04-677Council File # ���
Green Sheet # J � j � � �
RESOLUTION
SAINT PAUL, MINNESOTA
Presented By
Referred To
Committee: Date
VJHEREAS, the City and Neighborhood House have entered into a cooperative
partnership to construct a new facility on the site of the current El Rio Vista recreation center, to
be known as the Paul and Sheila Welistone Center for Community Building; and
WHEREAS, Neighborhood House is responsible for overseeing the actual construction of
the new facility and the City Council has previously authorized the appropriate officials to enter
into a Development Agreement for that purpose; and
WHEREAS, the Parties have established various Funding Sources and it is necessary to
enter into an Agreement for the purpose of deternuning how the funds will be disbursed; now,
therefore be it
RESOLVED, that that the City Council authorizes the appropriate officials to enter into
the Disbursing Agreement in substantially the form attached hereto.
Requested by Department of:
Adopted by Council: Date _/
Adoption Certifj�d by Council
By:
Fosm Approved by Ci�y Attorney
Bl'=
Approved by Mayor for Submission to Council
a
By: /
Approved by y Date
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DISBURSING AGREEMENT
This Disbursing Agreement ("Agreement") is entered into as of this 8�' day of July, 2004,
by and among the City of Saint Paul (the "City"), a municipal corporaUon organized and existing
under its charter and the laws of the State of Minnesota, Neighborhood House, a non-profit
corporation organized and existing under the laws of the State of Minnesota ('Neighborhood
House"), Cherokee State Bank, a Minnesota banking association (the "Bank"), LandAmerica
Commonwealth Tifle Insurance Company ("Title"), and the Department of Education for the
State of Minnesota ("State").
WTTNESSETH:
WHEREAS, pursuant to a Development Agreement dated as of July 8, 2004 by and
between the City and Neighborhood House (the "Development Agreement"), the City has agreed
to provide $3,507,000 to Neighborhood House for construction of the Project (as hereinafter
defined) and of such amount, $1,491,370 has heretofore been spent on design and
preconstruction costs and $78,210 has heretofore been spent on Hazardous Substance (as defined
in the Development Agreement) removal, a maYimum of $12Q000 will be used by the City for
professional services and $50,000 will be held back from the City Cash Contribution (as defined
in the Development Agreement) for monitoring wage compliance of the Project (as provided in
Section 4.4(3) of the Development Agreement) and leaving $1,887,420 (the "City Funds")
available to be disbursed pursuant to this Agreement for the Project. The City Funds do not
include the $1,964,000 of Capital Improvement Bonds and Community Development Block
Grant Funds for which the City has agreed to request for the Project as provided in the
Development Agreement; and
WHEREAS, pursuant to a Construction Grant Agreement dated as of July 8, 2004, by and
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between the City and the State, (the "State Grant Agreement") the State agreed to disburse to the
City proceeds of a grant in the amount of $5,000,000 (the "State Grant") to finance a portion of
the Project Costs related to the Project (as hereinafter defined); and
VJHEREAS, Neighborhood House has committed (a) $5,000,000 (the 'Private Funds"),
and (b) a federal grant in the amount of $9,438,550 (the "Federal Funds"); and
WHEREAS, the parties hereto have agreed that the City Fhnds, the State Grant, the
Federal Funds and the Private Funds will be disbursed by the City, the State, Neighborhood
House and the Bank to Title and by Title in accordance with the terms of this Agreement.
NOW, THEREFORE, in consideration of the foregoing premises, and for other good
and valuable consideration, the receipt and sufficiency of which aze hereby acknowledged, it is
hereby agreed as follows:
Article I.
Definitions
5ection 11 As used in this Agreement, the following terms shall have the meanings set out
below, provided that any capitalized terms used herein but not defined herein shall have the
meaning given such terms in the Development Agreement.
