HomeMy WebLinkAbout2007-12-11 WC Recorded Document #1181881 - City Services Payment AgreementI` (: iptU: 561
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1181881
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Certified Filed and /or recorded on:
12/1112007 4;: PM
1181881
Certificate ik 64778
Office of the Registrar of Titles
Return Property Records & Taxpayer Services
A;v?:,RICA j l i.iv -E SIC' )4_ ,E I #ti At_I, Washington County,
1950 i'vlll)l rf SI PI, f lk +EVE S1 C tt .! { c i' �$. County f ;c`c t'ci `�'
Cat I�#k: { }�.I.f: i� �v1 lk�,i.
k ii N :AI c i IS MN 51.54 0:
AGRE FOR PAYMENT OF CITY
ST,RVICES
A ; RE E EN T' FOR PAYMENT
FOR
CITY SERVICES
r •'FII S Agiqz,,EMENT FOR PAYMENT FO MY Y ER I C: tai s "Agreement") ent" was ma de as
of the ± d { of December, Zoo f by m i between The City of Oak Pike Heights, ts, a municipal
corporation under the laws o1 State o f]` Minnesota (the "City") and Valley Senior Services
Alliance, a M. i nefsot a corl o va .ioi , VSSA Care Center, I. /LC, a Minnesota Limited Liability
Company and VSSA 1= outwefls Landing, 1..1C, a Minnesota 1 i ited Liability Company (the
"U e v c) p )' ' .
WHEREAS, the Developers ha made application to the City for approval of a project (the
"Project") within the corporate limits of he City; and
WHEREAS, a copy ()fa legal description tion f the Land is attached hereto as Exhibit A; and,
WHEREAS, the Developers er•s has agreed to make certain payments to the City in lieu of real
property ert y taxes affecting errtain portions of the iev lopm nt (the "Development") that has been
n
proposed by the Developers for t he Land that has or is anticipated to have e t x exempt status.
NOW, THEREFORE, EREFORE, in oflsid ratiof of the premises and of th mutual promises and
conditions hereinafter contain d, it is hereby agreed as follows:
Aim c L E
REPRESENTATIONS, ETC.
c e:tion 1,0i. Represpsation by the (.: ty, The { makes the following representations as the
basis for its undertakings herein:
(a) rfhe City is a municipal ipal c or p r ation duly organized and existing under tae laws of the
State of Minnesota.
(b) The xecution, delivery and performance of this Agreement by the '.it s does not violate
any agreement, law, rule, regulation or any court x ler or judg nt in any litigation to
which the City is a party ' o ` by hi h it is bound.
(e)
The City has been duly authorized to enter into this Agreement and to perform the terms
hereof,
Section, I 02, . . resent t i r 1. , the DeveloDers. 'che Developers makes the following
representations, warranties and covenants:
(JOY)
RETURN TO:
FInsurance.
y` Im ri American Title Qrnp:j
F �,
" ; ;.C() Midwest Plaza es.
'C) NicoHHoc Mall
Minneapolis, N 55402
(a) The I evelol -rs is <i corporation duly organized and existing non-profit corporation
under the laws ()lithe State of Minnesota with tax exempt status.
1 There is no litigation pending, or to the l es.:t of its kno wledge threatened, against the
.Developers affecting its ability to develop and operate the Development or to carry out
the terms s ofthis Agreement.
ARTICLE '/� 11
TAX EXEMPTION
Sect io » 2.01. Exempt l t _ ,Status.
ta y The 1 cv ° c:kp r . s l i d haw, Ihe 1 ifrl t, al any time, following or
during the construction of portions o alc. b D ment, to a ] 1 . for
exe a for some or all of the Care C..entcr elenae at of Lhe 1 x'ci pl ent from m real property
rty
taxation in accordance with applicable Minnesota law, and the City agrees to acquiesce in such
application, providing the Developers ers is not then in default hereunder.
ARTICLE 1 1.
PAYMENT FOR CITY SERVICES
eclio L4 t, ;:i { - cos.. The e Cit hereby agrees to provide the Developers with all of the
services that it provides to property owners and the public in general within the City limits,
including NvitiaoX.at limitation police protection and fire protection services (referred to generally
as "Municipal Services").
