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04-678Council File # �/ •� �� � Green Sheet # �) 1P5� / Presented By Referred To , ___� ` RESOLUTION C"�TI''QF SAINT PAUL, MINNESOTA ' `\ ',', Committee: Date 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 WHEREAS, the City of Saint Paul 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 Wellstone Center for Community Building; and WHEREAS, the Paul and Sheila Wellstone Center will be built on land which is owned by the City of Saint Paul, which holds fee simpie tifle to the property legally described in Exhibit A attached and incorporated by reference herein, and referred to as "restricted property' ; and WHEREAS, the City has received a State grant of $5,000,000 for a portion of the construction costs of the Center, and the Grant is funded through State general obligation bond proceeds, and among the requirements of the grant, the City of Saint Paul is required to file a deed restriction imposing certain restrictions on the xestricted property; and WHEREAS, the Council has previously authorized the proper city officials to enter into a Development Agreement for construction of the new Wellstone Center, and of the Lease and Operating Agreement for the finished project; now, therefore be it RESOLVED, that the City Council of the City of Saint Paul hereby authorizes the proper City officials to enter into the attached Grant Agreement with the State of Minnesota, and to file this resolution imposing the following deed restrictions on the property: l. The Restricted Property is bond financed property within the meaning of Minn. Stat. § 16A.695 that exists as of the date of this Declaration and as such may subsequently be amended, modified or replaced from time to time, is subject to the encumbrance, created and requirements imposed thereby, and cannot be sold or otherwise disposed of by the public officer or agency which has jurisdiction over it or owns it without the approval of the Minnesota Commissioner of Finance, which approval must be evidenced by a written statement signed by the Commissioner of Finance and attached to the deed or instrument used to sell or otherwise dispose of the Restricted Property. � �4-��� 2 2. The Restricted Property is subject to ali of the temis, conditions, provisions, and 3 limitations contained in tt�at certain General Obligarion Bond Froceeds Grant Agreement 4 Construcrion Grant for the Paul and SheIla Wellstone Center for Community Building 5 Project between City of St. Paul and the Mivnesota Department of Fducation, dated 6 June 29, 2004. 7 10 quested by Department of: sm Approved by City Atto ey�� � �-.�-+ � proved by Mayor for Submission to Council �► �`�� Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet Green Sheet DepartrneiM/officelcouncil: Date Initiated: cA �ityAftomey �-.���-� Green Sheet NO: 3019657 CoMact Person 8 Phone:• Deoartrnent Serrt To Person InitiaUDate Yrginia Paimer � 0 266-8710 q�jyn 1 ' Altorn De artmentDirector Must Be on Council Agenda by (Date): Number 2 ouncit 07-JUL-04 For Routing 3 ' Clerk CY Clerk OMer 4 5 Total # of Signature Pages _(Clip All Lowtions for Signature) Action Requested: Author the proper City officals to enter into a Grant Agreement with the State of Minnesota for construcrion of the Paul and Sheila Wellstone 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 employee? Yes No 3. Does this personffirm possess a skill not normally possessed by any current city employee? Yes No 6cplain all yes answers on separete sheet and attach to green sheet Initiating Problem, Issues, Opportunity (Who, What, When, Where, Why): Advantages If Approved: DisadvantaqeslfApproved: Disadvantapes if Not Approved: Tofal Amount of CostlRevenue Budgeted: Transaction: . Funding Source: Acfivity Number: Fi nancial Information: (Explain) o�/--��8 U3) o�/ SGr� E37 �� S�9 d�r�s�/occ -i FY Fund Agency Orgn Appr. UFARS Code Vendor Number Amourtt: �5� ��D� �D � U?U pmount first fiscal ear: Objed Code: Type of Transaction Requisition Date: O(9a40� Number: (p ��\ Entered By: Purchase Order Date: Number: (Individua� signing certifies funds have been encumbered as required by Minn. Stat §§ 16A.15 and 16C.05) GENERAL OBLIGATION BOND PROCEEDS GRA.NT AGREEMENT CONSTRUCTION GRANT for the PAUL AND SHEILA WELLSTONE CENTER FOR COMMUNITY BUILDING PROJECT Generic GO Bond Proceeds Ver - 1/7/03 Grant Agreement for Construchon Grents (Gnrc GO GA-Chsh Gmt) oy -6�� TABLE OF CONTENTS RECITALS ARTICLE I — DEFINITIONS Section 1.01 — Defined Terms ARTICLE II — GRANT Section 2.01— Grant of Monies Section 2.02 — Use of Grant Proceeds Secrion 2.03 — Operation of the Real Proper[y and Facility Section 2.04 — Public Entity Representations and Wazranties Section 2.05 — Event(s) of Default Secrion 2.06 — Remedies Section 2.07 — Notification of Event of Default Secrion 2.08 — Ternrination/Modification of Grant Secrion 2.09 — Effect of Event of Default ARTICLE III — USE AND SALE Section 3.01— Use Contracts Secrion 3.02 — Receipt of Monies Under a Use Contract Section 3.03 — Sale Section 3.04 — Proceeds of a Sale ARTICLE IV — COMPLIANCE WITH G.O. COMPLIANCE LEGISLATION AND Tf� COIvIIvIISSIONER'S ORDER Section 4.01— State Bond Financed Property Section 4.02 — Preservation of Tas Exempt Status Secrion 4.03 — Changes to G.O. Compliance I,egislation or the Commissioner's Order ARTICLE V- -DISBURSEMENT OF GRANT PROCEEDS Section 5.01— The Advances Section 5.02 — Draw Requisitions Secrion 5.03 — Final Draw Requisition Section 5.04 — Addirional Funds from Borrower Secrion 5.05 — Condition Precedent to Any Advance Section 5.06 — Construction Inspections ARTICLE VI — MISCELLANEOUS Section 6.01— Insurance Section 6.02 — Condemnation Section 6.03 — Use, Maintenance, Repair and Alterations Section 6.04 — Records Keeping and Reporting Section 6.05 — Inspection of Facility After Completion � 10 10 il 11 12 12 13 13 14 14 14 15 15 17 18 18 19 20 20 Generic GO Bond Proceeds 1 Ver - 2/3/03 Grant Agreement for Construction Crrants (Cmrc GO GA-Cnstrcm Gmt) o�-��� Section 6.06 — Data Pracrices Section 6.07 — Non-Discrimination Section 6.08 — Worker's Compensation Section 6.09 — Antitrust Claims Section 610 — Review of Plans and Cost Estimates Section 6.11— Prevailing Wages Section 6.12 — Liability Section 6.13 — Indemnification by the Public Entity Section 6.14 — Relationship of the Parties Se�tion 6.15 — Notices Section 6.16 — Binding Effect and Assignment or Modification Section 6.17 — Waiver Section 6.18 — Entire Agreement Section 6.19 — Choice of Law and Venue Section 6.20 — Severability Section 6.21 — Tune of Essence Secrion 6.22 — Counterparts Section 6.23 — Matching Funds Section 6.24 — Third-Pariy Beneficiary Section 6.25 — Applicability to Real Properiy and Facility Section 6.26 — Additional Requirements Signature Page Attachment I — DECLARATION Attachxnent II — LEGAL DESCRIPTION 20 20 20 20 21 22 22 22 23 23 24 24 24 25 25 25 25 25 25 25 25 26 27 � Generic GO Bond Proceeds 11 Ver- 2/3/03 Grant Agreement for Construcrion Grants (Gnrc GO GA-Chstrctn Gmt) 04-�78 GENERAL OBLIGATION BOND PROCEEDS GRANT AGREEMENT CONSTRUCTTON GRANT for the PAUL AND SHEILA WELLSTONE CENTER FOR COMMI7NITY BUII.DING PROJECT THIS AGREEMENT shall be effective as of June 7, 2004, and is between St. Paul, a statutory city (the "Public Entity"), and the Commissioner of Educarion (hereinafter referred to as the "State Entity"). RECITALS A. Under the provisions contained in Minnesota Laws 2003, l Special Session, Chapter 20, Section 4, Subdivision 3, the Public Entity has been given the authority to acquire land for and to design, construct, furnish, and equip the Paul and Sheila Wellstone center for coxnmunity building; and B. Under the provisions contained in Minnesota Laws 2003, l Special Session, Chapter 20, Section 4, Subdivision 3, the State of Minnesota has allocated $5,000,000, which is to be given to the Public Entity as a grant to assist it in the completion of the project as authorized by Minnesota Laws 2003, l Special Session, Chapter 20, Section 4, Subdivision 3; and C. The monies allocated to fund the grant to the Public Entity are proceeds of state general obligation bonds authorized to be issued under Article XI, § 5(a) of the Minnesota Constitution; and D. The Public Entity and the State Entity desire to set forth herein the provisions relating to the granting of such monies and the disbursement thereof to the Public Enfity. IN CONSIDERATION of the grant described and other provisions in this Agreement, the parties to this Agreement agree as follows. Article I DEFIPiITIONS Section 1.01 Defined Terms. As used in this Agreement, the following terms shall haue the meanings set out respectively after each such term (the meanings to be equally applicable to both the singulaz and plural forms of the terms defined), unless the context specifically indicates otherwise: "Advance(s)" — means an advance made or to be made by the State Entity to the Public Entity and disbursed in accordance with the provisions contained in Article V hereof. Generic GO Bond Proceeds 1 Ver - 2/3/03 Grant Agreement for Conshvction Grants (Gnrc GO GA-Cnstrctn Gmt) o�-�� 8 "AgreemenY' Construcrion Grant Project. means this General Obligarion Bond Proceeds Grant Agreement for the Paul and Sheila Wellstone center for community building "Architect", if any - means BWBR Architects Inc., which will administer the Construction Contract Documents on behalf of the Public Entity. "Code" - means the Intemal Revenue Code of 1986, as amended from time to time, and all �easury regulations, revenue procedures and revenue rulings issued pursuant thereto. "Commissioner of Finance" - means the State of Minnesota acting through its Commissioner of Finance, and any designated representarives thereof. "Commissioner's Order" - means that certain "Order Amending Order of the Commissioner of Finance Relating to Use and Sale of State Bond Financed Property" executed by the Commissioner of Finance on July 20, 1995. "Completion Date" — means December 31, 2006 the date of projected completion of the Project as specified in the Construcrion Contract Documents. "Contractor" - means any person engaged to work on or to fizrnish materials and supplies for the Project including, if applicable, a general contractor. "Construction Contract Documents" - means the document or documents, in form and substance acceptabie to the State Enrity, including but not limited to any conshuction plans and specifications and any exhibits, amendments, change orders or supplements thereto, which collectively form the contract between the Public Entity and the Contractor or Contractors concerning the Pro}ect and which provide for the completion of the Project on or before the Completion Date for either a fixed price or a guazanteed maximum price. "Declaration" - means a declaration, or declarations, in the form as Attachment I to this Agreement and all amendments thereto, indicating that the Public Entity's interest in the Real Properiy and, if applicable, the Facility is bond financed properry within the meaning of the G.O. Compliance Legislation and is subject to certain restrictions unposed thereby. "Draw Requisition" - means a draw requisition that the Public Entity will submit to the State Entity when an Advance is requested, and which is referred to in Secrion 5.02. "Event of DefaulY' - means those events delineated in Section 2.05. "Facility", if applicable, - means the center far community building, which is located, or will be constructed and located, on the Real Properiy. Generic GO Bond Proceeds 2 Ver - 2/3/03 Grant Ageement for Construction Grants (Cmrc GO GA-Chstrcm Gmt) oY-�7�' "Fair Market Value" — means either (i) the price that would be paid by a wiliing and qualified buyer to a willing and qualified seller as detennined by an appraisal which assmnes that all mortgage liens or encumbrances on the property being sold, which negatively affect the value of such property, will be released, or (ii) the price bid by a purchaser under a public bid procedure after reasonable public notice, with the proviso that all mortgage liens or encumbrances on the properry being sold, which negarively affect