and drainage easements shall be depicted on the plat and dedicated to the City of Oak Park Heights. H. water Management Organizations. USPS shall secure approval from all water management organizations affected by this development prior to final approval. IN WITNESS WHEREOF, the City and Developer have caused this Agreement to be duly executed on the date and year first above written. In the presence of: CI`rY OF OAK PARK HEIGHTS By 7 David Schaaf Mayor Zino 12/09/99 15:54 FAX FLUEGEL MOYNIHAN In the presence of: STATE OF MINNESOTA ) ss. COUNTY OF WASHINGTON) United States Postal Service By By On this day of , 1999, before me David Schaaf and Thomas Melena, to me ers onall known, being each by me duly sworn did say that they are respectively the Mayor and p Y the City Administrator of the City of O Park Heights, the municipal corporation named in the foregoing instrument; and that the seal affixed to said instrument is the corporate seal of said corporation, and that said instrument was signed and sealed on behalf of said municipal corporation by authority of its City Council and said Mayor and Administrator acknowledged said instrument Notary Public, within and for said County personally appeared Barbara to be the free act and deed of said municipal corporation. 8 Thomas Melena Administrator Its: Notary Public on STATE OF MR\NESOTA ) ss. COUNTY OF WASHINGTON) STATE OF MINNESOTA COUNTY OF WASHNGTON THIS INSTRUMENT WAS DRAFTED BY: Jack W. Clinton Fluegel, Moynihan & Clinton, P.A. 1303 South Frontage Rd. Hastings, MN 55033 (651) 438-9777 1,..1 a' w,a 4• a aar i w a a ,a lu as On this clay of , 1999, before me a Notary Public, within and for said County p ersonal y appeared ROBERT L. BRACKEY and Janet M. Brackey, husband and wife, to me personally known, being each by me duly swam did say that they are respectively the persons named in the foregoing instrument; and that said instrument was signed by ROBERT L. BRACKEY and Janet M. Brackey as their own free act and deed. 9 Notary Public Notary Public ] U On this day of _ 1999 before me appeared and known to me to be the : k an d of Champion L.L.C.; respectively, and the same signed the foregoing development agreement on behalf of Champion L.L.C. representing that they had full authority and power wer on behalf f o f said entitiy to do so and affixed their signitures hereon as their free act and deed on behalf of said entity. Too Mr. Tom Melina and the City of Oak Park Heights, Minnesota g a�nnesota Re: vacation of utility easement We are requesting that the city agree to vacate the utility easement between lots number 1 & 2, Kern Center Second Addition. Please find attached; (a) A portion of the Kern Center Plat indicating ots 1 ` � g & 2 and showing the existing 10' utility easement. (b) A copy of the proposed U. S. Postal Service facility whose building will occupy a portion of both lots 1 & 2. (o) A copy of the purchase agreement. Please see article 19 of the Addendum to the purchase agreement. At the time these lots were created in Baytown Township there existed a 2 -1/2 acre minimum lot size. The property is now within p y thin the City of Oak Park Heights and the lot sizes are not restricted to that minimum. The utility easement in question is not required by the City and its vacation is necessary for the construction of the U. S. Postal Service facility. Please consider this issue at your next city council meetin g on December 12, 1999. John Low Chief Mgr. St. Croix West Holdings, LLC C: /St. Croix West/Utility vacation F r� .�5 Ce ,\ O E \ � lu r r F 6.1 0 . y 1 C"1 " -00'9 w _ 3 „$1 s 0 0 cn - "0m r te` - X. K ; . -Peo I r r- vi po .mK r , -n co Ld Cro 4 W -r - 0 v, m !T. 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The terms and conditions of this offer are as follows: Ps Form 8339, July 1997 'Iity Name /Location STILLWATER, MN - CARRIER ANNEX (268980-G01) Excepting and reserving to the seller the following rights and interests: None. Offer to Sell Real Property Project: Y73259 VISIggigal The undersigned, hereinafter called the seller, in consideration of mutual covenants and agreements herein set forth, and or other good and valuable consideration, the sufficiency of which is hereby acknowledged, hereby makes the irrevocable offer to sell and convey to the United States Postal Service and its assigns, the fee simple title to the following described land, with the buildings and improvements thereon, hereinafter referred to as "land ", and all rights, hereditaments, easements and appurtenances thereunto belonging, and legally described as follows: Lots 1 and 2,/Kern Center 2nd Addition Block 2 subject to the following rights outstanding in third parties: Drainage and utility easements as shown on the recorded plat of Kern Center 2nd Addition except for the drainage and utility easements along the northerly line of Lot 1 and the Southerly line of Lot 2, except for the easterly and westerly 10 feet thereof. 1. The seller agrees that this offer may be accepted by the United States Postal Service through any duly authorized representative, by delivering, mailing or telefaxing a notice of acceptance to the seller at the address stated below, at any time within 180 calendar days from the date hereof, whereupon this offer and the acceptance thereof become a binding contract. 