Section 3.02. Payment for Municipal .., Services. In each calendar year in which no property ties
are payable with respect to any portion of the Development ent ec s of a granted exemption, tion, the
Developers r shall make a payment in lieu cif taxes to the City equal to the amount mouunt the City would
ul l
have received if that po .tion of the Development inclusive areal estate and improvements
thereto (the "Exempt Property") were not exempt from r'opert y taxation. and the market value of
the Exempt Property was determined in accordance with the provisions hereof. 'Fhhe
Development acl the City stipulate and agree that such amount is fair compensation for the
Municipal Services,
Section :3.03. Computation of No/II The City Administrator/Clerk/Treasurer shall compute
the amount unt of the required payment annually and advise the Developers of' the mount due in
sueh year and of th manner in which such amount was computed as early as practicable. The
computation ut tion shall be completed by the City for the current year by 1vIarch 1. 5 an d calculated in
accordance section 3.04 and invoiced no later than March 31. Th.e payment ent shall be made in two
equal installments due on May 15 and October 15 of each year or on such other dates as are
established from time to time by law or the payment c ad valorem property taxes in Minnesota.
In the event payme»t is not made when n ue, the Developers shall also pay penalties and interest
computed as provided in Minnesota Statutes, as amended from time to time, for delinquent
property erty tax payments, er ts, The aggregate annual payment shall be the product of the market value of
th.e .:bx mpt Property as ofianuary 2 of the year net preceding the year for which the payment
amount is being computed and determined in accordance with. the `ollo yin Sections 3.04
through 3.07, 7, th local tax rate for the City determined in accordance with the provisions of
Chapter 275, as amended, of Minnesota Statutes, and the class rate applicable, t o the Exempt
Property determined in accordance dance .pith the r vi i }ns of Minn, Start, 73,1 3, as uuiiended. "l`he.
mnputation of the tax due shall comply with the format t o be established in the 'i ni - an u
from the City of Oak Park Heights a copy of which is am ex.ed hereto as Exhibit it "B". The
l yianc»t shall be made to the City within 15 days of billin rendered by the City to evel ol ers.
Section 04, Market Value, The Developers and the City acknowledge that the \N hingion
County .ss essor determines the market value of tax exempt properties in accordance with the
provisions isions cof Minn. Stat, *2 .1 For purposes of this Agreement, the market t vvalu f the
_{ :xc;ralpt Property as of January 2, 2009 shall be as deterniincd by the Washington County
In the event the Washington County Assess or has not determined a new value fir• any
',he value 'o ' such year shall be the value determined by th.e Washington County
l'or• the previous year plus average annual property appreciation based cm other
commercial/industrial property al ] mciation in the City of Oak Park eights. Thus, for example,
if the Washington County Assessor has determined the market value of the Exempt Property as
of :Jar auar•y 2, 2009, and if the Exempt Property is exempt from taxation for taxes payab)e in 2009
and average c 1 roperty appreciation for 0 0 is 5°A , the payment in lieu of taxes due in 2009
shall be computed w 'ith reference t o the Assessor January 2, 2009 valuation plus
appreciation, 11 the assessor has not updated the value for more than one year, appreciation for
each unadjust ed year shall be aid to the last value set. If the County Assessor continues tinues to
value the property every sixth year, as is now f the practice, the new ala.0 determined by the
County Assessor will be determinative notwithstanding interim years of cumulative increases
Seetion 3.05. AppeAl VatuatiQik The market value of the Exempt t Property as determined n ined y
the Washington County Assessor from time to time after the Exempt pt Proper { is granted
exemption tion may be appealed by either the Developers or the City as follows: within ninety (90)
days aRes mc.iving notice of the market value of the Exempt mpt Propert ' as determined by the
Washington Count y Assessor, either part y may send notice to the other that it objects to such
determination and stating its opinion as to the true market value o f the Exempt Property. if the
City and the Developers cannot within thirty 300 days after the date of said notice and after good
f <r itl) negotiations agree e U] c rl the market value of the E e . pt Property, then the market value
shall he established by appraisal, as follows: If the Developers and the City agree upon the
selection of an appraiser within in t:w my days after the expiration of the thirty 30 day
ne; otiati )f period, uc1 appraiser shall be appointed to appraise the full and impartial appraisal
which shall be binding on the parties. If the Developers and the City have been unable to agree
upon the, appointment tra ernt Of a single appraiser within said twenty (20) days, then each party shall
within thirty (30) days following the expiratkin of the time given for appointment of a single
appraiser designate an independent appraiser who holds the designation "MA.l' and has his or her
principal place of business in 'Washington County, Minnesota, .1 x the objecting €ir party y shall fail to
designate an appraiser and notify the other party of his/her identity within said thirty days,
then the market value of the Exempt. l t. Property shall be as previously determined by the Assessor.