the value of such property, will be released at the time of acquisirion by the putchaser. "G.O. Bonds" - means the state general obligation bonds issued under the authority granted in Article XI, § 5(a) of the Minnesota Consriturion the proceeds of which aze used to fund the Grant or any bonds issued to refund or replace such bonds. "CT.O. Compliance Legislation" - means Minn. Stat. § 16A.695 that eacists as of the date of this Agreement and as such may subsequently be amended, modified or replaced from tnne to time. "Grant" - means a grant of monies from the State Entity to the Public Entity in an amount of $5,000,000. "Inspecring Engineer", if any - means the State Entity's conshuction inspector, or its designated consulting engineer. "Project" - means the acquisition of an interest in the Rea1 Property and, if applicabie, the Facility, along with the performance of those activities indicated in Section 2.02. "Public Entity" - means St. Paul, a statutory city. "Real Property" - means the real property located in the County of Ramsey, State of Minnesota, legally described in Attachment II to this Agreement. "State Entity" - means the Department of Education. "Use ContracY' - means a lease, management contract or other similar contract beriveen Public Entity and any other entity, and which involves or relates to the Iteal Property and, if applicable, the Facility. "Usee" - means any entity with which the Public Enfity contracts under a Use Contract. Article II GRANT Section 2.01 Grant of Monies. The State Entity shall issue the Grant to the Public Entity and disburse the proceeds in accordance with the provisions of this Agreement. The Grant is not intended to be a loan. Generic GO Bond Proceeds 3 Ver- Z/3/03 Grant Agreement for Construcrion Grants (Cmrc GO GA-CY�strctn Grnt) O�/-h � � Secrion 2.02 Use of Grant Proceeds. The Public Entity shall use the Grant solely to reimburse itself for expenditures it has already made, or will make, in the performance of the following activities: �X Acquisition of fee simple title to the Rea1 Property; � Acquisition of a leasehold interest in the Real Properiy; � Acquisition of an easement on the Real Property; � Improvement of the Real Property, � Acquisirion of the Facility, � Ixnprovement of the Facility, � Renovation or rehabilitation of the Facility, �X Design and construction of the Facility, or ❑X Furnish and equip the Facility. Section 2.03 Operation of the Real Property and Facility. The Public Enrity sha11 operate the Real Property and, if applicable, the Facility, or cause it to be operated, as a Center for Community Building, or for such other use as the Minnesota legislature may from time to time designate, and may enter into Use Contracts with Usees to so operate the Real Property and, if applicable, the Facility; provided that such Use Contracts must haue been approved, in writing, by the State Entity and the Commissioner of Finance and fully comply with all of the provisions contained in Section 3A1. The Public En6ty shall also annually determine that the Real Property and, if applicable, the Facility are being so used, and shall annually supply a statement, sworn to before a notary public, to such effect to both the State Entity and the Commissioner of Finance. For those programs, if any, that the Public Enrity will directly operate on the Rea1 Property and, if applicable, in the Facility, the Public Entity covenants with and represents and warrants to the State Entity that; (i) it has the ability and a plan to fund such programs, (ii) it has demonstrated such ability by way of a plan that it submitted to the State Enrity, and (iii) it will annually adopt, by resolution, a budget for the operation of such programs that cleariy shows that forecast program revenues will be equal to or greater than forecast program expenses for the next fiscal yeaz, and will supply to the State Entity and the Department of Finance certified copies of such resolution and budget. Far those programs, if any, that will be operated on the Rea1 Property and, if applicable, in the Facility, by a Usee under a Use Contract, the Public Entity covenants with and represents and warrants to the State Entity that; (i) it will not enter into such Use Contract unless the Usee has demonstrated that it has the ability and a plan to fund such program, (ii) it will require the Usee Generic GO Bond Proceeds 4 Ver- 2/3/03 Grant Agreement for Construction Grants (Gnrc GO GA-Cnstrctn Gmt) D�-�� P to provide an initial and annual program budgets that clearly show that forecast program revenues will be equal to or greater than forecast program expenses for the next fiscai year, (iii} it will promptly review all submitted program budgets to determine if such budget clearly and accurately shows that the forecast progtavi revenues wiil be equal to or greater than forecast program expenses for the next fiscal yeaz, (iv) it will reject any program budget that it believes does not accurately reflect forecast program revenues or eapenses or does not show that forecast program revenues will be equal to or greater than forecast program expenses, and require the Usee to prepaze and submit a revised program budget, and (v) upon receipt of a program budget that it believes accurately reflects forecast program revenues and expenses and that shows that forecast prograzn revenues will be equal to or greater than forecast program expenses, it will approve such budget by resolution and supply to both the State Entity and the Commissioner of Finance certified copies of such resolution and budget. Section 2.04 Public Entity Representations and Warranties. The Public Entity fiuther covenants with, and represents and wartants to the State Entity as follows: A. It has legal authority to enter into, execute, and deliver this Agreement, the Declaration, and all documents referred to herein, and it has taken all acrions necessary to its execution and delivery of such documents. B. This Agreement, the Declazation, and all other documents referred to herein are the legal, valid and binding obligations of the Public Entity enforceable against the Public Entity in accordance with their respective terms. C. It will comply with all of the terms, conditions, provisions, covenants, requirements, and warranties in this Agreement, the Declaration, and all other documents referred to herein. D. It will comply with all of the provisions and requirements contained in the G.O. Compliance Legislation and the Commissioner's Order. E. It has made no material false statement or misstatement of fact in connection with its receipt of the Grant, and all of the information it previously submitted to the State Entity or which it will submit to the State Enfity in the fixture relating to the Grant or the disbursement of any of the Grant is and will be true and correct. F. It is not in violation of any provisions of its charter or of the laws of the State of Minnesota, and there are no actions, suits, or proceedings pending, or to its lrnowledge threatened, before any judicial body or govemmental authority against or affecting it relating to the Real Property and, if applicable, the Facility, and it is not in default with respect to any order, writ, injunction, decree, or demand of any court or any govemmental authority which would impair its ability to enter into tlus Agreement, the Declazation, or any document referred to herein, or to perform any of the acts required of it in such documents. G. Neither the execution and delivery of this Agreement, the Declaration, or any document referred to herein, nor compliance with any of the terms, conditions, Generic GO Bond Proceeds $ Ver - Z/3/03 Grant Agreement for Construction Grants (Gnrc GO GA-Cnsfrctri Gmt) o�-�7P requirements, or provisions contained in any of such documents is prevented by, is a breach of, or will result ia a breach of, any term, condition, or provision of any agreement or document to which it is now a party or by which it is bound. H. The conteruplated use of the Real Properiy and, if applicable, the Facility will not violate any applicable zoning or use statute, ordinance, building code, rule or regulation, or any covenant or agreement of record relating thereto. I. The Project was, or will be, completed in full compliance with all applicable laws, statutes, rules, ordinances, and regulations issued by any federal, state, or local political subdivisions having jurisdiction over the Project. J. All applicable licenses, pernuts and bonds required for the performance and completion of the Project have been, or will be, obtained. K. All applicable licenses, permits and bonds required for the operation of the Real Property and, if applicable, the Facility in the manner specified in Section 2.03 have been, or will be, obtained. L. It wil] operate, maintain, and manage the Real Property and, if applicable, the Facility in compliance with ali applicable laws, statutes, rules, ordinances, and regula6ons issued by any federal, state, or local political subdivisions having jurisdiction over the Real Property and, if applicabie, the Facility. M. It has, or will acquire, the following interest in the Real Property and, if applicable, the Facility, and, in addirion, will possess all easements necessary for the operation, maintenance and management of the Real Property and, if applicable, the Facility in the manner specified in Section 2.03: �X Fee simple title to the Real Properiy, and if applicable, the Facility; � A lease on the Real Property, in form and substance acceptabie to the State Entity, for a term of at least 50 yeazs which cannot be prematurely cancelled or terminated without the prior written consent of the State Entity, and, if applicabie, either fee simple title to the Facility or a lease therefore for a term of at least 50 yeazs which cannot be prematurely cancelled or terminated without the prior written consent of the State Entity; or � An easement on the Real Properry, in form and substance acceptable to the State Enrity, for a term of at least 50 yeazs which cannot be prematurely cancelled or terminated without the prior written consent of the State Entity, and, if applicable, either fee simple title to the Facility or a lease therefore for a term of at least 50 years which cannot be prematurely cancelled or temunated withouf fhe prior written consent of the State Enrity; Geaeric GO Bond Proceeds 6 Ver - 2/3/03 Grant Agreement for Constivction Grants (Gnrc GO GA-Cnstrcm Gmt) o�-��� and such interests are or will be subject only to those easements, covenants, condirions and restrictions that will not materially interfere with the completion of the Project and the intended operation and use of the Real Property and, if applicable, the Facility, or those easements, covenants, conditions and restricrions which aze specifically consented to, in writing, by the State Entity. N. It will fully enforce the terms and conditions contained in any Use Contract. O. It has complied with the matching funds requirement, if any, contained in Section 6.23. P. It will supply, or cause to be supplied, whatever funds are needed above and beyond the amount of the Grant to complete and fully pay for the Project. Q. The Project will be completed substantialiy in accordance with the Constnxction Contract Documents by the Completion Date, and will be situated entirely on the Real Properiy. R. All materials, supplies and equipment, not donated, that is used in the Project and all properiy used in furnishing and equipping the facility and/or site shall be subject to the Minnesota sales taac. S. It will require the Contractor or Contractors to comply with all rules, regulations, ordinances, and laws bearing on its conduct of work on the Project. T. It will not allow any lien or encumbrance that is prior and superior to the Declazation to be created on or imposed upon the Real Property, whether such lien or encumbrance is voluntary or involuntary and including but not limited to a mechanic's lien or a mortgage lien, without the prior written consent of both the State Entity and the Commissioner of Finance. U. It will fixrnish to the State Entity as soon as possible and in