Advance Date has the meaning given to it in Section 4.02;
Architect means BWBR Architects;
Citv means the City of Saint Paul, Minnesota;
CityRenresentative means the Director of the Department of Pazks and
Recrearion of the City (the "Officer"), ar any person at the Ume, and from time to time,
designated by written certificate of the City furnished to Neighborhood House, the Bank,
and Tifle, and signed on behalf of the City by the Officer. Such certificate may designate
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an aiternate or alternates. Any of the persons herein designated may at any time act as
City Representative;
Construction Manaeer means McGough Construction Company;
Contractor means any contractor or vendor with whom the Construction Manager
has executed a contract for work or materials, supplies or equipment for the Project;
Hazardous Substances shall have the meaning given such term in the
Development Agreement;
Leased Premises means the reai estate described in the I.ease;
I.ease means the L.ease and Operating Agreement dated as of July 8, 2004
pursuant to which the City leases the I.eased Premises to Neighborhood House;
Pazkine Structure means the parking structure to be constructed as a part of the
Project;
Plans means the plans and specifications for the acquisition, construction and
installation of the Project, and any modifications thereof and additions thereto;
Private Funds shall have the meaning provided in Section 3.5 of the Development
Agreement;
Prolect means the building, improvements and Parking Structure to be constructed
on the Development Property and the equipping of the building on the Development
Property all completed in accordance with this Agreement and which aze described and
depicted on Exhibit B-2 attached hereto;
Proiect Costs means all costs properly chargeable to the Project, including but not
]imited to:
(a) all costs under the terms of any contract or contracts for the design,
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construction, installation or equipping of the Project, including reimbursement to
Neighborhood House for all advances and payments made in connection with the Project;
(b) obligarions incurred for labor and materials in connecrion with the design,
construction, installation or equipping of the Project;
(c) the cost of bonds and any and all types of insurance that maybe necessary
or appropriate to be in effect during the course of construction of the Project;
(d) all costs of design, engineering and azchitectural services, including the
costs for test borings, surveys, estimates and preliminary investigations therefor, and for
supervising installation, as well as for the performance of all other duties required by or
consequent to the proper installation of the Project; and
(e) all other costs and expenses incurred by Neighborhood House in
connection with the financing, acquisition, construction, installation and equipping of the
Project inciuding, but not limited to, moving expenses, fund raising costs, fees and
expenses, lobbying fees and expenses and internal costs and expenses of Neighborhood
House; and
Neighborhood House Representative means the President or Vice President,
Finance and Administration of Neighborhood House or any of the persons herein
designated may act at any time as Neighbarhood House Representative.
State Representative means the Commissioner of the Minnesota Departrnent of
Education.
Article II.
Disbursements of City Funds, State Grant, Private Funds and Federal Grant
Section 21 The City Funds, State Grant, Private Funds and Federal Grant (collectively, the
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"Funds") shall be available for disbursement to Neighborhood House, or its payees, upon
satisfacrion of the conditions set forth in Articles III and IV hereof to pay or reimburse for the
payment of Project Costs; provided that Neighborhood House may request disbursements of the
State Crrant only to pay for Project Costs related to the acquisition of fee simple to the real
property, design and construction of the Project and furnishing and equipping of the Project. The
Parties agree to comply with the review and approval schedule attached hereto as Exhibit D.
Section 2.2 The Parties agree that the following is the priority on the use of funds to pay costs
of the Project, subject to any hold-back provisions governing the Federal Grant or State Grant:
(1) The portion of the City Funds disbursed by the City prior to the Closing Date (as
defined in the Development Agreement);
(2) $9,438,550 of the Federal Grant;
(3) $5,000,000 of the State Grant;
(4) Remaining City Funds; and
(5) Private Funds.
Article III.
Conditions Precedent to Disbursements to Neighborhood House
SecUOn 31 Any and all disbursements of the Funds requested by Neighborhood House,
except as otherwise provided by Section 3.4 hereof, shall be subject to satisfaction of each of the
following conditions precedent:
A. Neighborhood House shall have submitted to Title, the Bank, the State and
the City executed copies of the following documents:
(i) a sworn construction cost statement for the Project;
(ii) a fully executed construction contract, which provides for the
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constmction of the Project for a guazanteed ma�mum price not to exceed
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(iii) a statement of the total cost of the Project.