11: the non-objecting party shall fail to designate an appraiser r an notify the other party of his/her
identify within said thirty (30) days, then the market ke value of the )= xci ] t Property shall be the
amount set in the notice of objections. ns. If both parties timely name an np] r•aiscz then the two
appraisers so named shall designate a third similarly qualified appraiser iser ithin thirty (30) days of
the appointment of the last of the two appraisers r na ned by the parties. I f the two appraisers fai 1
R) name the third appraiser withi» sai d thirty (30) days, then either party shall request the chief
judge of the 1 asliin ton County District •ict .;a to name the third appraiser. The fh i.ee appraisers
shall within sixty (60) days of the appointment tment of the third, determine the market value of the
Exempt i t Proper ty by consensus, or if no consensus can be reached, by ree ieiit of any two or
the three. The determination of the appraisers shall be binding on the parties, If the parties agree
to a sink appraiser, each party shall pay one-hall o f the appraiser's fees. 1 f the parties cannot
agree upon a single appraiser, then each party shall pay the fee of the appraiser it selects and one-
half of the third appraiser's fec s. For purposes hereof, the market et {alue of the Exempt Property
shall, insofar as possible and consistent with the intention of the parties as expressed herein, be
lased upon the statutory definitions and procedures used in the valuation of real property . f - or
purposes es of determining a d valorem real property taxes, in Ain 1c ; iL.4„ ', .k<.1b may or may not
approximate the actual flair market value of the Exempt 'z ;1 c;r . , (:.,..+., y{ .. ; � � 3 ::Y l et value
of the 1:-. 1l :t Property has not gee» determined by the appraiser(s) that the r m ou t of the
payment due in any year c nnot be calculated and timely payments made with reference thereto„
the Developers shall nevertheless be required to tale payments ents glen due but the amount of
such payments shall be calculated with reference to the Assessor's most recent determination of
market value. 1 i following {in the completion of the appraisals, ls, the actual payment required to be
made by the Developers er•s h ;reunnd r is less than the amount heretofore paid by the Developers, lob ers, the
difference hall be refunded by the City to the Developers without interest within thirty days
if the actual payment ent re luire l to be made by the Developers hereunder is more than the amount
rnt
heretofore paid, the difference shall be paid by the .Developers to the City without interest within
thirty (30) l y .
Section 3.06. Legislative :h< es. In the event the methods and procedures for determining
property taxes are altered by the Minnesota State 1.,e0slature such that the methods o is an .l
procedures set forth in this Agreement are no longer adequate to permit the parties to achieve the
intent hereo (4 a s set forth in Section :3.02, the parties shall negotiate in good faith an amendment
to this Agreement dir•e to ] at producing a comparable result.
Section 3 . 07 . Alterations. In the event the xem] t Property is substantially altered, improved or
damaged such that the market ket v al as established pursuant to the provisions hereof` is no lowa.er
a reasonably accurate estimate of the market value of the Exempt pt Propert {, the parties shall
n goti ate in good I itch equitable adjustment of su h market value and reduce their agreement
thereto in writin g.
ART1CLE IV
EMS SERVICES AND 911 CALLS
Section 4.01, 1 ;i o `gene: r Services via Bayport l { it Department., At s eh time when the
Development define ] as the current Boutwells Landing Complex le and the Proposed Skilled Care
Facility located south of 58 Street)) exceeds 20.0 percent cent of all City eme rgency calls responded
fed
to by the Bayport Department (including fire, good intent, false alarm and EM /rescue, etc),
the Developers shall make an annual payment to the City an amount equal to the cost impact the
e \'e1oj1]cft has on the City's cost contribution to the Bayport lire Department for sc•ices
ovc:r the 0.0 percent. ent.