any event within 7 calendar days after the Public Entity has obtained lrnowledge of the occurrence of each Event of Default, or each event which with the giving of notice or lapse of time or both would constitute an Event of Default, a statement setting forth details of each Event of Default, or event which with the giving of notice or upon the lapse of time ar both would constitute an Event of Defautt, and the action which the Publio Entity proposes to take with respectthereto. V. It shall fiunish such satisfactory evidence regarding the representations and warranties described herein as may be required and requested in writing by either the State Enrity or the Commissioner of Finance. Section 2.05 Event(s) of Default The following events shall, unless waived in writing by both the State Enrity and the Commissioner of Finance, constitute an Event of Default under this Agreement upon either the State Enrity or the Commissioner of Finance giving the Public Entity 30 days written notice of such event, and Public Entity's failure to cure such event during Generic GO Bond Proceeds � Ver - 2/3/03 Grant Ageement for Construction Grants (Gnrc GO GA-Cnstrcfi Gmt) ��-��� such 30 day time period for those Events of Default that can be cured within 30 days or within whatever time period is needed to cure those Events of Default that cannot be cured cvithin 30 days as long as the Public Entity is using its best efforts to cure and is making reasonable progress in curing such Events of Default, however, in no event shall the time period to cure any Event of Default exceed 6 months. Notwithstanding the foregoing, any of the following events fihax cannot be cured shall, unless waived in writing by both the State Enrity and the Commissioner of Finance, constitute an Event of Default under this Agreement immediately upon either the State Entity or the Commissioner of Finance giving the Public Entity written notice of such event. A. If any representation, covenant, or warranty made by the Public Entity herein, in any Draw Requisition, or in any other document fiirnished pursuant to this Agreement, or in order to induce the State Entity to make any Advance, shall prove to haue been untrue or inconect in any material respect or materially misleading as of the time such representation, covenant, or warranty was made. B. If the Public Entity fails to fully comply with any provision, term, condition, covenant, or warranty contained in this Agreement, the Declaration, or any other document referred to herein. C. If the Public Entity fails to fully comply with any provision, term, condition, covenant, or warranty contained in the G.O. Compliance Legislarion or the Commissioner's Order. Section 2.06 Remedies. Upon the occurrence of an Event of Default and at any time thereafter until such Event of Default is cured to the satisfacfion of the State Entity, the State Entity or the Commissioner of Finance may enforce any or all of the following remedies. A. The State Entity may refrain from disbursing the Grant; provided, however, the State Entity may make Advances after the occurrence of an Event of Default without thereby waiving its rights and remedies hereunder. B. The Commissioner of Finance, as a third pariy beneficiary of this Agreement, may demand that the portion of the Grant already disbursed to the Public Enfity be returned to it, and upon such demand the Public Entity shall return such portion to the Commissioner of Finance. C. Either the State Entity or the Commissioner of Finance, as a third party beneficiary of this Agreement, may enforce any additional remedies they may have in law or equity. The rights and remedies herein specified aze cumulafive and not exclusive of any rights or remedies that the State Entity or the Commissioner of Finance would otherwise possess. If the Public Entity does not repay any portion of the amount specified in Section 2.06.B within 30 days of demand by either the State Entity or the Commissioner of Finance, then such Generic GO Bond Proceeds 8 Ver - 2/3/03 Grant Agreement for Construction Grants (Gnrc GO GA-Cnshctn Gmt) D� ���a' amount may, unless precIuded by law, be taken from or off-set against any aids or other monies that the Public Enrity is entiUed to receive from the State of Minnesota Section 2.07 Notifieation of Event of Defanit The Public Entity sha11 furnish to both the State Entity and the Commissioner of Finance, as soon as possible and in any event within 7 calendar days after it has obtained l�owledge of the occurrence of each Event of Default or each event which with the giving of norice or lapse of time or both would constitute an Event of Default, a statement setting forth details of each Event of Default or event which with the giving of notice or upon the lapse of time or both would consritute an Event of Default and the action which the Public Entity proposes to take with respect thereto. Section 2.08 Termination/Modification of Grant ff the Project is not started on or before June 1, 2005, or such later date to which the Grant Recipient and the State Entity may agree in writing, then, the State Enfity's obligation to fund the Grant shall terminate, and, in such event, (i) if none of the Grant has been disbursed by such date then the State Entity's obligation to fund any portion of the Grant shall tennivate and this Agreement shall also terminate and no longer be of any force or effect, and (ii) if some but not all of the Grant has been disbursed by such date then the State shall have no furtl�er obligation to provide any additional funding for the Grant and this Agreement shall remain in full force and effect but shall be modified and amended to reflect the amount of the Grant that was actually disbursed as of such date. In addition, if all of the Grant has not been disbursed on or before the date that is 5 yeazs from the effective date of this Agreement, or such later date as the Public Entity and the State Entity may agree to in writing, then the State Entity's obligation to continue to fund the Grant sha11 terminate, and, in such event, (y) if none of the Grant has been disbursed by such date then the State Entity's obligation to fund any portion of the Grant shall terminate and this Agreement shall also terminate and no longer be of any force or effect, and (z) if some but not all of the Grant has been disbursed by such date then the State Entity shall haue no fiu�ther obligation to provide any additional funding under the Grant and this Agreement shall remain if full force and effect but shall be modified and amended to reflect the amount of the Grant that was actually disbursed as of such date. This Agreement shall also terminate and no longer be of any force or effect upon (a) the termination of the Public Entity's leasehold or easement interest in the Real Property in accordance with the terms of such lease or easement, or (b) the sale of the Public Entity's interest in the Real Property and, if applicable, the Facility in accordance with the provisions contained in Section 3.03 and transmittal of all or a portion of the proceeds of such sale to the Commissioner of Finance in compliance with the provisions contained in Section 3.04. Upon such ternunation the State Entity shall execute and deliver to the Public Enfity such docuxnents as aze required to release the Real Properiy and, if applicable, the Facility, from the effect of the Declaration. In the event that the legislation that authorized the Grant is amended to inerease or reduce the amount of the Grant or in any other way, then this Agreement shall be deemed to have been automatically modified in accordance with such amendment and the amount of the Grant shall also be automatically modified in accordance with such amendment. Generic GO Bond Proceeds 9 Ver - 2/3/03 Grant Ageement for Cons�vction Grants (Gnrc GO GA-Cnstrctn Grnt) 0�-l�2`�' Section 2.09 Effect of Event of Default If an Event of Default occurs and the Public Entity is required to and does return the amount specified in Section 2.06.B to the Commissioner of Finance, then the following shall occur. A. This Agreement shall survive and remain in full force and effect. B. The amount retumed by the Public Entity shall be credited against aay amount that shali be due to the Commissioner of Finance under Section 3.04 and against any amount that becomes due and payable because of any other Event of Default. Article Iii USE AND SALE Section 3.01 Use Contracts. Each and every Use Contract that the Public Entity enters into must comply with the following requirements: A. The purpose for which the Use Contract was entered into must be a govemmental purpose. B. It must contain a provision setting forth the statutory authority under which the Public Entity is entering the Use Contract, and must comply with the substantive and procedural provisions of such statute. C. It must contain a provision stating that the Use Contract is being entered into in order to casry out the purpose for which the Grant was allocated, and must recite the purpose. D. It must be for a term, including any renewals that are solely at the option of the Usee, that is, if applicable, substantially less than the useful life of the structures and improvements that make up the Faci2ity, but may allow for renewals beyond the original term upon a detemvnation by the Public Entity that the use continues to carry out the specific purpose for which the Grant was allocated. A term that is equal to or shorter than 50% of the useful life of the structures and improvements that make up the Facility will meet the requirement that it be for a time period that is substantially shorter than the useful life of such structures and improvements. The useful life of the shuctures and improvements that make up this Facility is at least 70 yeazs. E. It must contain a provision that will provide for oversight by the Public Enrity. Such oversight may be accomplished by way of a provision that will require the Usee to provide to the Public Entity; (i) an initial progam evaluation report, and (ii) a program budget, at least annually, showing forecast prograin revenues and expenses for the next fiscal year. F. It must allow for termination by the Public Entity in the event of a default thereunder by the Usee, or in the event that the specific purpose for which the Grant was allocated is temunated or changed. Generic GO Bond Proceeds 10 Ver - 2/3/03 Crrant Agreement for Construction Grants (Gnrc GO GA-Cnstrcln Gmt) o�l �� < G. It must require the Usee to pay ail costs of operation and maintenance of the Real Property and, if applicable, the Facility, unless the Public Entity is authorized by law to pay such costs and agrees to pay such costs. H. If any monies are to be paid to the Public Entity under the Use Contract, then it must contain a provision requiring that each and every parry thereto shall, upon direction by the Commissioner of Finance, take such actions and fiunish such documents to the Commissioner of Finance as the commissioner detennines to be necessary to ensure that the interest to be paid on the G.O. Bonds is exempt from federal income taYation. I. It must be approved, in writing, by both tlie State Enrity and the Commissioner of Finance, and any Use Contract that is not approved, in writing, by both the State Entity and the Commissioner of Finance shail be null and void and of no force or effect. 