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HomeMy WebLinkAboutItem 06.iApril 18, 2013 0 Item No. RESOLUTION AUTHORIZING THE PURCHASE OF REAL PROPERTY LOCATED AT 19348 DODD BOULEVARD April 21, 2014 City Council Meeting Proposed Action Staff recommends adoption of the following motion: Move to adopt a Resolution Approving Acquisition of Certain Real Property. Adoption of this resolution will result in the acquisition of the property located at 19348 Dodd Boulevard. Overview The City Council has approved Joint Powers Agreement with Dakota County to complete early opportunity acquisitions of properties along Dodd Blvd Reconstruction Project currently scheduled for 2017. The agreement calls for these acquisitions to be completed by the City with the County reimbursing the City within 30 days of the date of closing with their 55% cost share. The property located at 19348 Dodd Boulevard is one of three houses that have been identified to be acquired for the Dodd Boulevard Improvement Project. The owner of this property recently contacted the City expressing interest in selling the property and contracted for a second appraisal of the property in January of this year. The property owner's appraisal indicated an estimated market value of $206,000. The City and owner have negotiated a purchase price of $226,000 which is 10% over the current appraised value. This property has been a rental and the owner informed the City that tenant has recently moved out and he desires to sell the property at this time rather than rent the property again. City and County staff recommend approval of this acquisition as it would likely be more expensive to acquire the property through eminent domain in the future and would also likely involve relocation costs. Primary Issues to Consider • What is the proposed funding source for this acquisition? The project as identified in the adopted 2014-2018 Capital Improvement Plan is proposed to be financed from the Municipal State Aid Street funds. Supporting Information • Resolution approving the purchase of property at 19348 Dodd Boulevard • Signed Purchase Agreement David L. Olson, Community and Economic Development Director c: Zach Johnson, City Engineer; Brian Sorenson, Asst. County Engineer; Joel Engstrom Financial Impact: $ 226,000 Budgeted: Y/N Y Source: MSA and County Funds CITY OF LAKEVILLE DAKOTA COUNTY, MINNESOTA RESOLUTION NO. RESOLUTION APPROVING THE ACQUISITION OF REAL PROPERTY AND DISPENSING WITH STATUTORY REQUIREMENTS FOR REVIEW BY PLANNING COMMISSION OF DISPOSAL OF PROPERTY WHEREAS, the City is proposing to acquire certain City property ("Property") legally described in the purchase agreement attached as Exhibit "A," under the terms of the proposed purchase agreement between Joel D. Engstrom and Staci N. Engstrom ("Sellers") and the City of Lakeville ("Purchase Agreement"), attached hereto and incorporated herein as Exhibit "B," and; WHEREAS, Minn. Stat. § 462.356, subd. 2 requires that the Planning Commission review the City's proposed acquisitions and dispositions of property, and; WHEREAS, Minn. Stat. § 462.356, subd. 2 provides for an exception from the Planning Commission review requirement upon 2/3 vote of the City Council dispensing with the requirement and finding that the acquisition or disposal of the property has no relationship to the comprehensive municipal plan. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Lakeville: 1. The City Council finds that the acquisition of the Property under the Purchase Agreement has no relationship to the comprehensive municipal plan. 2. Review by the Planning Commission of the acquisition of the Property is hereby dispensed with, the proposed transaction is hereby approved, and the Mayor and City Clerk are authorized and directed to execute all documents, and take all appropriate measures to convey the Property under the terms of the Purchase Agreement. ADOPTED this day of , 2014, by a 2/3 vote of the City Council of the City of Lakeville. CITY OF LAKEVILLE BY: Matt Little, Mayor ATTEST: Charlene Friedges, City Clerk 175847v1 EXHIBIT "A" That part of the South one-half (S %2) of the Northwest Quarter (NW '/) of Section Twenty (20), Township One hundred fourteen (114), Range Twenty (20), Dakota County, Minnesota described as follows; Commencing at a point on the North line of said South one-half (S '/2) distant 1670.06 feet East of the Northwest (NW) corner thereof; thence South at right angles to said North line 250.0 feet; to the actual point of beginning; thence continuing South along the last described course 125.0 feet; thence West parallel with said North line 222.44 feet to the centerline of County State Aid Highway No. 9; thence Northerly along said centerline 125.22 feet to its intersection with a line drawn parallel with and 250.0 feet South of said North line; thence East parallel with said North line 214.98 feet to the point of beginning. 