B. All representations and warranties of Neighborhood House set forth in
Secrion 2.2 of the Development Agreement shall be true and correct as of the date of any
disbursement;
C. No event shall have occurred and be continuing under the Development
Agreement which gives the City the right to withhold approval of any disbursements of
the State Grant proceeds or, if such an event exists, the City shall not have exercised its
right to withhold its approval;
D. No event shall have occuned and be continuing which, but for the giving
of notice, the expiration of any cure period, or both, would consutute an Event of Default
under the State Grant Agreement or an Event of Default by Neighborhood House under
the Development Agreement or the Lease (collectively, the "Primary Agreements") unless
Neighborhood House shall have obtained an express written waiver of such event or this
condiUOn, from each party to any of the Primary Agreements pursuant to which such
event would if not cured within any applicable cure period become an Event of Default
thereunder, or each such party sha11 have otherwise consented in writing to the
disbursement; and
E. The total amount remaining for disbursement as shown on Schedule 3 to
the Requisition Certificate submitted by Neighborhood House in the form of Exhibit B is
sufficient to pay all remaining costs of the Project as shown on said Schedule 3.
Section 3.2 In addition to the conditions precedent specified in Section 3.1 hereof, the State's
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obligarion to disburse any portion of the State Grant is subject to the following conditions
precedent:
A. The State shall be in receipt of a fully and duly executed originai of the
State Grant Agreement; and
B. The State shall be in receipt of the items that are required under Section
5.02 of the State Crrant Agreement.
Section 33 If the applicable documentation shows that the total amount remaining for
disbursement set forth in Schedule 3 to the Requisition Certificate in the form of Exhibit B is less
than the amount required to pay all remaining costs of the Project the City, the Bank or the State
shall send written notice thereof to the other parties to this Agreement specifying the amount of
the deficiency. No funds shall be disbursed until the City supplies the amount of funds required
to make up such deficiency as provided in Section 3A(1) Development Agreement or provides
evidence reasonably acceptable to the parties to this Agreement that sufficient funds aze available
to complete the Project.
Section 3.4 Notwithstanding the foregoing provisions of Sections 3.1, 3.2 and 3.3,
Neighborhood House shall have the right to obtain disbursements of the Private Funds and
Federal Funds without complying with the conditions contained in Sections 3.1, 3.2 and 3.3
provided, however, that all such disbursements comply with the terms, conditions and
requirements of Article IV.
Article IV.
Submission and Approval of Disbursements
Section 4.1 Neighborhood House may obtain advances hereunder only to the extent of the
amount currently due for Project Costs provided that advances hereunder far work satisfactorily
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completed, materials actually incorporated into the Project, materials stored on the Leased
Premises (collectively "Construction Costs"), shall be supported by the Certificate of the
Architect in the form attached hereto as Exhibit Gl, less any retainage required to be withheld
pursuant to the contract between Neighborhood House and the Construction Manager.
Neighborhood House agrees that all sums reguested hereunder for disbursement shall not exceed
that amount. Title shall not be required to make the final advance for the payment of the full
amount of each contract between the Construction Manager and any Contractor until all of the
materials have been supplied and all of the work covered by such contract has been completed in
accordance with the Plans as evidenced by the written verification of such fact by the Inspecting
Arclutect substanUally in the form of Exhibit C-2, subject to all other conditions applicable to
disbursements contained in this Agreement. Title shall not be required to make the final advance
to the Construction Manager until all of the materials have been supplied and.all of the work
covered by the contract between Neighborhood House and the Construction Manager has been
completed in accordance with the Plans as evidenced by:
(a) written verification of such fact by the Architect substantially in the form
of Exhibit C-2;
(b) issuance by the Architect of an unconditional certificate of substantial
completion;
(c) issuance by the City of an unconditional certificate of occupancy;
(d) receipt by the City, State, Bank and Title of an as-built survey; and
(e) receipt by the City, State and Bank of copies of all warranties issued by
any Contractor;
subject to all other conditions applicable to disbursements contained in this Agreement.