7. Any Use Contract must contain a provision, requiring the Usee to list any vacant or new position at the facility or site location funded under tlus grant, with job services of the Commissioner of Economic Security for the State of Minnesota, or the local service units, as required by Minn. Stat. § 268.66 Subd. 1. Secrion 3.02 Receipt of Monies Under a Use Contract If the Public Enrity receives any monies under a Use Contract, then a portion of such monies in excess of the amount the Public Enrity needs and is authorized to use to pay the operating expenses of the Real Property and, if applicable, the Facility, or to pay the principal, interest, redemption premiums, and other expenses on debt related to the Real Properiy and, if applicable, the Facility, other than the debt on the G.O. Bonds and debt for which the Public Entity has no financial liability, must be paid by the Public Entity to the Commissioner of Finance. The portion of such excess monies that the Public Entity shall pay to the Commissioner of Finance shall be determined by the Commissioner of Finance and absent circumstances which would indicate otherwise such portion shall be determined by multiplying such excess amount by a fraction the nuxnerator of which is the amount of G.O. Bonds and the denominator of which is the total principal amount of ail public debt financing incurred with respect to the Real Property and, if applicabie, the Facility other than public debt issued by a public entity for which it has no financial liability. Section 3.03 Sale. The Public Entity shall not sell its interest in the Real Property or, if applicable, the Facility unless all of the following provisions haue been complied with fully. A. The Public Entity determines, by official action, that it is no longer usable or needed as a Center for Community Building. B. The sale is made as authorized by law. C. The sale is for Fair Market Value. D. The written consent of the Commissioner of Finance has been obtained. The acquisition of the Public Entity's interest in the Rea1 Properry and, if applicable, the Facility at a foreclosure sale, by acceptance of a deed-in-lieu of foreclosure, or enforcement of a Generic GO Bond Proceeds 11 Ver - 2/3/03 Grant Ageement for Construction Grants (Gnrc GO GA-Cnstrctn Gmt) 6���� security interest in personal property used in the operation of thereof, by a lender that has provided monies for the acquisirion of the Public Entit}�s interest in or betterment of the Real Property and, if applicable, the Facility shall not be considered a sale for the purposes of this Agreement if after such acquisirion the lender operates the Real Property and, if applicable, the Facility in a manner which is not inconsistent with the prograan specified in Section 2.03 and the lender uses its best efforts to sell such acquired interest to a third party for Fair Market Value. The lender's ultimate sale or disposition of the acquired interest in the Real Properry and, if applicable, the Facility shall be deemed to be a sale for the purposes of this Agreement, and the proceeds thereof shall be disbursed in accordance with the provisions contained in Section 3.04. Section 3.04 Proceeds of a Sale. Upon the sale of the Public Entity's interest in the Real Property and, if applicable, the Facility the net proceeds thereof shali be disbursed in the following manner and order. A. The first distribution shali be to the Commissioner of Finance in an amount equal to the amount of the Grant actually disbursed, and if the amount of such net proceeds shall be less than the amount of the Grant actually disbursed then all of such net proceeds shall be distributed to the Commissioner of Finance. B. The remaining portion, after the disiribution specified in Section 3.04.A, shall be distributed to pay in full any outstanding public or private debt incurred to acquire the Public Entity's interest in or for the betterment of the Real Properry and, if applicable, the Facility in the order of priority of such debt. C. The remaining portion, after the distributions specified in Sections 3.04.A and B, sha11 be divided and distributed in proportion to the shares contributed to the acquisition of the Public Entit}�'s interest in or for the betterment of the Real Properiy and, if applicabie, the Facilities by public and private entities, including the State Entity but not including any private entity that has been paid in full, that supplied funds in either real monies or like kind contribufions for such acquisition and betterment, and the State Entity's distribution shall be made to the Commissioner of Finance. Such public and private entities may agree amongst themselves as to any redistribution of such distributed funds. The Public Entity shall not be required to pay or rennburse the State Entity for any funds above and beyond the full net proceeds of such sale, even if such net proceeds aze less than the amount of the Grant actually disbursed. Article IV COMPLIANCE WITH G.O. COMPLIANCE LEGISLATION AND THE COMNIISSIONER'S ORDER Section 4.01 State Bond Financed Property. The Public Entity and the State Entity aclrnowledge and agree that the Public Entity's interest in the Real Property and, if applicable, the Facility is "state bond financed property", as such term is used in the G.O. Compiiance Legisiation and the Commissioner's Order, and, therefore, the provisions contained in such statute and order apply to the Public Entity's interest in the Real Property and, if applicable, the Facility and any Use Contracts relating thereto. Generic GO Bond Proceeds 12 Ver - 2/3/03 Grant Agreement for Consh Cnants (Gnrc GO GA-Cnstrctn Gmt) oy ��� Secrion 4.02 Preservation of Tag Exempt Status. In order to preserve the ta�c-exempt status of the G.O. Bonds, the Public Entity agrees that during the time period thaY any G.O. Bonds aze outstanding and unpaid: A. It will not use the Real Property and, if applicable, the Facility, or use or invest the Grant or any other sums treated as "bond proceeds" under Secrion 148 of the Code including "investment proceeds," "invested sinking funds," and "replacement proceeds," in such a manner as to cause the G.O. Bonds to be classified as "arbitrage bonds" under Section 148 of the Code. B. It will deposit into and hold all of the Crrant that it receives under this Agreement in a segregated non-interest bearing account unril such funds are used for payments for the Project in accordance with the provisions contained herein. C. It will, upon written request, provide the Commissioner of Finance all information required to satisfy the informational requirements set forth in the Code including, but not limited to, Sections 103 and 148 thereof. D. It will, upon direction from the Commissioner of Finance, take such actions and fiunish such documents as the Commissioner of Finance determines to be necessary to ensure that the interest to be paid on the G.O. Bonds is exempt from federal tasation, which such action may include either; (i) compliance with proceedings intended to classify the G.O. Bonds as a"qualified bond" within the meaning of Section 141(e) of the Code, (ii) changing the nature or terms of the Use Contract so that it complies with Revenue Procedures 93-19 and 97-13, or (iii) compliance with Code provisions, regulations, or revenue procedures which amend or supersede the foregoing. E. It will not otherwise use any of the Grant, including earnings thereon, if any, or take or permit to or cause to be taken any action that would adversely affect the exemption from federal income tasation of the interest on the G.O. Bonds, nor otherwise omit, take, or cause to be taken any action necessary to maintain such tas exempt status, and if it should take, permit, omit to take, or cause to be taken, as appropriate, any such action, it shall take all lawful actions necessary to rescind or correct such actions or omissions promptly upon hauing laiowledge thereof. Section 4.03 Changes to G.O. Compliance Legislation or the Commissioner's Order. In the event that the G.O. Compliance Legislation or the Commissioner's Order is amended in a manner which reduces any requirement unposed against the Public Entity, or if the Public Entity's interest in ffie Real Property and, if applicable, the Facility is exempt from the G.O. Compliance I,egislation and the Commissioner's Order, then upon written request by the Public Entity the State Entity sha11 enter into and execute an amendment to ttus Agreement to unplement herein such amendment to or exempt the Public Entity's interest in the Real Property and, if applicable, the Facility from the G.O. Compliance I,egislation or the Commissioner's Order. Generic GO Bond Proceeds 13 Ver - 2/3/03 Grant Agreement for Construction Grants (Cmrc GO GA-Cnstrcfi Gmt) b'f-�7B nrn�te v DISBURSEMENT OF GRANT PROCEEDS Section 5.01 The Advances. The State Entity agrees, on the terms and subject to the condirions set forth herein, to make Advances from the Grant to the Public Enrity from time to time in an aggregate total amount equal to the amount of the Grant. Provided, however, in accordance with the provisions contained in Section 2.08, the State Entity's obligarion to make Advances shall temunate as of the date which occurs 5 years from the effecfive date of this Agreement even if all of the Grant has not been disbursed by such date. Also, provided that no advance shall be made until all matching funds as required in Section 6.22 ha�e been disbursed. Section 5.02 Draw Requisitions. By Board Resolution, the Public Entity, may authorize another Entity to approve and submit draw requisirions. The Public Entity shall submit to the State Entity a copy of any such Boazd Resolution. Whenever the Public Entity desires a disbursement of a portion of the Grant, which shall be no more often than once each calendar month, the Public Entity shall submit to the State Entity a Draw Requisition duly executed on behalf of the Public Enrity. Each Draw Requisition shall be submitted at least 7 calendar days before the date the Advance is desired. Each Draw Requisition shall be limited to amounts equal to; (a) for construction items; (i) the total value of the classes of the work by percentage of completion as approved by the Public Entity and the State Entity, plus (ii) the value of materials and equipment not incorporated in the Project but delivered and suitably stored on or off the Project site in a manner acceptable to the State Entity, less (iii) any applicable retainage, plus (b) for non-construction items, the cost of services provided, fees assessed, goods delivered and other costs incurred less (c) ali prior State Advances, and less (d) all other funds received for the Project and required to be expended according to Section 3.6 of the Development Agreement by and between the City of Saint Paul and Neighborhood House. Notwithstanding anything herein to the contrary, no Advances for materials stored on or off the Project site will be made by the State Entity unless the Public Entity shall advise the State Enrity, in writing, of its intention to so store materials prior to their delivery and the State Entity has not objected thereto. At the time of submission of each Draw Requisition, other than the final Draw Requisition, the Public Entity shall submit to the State Entity such supporting evidence as may be requested by the State Entity to substantiate all payments which aze to be made out of the relevant Draw Requisition or to substanriate all payments then made with respect to the Project. Section 5.03 F�nal Draw Requisition. At the time of submission of the final Draw Requisition, which shail not be less than $25,000 and wluch shall not be submitted before substantial completion of the Project, including all landscape requirements and off-site utilities and streets needed for access to the Pro}ect and correction of material defects in worlananship or materials (other than the completion of punch list items) as provided in the Construction Contract Docuxnents, the Pubiic Entity shall submit to the State Entity; (i) such supporting evidence as may be requested by the State Entity to substantiate all payments which are to be made out of the final Draw Requisition or to substantiate all payments then made with respect to the Project, and (ii) satisfactory evidence that all work requiring inspection by municipal or other Generic GO Bond Proceeds 14 Ver - 2/3/03 Gran[ A�'eement for Construction Grants (Gnrc GO GA-Cnstrctn Grnt) r � govemmental authorities having jurisdiction has been duly inspected and approved by such authorities, and that all requisite certificates of occupancy and other approvals have been issued. ff on the date an Advance is desired the Public Enrity has complied with all requirements of this Agreement and the State Entity approves the relevant Draw Requisition and receives a current construction report from the Inspecting Engineer r�ommending payment, then the State