175847vl EXHIBIT "B" PURCHASE AGREEMENT 175847v1 REAL ESTATE PURCHASE AGREEMENT THIS AGREEMENT ("Agreement"), dated as of the day of April, 2014 (the "Contract Date"), by and between JOEL ENGSTROM and STACI ENGSTROM, husband and wife (collectively the "Seller") and the CITY OF LAKEVILLE, MINNESOTA, a Minnesota municipal corporation ("Purchaser"). 1. PROPERTY. In consideration of the mutual promises, covenants, and agreements hereinafter contained, Seller agrees to sell and convey to Purchaser, and Purchaser agrees to buy the real property, legally described on Exhibit "A" attached hereto from Seller, upon the terms and conditions hereinafter set forth, together with all and singular rights and appurtenances pertaining to the real property including, but not limited to all right, title and interest of Seller in and to adjacent streets, rights of way, easements, utility agreements, and all hereditaments and appurtenances pertaining thereto, if any (hereinafter referred to as the "Property"). 2. PURCHASE PRICE AND MANNER OF PAYMENT. The total purchase price for the Property shall be payable by Purchaser to Seller by wire transfer at Closing (as hereinafter defined) in the amount of Two Hundred Twenty -Six Thousand and No/ 100ths ($226,000.00) Dollars ("Purchase Price"). 3. TITLE TO BE DELIVERED. Seller shall deliver to Purchaser, or cause to be delivered to Purchaser, at Closing, an executed Warranty Deed ("Deed") in recordable form conveying fee simple title to the Property subject to the terms of this Agreement and: (a) Reservations of minerals or mineral rights by the State of Minnesota; (b) The lien of real estate taxes and installments of special assessments which are payable by Purchaser pursuant to the terms of this Agreement; (c) Applicable laws, regulations, zoning regulations and ordinances, whether federal, state or local; (hereinafter "Permitted Encumbrances"). 4. RELOCATION BENEFITS. Seller is aware of Seller's rights and payments that Seller may be eligible to receive pursuant to the Uniform Relocation Assistance Act (the "Act"). Seller acknowledges that Seller has been given the opportunity to seek and receive the advice of legal counsel with respect to relocation, moving, reestablishment and other costs, if any, that may be available under the Act. Seller hereby acknowledges that the payment of the Purchase Price does not include a payment for Relocation Benefits. At Closing, and as a condition precedent to Closing, Seller will waive any right to receive any relocation payments pursuant to the Act (or other federal or state law provisions) with respect to the Property. Seller acknowledges that Seller will make 175556vl such a waiver of Seller's own volition and with full knowledge of the specific relocation benefits to which Seller may be entitled. Seller and Purchaser agree that this is a voluntary sale by Seller. Purchaser represents that Purchaser would not acquire the Property in the event that negotiations between Seller and Purchaser had failed to result in an amicable agreement. If the transaction set forth by this Agreement is not completed, Purchaser has no present intent to acquire the property by eminent domain and has not considered the use of eminent domain. If this Agreement is terminated for any reason, Seller is free to retain ownership of the Property or to sell the Property on the private market. As Purchaser and Seller agree that this is a voluntary sale, state and federal law permit the Purchaser to request a waiver of relocation benefits from Seller, as provided under Minnesota Statute Section 117.521. Prior to and as a condition of Closing, Seller will be required to sign a relocation waiver, the form of which is substantially the same as shown on Exhibit `B" and the final form will be subject to the approval of Purchaser ("Relocation Waiver"). If Seller does not waive relocation benefits, this Agreement will be terminated and Seller will be free to retain ownership of the Property or sell on the private market. 