2. The Postal Service agrees to pay the seller for said land the sum of $431, 4 61. 0 '**Four Hundred Thirty-One Thousand Four Hundred Sixty-One and 50/100 Dollars * * * payable ,)on approval by the Postal Service of the seller's title and execution and delivery by the seller of a good and sufficient general warranty deed conveying said land with the hereditaments and appurtenances thereunto belonging to the United States Postal Service and its assigns, in fee simple, free and clear from all liens and encumbrances, except those specifically excepted or reserved above, together with all right, title, and interest of the seller in and to any streams, alleys, roads, streets, ways, strips, gores, or railroad rights - of-way abutting or adjoining said land. 3. It is agreed that the Postal Service will defray the expenses incident to the recordation of the deed to the Postal Service and the procurement of the necessary title evidence. 4. The seller agrees that all taxes, assessments, and encumbrances which are a valid lien against the land as of the time of conveyance to the Postal Service shall be satisfied of record by the seller at or before the transfer of title and, the seller, will, at the request of the Postal Service and without prior payment or tender of the purchase price deliver the general warranty deed to the Postal Service and obtain and record such other curative evidence of title as may be required by the Postal Service. If the seller fails to satisfy any such liens or fails to secure such curative evidence as required within sixty (60) days of acceptance of this offer by the Postal Service, the Postal Service may pay said liens and cure such defects and deduct any cost incurred from the purchase price of the land. Real Estate taxes for the current year, utilities and rents, if applicable, are to be pro-rated as of the date of closing. 5. The seller agrees that loss or damage to the property by fire or acts of God shall be at the risk of the seller until the title to the land and deed to the Postal Service have been accepted by the Postal Service through its duly authorized representative or until the right of occupancy and use of the land, as hereinbelow provided for, has been exercised by the Postal Service; and, in the event that such loss or damage occurs, the Postal Service may, without liability, refuse to accept conveyance of the title or it may elect to accept conveyance or title to such property, in which case there shall be an equitable adjustment of the purchase price. 6. The agents, employees or representatives of the Postal Service shall have the right, during the period of the offer, bject to the use made of the premises by the seller to enter upon the said premises for the sole purpose of inspecting .a same and making test borings, plans and topographical surveys in connection with the Postal Service's contemplated use of the premises. The Postal Service, at its expense shall promptly restore the property of the seller to its original condition in accordance with good engineering practices. UNITED STATES SERVICE. Offer to Sell Real Property 7. Possession of the property shall be delivered to the purchaser on the day the sale is consummated unless a differer, possession date is herein specified. 8. The seller agrees not to rent, lease or otherwise increase tenancy on any portion of the property subsequent to execution of this Offer to Sell Real Property, 9. It is agreed that the spouse, if any, of the seller, by signing below, agrees to join in any deed to the Postal Service and to execute any instrument deemed necessary to convey to the Postal Service any separate or community estate or interest in the subject property and to relinquish and release any dower, curtesy, homestead, or other rights or interests of such spouse therein. 10. No member of or delegate to Congress may be admitted to any part or share of this option, or to any benefit arising from it. This prohibition does not apply to the extent this option is with a corporation for the corporation's general benefit. 11. Contingent Fees: a. The seller warrants that no person or selling agency has been employed or retained to solicit or obtain this contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, except bona fide employees or bona fide established commercial or selling agencies maintained by the seller for the purpose of obtaining business. b. For breach or violation of this warranty, the Postal Service has the right to annul this contract without liability, or at its sale discretion, to deduct from the contract price or consideration, or otherwise recover from seller the full amount of the commission, percentage, brokerage fee, or contingent fee. c. Licensed real estate agents or brokers having listings on property for sale, in accordance with general business practice, and who have not obtained such licenses for the sole purpose of effecting this offer, may be considered as bona fide employees or agencies within the exception contained in this clause. 17. The following paragraphs were added or deleted before execution: 18, 19 and 20. Ps Form 8339, July 1997 12. The terms and conditions aforesaid are to apply to and bind the heirs, executors, administrators, successors, and assigns of the seller. 