Section 4,02 Billipf2, The City will directly bill the Developers after the City determines the
annual use generated by the Development and its impact uo the City Fair Share Formula orother
future contribution protocol, The City will determine annual use at th.e Development based on
iofounxtkzupoovidcdbv(buBoyponGrcDqmrunont`oomo\'run`dmooru/bormUoblosource
Section 4.03 Should the City`x relationship with the
Bayport Fire Department and/or is financial relationships substantially change, the Cizyroucrvcu
thc iiht t() aiiiend this argL1agc as may be needed to compensate for new Fire and/or E.:AvI3
Sect on is anticipated that the City can provide adequate emergency
�pooy�a1)'',1) the City does not guaranty that it has adequate resources to
respond »o all emergencies or provide same in Ier!etui The City further indicates tothe
'Developers that kshould consider the implementation ofnecessary'bn-site"maff and other
emergency mitigation resources so tha|emergeooy EMS/Rescue calls could be handled
internally and directly with appropriate health care providers and potentially deleting the need of
the City responses,
ARlIClI\/
M ISCDy.LANlC()l]8
Tbc parties agree that this Agreement shall be governed and
construed in accordance with ihe laws of the State of Minnesota.
Time shall be of the essence ofthis Agreement.
If this Agreement is executed by any number o[counterparts, each
Section 5.04.
if any one or ()FC of the provisions, sentences,
phrases or words of this Agreement or any application thereof shall be held or determined to be
invalid, illegal or unenforceable in any respect, the validity, legality and enforceability ufthe
remaining phrases, sentences, phrases or words of this Agreement and any other application
thereof shall in no way be affected or impaired and shall remain in full force and effect,
Section 5,05. Successors and Assians, This Agreement is bindna on and inures to hc Ierefli of
the successors and assigns o{ the parties hereto.
Section 5. 06, Notices and Demands. Except as otherwise expressly provided in this Agreement,
a notice. d e m a n d or other communication under this Agreement i ent by any party to any ether party
shall be sufficient i y given or delivered if it is dispatched by registered or certified mail, postage
tag,e
I:wel a.aic , return receipt requested, or delivered personally to the following address:
The City:
The Developers:
City of Oak Park Heights
City Hall
14168 a 1 Park Blvd
Oak Park Heights, IA innesota 55082
Valley Senior Services Alliance,
VSSA Care Center, L , C,
\'SSA Bout /as Landing, 1.1.,C
2845 -lamline Ave, No.
Roseville, MN 55113
or at such address as either party may, a y, f%rom time to time, designate in writing and forward to the
other party.
echo l .o . rl t, - tic:». Any controversy or dispute, of whatever nature, between the
Developers and the City arising out of this Agreement shall be finally y an d conclusively settles by
arbitration in accordance with the Minnesota i o - m Arbitration Act, Minn. Stat. Chapter 572,
as amended. Determinations of market value are not, however, subject to arbitration except
where the parties have been unable to come t o an agreement there. e under circumstances
described in Section 3.07 hereof. All questions as to the meaning of this Section 4 or as to the
arbitrability of any dispute shall be resolved by the arbitrators, and then• derision. on such
quest io»s shall be final and binding and net subject to judicial review, w, excep t to the extent
provided in the Minnesota Uniform Arbitration A.ct-
e;et,i, p l.r } . ` ' ��� i t � `File Corm of this Agreement shall commence cm the effective date
hereof, and shall remain in dull force and effect until the effective date that the Exempt Property
ceases to be exempt from real property taxation.
Section 4.09. Reasonableness. xhe parties agree that where any consent or approval is provided
fez
th is A re i erit, each will glee reasonable consideration to all factors affecting such consent
or approval l and such consent or approval will not be unreasonably withheld or delayed.
.5c..ction 4.1 0, Recordation. Either party hereto may record this Agreement.