5. EVIDENCE OF TITLE. (a) Within twenty (20) days following the date of execution of this Purchase Agreement, Purchaser shall obtain a commitment for an ALTA Owner's Form title insurance policy (the "Commitment") issued by DCA Title (the "Title Company"), pursuant to which the Title Company agrees to issue to the Purchaser upon the recording of the documents of conveyance referred to herein an Owner's title insurance policy insuring the Property in an amount equal to the Purchase Price. The Commitment shall include proper searches covering bankruptcies, state and federal judgments and lien, and levied and pending special assessments, which Commitment: (1) Insures that Purchaser has marketable title of record to the Property, free and clear of all liens, encumbrances, leases, claims and charges, all material easements, rights-of-way, covenants, conditions and restrictions and any other matters affecting title, except for Permitted Encumbrances. (2) Waives or agrees to insure over the following standard exceptions: (A) Facts which would be disclosed by a comprehensive survey of the Property, if Purchaser obtains, prior to the Closing Date, at Purchaser's sole expense, a survey satisfactory to the Title Company for purpose of waiving the standard exception for survey matters; (B) Rights and claims of parties in possession; and (C) Mechanic's, contractor's and material liens and lien claims. 2 175556vl (b) Purchaser shall have fifteen (15) days after receipt of the Commitment to deliver to Seller written objections to title based on marketability of the Property ("Objections") and Seller shall have sixty (60) days to have such Objections removed or satisfied, during which period the Closing Date shall be postponed, if necessary. If Seller fails or is unable to have such Objections removed within said time, Purchaser may, at its sole election, do any of the following: (1) Termination. Terminate this Agreement without any liability on its part in exchange for a quit claim deed for the Property. (2) Escrow for Cure. If the parties agree to an escrow, Seller shall escrow an amount sufficient to assure cure of the Objection(s). Any amount so escrowed will be placed in an escrow with the Title Company pending such cure. If such escrow is established, the parties agree to execute and deliver such documents as may be reasonably required by the Title Company, and Seller agrees to pay the charges of the Title Company to create and administer the escrow. (3) Purchaser Cure. To the extent an Objection can be satisfied by the payment of money, Purchaser shall have the right to pay the amount necessary to satisfy such Objection and the amount so applied shall be reimbursed to Purchaser by Seller at the Closing, provided, that the amount due to the third -party claimant is an undisputed liquidated amount for which Seller's liability is undisputed. If Purchaser funds such a cure of monetary objection, and is not reimbursed at Closing by Seller, Purchaser shall have a right of action to recover from Seller an amount equal to the dollar amount of Seller's undisputed and liquidated liability. (4) Waiver. Waive such objections and take title to the Property subject to such objections. 6. REPRESENTATIONS OF SELLER On information and belief, without special investigation, Seller hereby represents to Purchaser: (a) That Seller has the requisite power and authority to enter into this Purchase Agreement and the closing documents relating thereto to be signed by it; that the execution, delivery and performance by Seller of such documents do not conflict with or result in violation of any judgment, order or decree of any court to which Seller is a party; such documents are valid and binding obligations of Seller. (b) There are no existing claims, actions, suits or other proceedings pending, or to the knowledge of Seller, threatened by any governmental department or agency, or any other corporation, partnership or entity or person whomsoever against Seller or the Property, which in any manner or to any extent may detrimentally affect the Property or Purchaser's right, title or interest in and to any part or all of the Property after Closing. (c) Other than Seller there are no tenants or occupants of the Property. 3 175556v1 (d) On the Date of Closing there will be no (i) outstanding leases or occupancy agreements, or (ii) outstanding contracts made by Seller for any improvements to the Property which have not been fully paid for or for which Seller shall not have made arrangements to pay off, at Closing, or that will affect the Property or be binding upon Purchaser or upon the Property subsequent to Closing without Purchaser's written consent; and Seller shall cause to be discharged all mechanic's or materialmen's liens arising from any labor or materials furnished to the Property that were made at the request of Seller, its agents, or contractors, prior to the Date of Closing and any mortgages or other such similar encumbrances. (e) Until the Date of Closing, except as otherwise provided in this Agreement, Seller shall maintain the land associated with the Property in its present condition, reasonable wear and tear and damage by casualty excepted. (f) Seller is not a foreign person; as such term is defined in Section 1445(f) (3) of the Internal Revenue Code of 1986, as amended, and