13. The seller agrees that the Postal Service may acquire title to said and by condemnation or other judicial proceedings, in which event the seller agrees to cooperate with the Postal Service in the prosecution of such proceedings; agrees that the consideration hereinabove stated shall be the full amount of the award of just compensation, inclusive of interest, for the taking of said land; agrees that any and all awards or just compensation that may be made in the proceeding to any defendant shall be payable and deductible from the said amount. 14. Seller warrants that as of the date of this offer and of transfer of title, except as specifically identified in this agreement, (1) the property (including the land, surface water, groundwater, and improvements to the land) is free of all contamination from petroleum products or any hazardous substance or hazardous waste, as defined by applicable state or federal law, and (2) there are no underground storage tanks or associated piping on the property. This warranty survives transfer of title and shall be binding upon seller, its successors and assigns. 15. All terms and conditions with respect to this offer are expressly contained herein and the seller agrees that no representative or agent of the Postal Service has made any representation or promise with respect to this offer not expressly contained herein. 16. Seller warrants that legal title is held as follows: (Shaw whether joint tenants, tenants in common, tenants by the entirety, etc.) St. Croix West Holdings, LLC. `ate: a 2 Z ?, 9 9 John Low, Chief Manager Print Sellers Name Robert G. Briggs, Treasurer Print Sellers Name* Print Sellers Name* Print Sellers Name* Notice of acceptance of this offer to be sent to: Seiler: Address: 1835 Northwestern Avenue, Stillwater, MN 55082 Telephone No: ( 651) 351 -2112 Taxpayer lD: 41-1890644 S i g n a Signature Signature Signature Signature Signature ......................... Signature • All individuals or co- owners must sign. If married, the spouse also must sign. If unmarried, the owner's legal marital status must be indicated. If the property is owned by a partnership, all partners must sign or if a limited partnership, the general partner(s) must sign. If the property is in an estate or owned by a corporation, evidence of authority of the signatories must accompany the option,. *This space will be used for witnesses to signatures if required by State law. THOMAS AGGEN Print Name and Title of Contracting Officer Date: „S 23 /M9 s The offer of the Seller contained herein is hereby accepted for and on behalf of the United States Postal Service. w FACILITIES SERVICE OFC 6800 W 64TH ST STE 100, OVERLAND PARK, KS 66202 -4179 Print Address of Contracting Officer fl.k2 UNITED STATES POST/.fL SERVICE. PS Form 8339, July 1 997 Offer to Sell Real Property At; UNITED STATES OST/1L SERVICE. REOTSADDEND (Aug, 96, v1.14, P) Facility Name /Location STILLWATER, MN - CARRIER ANNEX (268980-G01) Page 1 of 1 Addendum Project: Y73259 18. The Postal Service acknowledges that the land is subject to Declaration of Covenants, Conditions and Restrictions dated the 21st day of October, 1994, in instrument filed for record December 13, 1994 as Document No. 825979, The Seller shall use its best and all reasonable efforts to obtain an amendment of the Declaration of Covenants, Conditions and Restrictions which suspends the force and effect of Covenants 1.A. and 7.B. upon the land as long as the United States Postal Service, a statutory successor, or the United States of America (including one of its departments, agencies, or statutory entities) owns the land. The Seller shall provide a copy of the proposed instrument of amendment to Commercial Partners Title LLC and the Postal Service for approval, prior to obtaining signatures of the various lot owners and the consent of their mortgagees. Closing of the purchase shall be delayed until such amendment is completed. Should Seller fail to obtain such an amendment signed by all owners of Lots 1 -7 plus Outlot A, Block 1, and Lots 1 -10, Block 2, all in Kern Center 2nd Addition, by November 3, 1999, then the Postal Service may elect to terminate the contract that results from its acceptance of this Offer to Sell Real Property. 19. Following acceptance of this Offer by the Postal Service, the Serer shall obtain the vacation of the drainage and utility easements along the northerly line of Lot 1 and the Southerly line of Lot 2, except for the easterly and westerly 10 feet thereof. The Seller shall provide a copy of the City of Oak Park Heights' proposed instrument (s) of vacation to Commercial Partners Title LLC and the Postal Service for approval, prior to final action of the city upon the vacation. Closing of the purchase shall be delayed until such easement vacation is completed. Should Seller fail to obtain such easement vacation, by November 3, 1999, then the Postal Service may elect to terminate the contract that results from its acceptance of this Offer to Sell Real Property. 20. Costs for the extension of sanitary sewer and city water to the site shall be the responsibility of the Postal Service and not the Seller. Costs for the extension and improvement of Memorial Avenue North to 55th Street North, and costs for improvements to 55th Street North shall be the responsibility of the Postal Service and not the Seder. All other taxes, assessments, and encumbrances shall be satisfied in accordance with Paragraph 4 of this Offer to Sell.