Entity shall disburse the computed amount of the Advance to the Public Entity. Section 5.04 Additional �nds from Borrower. If the State Entity shall at any time in good faith determine that the sum of the undisbursed amount of the Graut plus the amount of all other funds committed to the completion of the Project is less than the amount required to pay all costs and expenses of any kind which reasonably may be anticipated in connection with the completion of the Project, then the State Entity may send written notice thereof to the Public Entity specifying the amount which must be supplied in order to provide sufficient funds to complete the Project. The Public Entity agrees that it will, within 10 calendar days of receipt of any such notice, supply or have some other entity supply the amount of funds specified in the State Entity's notice. Section 5.05 Condition Precedent to Any Advance. The obligation of the State Entity to make any Advance hereunder (including the initial Advance} shall be subject to the following conditions precedent: A. The State Entity sha11 have received a Draw Requisition for such Advance specifying the amount of funds being requested, which such amount when added to all prior requests far an Advance shall not exceed the maacimum amount of the Grant set forth in Section 1.01. B. The State Entity shall have received a duly executed Declazation that has been duly recorded in the appropriate govemmental office, with all of the recording information displayed thereon. C. The State Entity shall have received evidence, in form and substance acceptable to the State Enrity, that (i) the Public Enrity has legal authority to and has taken all actions necessary to enter into this Agreement and the Declazation, and (ii) this Agreement and the Declaration are binding on and enforceable against the Public Entity. D. The State Entity shall have received evidence, in form and substance acceptable to the State Enrity, that that the Public Entity has sufficient funds to fully and completely pay for the Project and all other expenses that may occur in conjunction therewith. E. The State Entity shali have received evidence, in form and substance acceptable to the State Entity, that the Public Entity is in compliance with the matching funds requirements, if any, contained in Section 6.23. The matching funds shall be fully expended on the project at the time of the initial advance from the State Entity. F. The State Entity shall have received evidence, in form and substance acceptable to the State Entity, showing that the Public Entity currenUy possesses or will use the Grant to acquire either; (i) fee simple title to the Real Property and, if applicable, fee simple title Generic GO Bond Proceeds 1$ Ver - 2/3/03 Grant Ageement for Construction Grants (Cmrc GO GA-Cnstrctn Grnt) oy-l�`�S to the Facility, (ii) a lease of the Rea] Properry, in form and substance acceptable to the State Entity, for a term of at least 50 years which cannot be prematurely cancelled or terminated without the prior written consent of the State Entity, and, if applicable, either fee simple title to the Facility or a lease thereof for a term of at least 50 years which cannot be prematurely cancelled or tenninated without the prior written consent of the State Entity, or (iii) an easement on the Real Property, in form and substance acceptable to the State Enrity, for a term of at least 50 years which cannot be prematurely cancelled or terminated without the prior written consent of the State Enfity, and, if applicable, either fee simple title to the Facility or a lease thereof for a term of at least 50 yeazs which cannot be prematurely cancelled or terminated without the prior written consent of the State Enfity. G. The State Entity shall have received evidence, in form and substance acceptable to the State Entity, that the Real Property and, if applicable, the Facility and the contemplated use thereof aze permitted by and will comply with a11 applicable use or other restrictions and requirements imposed by applicable zoning ordinances or regulations, and have been duly approved by the applicable municipal or governmental authorities having jurisdiction. H. The State Entity shall have received evidence, in form and substance acceptable to the State Enfity, that that all applicable and required building pexxnits, other permits, bonds and licenses necessary for the complerion of the Project have been paid for, issued, and obtained, other than those permits, bonds and licenses which may not lawfully be obtained until a fixture date or those permits, bonds and licenses which in the ordinary course of business would normaily not be obtained until a later date. I. The State Entity shall have received evidence, in form and substance acceptable to the State Entity, that that all applicable and required pemuts, bonds and licenses necessary for the operation of the Real Property and, if applicable, the Facility in the manner specified in Section 2.03 have been paid for, issued, and obtained, other than those pernuts, bonds and licenses which may not lawfully be obtained until a future date or those pernuts, bonds and licenses which in the ordinary course of business would normally not be obtained until a later date. J. The State Entity sha11 haue received evidence, in form and substance acceptable to the State Entity, that the Project will be completed in a manner that will allow the Real Property and, if applicable, the Facility to be operated in the manner specified in Section 2.03. K. The State Entity shall ha�e received evidence, in form and substance acceptable to the State Entity, that the Public Entity has the ability and a plan to fund the program which will be operated on the Real Property and, if applicable, in the Facility. L. The State Entity shall have received evidence, in form and substance acceptable to the State Entity, that the Construction Contract Documents are in place and aze fuily and completely enforceable. Generic GO Bond Proceeds 16 V er - 2J3iO3 Grant Agreement for Cons�vction Grants (Gnrc GO GA-Cnstrc[n Gmt) o�f �� � M. The State Enlity shall have received evidence, in form and substance acceptable to the State Entity, that the Contractar will complete the Project substantially in conformance with the Construction Contract Documents and pay all amounts lawfuliy owing to all laborers and materialmen who worked on the Project or supplied materials therefore, other than amounts being contested in good faith. Such evidence may be in the form of payment and performance bonds in amounts equal to or greater thau the amount of the fiYed price or guaranteed maximum price contained in the Construcrion Contract Documents which name the State Bntity and the Public Entity duai obligees thereunder, or such other evidence as may be acceptable to the Public Entity and the State Entity. N. The State Entity shall have received evidence, in form and substance acceptable to the State Entity, that that the policies of insurance required under Secrion 6.01 are in fixll force and effect. O. The State Entity shall have received evidence, in form and substance acceptable to the State Entity, of compliance with the provisions and requirements specified in Secrion 6.10 and all additional applicable provisions and requirements contained in Minn. Stat. § 16B335 that exists as of the date of this Agreement and as such may subsequently be amended, modified or replaced from time to time. Such evidence shall include, but not be limited to, evidence that; (i) the predesi� package referred to in Section 6.10.B has been reviewed by and received a favorable recommendation from the Coxnmissioner of Administration for the State of Minnesota, (ii) the program plan and cost esrimates referred to in Section 6.10.0 have received a recommendation by the Chairs of the Minnesota State Senate Finance Committee and Minnesota House of Representafives Ways and Means Committee, and (iii) the Chair of the Minnesota House of Representarives Capital Investment Committee has been notified pursuant to Section 6.10.G. P. No deteimivation shall have been made by the State Entity that the amount of funds committed to the completion of the Project is less than the amount required to pay all costs and expenses of any kind which reasonably may be anticipated in connection with the compietion of the Project, or if such a deternunation has been made and notice thereof sent to the Public Entity then the Public Entity has supplied or has caused some other entity to supply the necessary funds in accordance with Section 5.03, or to provide evidence acceptable to the State EntiTy that sufficient funds are available. Q. No Event of Default under this Agreement or event which would constitute an Event of Default but for the requirement that notice be given or that a period of grace or tnne elapse shall have occurred and be continuing. R. The Public Entity has supplied to the State Entity all other items that the State Enrity may reasonably require. Section 5.06 Construction Inspections. The Public Entity and the Architect, if any, shall be responsible for making their own inspections and observations of the Project, and shall detemiine to their own satisfaction that the work done or materials supplied by the Contractors to whom payment is to be made out of each Advance has been properly done or supplied in accordance with the applicable contracts with such Contractors. If any work done or materials Generic GO Bond Proceeds 1 � Ver - 2/3/03 Grant Ageemrnt for ConsWCtion Grants (Gnrc GO GA-Cnstrctn Gmt) a� � supplied by a Contractor aze not satisfactory to the Public Entity or the Architect, if any, or if a Contractor is not in material compli�ce with the Constnzcrion Contract Documents in any respect, then the Public Enrity shall immediately notify the State Entity, in writing. The State Entity and the Inspecting Engineer may conduct such inspections of the Project as either may deem necessary for the protection of the State Entity's interest, and that any inspections which may be made of the Project by the State Entity or the Inspecting Engineer aze made and a11 certificates issued by the Inspecting Engineer will be issued solely for the benefit and protection of the State Entity, and the Public Entity will not rely thereon. Article VI NIISCELLANEOUS Secrion 6.01 Insurance. The Public Entity shall maintain or cause to be maintained builders risk insurance and fire and extended coverage insurance on the Facility, if such exists, in an amount equal to the full insurable value thereof, and shall name the State Entity as loss payee thereunder. ff damages which are covered by such required insurance occurs to the Facility, if such exists, then the Public Entity shali, at its sole option and discretion, either; (i) use or cause the insurance proceeds to be used to fully or partially repair such damage and to provide or cause to be provided whatever additional funds that may be needed to fully or partially repair such damage, or (ii) sell its interest in the Real Properry and the damaged Facility, if such exists, in accordance with the provisions contained in Section 3.03. If the Public Enrity elects to only partially repair such damage, then the portion of the insurance proceeds which are not used far such repair sha11 be applied in accordance with the provisions contained in Section 3.04 as if the Public Entity's interest in the Real Properiy and Facility, if such exists, had been sold, and such amounts shall be credited against the amounts due and owing under Secrion 3.04 upon the ultimate sale of the Public Entity's interest in the Real Property and Facility, if such exists. If the Public Entity elects to sell its interest in the Real Property and the dasnaged Facility, if such exists, then such sale must occur within a reasonable time period from the date the damage occurred and the cumulative sum of the insurance proceeds plus the proceeds of such sale must be applied in accordance with the provisions contained in Secrion 3.04, with the insurance proceeds being so applied within a reasonable time period from the date they aze received by the Public Entity. As