shall deliver an affidavit to that effect at closing, which shall be in form and substance reasonably acceptable to Purchaser. (g) To Seller's knowledge: (i) no toxic materials, hazardous wastes or hazardous substances, as such terms are defined in the Resource Conservation and Recovery Act of 1996, as amended (42 U.S.C. §6901, et secs.) or in the Comprehensive Environmental Response Compensation and Liability Act of 1980, as amended (42 U.S.C. §9601, et sM.), including, without limitation, any asbestos or asbestos-related products or materials and any oils, petroleum -derived compounds or pesticides ("Hazardous Materials") have been generated, treated, stored, released or disposed of or otherwise placed, deposited in or located on the Property; and (ii) the Property is free of Hazardous Materials and is not subject to any "superfund" type liens or claims by governmental regulatory agencies or third parties arising from the release or threatened release of hazardous substances in, on, or about the Property. (h) To Seller's knowledge, the conveyance of the Property pursuant hereto will not violate any currently existing applicable statute, ordinance, governmental restriction or regulation, or any private restriction or agreement to which Seller is a party. (i) To Seller's knowledge, there is a well and septic system on the Property, it being understood that the representation as to wells shall be recited in the Deed to be delivered by Seller at Closing. 0) To the best of Seller's knowledge, Seller represents that methamphetamine production has not occurred on the Property. 4 175556v1 The representations set forth in this section shall be continuing and shall be true and correct as of the Date of Closing with the same force and effect as if made at that time and shall survive the Closing for a period of two (2) years. 7. REVIEW OF DOCUMENTS AND ACCESS TO PROPERTY. Within twenty (20) days of the execution of this Agreement, Seller agrees to provide Purchaser with all of the following documentation: (a) True and correct copies of all existing environmental assessment reports, soil reports and results of all soil tests and environmental assessments in Seller's possession; (b) Surveys, permits, licenses, leases, complete copies of all contracts currently affecting the Property readily available or in the possession of Seller ("Other Agreements"), and notices received within the last ninety (90) days from the city, state or other governmental authorities pertaining to uncured violations of any law, ordinance or regulation. Seller's obligation to provide the foregoing documentation shall continue for any such documentation that Seller receives following execution of this Agreement and prior to Closing. Seller acknowledges that Purchaser and Purchaser's agents shall have access to the Property without charge and at reasonable times for the purpose of Purchaser's survey, environmental investigation and testing of the Property ("Environmental Investigation"). Purchaser shall pay all costs and expenses of Environmental Investigation. Purchaser shall have the right, in its sole discretion, to contact various public officials and administrators to verify information regarding the status of the Property and to determine that the Property is suitable for Purchaser's intended use. 8. PURCHASER'S CONTINGENCIES. The obligations of Purchaser under this Agreement are expressly contingent upon the following: (a) The representations of Seller contained in this Agreement must be true now and as of the Closing Date, as if made on the Closing Date and Seller shall have delivered to Purchaser on the Closing Date, a certificate, signed by Seller, certifying that such representations are true as of the Closing Date (the "Bring -down Certificate"), except to the extent that the representations are no longer true and acceptable to Purchaser. (b) Title to the Property being acquired under this Agreement shall be held by Seller on the Closing Date, and shall be free and clear of all encumbrances except the Permitted Encumbrances. (c) Purchaser shall be satisfied, in its reasonable discretion, with the results of any Environmental Investigation and remediation of Hazardous Materials conducted by Purchaser or Seller on the Property. 