IN WITNESS .HEREOF, the parties hereto have caused this Agreement to be duly executed
on or as of the day nd year first written above.
THE iY)0y-OAK 'ARK
By:
DaVid
its Ma
/-• .„
Joh )son
its q.',/it /Administrator
VALLEY SENIOR SERVICES ALLIANCE,
7 '
Mark Meyer
Its: Chief Financial Officer
VSSA, CARE CENTER, .I.,1.0
,----.)-- — .Z7
Mark Meyer
its: Chief Financial Manager
Mark Meyer
Its: Chief Financia) Manager
VSSA BOUFWEIA.,S LANDING, LLC
STATE F 'I I +N N E S ! T A
COUNTY OF ASHINGTO
•»» this /-. day of '`.. ' . v 2007, before inc a Notary Public, within and for
said County personally appeared David Beaudet and Eric Johnson, to m; personally kno wn, being
each by me duly sworn did say that they are respectively the Mayor {or an i the dr . i nistrator of the
City of Oak Park Heights, the municipal corporation named in the foregoing instrument; and that
the seal affixed 10 said instrument is the corporate seal of said corporation, and that said instrument
\vas signed and sealed on behalf of said municipal corporation by authority of its City Council and
said Mayor and Administrator acknowledged said instrument t o be the free act deed o f said
municipal al corporation.
STATE OF IviINNESOTA
ss4
COUNTY OF WASHINGTON)
0» this !I
day of ( ' � ' ........, 2007, before me a Notary Public, within and for
said County personally appeared Mark Meyer, to rye personally known, being the Chief Financial
t
Manag of VSSA Care en1: r, 1.. _..C, a Minnesota Limited d Li bilit { Company, named in the
foregoing instrument; and that the seal affixed to said instrument is the corporate seal of id limited
liability company, and that said instrument was signed and sealed on behalf of said Limited
ited
Liability y Compan by Mark Meyer with the authority { of its Board of Governors :teknowledging his
execution ofsaid instrument to be the. free act and deed of said Limited d _,iabilit Company.
•
raj; t, {F • } F 22l! ,� .. ", [., + i",. // a}}� [r'
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ee F
I'd V 5 ° ,,f '4�.. fir ti; '.,` i s ,. .w' = •_ _� �r' ".� : ;f j ' a# l ' ; #Cr y i,F
SS
JENNIFER M. MOEN
NOTARY PUBLI - MINNESOTA '•.
My Conrnssio;1 Expires Jan. 31, 2017 � ... v.,...._ . _...
•
y Public
�..�� ............:..4.ti�y..: �..a��... :._.... ".. _.�.- -•--rte r ,": N- E...., .r.�..� ..�_ —. — C. .iyiy.. �,w.. .r... ,..
Notary Public
k.,
STATE', F MINNESOTA
) ss.
4, 4.
COUNTY OF WASI•liNGTON)
On this : day of `. 'rf} .JY ., 2007, for is a Notary Public, Within and for
said County personally appeared Mark {ear, to rrie personally known, {n, b ing the :`l i f Financial
Officer r o f Valley Senior Services Alliance, a Minnesota Non --Pro t Corporation, named in the
c
foregoing instr•uni nt: and that the ea] affixed to said instrument ent is the corporate seal of said
corporation, and that said instrument vvas signed an d sealed on behalf of said corporation by hark
Meyer with the authority of its Board of Governors , his execution of said instrument
to be the fi•c act and deed of said Limited 1.. iabiIik f [:. ; n dny. .
� r ;5.� ;��i : ; �.'�.' : �f;t:i' _'k ;' ;.iii{- a` ';'.,-�; "•, {;, %.+ �
•
Notary Public,
�' L"\l*J L*3r{�'r�• \.r 4.15 �'' t ! ti, +•i �'}�f`V �.�
STATE OF MINNESOTA
,s,
COUNTY OF WASHINGTON
on this L `" : + day of � f5 .. ,r t4... ... , 2007, before we a Notary Public, within and Ibi
said Count y personally appeared ;d Mark Meyer, to me personally known, fn , beini the Chief Financial
Officer of /SSA ,Boutwells Landing, LLC, a Minnesota Limited Liability Company, named in the
Ibre;oiI)g instrument; anc] that the seal affixed to said instrument is the corporate seal of said
corporation, ationn, and that said instrument was signed and sealed on behalf of said limited liability
company by Mark Meyer it]h the authority cof its Board of Governors acknowledging his execution
of said instrument to be the free act and deed o['sai d 1-..i 1iLccl Liability Company.