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Section 4.2 Whenever Neighborhood House desires a disbursement of any Funds (an
"Advance"), which shall be no more often than monthly, Nei�borhood House shall subnut to the
Title a Requisition Certificate duly executed by the Neighborhood House Representative in
substantially the form attached hereto as Exhibit B. Neighbarhood House shall simultaneously
with its submission to Tide submit a copy of its Requisition Certificate to the City, the State and
the Bank. Each Requisirion Certificate shall be submitted on or between the first and fifteenth
day of the month in which any Advance is requested, and shall be submitted at least seven (7)
business days before the date the Advance is to be made (the "Advance Date").
Section 43 Neighborhood House shall also simultaneously submit:
A. To the City, Title, the State, and the Bank, a certificate relating to each
Contractor which is to receive a disbursement from the Advance in substantially the form
of Exhibit C-3 signed by the Architect, together with the statement of the Architect
substantially in the form of Exhibit C-1, stating that the materials and the work for which
disbursement is requested have been satisfactorily delivered or completed (as appiicable).
B. Subject to the provisions of Sections 4.4 and 4.5 hereof, to Title, a waiver
of inechanic's lien and/or materialman's lien, executed by the Construction Manager, in
the amount of the lienable costs of the Project payable from the requested Advance,
together with a waiver of inechanids lien and/or materialman's lien, executed by each
Contractor to which any portion of the preceding Advance was paid, covering liens for all
work done and materials supplied for which disbursement was made from the preceding
Advance, in a form satisfactory to Title.
C. To the City, the Bank, the State and Title, invoices or such other
supporting evidence as may be necessary to establish the cost or value of the item for
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which payment is requested and for which no lien waiver is required pursuant to Section
43B hereof.
Secrion 4.4 Upon receipt by Titie of a Requisition Certificate in the form of Exhibit B and the
addiuonal documentation required by Section 4.3 hereof from Neighborhood House, Tifle shall:
a) conduct its customary search for any mechanics liens which have been filed against any
portion of the Leased Premises (a "Filed Lien"), b) make a deternunation of the amount of the
requested Advance which is not accompanied by the mechanics or materialman's lien waiver
required by Section 43B hereof or the supporting evidence required by Section 43C hereof
(coilectively the "Unsupported Current Advance Portion"), and c) make a deternunation of the
amount of any prior Advances which are not covered by the mechanics or materialman's lien
waiver required by Section 4.3B hereof or the supporting evidence required by Section 43C
hereof (collectively the "Unsupported Prior Advance Portion").
Section 4.5 On each Advance Date, if all the terms and conditions of this Agreement have
been complied with by Neighborhood House, or waived in writing by the Bank, the City and the
State, then the City, the State and the Bank shall approve the Requisition Certificate, and Titie
shall disburse the amounts as follows:
A. If the aggregate of the amount of all Filed Liens, Unsupported Current
Advance Portions and Unsupported Priar Advance Portions is less than $50,000, Title
shall promptly advance all appropriate funds in accordance with the applicable
Requisition Certificate unless Neighborhood House notifies Title, in wriung, that all or
any portion of such Advance is to be withheld, in which event Title shall withhold such
portion of the Advance until receipt of further written instructions from Neighborhood
House regazding disposition or investment.
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B. If the aggregate of the amount of Filed Liens, Unsupported Cunent
Advance Portions and Unsupported Prior Advance Portions is $50,000 or greater, Title
shall withhold from the funds an amount equal to the aggregate of all Filed Liens,
Unsupported Current Advance Portions and Unsupported Prior Advance Portions (to the
extent the amount of any iTnsupported Prior Advance Portion was not previously
withheld in connection with a prior Advance) and shall promptly advance all other funds
in accordance with the applicable Requisition Certificate.
C. All amounts withheld by Titie pursuant to Secrion 4.SB shall be
maintained by Titie until Neighborhood House has delivered or caused to be delivered to
Title unconditional releases or satisfactions of Filed Liens (or an order of the District
Court of Ramsey County releasing the I.eased Premises from any Filed Lien); or the
appropriate mechanics or materialman's lien waivers or other supporting evidence
required by this Agreement. Subject to Section 4.SD, upon receipt by Title of such
documentation, Title shall disburse the funds related to such documentation in accordance
with the applicable Requisition Certificate unless it receives written instructions from
Neighborhood House to the contrary.