5 175556v1 (d) Seller, as owner of the Property, agrees to sign a voluntary waiver of all relocation assistance, services, payments and benefits as set forth in Minnesota Statute Section 117.521, as required under Section 4. (e) Seller shall perform all of the obligations required to be performed under this Agreement, as and when required by this Agreement, except as waived by Purchaser. (f) Purchaser having determined that it is satisfied with its review and analysis of all documents required to be provided by Seller under Section 8. If the contingencies set forth herein have not been satisfied or waived by Purchaser by the Closing Date, as otherwise extended, Agreement shall be null and void and neither party shall have any further obligations hereunder. The contingencies set forth in this section are for the sole and exclusive benefit of Purchaser, and Purchaser shall have the right to waive the contingencies by giving notice to Seller, provided Purchaser abides by the time requirements set forth above. 9. CLOSING. The closing hereof shall take place on or before May 30, 2014, except as otherwise extended or terminated as provided under this Agreement (the "Closing" or "Date of Closing"). The Closing shall take place at the offices of the Title Company. If Closing does not occur on or before May 30, 2014, this Agreement shall be null and void. At Closing, Seller and Purchaser shall disclose their Social Security Numbers or Federal Tax Identification Numbers for the purpose of completing state and federal tax forms. 10. SELLER'S OBLIGATIONS AT CLOSING. On or prior to the Date of Closing, Seller shall: (a) Execute, acknowledge and deliver to Purchaser the Deed to the Property conveying to Purchaser marketable fee simple title to the Property subject only to the Permitted Encumbrances. (b) Execute and/or deliver to Purchaser such other documents as may be required by this Agreement or as may be reasonably required by Title Company, including well disclosures and sewage treatment system disclosures. (c) Deliver to Purchaser a standard form affidavit by the Seller indicating that on the Date of Closing there are no outstanding, unsatisfied judgments, tax liens or bankruptcies against or involving Seller or the Property; that there has been no skill, labor or material furnished to the Property for which payment has not been made or for which mechanic's liens could be filed; and that there are no other unrecorded interests in the Property. (d) Deliver to Purchaser a "bring -down" certificate, certifying that all of the representations made by Seller in this Agreement remain true as of the Date of Closing, subject to exceptions or events occurring subsequent to this Purchase Agreement that are acceptable to Purchaser. 6 1755560 (e) Execute and deliver to Purchaser a waiver of relocation benefits as required under Section 4. 11. PURCHASER'S OBLIGATIONS AT CLOSING. At Closing and subject to the terms, conditions, and provisions hereof and the performance by Seller of its obligations as set forth above, Purchaser shall: (a) Deliver to Seller by wire transfer the balance of the Purchase Price, less any adjustments. (b) Execute and/or deliver to Seller such other documents as may be required by this Agreement or as may be reasonably required by Title Company. 12. CLOSING COSTS. The following costs and expenses shall be paid as follows in connection with the Closing: (a) Seller shall pay the following costs in connection with the Closing: (1) Seller's attorneys' fees; (2) The cost of preparing the Commitment; (3) The cost of recording the satisfaction of any existing mortgage and any other reasonable document(s) necessary to make title marketable; (4) The cost of preparation of the Deed and other documents of conveyance prepared by Seller and the cost for state deed tax; (b) Purchaser shall pay the following costs in connection with the Closing: (1) The cost of the premium and endorsements issued pursuant to the Commitment; (2) Filing fee required to record the Deed and costs and filing fees for documents to be recorded that are not required to be paid by Seller; (3) Purchaser's attorneys' fees; (4) The closing fee charged by Title Company for the Closing between Seller and Purchaser; and (5) The cost of engineers or other consultants, if any, engaged by Purchaser regarding the Property. 7 175556v1 13. UTILITIES, TAXES AND SPECIAL ASSESSMENTS. (a) Seller shall pay all utilities, general real estate taxes and installments of special assessments due and payable in the year prior to the Date of Closing and in years prior thereto. Utilities, real estate taxes and installments of special assessments due and payable in and for the year of closing shall be prorated between Seller and Purchaser on a calendar year basis to the actual Date of Closing; (b) Purchaser shall pay utilities, real estate taxes and installments of special assessments due and payable after the actual Date of Closing. 