.
4 r' • --- \ ,- .-,,, in,
h f 'yr 4. ..11,..Y.„ .. ' } Y .�•f 4 f ' ` mo w
, . - ., Ir , _,'y, . { Notary Public
City A.d
This instrument Drafted d By:
Lark J. Vier ling
1::',CK13ERG, LAMMERS, BRIGGS,
V1..F F VIERLI N Y' . L. PP.
1809 Northwestern Av nue
St lwater, M innesota 5 50
" "
EXHIBIT DESCRIPTION �� X B F F
LE
LEGAL
TRACT 11:',GISTERED LAND SURVE Y I() .) 5
lvlethod of Calculatio n:
EXHIBIT "B"
The P1 payment is the estimated amount of local taxes t o the City that would have en
generated by the Valley Senior Service Alliance Skilled Care Center if the i i'o 't {both land
and building) were not exempt from taxation.
The Cit. y estimates the new Valley Senior Service Alliance Skilled Care Center land and
building) to lrave an appraised market value al'Sl),093,226.
This market value, if taxable, would generate a tax capacity of $381, 15. A portion of this {ax
capacity would e subject to fiscal disparity sharing as a commercial property, The proposed
�. �' } taxes 1 1 T the local
sharing sharing ��c,� ��• Oak ���� Heights �1���� pay {��. is ` . " . Therefore, ��:, � local
taxing entities will benefit directly frc $296,829 82 of the tax capacity. This reduced fax capacity
would generate taxes t o the City of $109,358, based on a proposed pay 2008 tax capacity race of
36.842%. This amount does net include any fiscal disparity clistributiuxa that would be generated
by this property if taxable, The step p by step calculation is detailed below.
Based on an estimated market value (EMV) of $19,093,226, the following steps would be
utilized to calculate the PILOT O payment:
Step 1: Calculate the '.rota] 'fax Capacity (FTC):
1.5% x first $150,000 of EiviV = $2,250
Plus 2.0% f ElviV ' excess oi$150,000 - $3,
Equals $381,115 CITC)
Step 2: Calculate the Fiscal Disparity Tax Capacity { F1 TC :
Result fr o Step 1 (ITC)
'Multiplied by 2111.57% ( o] c sed pay 2008 rate for ..`it y e r Oak Pak. Heighis)
Equals $84,286 (FDTC)
Step 3: Calculate the Local Tax Capacity (LTC)
Result frmyi Step 1 (ITC) -... S381,115
Minus Re u ft Iron tep 2 (PDTC) — S84,286
Equals $296,829 (LT C
Step 4: Calculate the City's fax
Result from Step 3 (LTC) .... $296,829
Time 36,842% Pr opc sed Oak Park Heights local tax capacity rate fbi Pay
Equals $109,358 (City PILOT payment)
The: PILOT payment identified above includes th e taxes that could I generated b { the Valley
s en i or s erv i ce Alliance skilled Care, Cenic.T if it had an estimated market value ()! 1 , )93 226.
Furthermore, the payment cAculation assumes e the proposed pay 08 rates for the City remain
fixed as doss the 2008 fiscal disparity sharing factor,
'File variables in the above calculation to let rmm the actual PILOT payment each year will be
the estimated market value (as determined b the 'a hi i Eton County Assessor's or's C ffic , the
meth od used to calculate the tax capacity of c i rcial properties (possibility of being amended
by the St to e isIat re; , the fiscal disparity sharing factor for Oak Park Heights hts and the loaf
tax rates for the City of Oak Park Heights,
The L'* begin a , += i 1 r 1 - , r completion ]
would � ��z� �� �� 1,��? -, -# �� �.- ���: t��.y,;. cif ..f: �..'. }: G �«.:c� � �����c c.1c���a��1� c:t:���� of the Skilled �����...
C nt el%