D. Tn the event that Title is withholding any amounts pursuant to Section
4.SB, and Title receives written notification from any of the State, City or the Bank that
an event has occurred which would, with the giving of notice, the expiration of any cure
period, or both, constitute an Event of Default under any of the Primary Agreements, then
Title shall promptly remit amounts being withheld to the par[y from whom Title received
such amounts.
E. All amounts disbursed by Title for lienable costs of the Project shall be
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disbursed directly to the Construction Manager and/or Contractors based upon the
Applicable Requisition Certificate oz, if Neighborhood House has previously paid such
amounts and reasonable written evidence thereof (including the documentation and lien
waivers required by Secrion 43) has been provided to Title with the applicable
Requisition Certificate, to Neighborhood House in reimbursement. All amounts
disbursed by Tifle for non-lienable costs of the Project shall be disbursed directly to third
party suppliers based upon the applicable Requisifion Certificate or, if Neighborhood
House has previously paid such amounts and reasonable written evidence thereof has
been provided to Title with the applicable Requisition Certificate, to Neighborhood
House in reimbursement. Notwithstanding the foregoing provisions of this subparagraph
E, Neighborhood House shall have the right to obtain a disbursement directly to
Neighborhood House of up to $200,000 from each monthiy Advance for non-lienable
costs of the Project which Neighborhood House intends to incur prior to the next
Advance (provided that no portion of such disbursement may come from the State Grant
Account). Neighborhood House shall provide appropriate supporting documentation of
such expenditures to Title with the next Requisition Certificate and shall keep copies
thereof which the City and the State shall have the right to inspect and copy at reasonable
times and on reasonable notice.
Article V.
Miscellaneous
Section 51 Title shall keep records showing the names of all payees to whom disbursements
are made by Title, the date of each disbursement, and the amount of each disbursement, which
records may be inspected by Neighborhood House, the City, the State and the Bank.
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Section 5.2 Neighborhood House shall be responsible for making inspections of the Project
during the course of construction, and shall determine to its own satisfacrion that the work done
or material supplied by the Contractors to whom disbursements are to be made out of each
Advance has been properly done or supplied. Title, the Bank, the State and the City shall not be
required to conduct any inspection of the Project.
Section 53 It is expressly understood and agreed that neither Tifle, the Bank, the City or the
State assume any liability or responsibility for the satisfactory completion of the Project, for the
adequacy of funds advanced or disbursed pursuant hereto to complete the Project, for inspections
during construction, or for any acts on the part of Neighborhood House or the Contractors to be
performed in the construction of the Project.
Section 5.4 Any notice required or permitted to be given by any party hereto to any other party
hereto under the terms of this Agreement shall be deemed to have been given on the date the
same is deposited in the United States mail, registered or certified, return receipt requested,
postage prepaid, addressed to the party to which the notice is to be given at the address set forth
opposite its name below, or to any other address specified in a notice given by such party to the
others not less than ten (10) days prior to the effective date of the address change:
To Neighborhood House: Neighborhood House
179 East Robie
St. Paul, MN 55107
Attn: Vice President
Finance and Administration
To City: Saint Paul Pazks and Recreation
300 City Hall Annex
25 West 4th Street
St. Paul, MN 55102
Attn: Director, Parks and Recreation
To Bank: Cherokee State Bank
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607 Smith Avenue South
St. Paul, MN 55107
Attn: Craig Manz
To State: Minnesota Department of Education
1500 Highway 36 West
Roseville, MN 55113
Attn: Commissioner
To Title: LandAmerica Commonwealth Title Insurance
Company
255 Park Square Court
400 Sibiey Street
St. Paul, NIlV 55101
Section 5.5 This Agreement is binding on the successors and assigns of each of the parties
hereto provided, however, that no party shall have the right to assign this Agreement or any
rights therein, or delegate any duties created herein, without the prior written consent of the other
parties, which consent may be given or withheld in the sole discretion of the parties whose
consent has been requested.
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IN VJITNESS WHEREOF, the parties hereto have entered into this Agreement as of the
date first above written.