14. CONTROL OF PROPERTY. Seller shall not have any responsibility or liability for any damages of any kind whatsoever to the Property. Any removable fixtures, equipment or personal property left at the Property after the Date of Closing, shall be considered abandoned by Seller and Purchaser shall be free to dispose of these items in any manner it chooses at its sole discretion. Except as otherwise provided under the terms of this Agreement, Seller shall indemnify, defend and hold Purchaser free and harmless from and against any and all claims, obligations and liability (and attorneys' fees and court costs in connection therewith) arising out of the Property or any portion thereof from any event, occurrence, act, or failure to act prior to Closing and Purchaser shall indemnify, defend and hold Seller free and harmless from and against any and all claims, obligations and liability (and attorneys' fees and court costs in connection therewith) arising out of the Property or any portion thereof from any event, occurrence, act, or failure to act after Closing. 15. POSSESSION. Seller shall deliver possession of the Property to Purchaser on the Date of Closing. 16. DEFAULT; REMEDIES. If Seller has performed, or is ready, willing and able to perform, all obligations required by this Agreement and Purchaser shall fail or refuse to perform this Agreement within the time and in the manner provided, then Seller's sole remedy shall be termination of this Agreement, in which case the parties shall have no further rights and obligations hereunder other than those rights and/or obligations which are expressly stated to survive expiration or termination of this Agreement. If Purchaser has performed, or is ready, willing and able to perform, all obligations required by this Agreement and Seller shall fail or refuse to perform this Agreement within the time and in the manner provided, then Purchaser, at its option may terminate this Agreement by giving written notice thereof to Seller, in which case the parties shall have no further rights and obligations hereunder other than those rights and/or obligations which are expressly stated to survive expiration or termination of this Agreement. 17. MISCELLANEOUS. The following general provisions govern this Agreement: (a) Time is of the Essence. The Date of Closing, as the same may be extended pursuant to the terms of this Agreement, is of the absolute essence. 8 175556v1 (b) Governing Law. This Agreement is made and executed under and in all respects is to be governed and construed under the laws of the State of Minnesota. (c) Notices. Any notice required to be given to Seller or Purchaser pursuant to this Agreement is given in accordance with this Agreement if it is in writing and if it is directed to Seller by delivering it personally to the Seller, or if it is directed to Purchaser, by delivering it personally to the City Administrator of Purchaser, or if mailed in a sealed wrapper by United States registered or certified mail, return receipt requested, postage prepaid, or if deposited cost paid with a nationally recognized reputable overnight courier, property addressed as follows: Seller: Joel and Staci Engstrom 149 N. Menlo Park St. Mountain House, California, 95391 Purchaser: City of Lakeville Attn: City Administrator 20195 Holyoke Ave. Lakeville, MN 55044-8339 With a copy to: Andrea McDowell Poehler Campbell Knutson, P.A. 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, MN 55121 Notices shall be deemed effective on the earlier of the date of receipt or the date of deposit as aforesaid, provided, however, that if notice is given by deposit, the time for response to any notice by the other party shall commence to run one business day after any such deposit. Any parry may change its address for the service of notice by giving written notice of such change to the other party, in any manner above specified, ten (10) days prior to the effective date of such change. (d) Purchaser's Waiver Rights. Purchaser may, at its option, waive any right conferred upon the Purchaser by this Agreement. Except as otherwise provided herein, such waiver may be made only by giving Seller written notice specifically describing the right waived. (e) Survival. Except as otherwise stated herein, all of the terms of this Agreement will survive and be enforceable for a period of two (2) years after the Closing. (f) Amendment. This Agreement shall be amended only by a written instrument signed by Seller and Purchaser. 