loss payee under the insurance required herein the State Entity agrees to and will assign or pay over to the Public Entaty all insurance proceeds it receives so that the Public Entity can comply with the requuements that this Section 6.01 imposes upon the Public Bntity as to the use of such insurance proceeds. If the Public Entity elects to maintain general comprehensive liability insurance regarding the Real Property and Facility, if such exists, then the Public Entity shall haue the State Entity named as an additional named insured therein. At the written request of either the State Entity or the Commissioner of Finance, the Public Entity shall promptly furnish to the requesting entity all written notices and all paid premium receipts received by the Public Entity regarding the required insurance, or certificates of insurance evidencing the existence of such required insurance. Generic GO Bond Proceeds 18 Ver - 2/3/03 Cttant Agreement for Construcaon Cttants (Gnrc GO GA-Cnstrcm Gmt) b�d-l�ZB Section 6.02 Condemnation. If all or any portion of the Real Property and, if applicable, the Facility is condemned to an extent that the Public Entity can no longer comply with the provisions contained in Section 2.03, then the Public Entity shall, at its sole option and discretion, either; (i) use or cause the condemnarion proceeds to be used to acquire an interest in additional real property needed for the Public Entity to continue to comply with the provisions contained in Section 2.03 and, if applicable, to fully or partially restore the Facility and to provide or cause to be provided whatever additional funds that may be needed for such purposes, or (ii) sell the remainiug portion of its interest in the Real Properiy and, if applicable, the Facility in accordance with the provisions contained in Section 3.03. Any condemnation proceeds wluch aze not used to acquire an interest in additional real property or to restore, if applicable, the Facility shall be applied in accordance with the provisions contained in Section 3.04 as if the Public Entity's interest in the Real Property and, if applicable, the Facility had been sold, and such amounts shal] be credited against the amounts due and owing under Section 3.04 upon the ultunate sale of the Public Entity's interest in the Real Property and, if applicable, the Facility. If the Public Enrity elects to sell its interest in the portion of the Real Property and, if appiicable, the Facility that remains after the condemnation, then such sale must occur within a reasonable time period from the date the condemnation occurred and the cumulative sum of the condemnation proceeds plus the proceeds of such sale must be applied in accordance with the provisions contained in Section 3.04, with the condemnation proceeds being so applied within a reasonable tune period from the date they aze received by the Public Entity. As recipient of any of condexnnation awards or proceeds referred to herein, the State Entity agrees to and will disclaim, assign or pay over to the Public Enrity all of such condemnation awards or proceeds it receives so that the Public Entity can comply with the requirements which this Section 6.02 imposes upon the Public Entity as to the use of such condemnafion awazds or proceeds. Section 6.03 Use, Maintenance, Repair and Alterations. The Public Entity shall not, without the written consent of both the State Entity and the Commissioner of Finance, permit or suffer the use of any of the Real Properiy and, if applicable, the Facility, for any purpose other than the use for which the same is intended as of the effective date of this Agreement. In addition, the Public Entity, (i) shall keep the Real Property and, if applicable, the Facility, in good condition and repair, subject to reasonable and ordinary weaz and tear, (ii) shall not, written consent of both the State Entity and the Commissioner of Finance, remove, demolish or substanrially alter (except such alterations as may be required by laws, ordinances or regulations) any of the Facility, if applicable, (iii) shall not do any act or thing which would unduly impair or depreciate the value of the Real Properiy and, if applicable, the FaciliTy, (iv) shall not abandon the Real Property and, if applicable, the Facility, (v) shall complete promptly and in good and worlananlike manner any building or other improvement which may be constructed on the Real Property and promptly restore in like manner any portion of the Facility, if applicable, which may be damaged or destroyed thereon and pay when due all claims for labor performed and materials fuinished therefore, (vi) shaii comply with ail laws, ordinances, regulations, requirements, covenants, conditions and restrictions now or hereafter affecting the Real Properiy and, if applicable, the Facility, or any part thereof, or requiring any alterations or unprovements thereto, (vii} shall not commit ar permit any waste or deterioration of the Rea1 Property and, if applicable, the Facility, (viii) shall keep and maintain abutting grounds, sidewalks, roads, pazking and landscape azeas in good and neat order and repair, (iz) shall comply with the provisions of any Generic GO Bond Proceeds 19 Ver - 213/03 Grant Agreement for Construction Grants (Gnrc GO GA-Cnstrctn Crmt) � �1 B lease if the Public Entity's interest in the Real Properry and, if applicable, the Facility, is a leasehold interest, (x) shall comply with the provisions of any condominium documents if the Real Property and, if applicable, the Facility, is part of a condominium regime, (xi) shall not remove any fixtures or personal property from the Real Property and, if applicable, the Facility, that was paid for with the proceeds of the Grant unless the same aze immediately replaced with like properry of at least equal value and utility, and (�i) shall not commit, suffer or pernut any act to be done in or upon the Real Property and, if applicable, the Facility, in violation of any law, ordinance or regulation. Section 6.04 Records Keeping and Reporting. The Public Entity shall maintain or cause to be maintained books, records, documents and other evidence pertaining to the costs or expenses associated with the completion of the Project and operation of the Reai Property and, if applicable, the Facility, and compliance with the requirements contained in this Agreement, the G.O. Compliance Legislation, and the Coxnxnissioner's Order, and upon request shall allow or cause the entity which is maintaining such items to allow the State Entity, auditors for the State Entity, the Legislative Auditor for the State of Minnesota, or the State Auditor for the State of Minnesota, to inspect, audit, copy, or abstract, all of its books, records, papers, or other docuxnents relevant to the Grant. The Public Entity shall use or cause the entity which is maintaining such books and records to use generally accepted accounting principles in the maintenance of such books and records, and shall retain or cause to be retained all of such books, records, documents and other evidence for a period of 6 yeazs from the date that the Project is fully completed and placed into operarion. Section 6.05 Inspection of Facility After Completion. Upon reasonable request by the State Entity the Public Entity shall allow, and will require any entity to whom it leases, subieases, or enters into a Use Contract for any portion of the Real Property and, if applicable, the Facility to allow, the State Entity to inspect the Real Property and, if applicable, the Facility. Section 6.06 Data Practices. The Public Entity agrees with respect to any data that it possesses regarding the Grant, the Project, or the Real Property and, if applicable, the Facility, to comply with all of the provisions and restrictions contained in the Minnesota Government Data Practices Act contained in Chapter 13 of the Minnesota Statutes that exists as of the date of t1�is Agreement and as such may subsequently be amended, modified or replaced from time to time. Section 6.07 Non-Discrimination. The Public Entity agrees to not engage in discriininatory employment practices in the completion of the Project, or operation ar management of the Real Property and, if appiicable, the Facility, and it shall, with respect to such activities, fuliy comply with all of the provisions contained in Minn. Stat. §§ 363.03 & 181.59 that exists as of the date of this Agreement and as such may subsequently be amended, modified or replaced from time to time. Secrion 6.08 Worker's Compensation. The Pubiic Entity agrees to comply with all of the provisions relating to worker's compensation contained in Minn. Stat. §§ 176.181 Subd. 2& 176.182 that exists as of the date of this Agreement and as such may subsequently be amended, modified or replaced from time to time, with respect to the completion of the Project, and the operation or management of the Real Property and, if applicable, the Facility. Generic GO Bond Proceeds 2� Ver - 2/3/03 Grant Ageement for Construction Grants (Gnrc GO GA-Cnstrctn Gmt) o� -!o� $ Section 6.09 Antitrust Claims. The Public Enrity hereby assigns to the State Entity and the Commissioner of Finance all claims it may have for over chazges as to goods or services provided in its completion of the Project, and operation or management of the Rea1 Property and, if applicable, the Facility that arise under the antitrust laws of the State of Minnesota or of the United States of America. Section 6.10 Review of Plans and Cost Estimates. The Public Entity agrees to comply with all applicable provisions and requirements contained in Minv. Stat. § 16B335 that exists as of the date of this Agreement and as such may subsequently be amended, modified ar replaced from time to time, for the Project, and in accordance therewith the Public Entity and the State Entity agree to comply with the following provisions and requirements if such provisions and requirements aze applicable. A. The Public Entity shall provide all information that the State Entity may request in order for the State Entity to detennine that the Project will comply with the provisions and requirements contained in Minn. Stat. § 16B.335 that exists as of the date of this Agreement and as such may subsequently be amended, modified or replaced from time to time. B. If the Project includes the construction of a new building, substantial addition to an existing building, a substantial change to the interior configuration of an existing building, or the acquisition of an interest in land, then the Public Entity shall not prepare final plans and specifications until it has prepazed a program plan and cost estimates for all elements necessary to complete the Project and presented them to the Chairs of the Minnesota State Senate Finance Committee and Minnesota House of Representatives Ways and Means Committee and the chairs haue made their recommendations, and it has notified the Chair of the Minnesota House of Representatives Capital Inveshnent Committee. The program plan and cost estimates must note any significant changes in the work to be performed on the Project, or in its costs, which have arisen since the appropriation from the legislature for the Project was enacted or which differ from any previous predesign submittal. C. The Public Entity must notify the Chairs of the Mimiesota State Senate Finance Committee, the Minnesota House of Representatives Capital Investment Committee and the Minnesota House of Representatives Ways and Means Committee of any significant changes to the program plan and cost estimates referred to in Section 6.10.B. D. The program plan and cost estimates referred to in Section 6.10.B must ensure that the Project will comply with all applicable energy conservation standards contained in law, including Minn. Stat. §§ 216C.19 to 216C.20 that exists as of the date of this Agreement and as such may subsequently be amended, modifaed ar replaced from time to time, and all rules adopted thereunder. E. If any of the Grant is to be used for the construction or remodeling of the Facility, then the program plan and cost estimates referred to in Section 6.10.B must include provisions