NEIGHBORHOOD HOUSE
By....................................
Its President
By
Its Chair, Board of Directors
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CTTY OF SAINT PAUL
Approved as to form:
By...................................•
Its Mayor
Assistant City Attorney
By....................................
Its City Clerk
By....................................
Its Director of Pazks and Recrearion
By....................................
Its Director, Office of Financial Services
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CHEIZOKEE STATE BANK
By....................................
Its.................................
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LANDAMERICA COMMONWEALTH TI'I'LE
INSURANCE COMPANY
By ....................................
Its.................................
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COMIvIISSIONER OF EDUCATION
STAT`E OF MINNESOTA
By ....................................
Its....................................
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EXffiBTI' A
DESCRIPTION OF THE PRO7ECT
A building containing not less than 93,600 squate feet, including the following components:
275-seat Performance Space
Adult and Youth Computer Labs
Youth Center
Numerous Meeting Rooms (Ranging from 8 to 100-Person Capacity)
Two Gymnasiums with Bleachers
Weight Room
Dance/Exercise Room
Kitchen and Congregate Dining
Food Shelf
Cafe
Shared Office Spaces
City Office Space
165 Space Pazking Ramp
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REQUISTTTON CERTIFICATE
Payment No.
Attenrion:
Ladies and Gentlemen:
This Requisition Certificate is delivered by Neighborhood House ("Neighborhood
Aouse") pursuant to the provisions of the Disbursing Agreement dated as of 7uly 8, 2004 (the
"Disbursing Agreement") between the City of Saint Paul (the "City"), Neighborhood House,
Cherokee State Bank (the "Bank"), the Department of Education for the State of Minnesota (the
"State") and LandAmerica Commonwealth Title Insurance Company ("Title"). All capitalized
terms not defined herein shall have the meaning ascribed to those terms in the Development
Agreement dated as of July 8, 2004 executed by and between Neighborhood House and the City
of Saint Paul, Minnesota (the "L.oan Agreement").
The undersigned, the Neighborhood House Representative under the Disbursing
Agreement, hereby requests a disbursement in the aggregate amount of $ for
Project Costs, as follows:
1. $ for Conshuction Costs, to be paid from the following Funds:
(a) $ from the Grant Funds;
(b) $ from the City Funds;
(c) $ from the Private Funds;
(d) $ from the Federal Funds;
2. $ for Project Costs related to the design, architectural and
engineering fees and expenses, to be paid from the following Accounts:
(a) $ from the State Grant;
(b) $ from the City Funds;
(c) $ from the Private Funds;
(d) $ from the Federal Funds;
3. $ for Project Costs other than Construction Costs and costs covered
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by Section 2 immediately above, to be paid from the following Accounts :
(a) $ from the City Funds;
(b) $ from the Private Funds;
(c) $ from the Federal Funds;
The disbursement(s) should be made to Neighborhood House or the payee(s} shown on
Schedule 1 attached hereto.
