06/09/99 Neier/OwnershipOffice of the City Attorney
Glen Neier, City Attorney
Richard Hickel, Asst. City Attorney
June 9, 1999
Gerald L. Hagood, President
Kiemle & Hagood Company
Washington Mutual Financial Center
601 West Main Avenue
Suite 400
Spokane, WA 99201-0674
Re: Rosauer's Supermarket, Kalispell, MT
Dear Gerry:
P.O. Box 1997
Kalispell MT 59903-1997
Telephone: (406) 758-7708
Fax (406) 758-7771
I am in receipt of your letter dated May 24, 1999 discussing your
intentions with regard to ownership of the Rosauer's site in
Kalispell. After reviewing the Development Agreement, § 8.1, I
talked to Kit Querna on June 8 in an effort to determine what kind
of documentation Kit might be able to provide demonstrating
compliance with § 8.1.
Kit indicated that Rosauer's had entered into a long term lease on
the property as of June 4, 1999. We discussed that a letter from
his office verifying the lease and duration would be sufficient to
comply with subsection i.
Rosauer's Supermarket, Inc. guaranteed performance under the
agreement. Kit said Rosauer's would not object to a corporate
guaranty on the performance of the Kalispell Investment Group,
L.L.C. Initially, I indicated to Kit that I did not believe a
second guaranty probably would not be necessary. However, after
contemplating the matter, it would probably be helpful to have
Rosauer's ensuring the performance of Kalispell Investment Group,
L.L.C. If you do not object to my request, please have Kit draft
the necessary documents for our review.
Gerald L. Hagood, President
June 9, 1999
Page 2
Subparagraph iii of § 8.1 contemplates Kiemle & Hagood Company, or
its principals, to be in control of the entity proposed to be
created. I understand that there may be some participants in
Kalispell Investment Group, L.L.C. who wish to remain anonymous.
Kit indicated he would attempt to provide us with evidence of
control, without violating any desires of individual members of the
Group. Perhaps you could discuss with him the nature of such a
document which would demonstrate control. As long as Kiemle &
Hagood remain in a management position, the City will not object.
In response to your concern about participation in the private road
construction, the City did include as part of the RFP a copy of the
Reciprocal Easement and Maintenance Agreement (Exhibit F) which
under paragraph III obligates subsequent developers of Lots 1 and
2 to share in the cost of the road. Exhibit G in the RFP sets forth
the latecomers fee arrangement for the sanitary sewer and storm
water retention facility. It has always been understood by this
office that subsequent developers of Lots 1 and 3 would be
obligated under the Easement and the Agreement to pay an aliquot
part of the infrastructure improvements which benefitted their
property. If and when we enter into negotiations on purchase of
those parcels, this office will make that position plain.
I have supplied a copy of your letters to me and Ian Bailey to the
City's Public Works Department. I will inquire of Jim Hansz, PWD,
as to the status of his work on the project and get back to you.
I have noticed that the project is proceeding in Kalispell. When I
drove by this morning I saw several pallets of pipe had been
delivered. Leveling is progressing. It's beginning to look like a
construction site.
Thank you for your letter of May 24. If you have any questions or
other concerns please contact me.
City
Sinc
Glen
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city ttornevy
pc: Chris Kukulski
Jim Hansz
Kit Querna