for cost-effective information technology investments that will enable the occupant of the Facility to reduce its need for office space, provide more of its services Generic GO Bond Proceeds 21 Ver - 2/3/03 Grant Agreement for Construction Grants (Gnrc GO GA-Cnstrctn Gmt) • � elecironically, and decentralize its operations where such provisions are deemed necessary by the Information Policy Office of the Department of Adtninishation for the State of Minnesota. F. If the Pro}ect does not involve the construction of a new building, substantial addition to an e�sting building, substantial change to the interior configuration of an existing building, or the acquisition of an interest in land, then prior to beginuing work on the Project the Public Entity shall just notify the Chairs of the Minnesota State Senate Finance Committee, the Minnesota Hause of Representatives Capital Investment Committee and the Minnesota House of Representatives Ways and Means Committee that the work to be performed is ready to begin. G. The Project must be; (i) completed in accordance with the program plan and cost estimates refened to in Section 6.10.B, (ii} completed in accordance with the time schedule contained in the program plan referred to in Secfion 6.10.B, and (iii) completed within the budgets contained in the cost estimates referred to in Section 6.10.B. Provided, however, the provisions and requirements contained in this Section 6.10 only apply to public lands or buildings or other public improvements of a capital nature, and shall not apply to the demolition or decommissioning of state assets, hazazdous material projects, utility infrastructure projects, environmental testing, parking lots, exterior lighting, fencing, highway rest areas, truck starions, storage facilities not consisting primarily of offices or heated work areas, roads, bridges, rails, pathways, campgrounds, athletic fields, dams, floodwater retention systems, water access sites, harbors, sewer separation projects, water and wastewater facilities, port development projects for which the Commissioner of Transportation for the State of Minnesota has entered into an assistance agreement under Minn. Stat. § 457A.04 that exists as of the date of this Agreement and as such may subsequently be amended, modified or replaced from time to time, ice arenas, local government projects with a construction cost of less than $1,500,000.00, or any other capital project with a construction cost of less than $750,000.00. Section 6.11 Prevailing Wages. The Pubiic Enrity agrees to comply with all of the applicable provisions contained in Chapter 177 of the Minnesota Statutes, and specifically those provisions contained in Minn. Stat. §§ 177.41 through 177.435 that exists as of the date of tlus Agreement and as such may subsequently be amended, modified or replaced from time to tune. Section 6.12 Liability. The Public Entity and the State Entity agree that they wiil, subject to any indemnifications provided herein, be responsible for their own acts and the results thereof to the extent authorized by law, and they shall not be responsible for the acts of the other party and the results thereof. The liability of both the State Enfity and the Commissioner of Finance is governed by the provisions contained in Minn. Stat. § 3.736 that exists as of the date of this Agreement and as such may subsequently be amended, modified or replaced from rime to time. If the Public Entity is a"municipality" as such term is used in Chapter 466 of the Minnesota Statutes that exists as of the date of this Agreement and as such may subsequently be amended, modified or replaced from time to time, then the liability of the Public Entity is govemed by the provisions contained in such Chapter 466. Sectaon 6.13 Indemnification by the Public Entity. The Public Entity sl�all beaz all loss, expense (including attomeys' fees), and damage in connection with the completion of the Generic GO Bond Proceeds 22 Ver - 2/3/03 Grant Agreement for Construcrion Grants (Gnrc GO GA-Cnstrctn Gmt) • ' Pro}ect or operation of the Real Property and, if applicabie, the Facility, and agrees to indemnify and hold harmless the State Entity, its agents, servants and employees from all claims, demands and jud�ents made or recovered against the State Entity, its agents, servants and employees, because of bodily injuries, including death at any time resulting therefrom, or because of damages to property of the State Entity or others (including loss of use) from any cause whatsoever, arising out of, incidental to, or in connection with the compleiion of the Project or operation of the Real Properiy and, if applicable, the Facility, whether or not due to any act of omission or commission, including negligence of the Public Entity or any Contractor or his or their employees, servants or agents, and whether or not due to any act of omission or commission (excluding, however, negligence or breach of statutory duty) of the State Entity, its employees, servants or agents. The Public Entity further agrees to indemnify, save, and hold the State Entity, the Comxnissioner of Finance, and the State of Mimiesota, their agents and employees, hannless from all claims arising out of, resuiting from, or in any manner attributable to any violation by the Public Entity, its officers, employees, or agents, or by any Usee, its officers, employees, or agents, of any provision of the Minnesota Govemment Data Practices Act, including legal fees and disbursements paid or incurred to enforce the provisions contained in Section 6.06. The Public Entity's liability hereunder shall not be limited to the extent of insurance carried by or provided by the Public Entity, or subject to any exclusions from coverage in any insurance policy. Section 6.14 Relarionship of the Parties. Nothing contained in tlus Agreement is intended or should be construed in any manner as creating or establishing the relarionship of co- partners or a joint venture between the Public Entity, the State Enrity, or the Commissioner of Finance, nor shall the Public Entity be considered or deemed to be an agent, representative, or employee of either the State Entity, the Commissioner of Finance, or the State of Minnesota in the performance of this Agreement, the complefion of the Project, or operation of the Real Property and, if applicable, the Facility. The Public Entity represents that it has already or will secure or cause to be secured all personnel required for the performance of this Agreement and the completion of the Project and the operation and maintenance of the Real Property and, if applicabie, the Facility. All personnel of the Public Entity or other persons while engaging in the performance of this Agreement, the complerion of the Project, or the operation and maintenance of the Real Property and, if applicable, the Facility shall not have any contractual relationship with either the State Entity, the Commissioner of Finance, or the State of Minnesota and shall not be considered employees of any of such entities. In addirion, all claims that may arise on behalf of said personnel or other persons out of employment or alleged employment including, but not limited to, claims under the Workers' Compensation Act of the State of Minnesota, claims of discrimivarion against the Public Entity, its officers, agents, contractors, or employees shall in no way be the responsibility of either the State Entity, the Commissioner of Rinance, or the State of Minnesota. Such personnel or other persons shall not require nor be enritled to any compensation, rights or benefits of any kind whatsoever from either the State Entity, the Commissioner of Finance, or the State of Minnesota inciuding, but not limited to, tenure rights, medical and hospital caze, sick and vacafion leave, disability benefits, severance pay and retirement benefits. Generic GO Bond Proceeds 23 Ver - 2/3/03 Grant Agreement for Construction Grants (Gnrc GO GA-Cnstrctn Gmt) d�f-�� 8 Section 6.15 Notices. Tn addition to any nofice required under applicable law to be given in another manner, any norices required hereunder must be in writing, and shall be sufficient if personally served or sent by prepaid, registered, or certified mail (retum receipt requested), to the business address of the pariy to whom it is d'uected. Such business address shall be that addtess specified below, or such different address as may hereafter be specified, by either party by written notice to the other: To the Public Entity at: To the State Entity at: City of St. Paul 25 West Fourth Street St. Paul, MN 55102 Attention: Mayor of St. Paul Minnesota Department of Education 1500 Highway 36 West Roseville, MN 55113-4266 Attention: Commissioner of Education To the Commissioner of Finance at: Minnesota Department of Finance 400 Centennial Office Bldg. 658 Cedar Street St. Paul, MN 55155 Attention: Commissioner of Finance Section 6.16 Binding Effect and Assignment or Modification. This Agreement and the Declaration shall be binding upon and inure to the benefit of the Public Enfity and the State Entity, and their respective successors and assigns. Provided, however, that neither the Pubiic Entity nor the 5tate Entity may assign any of its rights or obligations under tlus Agreement or the Declaration without the prior written consent of the other party. No change or modification of the terms or provisions of this Agreement or the Declaration sha11 be binding on either the Public Entity or the State Entity unless such change or modification is in writing and signed by an authorized official of the party against which such change or modificafion is to be imposed. Section 6.17 Waiver. Neither the failure by the Public Entity, the State Entity, or the Commissioner of Finance, as a third parry beneficiary of this Agreement, in any one or more instances, to insist upon the complete and total observance or performance of any term or provision hereof, nor the failure of the Public Entity, the State Entity, or the Commissioner of Finance, as a third party beneficiary of this Agreement, to exercise any right, privilege, or remedy conferred hereunder or afforded by law shall be construed as waiving any breach of such term, provision, or the right to exercise such right, privilege, or remedy thereafter. In addition, no delay on the part of either the Public Entity, the State Entity, or the Cornxnissioner of Finance, as a third party beneficiary of this Agreement, in exercising any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy preclude other or further exercise thereof or the exercise of any other right or remedy. Section 6.18 Entire Agreement. This Agreement, the Declaration, and the documents, if any, referred to and incorporated herein by reference embody the entire agreement between the Generic GO Bond Proceeds 24 Ver - 2/3/03 Grant Agreement for Construction Grants (Gnrc GO GA-Cnstrctn Gmt) I� , � Public Entity and tYie State Enrity, and there aze no other agreements, either oral or written, between the Public Entity and the State Entity on the subject matter hereof. Secrion 6.19 Choice of Law and Venne. Ali matters relating to the validity, construction, performance, or enforcement of this Agreement or the Deciazafion shall be detemzined in accordance with the laws of the State of Minnesota. All legal actions initiated with respect to or arising from any provision contained in this Agreement shall be initiated, filed and venued in the State of Ivlinnesota District Court located in the City of St. Paul, County of Ramsey, 5tate of Minnesota. Section 6.20 Severability. If any provision of this Agreement is finaily judged by any court to be invalid, then the remaiuiug provisions shall remain in full force and effect and they shall be interpreted, performed, and enforced as if the invalid provision did not appear herein. Section 6.21 Time of Essence. Time is of the essence with respect to all of the matters contained in this Agreement. Section 6.22 Counterparts. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be an original, but such counterparts shall together constitute one and the same instrument. Section 6.23 Matching F`unds. The Public Entity must obtain and supply the foliowing matching fuxtds, if any, for the complefion of the Project: $5,000,000 Any matching funds which aze intended to meet the above requirements must either be in the form of (i) cash monies, (ii) legally binding commihnents for money, or (iii) equivalent funds or contributions, including equity, which have been or will be used to complete or pay for the Project. Section 6.24 Third-Party Beneficiary. The public program to be operated in conjunction with the Real Properiy and, if applicable, the Facility will benefit the 5tate of Minnesota and the provisions and requirements contained herein are for the benefit of both the State Entity and the State of Minnesota. Therefore, the State of Minnesota, by and through its Commissioner of Finance, is and shall be a third-party beneficiary of tkris Agreement. Section 6.25 Applicability to Real Property and Facility. Tlus Agreement applies to the Public Enrity's interest in the Real Property and if a Facility exists to the Facility. The tertn "if applicable" appearing before the term "Facility" is meant to indicate that this AgreemenY will apply to a Facility if one exists, and if no Facility exists then this Agreement will only appiy to the Public Entity's interest in the Real Property. Section 6.26 Additional Requirements. The Public Entity and the State Entity agree to comply with the following additional requirements. NONE Generic GO Bond Proceeds 2S Ver- 2/3/03 Grant Agreement for Construction Grants (Gnrc GO GA-Cnstrc[n Gmt) o'�-��� (T`HE REMAiNING PORTION OF THIS PAGE WAS INTENTIONALLY LEFT BLANK) Generic GO Bond Proceeds 26 Ver - 2/3/03 Grant Agreement for Construcrion Grants (Gnrc GO GA-Cnstrctn Gxnt) t�l-�� 8 IN TEST`IMONY HEREOF, the Public Entity and the State Entity have executed this General Obligation Bond Proceeds Grant Agreement Construction Grant for the Paul and Sheila Wellstone Center for Community Building Project on the day and date indicated immediately below their respecrive signatures. PUBLIC ENTITY: City of St. Paul a statutory city By: Its: Dated: , And: Its: Executed on the _ day of STATE ENTITY: Minnesota �epartment of Education, By: Its: Dated: , Generic GO Bond Proceeds 27 Ver - 2/3/03 Grant Agreement for Consisuction Grants , (Gnrc GO GA-Cnstrcfi Gmt) oy- �� 8 Attachment I DECLARATION T'he undersigned has the following interest in the real property legally described in Exhibit A attached and all facilities situated thereon (cumulatively referred to as the "Reshicted Properiy"): X� a fee simple title, � a lease, or � an easement, and as owner of such fee fitle, lease or easement, does hereby declare that such interest in the Restricted Property is hereby made subject to the following restricrions and encumbrances: A. The Restricted Properry is bond financed properiy within the meaning of Minn. Stat. § 16A.695 that exists as of the date of tlus Declazation and as such may subsequently be amended, modified or replaced from time to time, is subject to the encumbrance created and requirements imposed thereby, and cannot be sold or otherwise disposed of by the public officer or agency which has jurisdicrion over it or owns it without the approval of the Minnesota Commissioner of Finance, which approval must be evidenced by a written statement signed by the Commissioner of Finance and attached to the deed or instrmnent used to sell or otherwise dispose of the Restricted Property; and B. The Restricted Properiy is subject to all of the terms, conditions, provisions, and limitations contained in that certain General Obligation Bond Proceeds Grant Agreement Construction Grant for the Paul and Sheila Wellstone Center for Community Building Project between City of St. Paul and the Minnesota Department of Education, dated July 15, 2003. The Restricted Property shall remain subject to such restricrions and encumbrances until it is released therefrom by way of a written release in recordable form signed by both the Minnesota Commissioner of Educarion and the Minnesota Commissioner of Finance, and such written release is recorded in the real estate records relating to the Restricted Property. (SIGNATURE BLOCK, ACKNOWLEDGMENTS, AND STATEMENT AS TO WHOM TT WAS DRAFTED BI� Generic GO Bond Proceeds 28 Ver - 2/3/03 Grant Agreement for Construcrion Grants (Cmrc GO GA-Cnstrctn Gmt) � ��� Attachment II LEGAL DESCRIPTION AII ti+a[ part or Lot 5, 91ock 75; B�S.L'S ADDIiION TO NEST ST. PAUL Lot 7 and 2, _ Lot 4, exG-pt that part ly;ng souih ot the north line of Lot 6, Block 68, WcST 5T. PAUL PROPER, exiendad easiariy and norih of the south line of said Lot 6, az[andad eosiarly, _ oll in Block 3; Lots 2 and 4, Block 4; ail in BELL'S SECOND AD�ITION TO WEST 5T. PAUL Lnts 3, 4 and 5, Lot 6 axcept the North 17 faet of tha West 35.75 faet of the East 700 feet vnd excep{ the SouN 39.0 foat of tha Wast 34.75 feet of fha East 100 feat, Lot 7, except the Wwt 35.75 feet of tha East 100 feaC Lot 8, Lot 9, a<cept tha east 50-9 feet of tha North 20.0 feai, Lnt 10, -�capt tha East 50.0 feet all�in Block 67; Lots i and 2, axcept tha Wastady 7/3 thareof, Lots 3, 4, 5 and 7, Tha Swth.3.0 feet of Lot 8, The West 40.0 feat ot Lots 9 and 70, ail in Block 6& Lots 1. ihrough 5, Block 64; lats 8, 9 rn, d 10, Bixk 76, all in WEST ST. PAUL PROPER. and mcated Clinton Avanue, Congrass Streat, Greenwood Avenue, Stata Straet and Ylnifrad Straet that is encompossed by {ha {oilowing descrbed Ilne: Beginning,at tha northwest comer of svid Block 67; thenca South 89 degraes 45 minutes 30 seconds East, along ihe north Iine of said Blod� 67, for 380.00 faet to the northwest wmar of said Biock 68; thenca North 0 dagrees 14 minutes 30 saconds East, alang the east ltna of Greanwood Avanue, for 30.0 faet to the centadina of wcofad Congrass Streak Nanca South 89 dagreas 45 mtnutas 30 seconds Eest, along the said canterllna, for 337.B3 feat to tha cantariina of vacatad Stata Streak ��ca Sauth 0 degreas 25 minutes 20 seconds East, along svtd cantedine, for 96.59 feet; thenca continuing along said centerltna, South 26 dagreea OB minutea West, fw 780.41 feet, to the southedy 1(ne ot l.ot fi, L1ENAl1 PE7IIt5 k AiINEAS REARRANGEMENT axtanded nwthwesteriy,thenca South 6a dagreas 45 minutes 20 seconds East, along sald southady Me for 63.0 feet; thence SouN 26 dagreas OS minutes West for 68:0 feet; thance South 64 degreas 45 minutes 20 saconds Evst for t2.0 feet, thenca South 26 dagraes O8 minutas West tor 45.0 fae� thenca North 64 degrnas 45 minutes 20 seconds Wast fw 105.00 feat, to Ne northwestwiy line of varnted State Streat thenca South 26 dagraes.08 minutes Wast along said northwostarly lina, fa 278.99 feet, to the northeriy.right-of-way of the qintan Robie Connaction as opanad; thanca North 64 dagrees 4L minotes Wasq aiong said right-of-woy for 33.82 feet; thenca to tha nght on a wrve having a delta vngle ot 20 degrees 0 minutes antl a radius ot 4227 feat, fw an arc distvncb of 14�.55 faet, the cord of which bears North 54�dagreas 44 minutas Wast; thanca continuing dong said righi-of-way North 44 dagrees 44 mfnutas Wast, for 389.07 feat; thanw to the right on a eurve havuig a delta angle ot 44 degrees 18 minutas 30 seconds and a radius of 745.95 feet for an arc distanca ot 17287 faet, the cord of whlch bears Narth Z2 dagrees 34 minutes 45semnds West, to 0 point that Is 33.0 feet o{ �e centadlne of Gtnfon Avenue; thenca North � dagreas 25 minutes 30 sewnds WesC pamllel to the soid cantadine, for 39.62 faet }o tha south lina of Congrass 5}reet; thence B9 dagraes 45 minutas 30 saconds East, alang said south lin& for 7.00 feet to tha point of beginning. (Par poc No. 2023776) AII or parts af these Iois ara not canveyed by tne above document bui cra indudad wPrhin tha boundary of this wrvey. Lntv 1. 2, 6, 7. 9 and 10. Blodc 67. � 5T. °AUL PROP`�R. Lotv 7. 2, 6, $ 9 and 10, 61otk 68, Wr,ST SL PAUL PROP�2, Lot S, 61ock 3, 6EL'S SECOND ADDIT70N 70 WEST 5T. PAUL And fJl of Lois 1, 2, and 3. Block 15, BE1L'S AD�ITION TO WEST s. PAUL, e<cept for tha westedy 20 feet of the northerly 70 feat of eoid Lot 1, wd excapt for the eastariy 70 feet of the northerly 70 feat of said Lot 2 NI that part of Lntr H, 9 and 70, Block 75, BELCS ADD1710N TO WEST 5T. PAUL, that is encompassed by tha fallowing descnbad line; commencmg ot th¢ souNwestMy comar of seld Lot 8, }hence North 26 dagroas OB minutaa East along tha wasterly Ilna of said Lot 8 for 91.01 feat to the point of baginning of tha lina to ba daxnbed; thenca South 64 dagresa 44 minutes 26 seconds East for i5Q.0 feat to the eastariy Iine of sald Lot 10; thence along tha eastariy Itne of said Lnt 10 to tha northeast comer thareof thence west Qiong the narthariy Iines of said Lots 8. 9 ond 10 to the northwesterly mmer of said Lot 8; thence Sauth 26 degrees OB minutes Wesi parallel to fha wesierly line of said Lot 8 to the point of baginning. (Per poc No. 2019088) Md ai that port of. Lots 4, 6 and 7 ot Block 75 of BEL1'S ADDI710N TO WEST 5T. PAUL, ond of tha soutFeastarly 7/2 of State Streat adJacent to sold Lots 5 ond 6 that is encompassed by a line desalbad os fallows: Baginning at tha southeaste�iy comer of said Lot Q thenca North 64 degrees 44 minutes Wast along the southavsterly Ilne of Lot 6 aztended for 80.00 faet to a point on tha cantar line of State 54aet; thance North 26 degreas OB minutw East along the canter lina of Stata Streat for 220.00 {eet; thance Souih 64 degrees 45 minutes 20 seconds Evst, paraliel to tha northeasteriy Iina of said Lots 4 and 5, for 75.00 feat; thenca North 26 degraes OB minutes East for 45.0 fieet, to o point thot is 8.0 feet from the nofNeastariy itne of said Lnt 5; thanca South 64 degrees 45 minutes 20 seconds East for 40.0 faefi th¢nca South 26 dagreas 08 minutas Wast for 728.52 teat to tha southwestariy line of soid Lot 4: thenro North 64 degrees 44 minutes 40 soconds Wast along tha southwastedy Itna o( Lot 4 for 25.0 feat; thanca South 26 degrees OB saconde West for 736.52 feat te the southwestar:y Ilne of Lot 7, thance North 64 degraes 44 minutes Wast for 10.0 feat to the point of beginNng: Md also Ail thai part of the northwastedy i/2 of Stata Street ad'pcant to Block 69 of N'EST 5T. PAUL PftOPER that Is encompassed by o Iine descnbed as follows: Commencing at tha southwastetiy comer of Block 15 of BELL�S ADDITION; thence North 64 degrees 44 minutes West, olong tha soUthwastedy Iine of said Block 75 eztanded, for 30.00 faep to the centar Iine of Stats Straet, sald point baing tha point of baginning of }he Iine to be dascr@ed; thenca contlnuing North 64 tlagraes 44 minutes West for 30.00 faet to tha southeaeterly iine of eaid Block 69; thenca North 26 degrees OB minutas Easi along tha seutheastariy Itna of Biock 69 for 2t9.99 faet; thance South 64 degraes 45 minutas 20 sacands EasL pvYallel !o tha northeastariy lina of said Block 15, for 30.00 feat fo tha cantar Iine of Stato Streat; thence South 26 degrees OB minutas West, along svid cantx line, for 220.00 feat to tha point of baginning. (Px �oc No. 534033 & 7747957) Md The Wastarly 20 feet of the Northwiy 70 faet ot lot 7; Tha Eosterly 70 feet ofi tha Norther7y 70 fee; of Lot 2; in Block t5, BELL'S ADDITION TO WEST 57. PAUL (Per Certificate of 7ltla Gartificata No. 287891) Md NI that part of Let 8, Block 75. BELL'S ADDI770N TO IYcST ST. PAUL that is encompassad by the iollowing descnbad 1"ine: baginning ot the southwastedy comer of said Lot 8; thence South 64 degraes M m�nu2es East olong the aoutheriy line of wid Lot 8 for 50.0 feet to the eosterly Ilne of said Lo; thenca North 2S degrees OB minu2ea East aiong said eastarly Lot ftna for 97A2 feat thenca North 64 dagraes 44 minutes 26 seconds 4`(asi for 50.0 feat to tha westerly lina of svid Lot 8; thanca South 26 dsgreas �B minutes West along soid wastarly Lot Iine for 91.�t faet to the point of beqinning. (Per poe No. 196t000) And Tha East farty (E.40) ?aet of Lot saven (7) in Block fiRean (75), DELL�S ADDITION TO WEST ST. PAUL, according to the recorded plat thareoi on fila and of record in tha office ot the Register of Deeda m ond foY Ramsey County. (Per Certifmte of iitla No. 232778) Md 7na acst 15 feat of Lot 4, Block 15, 6ELL'S ADD1710N TO WEST SL PAUL