The undersigned hereby certifies:
(1) All costs herein certified to be paid from the State Grant constitute Project
Costs related to the acquisifion, design, construction, fumishing and equipping the
Project; and the amount requested for payment from the State Grant herein, when
aggregated with all prior disbursements from the State Grant, does not exceed the State
Reimbursement Percentage of the aggregate of all prior disbursements and the amount
requested for payment herein for Project Costs related to the acquisition, design,
construction, furnishing and equipping the Project; and no State Gz'ant proceeds shall be
used for any other items;
(2) All representations and warranties of Neighborhood House set forth in
Section 2.2 of the Development Agreement are true and correct as of the date hereof;
(3) No event has occurred and is continuing under the Development
Agreement which gives the City the right to withhold approval of any disbursement of the
City Deposit except those events specifically described on Schedule 2 hereto and, with
respect to each event described on Schedule 2 attached hereto, the City has not exercised
its right to withhold its approvai;
(4) No event has occurred and is continuing which, but for the giving of
notice, the expiraUOn of any cure period, or both, would constitute an Event of Defauit by
Neighborhood House under the Development Agreement or the Lease except those events
specifically described on Schedule 2 hereto and, with respect to each event described on
Schedule 2, attached hereto is a copy of a written waiver of each such event or the
applicable condition in the Disbursing Agreement or the written consent to disbursement
executed by each party to any of the foregoing agreements pursuant to which such
event(s) would become an Event of Default thereunder if not cured within any applicable
cure period;
(5) Each item for which payment or reimbursement is herein requested was
necessary in connection with the Project and has not formed the basis for any previous
payment;
(6) With respect to all costs incurred under the construction contract between
the Construction Manager and Neighborhood House, the total amount certified for
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payment or reimbursement of such costs does not exceed the contract price after
deducting retention required hy the contract;
(7) There are no amounts unpaid for labor, wages, materials or supplies,
which, if unpaid, might become the basis of a vendor s lien, or a mechanics',
materialmen's, statutory or other similaz lien upon the Project or any part thereof, other
than for work or material fiunished after the period covered by this Requisition
Certificate, amounts herein certified for payment, or diligently being contested in good
faith, and, subject to Sections 4.04 and 4.05 of the Disbursing Agreement, su�cient
waivers of liens for all amounts previously certified for payment are on file with Title to
support this paytnent as required by Section 4.03 of the Disbursing Agreement;
(8) With respect to any item relating to the acquisition or installation of
materials, equipment or personal property which is certified herein for payment or
reimbursement, such materials, equipment or personal property, either (i) is located and
appropriately secured on or off the I.eased Premises, and (ii) if to be paid from the State
Grant and stored off-site, the State has consented in wziting to such off-site storage, and
(iii) attached hereto is a bill of sale (or other appropriate document) transferring title to
said item of materials, equipment or personal property to Neighborhood House unless
such bill of sale (or document) has already been furnished;
(9) Attached hereto as Schedule 3 and incorporated herein by reference is a
statement of the total cost of the Project as estimated on the date of this Requisition
Certificate, itemized to show separately (a) Yhe total herein and heretofore certified for
payment or reimbursement, (b) the amount remaining to be paid under any construction
contract or contracts for the Pro}ect (including any contract for purchase of equipment
included in the Project) as affected by any modifications or additions to the Plans since
the last certificate and for all other costs of the Project and (c) the funds available to pay
the remaining Project Costs (including the source of such funds). The total remaining
funds for disbursement as shown on Schedule 3 are sufficient to pay all remaining costs
of the Project as shown on Schedule 3;
(10) Attached hereto are certificates from the Architect in the form required by
the Disbursing Agreement certifying that the Construction Costs requested to be paid
from this Requisition Certificate have been satisfactorily completed or the materials for
which payment is herein requested have been incorparated in the Project or stored on or
off site in accordance with the Disbursing Agreement; and
(11) Solely with respect to requests for disbursement from the Private Funds
and Federal Funds, and notwithstanding any other provision of this Requisition
Certificate to the contrary, none of the conditions or provisions of the Disbursing
Agreement aze required to be complied with, except the conditions and provisions of
Articie 4 thereof, and the certifications contained in paragraphs 1, 2, 3, 4, 5, 8, 9, 10 and
11 of this Requisation Certificate are not required for any disbursement of Private Funds
and Federal Funds.
1638930v4 B-3
t�-�_�
Dated this _ day of ,
NEIGHBORHOOD HOUSE
By
Its President
1638930v4 B-4
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Approved by:
City Representarive
Approved by:
�U�
m
Approved by:
MIlVNESOTA DEPARTMENT OF EDUCATION
I�
Its
1638930v4 B-5
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SCHEDULEI
Schedule of Amounts Due and Payable Duectiy to Neighborhood House Payees:
Name and Address of Payee Payment R uested Sco e of Work Done
1638930v4 B-6
�-(�z�
SCFIEDULE 2
Description of events wiuch would constitute
an Event of Default under Primary Agreements
if not cured witlun any applicable cure period
1638930v4 B-7
�-4,�
SCHEDULE3
COST OF PROJECT CERTIF'ICATION
�
The Neighborhood House hereby certifies that the foregoing amounts are true and cotrect as of
the date of this certification.