9 175556vl (g) Brokerage. Each party hereby agrees to indemnify and hold the other harmless of any claim made by a broker or sales agent or similar parry for a commission due or alleged to be due on this transaction on the basis of an agreement with said broker made by the indemnifying party. The parties' obligations set forth in this section shall survive termination or consummation of this Agreement. (h) Assignment. Neither Seller nor Purchaser shall assign this Agreement or its rights hereunder without the express written consent of the other, which may be withheld by the other in its sole discretion. (i) Benefit. This Agreement shall be binding upon and inure to the benefit of Seller and Purchaser and their respective successors and assigns 0) Construction. The captions and headings of the various sections of this Agreement are for convenience only and are not to be construed as defining or as limiting in any way the scope or intent of the provisions hereof. Wherever the context requires or permits, the singular shall include the plural, the plural shall include singular, and the masculine, feminine and neuter shall be freely interchangeable. (k) Counterparts. For the convenience of the parties, any number of counterparts hereof may be executed and each such executed counterpart shall be deemed an original, but all such counterparts together shall constitute one in the same Agreement. [Remainder of this page intentionally left blank Signatures contained on next page.] 10 175556v1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above, if in multiple counterparts, each of which shall be deemed an original and all of which shall evidence but one agreement. PURCHASER: CITY OF LAKEVILLE Matt Little, Mayor And Charlene Friedges, City Clerk 11 175556v1 EXHIBIT "A" Legal Description of Property That part of the South'/2 of the Northwest'/4 of Section 20, Township 114, Range 20, Dakota County, Minnesota, described as follows: Commencing at a point on the North line of said South %2 distant 1670.06 feet East of the Northwest corner thereof; thence South at right angles to said North line 250.0 feet to the actual point of beginning; thence continuing South along the last described course 125.0 feet; thence West parallel with said North line 222.44 feet to the centerline of County State Aid highway No 9; thence northerly along said centerline 125.22 feet to its intersection with a line draw parallel with and 250.0 feet South of said North line; thence East parallel with said North line 214.98 feet to the point of beginning. A-1 175556v1 EXHIBIT "B" AGREEMENT REGARDING RELEASE, PAYMENT AND ASSIGNMENT OF RELOCATION BENEFITS THIS AGREEMENT REGARDING WAIVER AND ASSIGNMENT OF RELOCATION BENEFITS (this "Agreement") is made as of , 2014, by and between JOEL ENGSTROM and STACI ENGSTROM, husband and wife (collectively the "Seller") and the CITY OF LAKEVILLE, MINNESOTA, a Minnesota municipal corporation ("Purchaser"). RECITALS: Seller and Purchaser entered into a purchase agreement (the "Purchase Agreement") dated as of , 2014, related to property located at 19348 Dodd Boulevard, Lakeville, Minnesota. Seller has been advised of their rights and payments that Seller may be eligible to receive pursuant to the Uniform Relocation Assistance Act (the "Act"), including payments for Minimum Compensation under Minn. Stat. 117.87. Seller acknowledges it has sought and received the advice of legal counsel and has been specifically advised as to relocation, moving, reestablishment, and other costs that may be available to the Seller under the Act. Seller and Purchaser desire to enter into this Agreement to confirm their understanding of the Seller's release, sale and assignment of any claim for any relocation benefits and/or other relocation costs due or payable to Seller, whether pursuant to the Act or otherwise. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto do hereby agree as follows: 1. Effective as of the date hereof, Seller hereby acknowledges that the payment of the Purchase Price includes payment for Relocation Benefits and Minimum Compensation Benefits and hereby releases Purchaser from any liability for payment of additional relocation payments pursuant to the Act (or other federal or state law provisions) with respect to the Property. 2. Effective as of the date hereof, Seller hereby sells, transfers and assigns to Purchaser any benefits, payments, claims, or other rights due or payable to Seller pursuant to the Act (or other federal or state law provisions) with respect to the Property. 3. Seller acknowledges that they have freely waived such rights of their own volition. D-1 175556v1 4. Seller acknowledges that they have waived such rights with full knowledge of the specific relocation benefits to which they would otherwise be entitled. 5. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one instrument. 6. This Agreement shall be null and void if the Purchase Agreement shall terminate or if Closing under the Purchase Agreement shall fail to occur for any reason. IN WITNESS WHEREOF, this Waiver of Relocation Benefits Agreement has been executed by the parties hereto as of the day and year first above written. SELLER: PURCHASER: CITY OF LAKEVILLE LO -A Matt Little, Mayor And Charlene Friedges, City Clerk 168227 B-2 175556v1