Dated: Neighborhood House
I�
Its President
1638930v4 B-8
O�l-�o��
. ��:
STATEMENT OF ARCHITECT
I�ilil.�
I�C�I�Illl�l • � :7.;1`.�L.�
BWBR Architects (the "Architect") has reviewed certain construction documents for the
Project prepared by _
manuals which are dated
including drawings, specifications, details and
and which are described in the Construction
Contract between Neighborhood House and the Construcrion Manager identified in the attached
Requisition Certificate, relating to the Project. The Architect has reviewed the subject
Requisition Certificate and based upon its monthly reviews of the Project hereby states to the
City of Saint Paul, Cherokee State Bank, State of Minnesota, and Neighborhood House that the
work identified in the draw request has been performed in accordance with the Constmction
Contract and therefore, in its professional opinion, the Construction Manager is entitled to
payment in the amount set forth in its Application and Certificate for Payment No.
and the Requisition Certificate to which this statement is attached.
BWBR ARCHITECTS
Subscribed and sworn to before
me this _ day of , 2004.
Notary Public
Includes:
By....................................
Its.................................
*APFLICATION AND CERTIFICATE FOR PAYMENT NO.
for work completed through
Total cunent payment due is
C-1-1
1638930v4
o�t-c.�
�rir. r �a
STATEMENT OF ARCHTTECT
I:�' •�� �
�1► a _ ' a �ul� �Y
BWBR Architects (the "Architect") has reviewed certain construction documents for the
Project prepazed by _
manuals which are dated
including drawings, specifications, details and
and which are described in the Construction
Contract between Neighborhood House and the Construction Manager identified in the attached
Requisition Certificate, relating to the Project (collectively the 'Plans"). The Architect has
reviewed the subject Requisition Certificate and based upon its final review of the Project hereby
states to the City of Saint Paul, Cherokee State Bank, State of Minnesota, and Neighborhood
House that the work identified in the draw request has been performed in accordance with the
Construction Contract and therefore, in its professional opinion, [name of contractor or
construction manager] is entitled to final payment in the amount set forth in its Application and
Certificate for Payment No. as the work covered by such contraet, and the materials
required, have been supplied in accordance with the construction documents.
1:��1I:1:7_\:7 '�].�MI�C��.7
Subscribed and sworn to befare
me this _ day of , 2004.
Notary Public
Includes:
By....................................
Its.................................
*APPLICATION AND CERTIFICATE FOR PAYMENT NO.
for work completed through
Final payment due is
C-2-1
1638930v4
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. ��:
CERTIFTCATE OF CONTRACTOR
Form to be Supplied
C-3-1
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� Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Shee4��
Depar6nenUoffice/councii: Date Initiated:
cA -��tyA,�m�. ���� Green Sheet NO: 3019656
Contact Person 8 Phone• Deoartrnent Sent To Person InitiaVDate
Virginia Palmer � 0
266"$��0 Assign I ' Attome De arlmen[Directar
Must Be on Councii /\qenda by (Date): Number 2 0 ocil
07JUL-04 For
Routing 3 ' Clerk Cti Clerk
Order 4
5
Total # of Sigrmture Pages _(Clip All Locations for Signature)
Action Requested:
Authorizing the appropriate officials to enter into the Disbissing Agreement with Neighborhood House for the conshuction of the
Paul and Sheila V✓ellstone Center for Community building.
Recommendations: Approve (A) or Reject (R): Personal Service Contracts Must Answer the Following Questions:
Planning Commission 1. Has this person/firm ever worked under a contract for this department?
CIB Committee Yes No
Civil Service Commission 2. Has this person/firtn ever been a city empioyee? �
Yes No
3. Does this personffirtn possess a skill not normally possessed by any
current city employee?
Yes No
� Explain all yes answers on separete sheet and attach to green sheet
Initiating Problem, Issues, Opportunity (Who, What, When, Where, Why): �
Advantages If Approved: �
DisadvantapeslfApproved:
Disadvantages If Not Approved:
Total Amount of CosURevenue Budgeted: �
Transaction:
Fundinsi Source: Activity Number:
Financiallnfortnation:
(Explain)